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Form of Proxy

Transportation And Logistics Systems, Inc.

Notes

meeting type : Special

No. Proposition For Against Abstain
1

To approve an amendment to the Company's Amended and Restated Articles of Incorporation, as amended, to effect a reverse stock split of the Company's issued and outstanding shares of common stock at a ratio of 5,000-for-1.

2

To approve an adjournment of the Special Meeting from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies in favor of Proposal 1 in the event the Company does not receive the requisite stockholder vote to approve such proposal or to establish a quorum.