Author name: GV INFO

EV charging stations in Canada and future collaboration with Chinese firms

The Future of EV Charging Stations in Canada Canada is accelerating its transition to electric mobility, driven by climate goals and consumer demand. With the federal mandate requiring 100% of new light-duty vehicle sales to be zero-emission by 2035, the need for a robust and accessible EV charging infrastructure is more urgent than ever. 🔋 Market Trends & Government Support Rapid Growth: As of 2025, Canada has over 35,000 public charging stations, with plans to exceed 100,000 by 2030. Federal Investment: Programs like the Zero Emission Vehicle Infrastructure Program (ZEVIP) and the Canada Infrastructure Bank are injecting billions into charging infrastructure. Urban & Corridor Expansion: Most chargers are concentrated in Ontario, Quebec, and B.C., but expansion into rural and multi-unit residential areas is underway.   🌏 Canada-China Collaboration Outlook China leads the world in EV charging technology and manufacturing, with companies like Star Charge, TGOOD, BESEN, and Autel Energy offering scalable, cost-effective solutions. 🤝 Opportunities for Partnership Technology Transfer: Chinese firms can provide advanced DC fast chargers and modular systems tailored to Canadian climates. Joint Ventures: Co-developing infrastructure in Canada, especially in underserved regions. Standardization & Interoperability: Aligning protocols (e.g., OCPP, connector types) to ensure seamless user experience. Smart Grid Integration: Leveraging AI and IoT for energy optimization and demand response. ⚠️ Challenges to Address Regulatory Compliance: Canadian safety and cybersecurity standards must be met. Localization Needs: Equipment must withstand extreme cold and variable grid conditions. Market Competition: Chinese firms must differentiate from established Canadian players. 🔮 Looking Ahead Canada’s EV charging landscape is poised for transformation. With strong policy backing and growing consumer adoption, the market offers fertile ground for cross-border innovation. Strategic partnerships with Chinese companies could accelerate deployment, reduce costs, and enhance technological capabilities—ultimately supporting Canada’s goal of a net-zero transportation future. For more information, please contact: Visionary Holdings Inc.Investor Relations DepartmentEmail: ir@gvisionary.ca SOURCE Visionary Holdings Inc.

