ZenaTech moves to replace Boardwalktech Software board of directors

ZenaTech, Inc. (NASDAQ: ZENA) the largest shareholder of Boardwalktech Software Corp., has formally requisitioned a shareholder meeting to replace Boardwalktech's board of directors with its own nominees, according to a press release issued October 1, 2026.

ZenaTech owns approximately 25.8 million common shares of Boardwalktech, representing about 19.9% of outstanding shares on a non-diluted basis, plus warrants to acquire an additional 15 million shares. The requisition was submitted under British Columbia's Business Corporations Act and seeks shareholder approval on three matters: authorizing ZenaTech to exercise share purchase warrants acquired in a July 31, 2026 private placement, amending Boardwalktech's articles to allow shareholders to set the number of directors, and removing the current board in favor of ZenaTech's five nominees.

ZenaTech cited several financial concerns at Boardwalktech, including an accumulated deficit of $58.1 million, a shareholders' deficit of $5.3 million, and a net loss of $2.8 million for the year ended March 31, 2026. Revenue fell from $5.97 million in 2024 to $3.64 million in 2026, a 39% decline. Boardwalktech's auditors noted material uncertainty about the company's ability to continue as a going concern, and the company reported repeated breaches of financial covenants with lender Celtic Bank. Cash on hand stood at $140,038 as of March 31, 2026.

ZenaTech's five board nominees are Shaun Passley, PhD, ZenaTech's CEO; James A. Sherman, ZenaTech's CFO; Craig Passley, ZenaTech's Corporate Secretary; Amanda Jones, a healthcare executive; and Michael L. Harrington, a supply chain and retail industry veteran.

ZenaTech stated it plans to file a dissident information circular and proxy materials once a meeting date is established. The company said it will bear the costs of the solicitation but intends to seek reimbursement from Boardwalktech if its board nominees are successfully elected.

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