Exhibit 99.1
DRAGONWAVE INC.
ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS
OTTAWA, ONTARIO, CANADA
TUESDAY, JUNE 15, 2010
REPORT OF VOTING RESULTS
In accordance with section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, the following sets out the matters voted on at the annual and special meeting of shareholders (the “Meeting”) of DragonWave Inc. (the “Corporation”) held on Tuesday, June 15, 2010. Each of the matters set out below are described in greater detail in the Notice of Annual and Special Meeting of Shareholders and Management Proxy Circular of the Corporation dated May 10, 2010. According to the scrutineer’s report, shareholders were present at the Meeting, in person or by proxy, representing 17,705,962 common shares or 47.94% of the 36,935,341 shares outstanding on the April 30, 2010 record date for the Meeting.
1. Election of Directors
At the Meeting, management of the Corporation presented to the shareholders its nominees for directors. According to the proxies received and vote by show of hands, the following individuals were elected as directors of the Corporation to hold office until the next annual meeting of shareholders of the Corporation or until their successors are elected or appointed:
|
| Votes For |
| Votes Withheld |
| ||||
Name of Nominee |
| Number of Votes |
| Percentage of |
| Number of Votes |
| Percentage of |
|
Gerry Spencer |
| 10,519,796 |
| 99.31% |
| 72,650 |
| 0.69% |
|
Peter Allen |
| 10,509,971 |
| 99.22% |
| 82,475 |
| 0.78% |
|
Jean-Paul Cossart |
| 10,486,221 |
| 99.00% |
| 106,225 |
| 1.00% |
|
Russell Frederick |
| 10,189,917 |
| 96.20% |
| 402,529 |
| 3.80% |
|
Claude Haw |
| 10,486,901 |
| 99.00% |
| 105,545 |
| 1.00% |
|
Thomas Manley |
| 10,499,471 |
| 99.12% |
| 92,975 |
| 0.88% |
|
Terry Matthews |
| 10,211,922 |
| 96.41% |
| 380,524 |
| 3.59% |
|
2. Appointment of Auditor
At the Meeting, shareholders were asked to approve the appointment of Ernst & Young LLP as auditors for the Corporation for the ensuing year. According to the proxies received and vote by show of hands, the resolution was approved.
The proxies submitted for the Meeting on this matter were as follows:
Votes For |
| Votes Withheld |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
17,388,575 |
| 98.38% |
| 286,226 |
| 1.62% |
|
3. Confirmation of an Amendment to By-Law No. 1A of the Corporation with respect to Quorum Requirements
At the Meeting, shareholders were asked to confirm an amendment to By-Law No. 1A of the Corporation with respect to quorum requirements for meetings of shareholders. According to the proxies received and vote by show of hands, the resolution was approved.
The proxies submitted for the Meeting on this matter were as follows:
Votes For |
| Votes Against |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
10,476,685 |
| 98.91% |
| 115,761 |
| 1.09% |
|
4. Confirmation of an Amendment to By-Law No. 1A of the Corporation Allowing for the Issue of Uncertificated Shares
At the Meeting, shareholders were asked to confirm an amendment to By-Law No. 1A of the Corporation allowing for the issue of uncertificated shares by the Corporation. According to the proxies received and vote by show of hands, the resolution was approved.
The proxies submitted for the Meeting on this matter were as follows:
Votes For |
| Votes Against |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
16,963,057 |
| 95.92% |
| 721,743 |
| 4.08% |
|
5. Approval of Changes to the Amendment Provisions of the Stock Option Plan of The Corporation
At the Meeting, shareholders were asked to approve changes to the amendment provisions of the Fifth Amended and Restated Key Employee Stock Option Plan (the “Stock Option Plan”) of the Corporation. A ballot was conducted with respect to the resolution approving the changes to the amendment provisions of the Stock Option Plan. According to the proxies received and the ballots cast, the resolution was approved with the following results:
Votes For |
| Votes Against |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
10,039,389 |
| 94.51% |
| 583,714 |
| 5.49% |
|
6. Approval of a Change to the Maximum Number of Common Shares Issuable Under the Stock Option Plan from Time to Time
At the Meeting, shareholders were asked to approve a change to the maximum number of shares issuable under the Stock Option Plan from time to time. A ballot was conducted with respect to the resolution approving the change to the maximum number of common shares issuable under the Stock Option Plan. According to the proxies received and the ballots cast, the resolution was approved with the following results:
Votes For |
| Votes Against |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
9,354,492 |
| 88.06% |
| 1,268,611 |
| 11.94% |
|
7. Approval of All Unallocated Options under the Stock Option Plan
At the Meeting, shareholders were asked to approve all unallocated options under the Stock Option Plan. A ballot was conducted with respect to the resolution approving all unallocated options under the Stock Option Plan. According to the proxies received and the ballots cast, the resolution was approved with the following results:
Votes For |
| Votes Against |
| ||||
Number of Votes Cast |
| Percentage of Votes |
| Number of Votes Cast |
| Percentage of Votes |
|
9,283,797 |
| 87.39% |
| 1,339,306 |
| 12.61% |
|