Minutes of the Board of Directors Meeting

Visionary Holdings Inc.                                                                                                    Minutes of the Board of Directors Meeting (Internal Use)Date: Friday, July 11, 2025Time: 10:00 AM ESTLocation: Microsoft Teams (Virtual Meeting) Attendees Directors Present: Mr. Marc Kealey Mr. Zhong Chen Mr. Charles Fu Mr. Simon Tang Mr. Jieluo Invited Observers: Mr. Jimmy He Mr. Frank Hou (CEO) Ms. Huiming Luo Board Secretary: Mr. Christian Xu Directors Absent: Mr. Zongjiang He Mr. Jun Huang Ms. Zhou Fan (Ms. Zhou Fan is currently prohibited from participating, directly or indirectly, in the management of Visionary Holdings Inc. (“VHI”) pursuant to a court order.) Call to Order The meeting was called to order at 10:00 AM EST by Mr. Marc Kealey. He welcomed the attendees and emphasized the urgent governance issues arising from recent legal developments. Acknowledgment of Court Order The Board formally acknowledged the decision of the Ontario Superior Court of Justice in Zhou v. Chen, 2025 ONSC 3648, which restrains Ms. Zhou Fan from participating in the management of VHI pending further order. The Board specifically noted paragraph 57 of the ruling, which highlights the potential harm of non-compliance. The Board reaffirmed its full commitment to complying with the Court’s directives. Audit Oversight Authorization The Board engaged in a discussion regarding the importance of enhanced transparency, internal controls, and independent oversight of Visionary Holdings Inc.’s financial reporting and audit process, particularly in light of recent governance and legal developments. In addition to the ongoing responsibilities of Chief Financial Officer Ms. Katy Liu, the Board resolved to appoint Mr. Dashu Zhu (also known as Jack Zhu), the former President of Bank of China Canada, to participate in and supervise the financial review and audit process. Mr. Zhu brings decades of banking, compliance, and financial governance experience, and his participation is intended to reinforce investor confidence, ensure procedural integrity, and support the company in meeting its regulatory obligations. Mr. Zhu’s involvement will also serve as an additional layer of fiduciary oversight as the company prepares for financial reporting, regulatory filings, and potential capital-raising activities. Motion: Moved by Mr. Zhong Chen Seconded by: Mr. Marc Kealey Vote: Unanimously approved Resolution: Mr. Dashu Zhu is formally authorized to participate in and oversee the financial and audit processes of Visionary Holdings Inc., working collaboratively with CFO Ms. Katy Liu and the external auditors. His responsibilities shall include reviewing internal financial records, advising on compliance measures, and reporting audit findings to the Board on a regular basis. Recovery of Ontario Corporation Keycode The Board discussed concerns regarding the Ontario Corporation Keycode, which is currently under the control of Ms. Zhou Fan and accessed through her personal email account. This situation poses a significant security and governance risk, as the Keycode is essential for accessing and updating the company’s corporate records. The Board emphasized that no individual should have exclusive or unauthorized control over critical corporate credentials, especially in light of the ongoing legal proceedings and the court’s restraining order against Ms. Zhou Fan. Motion: Moved by Mr. Zhong Chen Seconded by: Mr. Marc Kealey Vote: Unanimously approved Resolution: The Board resolves to take immediate action to recover the Ontario Corporation Keycode from Ms. Zhou Fan. Any future request by Ms. Zhou Fan to access or use the Keycode must be supported by a valid court order and an express resolution of the Board. Authorization of Mr. Xiyong Hou and Mr. Zhong Chen as Company Bank Signatories In light of the aforementioned court order and to ensure the continued, secure, and compliant operation of Visionary Holdings Inc.’s banking activities, the Board resolved to suspend Ms. Zhou Fan’s authority over all corporate bank accounts currently under her control. The Board further resolved to appoint Mr. Xiyong Hou and Mr. Zhong Chen as authorized bank signatories, with full authority to manage and conduct banking transactions on behalf of the company. Motion:Moved by Mr. Zhong Chen Seconded by: Marc Kealey Vote:Unanimously approved Resolution:The Board hereby suspends Ms. Zhou Fan’s authority over the corporate bank accounts and appoints Mr. Xiyong Hou and Mr. Zhong Chen as authorized signatories for all banking matters related to Visionary Holdings Inc. Resolution Regarding the Removal of Ms. Zhou Fan’s Corporate Titles Based on the Ontario Superior Court of Justice’s Order in Zhou v. Chen, 2025 ONSC 3648—which expressly restrains Ms. Zhou Fan from participating, directly or indirectly, in the management of Visionary Holdings Inc.—and following formal recommendations from securities counsel Mr. Steven Schuster and legal counsel Mr. Michael Myers, the Board deliberated and resolved to remove all corporate titles and positions held by Ms. Zhou Fan, including her position as Chair of the Board. The Board emphasized that the Court’s findings, particularly the risks identified in paragraph 57 of the decision, make it necessary to take swift and decisive action to preserve the integrity of the company’s governance structure. Retaining Ms. Zhou Fan in any corporate capacity would be inconsistent with the spirit and the Court’s order, and may expose the company to further legal, regulatory, and reputational risks. This resolution ensures the Board’s full compliance with judicial directives and reinforces its commitment to strong governance and proper oversight. It was further noted that any future reappointment of Ms. Zhou Fan to any corporate role would require a valid court order and Board approval. Motion: Moved by Mr. Charles Fu Seconded by: Mr. Marc Kealey Vote: Unanimously approved Resolution: All corporate titles and positions held by Ms. Zhou Fan, including Chair of the Board, are hereby removed, effective immediately, in accordance with the Court Order and based on legal advice received from Mr. Steven Schuster and Mr. Michael Myers. This includes any authority to act on behalf of Visionary Holdings Inc. in any official capacity until further notice or court direction. Capital Raising Plan CEO Mr. Frank Hou presented an initial outline of a capital-raising strategy aimed at strengthening the company’s financial position, supporting upcoming strategic projects and ensuring adequate working capital to support day-to-day operations. The Board approved the initiative in principle and requested further details to be presented in a follow-up report. Motion: Moved by Mr. Charles Fu Seconded by: Mr. Marc Kealey Vote: Unanimously approved Resolution: CEO Mr. Frank Hou is authorized to continue developing the capital-raising plan and to engage in preliminary discussions with potential investors and financing partners. A detailed report and formal proposal are to be submitted to the

