Pineapple Financial Inc.

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

On June 2025, Centurion One Capital Corp., Kia Besharat, and Break Point Ventures Ltd. commenced a civil proceeding in the Ontario Superior Court of Justice (Court File No. CV-25-00744393-0000) against Pineapple Financial Inc. The claim relates to alleged fees and compensation under two consulting and advisory agreements: the March 1 2022 Consulting Agreement with Mr. Kia Besharat and the January 10 2024 Financial Advisory Services Agreement with Centurion One Capital Corp.

The Company has filed a Statement of Defense dated July 10 2025, denying all allegations and asserting that both agreements were properly terminated in November 2024 following repudiation by the plaintiffs. Pineapple maintains that all amounts owing under the contracts were fully settled prior to termination, that no referral or advisory fees are payable, and that the plaintiffs are not entitled to any additional relief, including oppression or unjust-enrichment claims

Statement of Defense

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Management believes that this matter is without merit and intends to vigorously defend the action. At this time, the Company does not expect the outcome of this proceeding to have a material adverse effect on its business, financial condition, or results of operations.