HydroGraph Clean Power Inc. (CSE: HG | OTCQB: HGRAF), a graphene producer headquartered in Austin, Texas, has announced the filing of its management information circular for a special securityholder meeting to consider a proposed redomicile from British Columbia to Delaware. The circular, dated September 16, 2026, is scheduled to be mailed to securityholders on September 29, 2026. The meeting will be held on October 29, 2026, with the board unanimously recommending securityholders vote in favour of the redomicile resolution.

Key Points

  • HydroGraph Clean Power Inc. (CSE: HG | OTCQB: HGRAF) — graphene producer using proprietary Hyperion Reactor technology
  • Special securityholder meeting set for October 29, 2026, to approve redomicile from British Columbia to Delaware
  • Shareholder approval threshold requires at least two-thirds of votes cast; completion anticipated in early 2027
  • Investors should watch for proxy deadlines: proxies due by 9:00 a.m. Pacific time on October 27, 2026

HydroGraph's Redomicile Structure and Shareholder Exchange Options

Under the proposed plan of arrangement under British Columbia's Business Corporations Act, holders of HydroGraph common shares will receive, at their election and subject to applicable eligibility criteria, either one share of common stock of HydroGraph Inc. — a newly incorporated Delaware corporation designated as New Parent — one exchangeable share of HydroGraph ExchangeCo Ltd., or a combination of both, on a one-for-one basis for each HydroGraph common share held. The release states that New Parent will assume all outstanding incentive awards and warrants, with the same directors and executive officers continuing in their roles following completion.

Canadian Tax Deferral Option for Eligible Exchangeable Share Holders

Eligible holders who elect to receive exchangeable shares may, subject to applicable requirements and a valid tax election, be able to defer all or a portion of any Canadian income tax arising on the disposition of their HydroGraph common shares. The company emphasises that securityholders should review the circular carefully and consult their own tax advisors. The election deadline for exchangeable shares is 5:00 p.m. Vancouver time on October 28, 2026, and the release clarifies that voting for or against the redomicile resolution does not constitute an election to receive exchangeable shares.

Board Rationale: Aligning HydroGraph's Delaware Structure with U.S. Growth Strategy

HydroGraph produces pristine graphene using its proprietary Hyperion Reactor™ technology, targeting ultra-high purity and uniform batches that meet Graphene Council Verified Graphene Producer standards. The board stated it believes Delaware incorporation will better align the corporate structure with the company's growing U.S. operations and support efforts to expand its institutional investor base. The redomicile requires approval from at least two-thirds of votes cast, plus Supreme Court of British Columbia approval and satisfaction of customary closing conditions, with completion anticipated in early 2027. The immediate share price impact was not clear from available public information.