Minutes of the Board of Directors Meeting

VISIONARY HOLDINGS INC. MINUTES OF THE BOARD OF DIRECTORS MEETING Date: July 1, 2025 Time: 9:00 AM EST Location: Microsoft Teams (Virtual Meeting) 1.  CALL TO ORDER The meeting was called to order at 9:00 AM EST by Mr. Marc Kealey. He welcomed all attendees and outlined the urgent governance issues arising from recent legal developments and changes to the composition of the Board. 2.  ATTENDANCE Directors Present: Marc Kealey Zhong Chen Charles Fu Simon Tang Jieluo Invited Observer: Jimmy He Board Secretary: Christian Xu Directors Absent: Zongjiang He Jun Huang Zhou Fan (Zhou Fan is prohibited from participating, directly or indirectly, in the management of Visionary Holdings Inc. (‘VHI’) pending further order.) 3.  BACKGROUND Mr. Zhong Chen provided a summary of the recent court proceedings. He referenced the decision of the Ontario Superior Court of Justice in Zhou v. Chen, 2025 ONSC 3648, which restrains Ms. Zhou Fan from participating, directly or indirectly, in the management of Visionary Holdings Inc. (“VHI”) pending further order. The Board acknowledged the potential harm cited by the Court in paragraph 57 and affirmed its commitment to compliance. The Board also acknowledged the voluntary resignation of Mr. William Chai due to age and health concerns, noting its appreciation for his past service despite efforts to retain him. Concerns were raised regarding Mr. Zongjiang He’s continued failure to provide identification or participate in Board activities, suggesting that his designation as director may have been unauthorized and in contravention of the Court’s Order. 4.  PROPOSALS AND RESOLUTIONS 4.1.  Appointment of Board Secretary Motion: That Mr. Christian Xu be appointed as Secretary of the Board. Moved by: Mr. Zhong Chen Seconded by: Mr. Marc Kealey Resolution: Carried unanimously. 4.2.  Engagement of Legal Counsel – Canadian Matters Motion: That the Company retain Sara J. Erskine as corporate legal counsel. Moved by: Mr. Zhong Chen Seconded by: Mr. Charles Fu Resolution: Carried unanimously. 4.3.  Engagement of U.S. Legal Counsel Motion: That Visionary Holdings Inc. engage McLaughlin & Stern LLP, with Mr. Steven Schuster as lead counsel, to represent the Company in all matters before the SEC, NASDAQ, and other regulatory bodies. Mr. Schuster is further authorized to request reinstatement of EDGAR access and authority to file Form 6-K on behalf of the Company. Moved by: Mr. Zhong Chen Seconded by: Mr. Charles Fu Resolution: Carried unanimously. 5.  BOARD AND COMMITTEE APPOINTMENTS 5.1.  Interim Acting Chairman of the Board Motion: That Mr. Marc Kealey be appointed Interim Acting Chairman of the Board, effective immediately. Moved by: Mr. Charles Fu Seconded by: Mr. Zhong Chen Resolution: Carried unanimously. 5.2.  Interim Acting Chairman of the Audit Committee Motion: That Mr. Marc Kealey be appointed Interim Acting Chairman of the Audit Committee. Audit Committee Members: Marc Kealey Jieluo Simon Tang Moved by: Mr. Charles Fu Seconded by: Mr. Zhong Chen Resolution: Carried unanimously. 5.3.  Chairman of the Governance Committee Motion: That Mr. Marc Kealey be appointed Chairman of the Governance Committee. Governance Committee Members: Marc Kealey Jieluo Simon Tang Moved by: Mr. Charles Fu Seconded by: Mr. Zhong Chen Resolution: Carried unanimously. 5.4.  Chairman of the Compensation Committee Motion: That Mr. Marc Kealey be appointed Chairman of the Compensation Committee. Compensation Committee Members: Marc Kealey Jieluo Simon Tang Moved by: Mr. Charles Fu Seconded by: Mr. Zhong Chen Resolution: Carried unanimously. 6.  COMPLIANCE REQUEST TO MR. ZONGJIANG HE Motion: That the Company issue a formal compliance request to Mr. Zongjiang He, requiring him to: Submit valid identification and contact information; andAttend the next Board meeting within seven (7) days of Failure to comply will be deemed confirmation that Mr. He is acting without proper authority. The Board reserves the right to: Initiate removal proceedings under Section 120 of the Ontario Business Corporations Act (OBCA); and/orSeek a court declaration affirming the invalidity of his purported Moved by: Mr. Marc Kealey Seconded by: Mr. Charles Fu Resolution: Carried unanimously. 7.  SHARE ISSUANCE MATTERS 7.1.  Authorization under Form S-8 Motion: That the Board authorize the issuance of common shares under the Company’s Form S- 8 Registration Statement to support employee incentive programs and to attract qualified personnel. Moved by: Mr. Charles Fu Note: Mr. Fu also recommended that fundraising objectives be set as future goals, but not discussed at this meeting. All directors agreed. 7.2.  Share Issuance to Court-Recognized Directors Motion: That the Board approve the issuance of 200,000 common shares to each director recognized by the Ontario Superior Court in its March 25, 2025 Order. Note: Mr. Charles Fu suggested deferring this discussion to a future Board meeting. All directors agreed. Additional Notes: Mr. Charles Fu proposed that the Board hold informal meetings from time to time to enhance corporate governance and protect business confidentiality. Mr. Jieluo supported the idea, noting that informal meetings could help clarify business direction and strategy for potential financing or bond issuance. 8.  ADJOURNMENT There being no further business, the meeting was adjourned at 11:00 AM EST on a motion duly made and carried. CERTIFIED TRUE RECORD Dated this 1st day of July, 2025. Christian Xu Board Secretary For more information, please contact: Visionary Holdings Inc.Investor Relations DepartmentEmail: ir@gvisionary.ca SOURCE Visionary Holdings Inc.

