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MILFAM LLC ANNOUNCES INTENTION TO PROCEED WITH ANNUAL GENERAL MEETING OF SCULLY ROYALTY LTD.

MWN-AI** Summary

MILFAM LLC, a significant shareholder of Scully Royalty Ltd. (NYSE:SRL), has announced its intention to proceed with the Annual General Meeting of Shareholders as scheduled for December 27, 2025. This decision follows an earlier announcement from the Company's Board of Directors, which had resolved to delay the meeting on December 24, 2025. Notably, MILFAM points out that the Articles of Association do not grant the Board the authority to postpone the meeting, making their proceeding with the event both timely and necessary.

With over 58% of the outstanding shares under its control, MILFAM is poised to influence the election of directors at the meeting. The firm confirms that a quorum will be present, enabling the meeting to conduct necessary business, including the election of new board members. MILFAM emphasizes its willingness to collaborate with the Company to ensure a smooth and orderly meeting, stressing the importance of accessibility and proper minute-taking by a Company representative.

In a clear message to the Board, MILFAM warns that any attempts to hinder the meeting's progression may signify a further failure of duty by the board members. They have called on the Board to honor its fiduciary responsibilities and respect the majority will of the shareholders, advocating against the re-election of the current Board members. This conflict highlights ongoing governance issues within Scully Royalty, raising questions about management's commitment to shareholder interests and the effectiveness of its leadership as the meeting approaches.

MWN-AI** Analysis

The recent announcement by MILFAM LLC regarding the Annual General Meeting (AGM) of Scully Royalty Ltd. (NYSE: SRL) presents significant implications for current and prospective investors. MILFAM, controlling over 58% of Scully's outstanding shares, demonstrates a clear intention to assert its influence by proceeding with the AGM despite the Board's attempt to postpone it. This situation suggests a power struggle within the company's governance, which could create volatility in SRL's stock price as investors react to developments.

From a market perspective, the situation warrants a cautious approach. Shareholders should monitor how the AGM unfolds on December 27, 2025, particularly regarding the election of directors. With MILFAM poised to elect its nominees, this change in leadership could facilitate a shift in corporate strategy or operational focus, which might attract or deter investor interest.

Furthermore, the Board's resistance to MILFAM's intentions could exacerbate tensions, potentially leading to further disputes that may detract from the company's focus on core business operations. For those holding SRL shares, it is prudent to consider the implications of potential leadership changes and their expected impact on financial performance and strategic direction.

Investors seeking opportunities within this context may contemplate either increasing their stakes or divesting based on anticipated shifts in governance and company policy post-AGM. Transparency and effective communication from the Board following the AGM will be essential in regaining investor confidence and clarifying the company’s future trajectory.

In summary, active monitoring of the AGM and subsequent actions by both MILFAM and the Board will be crucial for capitalizing on potential opportunities or mitigating risks associated with Scully Royalty Ltd.’s evolving corporate landscape.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

Stuart, Florida, Dec. 26, 2025 (GLOBE NEWSWIRE) -- MILFAM LLC (“MILFAM”), a large shareholder of Scully Royalty Ltd. (NYSE:SRL) (the “Company”) has announced its intention to proceed with the Annual General Meeting of Shareholders of the Company (the “Annual Meeting”) as scheduled on December 27, 2025.

The Company previously announced on December 24, 2025, that the Company’s Board of Directors (the “Board”) had resolved to temporarily postpone the Annual Meeting. However, the Articles of Association of the Company do not confer any power upon the Board to postpone the Annual Meeting. Therefore, MILFAM intends to attend the Annual Meeting as scheduled and proceed with the election of directors.

Based on proxies received as of today’s date, there will be a quorum present at the Annual Meeting to conduct business.

MILFAM invites the Company to work collaboratively and in good faith to ensure that the business of the Annual Meeting is conducted properly, that the venue remains accessible and that a Company representative will be present to record the minutes of the Annual Meeting. Any attempt to physically obstruct the conduct of the Annual Meeting, will be viewed as a further breach of duty by the Board. MILFAM itself and through its proxies currently controls over 58% of the outstanding shares of the Company for the purposes of the Annual Meeting and is in a position to elect its slate of nominees to the Board and vote against the re-election of the current members of the Board. MILFAM urges the Board to comply with its fiduciary duties and to stop blocking the will of the majority of the shareholders of the Company. 

Investor Contact:
Sodali & Co
430 Park Avenue, 14th Floor
New York, NY 10022
Call Toll-Free in North America: (800) 662-5200
Outside of North America Call Collect: (203) 658-9400
Email: MILFAM@info.sodali.com

MILFAM LLC is a single-family office managing the collective assets of the descendants of Lloyd I. Miller Jr.


FAQ**

How does MILFAM LLC's control of over 58% of shares in Scully Royalty Ltd. (SRL) impact the decision-making process during the December 27, 2025 Annual Meeting?

MILFAM LLC's control of over 58% of Scully Royalty Ltd.'s shares significantly centralizes decision-making power, allowing them to dominate the voting on key issues during the December 27, 2025 Annual Meeting and effectively influence the company's strategic direction.

2. What specific actions does MILFAM LLC intend to take if the Board of Scully Royalty Ltd. (SRL) attempts to postpone the Annual Meeting despite the Articles of Association?

MILFAM LLC plans to vigorously contest any attempt by the Board of Scully Royalty Ltd. to postpone the Annual Meeting against the Articles of Association through legal or operational means to ensure compliance and uphold shareholder rights.

3. Could you explain the potential consequences for the current Board of Scully Royalty Ltd. (SRL) if they fail to comply with their fiduciary duties as urged by MILFAM LLC?

If the Board of Scully Royalty Ltd. fails to comply with their fiduciary duties as urged by MILFAM LLC, they may face legal repercussions, potential shareholder lawsuits, loss of investor confidence, and a decline in the company's stock value.

4. In what ways can MILFAM LLC and the Board of Scully Royalty Ltd. (SRL) work collaboratively to ensure the proper conducting of business during the upcoming Annual Meeting?

MILFAM LLC and the Board of Scully Royalty Ltd. can collaborate by establishing clear communication channels, aligning their agendas, setting mutual goals for shareholder engagement, and ensuring compliance with regulatory requirements to facilitate a transparent and efficient Annual Meeting.

**MWN-AI FAQ is based on asking OpenAI questions about Scully Royalty Ltd. (NYSE: SRL).

Scully Royalty Ltd.

NASDAQ: SRL

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December 31, 2025 06:06:00 pm
SCULLY ROYALTY ANNOUNCEMENT

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