ZenaTech challenges Boardwalktech over governance, files regulatory complaint

ZenaTech, Inc. (NASDAQ: ZENA), which holds a 19.72% stake in Boardwalktech Software Corp. (TSXV: BWLK), has issued an open letter to Boardwalktech shareholders and filed formal complaints with the British Columbia Securities Commission and the TSX Venture Exchange over what it describes as corporate governance failures and the company's failure to hold a 2026 annual general meeting.

According to the letter, Boardwalktech last held an AGM on November 24, 2025, and is required under the Business Corporations Act (British Columbia) to hold one at least once per calendar year. ZenaTech contends that by scheduling a Special Meeting for January 22, 2027, instead of a 2026 AGM, the board is forcing shareholders to meet a higher voting threshold to remove directors, which ZenaTech characterizes as oppressive to all shareholders.

ZenaTech, which delivered a requisition on October 1, 2026 to call a special meeting and replace incumbent directors, is asking regulators to direct Boardwalktech to hold an AGM by December 31, 2026, and to issue a cease-trade order on extraordinary corporate transactions until a new board is elected.

The letter also alleges that Boardwalktech's Audit Committee includes the CEO and CFO, which ZenaTech says violates National Instrument 52-110, which requires that a majority of a venture issuer's audit committee members not be executive officers. ZenaTech further states that the CEO, CFO, and CTO each receive salaries exceeding $200,000 annually, while auditors have flagged a going-concern uncertainty and a US$2,505,753 debt obligation has been reclassified as current, maturing in March 2027.

ZenaTech also noted that Boardwalktech has completed seven financings across five private placements over the past 18 months and that five quarterly covenant tests under a Celtic Bank credit facility have failed.

If regulatory intervention does not occur, ZenaTech stated it intends to petition the Supreme Court of British Columbia for an order compelling an immediate AGM.

You May Also Be Interested In

• HeartSciences sets shareholder vote on Fortitude Mining merger
• Zephyr Minerals closes $260,000 non-brokered private placement
• NeOnc expands Abu Dhabi program, schedules FDA meeting for NEO212