ONTARIO SUPERIOR COURT OF JUSTICE

Court decision, please visit: Canadian Legal Information Institute (https://www.canlii.org/en/on/onsc/doc/2025/2025onsc3648/2025onsc3648.html) or PDF CITATION:  Zhou v. Chen, 2025 ONSC 3648 COURT FILE NO.: CV-25-741704-00CL DATE: 20250619 ONTARIO SUPERIOR COURT OF JUSTICE BETWEEN: FAN ZHOU, 3888 INVESTMENT GROUP LIMITED and VISIONARY HOLDINGS INC. Plaintiffs ) ))))))   Calvin Zhang & Yun Lu, for the Plaintiffs – and – ZHONG CHEN, DONALD M. KEALEY, SIMON L. TANG, CHARLES YONGJUN FU, JIE LUO, XIAOFENG WANG and GUOHAO XU Defendants )) ) ) ) ) ) ) ))) , Michael S. Myers & Arash Jazayeri, for the Defendants Zhong Chen, Charles Yongjun Fu, Simon L. Tang, Donald M. Kealey and Jie Luo   )     ) HEARD: June 6, 2025 ENDORSEMENT justice Jana steele Overview [1]               This matter involves a publicly traded company, Visionary Holdings Inc. (“VHI” or the “Company”) and allegations of oppression, among other things.  Motions were brought by both the plaintiffs and the defendants for declaratory and injunctive relief.  The plaintiffs allege wrongdoings related to the calling of Board meetings and unauthorized Securities and Exchange Commission filings, among other things.  The defendants take the position that the plaintiffs Zhou and 3888 have engaged in oppressive conduct, and fraud, among other things. [2]               Essentially, this matter is about two things: (1) the rightful board of directors of VHI; and (2) whether there is a prima facie case that the plaintiff, Fan Zhou (“Zhou”) has engaged in fraud and/or oppressive conduct, among other things, in breach of her fiduciary duties owed to VHI such that an order directing an investigation is appropriate.  [3]               The relief was urgently sought.  The plaintiffs state that the most pressing harm is the imminent risk of NASDAQ delisting VHI if VHI’s annual financials are not approved and filed by July 15, 2025.  A recognized, functioning Board of Directors is required in order for the annual financials to be approved and filed in a timely manner. [4]               The rightful board of directors’ issue is quite straightforward.  The Board of Directors of VHI as it existed on March 25, 2025 constitutes the lawful Board of Directors until further court order.  I have also determined that the Board of Directors should be entitled access to records, usernames, and passwords for EDGAR, NASDAQ, and securities portals. [5]               In addition, I have determined that it is appropriate to appoint an inspector and require that the status quo be maintained pending further court order.  Background [6]               VHI is an Ontario corporation, the shares of which are publicly traded on the NASDAQ.  Zhou is the founder of VHI.  Zhou is also a director of VHI. [7]               3888 Investment Group Limited (“3888”) is an Ontario corporation, wholly owned and controlled by Zhou’s daughter, Wan Hong Wu (“Wu”).  Wu received the shares for no consideration. [8]               3888 is the sole holder of VHI’s Class B Common Shares, which purport to carry 100 votes per share.  If these Class B Common Shares are validly issued, 3888 would hold approximately 97% of the total voting power in VHI.  3888 holds approximately 27% of the total issued and outstanding common shares of VHI. [9]               The defendants are five members of VHI’s Board of Directors:  Zhong Chen (“Lawrence”), Marc Kealey (“Marc”), Simon Tang (“Simon”), Charles Fu (“Charles”), and Jie Luo (“Roger”). [10]            Each of Lawrence, Simon, Charles, and Marc hold common shares of VHI.  [11]           Prior to March 26, 2025, VHI’s board of directors consisted of nine (9) individuals: Zhou, Zongjiang He, Jun Huang, Lawrence, Marc, Simon, Charles, Roger, and William Chai. [12]           On May 2, 2025 a case conference was held before Conway J.  At that conference, Conway J. scheduled the motion and set out the agreed timetable for delivery of materials. [13]           On May 12, 2025 an urgent motion was brought before Osborne J.  At para. 25 of his May 12, 2025 endorsement, Osborne J. made an order preserving the status quo pending the hearing and determination of the motion scheduled for June 6, 2025.  The status quo order required that during such time “no party may take any steps or transactions outside the ordinary course of business of Visionary.”  In addition, Osborne J. specified that, subject to further court direction:               There shall be no meeting of any Board of Directors of Visionary, or any Board Committee, until such time as the composition of the Board is resolved or determined;               There shall be no meeting of shareholders of Visionary, and no action taken or purported to be taken outside the ordinary course of business;               No audit or financial statements shall be approved, and none shall be filed or released, until the composition of the Board is resolved or determined;               As follows from the above point, there shall be no amendment or purported amendment to the articles of incorporation, by-laws, jurisdiction of incorporation, head office or banking authority of Visionary;               There shall be no public disclosure by any party save and except as may be directed by further order of the Court or the SEC; and                 There shall be no sale, transfer, assignment or encumbrance in any way, directly or indirectly, of any asset of Visionary outside the ordinary course of business. [14]           At the hearing of the motion, the plaintiffs raised a preliminary issue regarding the late timing of the defendants’ filing of certain materials and asked for the late filed materials to be struck.  I indicated that if the plaintiffs required additional time to, among other things, consider the late filed materials and/or conduct cross-examinations, in the circumstances I was prepared to adjourn the matter to provide the plaintiffs with additional time.  The plaintiffs indicated that they wanted to proceed with the motions. Analysis What is the constitution of the rightful

Artificial Intelligence and Robotics

Guoli Intelligence focuses on artificial intelligence and robotics, serving clients in over 30 countries and regions worldwide. With two Chinese high-tech enterprises, it is an industry-leading enterprise specializing in AI-driven software composite robotics. Its business scope includes AI education, AI-themed cultural tourism, and consumer-grade robots. Founded by top international talents, Guoli Intelligence boasts a strong international technical team and holds nearly one hundred domestic and international intellectual property rights in core technology fields such as AI, soft robotics, computer vision, motion control, and embodied intelligent robotics. It has established substantial industry-academia-research collaborations with experts and professors from renowned universities, including the Chinese University of Hong Kong, Xi’an Jiaotong University, Xidian University, and Shanghai University. It has also formed an AI joint laboratory with the Institute of Intelligent Control and Image Engineering at Xidian University and a joint AI and robotics laboratory with the School of Mechatronic Engineering and Automation at Shanghai University. Guoli Intelligence is headquartered in Shenzhen, with its industrial base in Huaibei, Anhui Province, a regional center in Ningbo, Zhejiang Province, and an international center in Hong Kong Science Park. Driven by the mission of “enhancing human quality of life through technology and innovation,” Guoli is dedicated to the R&D and creation of innovative robotics and AI technology, aspiring to become an outstanding technology innovation enterprise.

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