How does the board turnover compare to previous years and to industry peers?

Answer

The press release you provided tells us that, for the 2025 annual and special shareholders’ meeting, all director nominees listed in Fairplay Ventures Inc.’s management information circular were elected or re‑elected. It does not include any quantitative data on:

• How many directors left the board (i.e., “turnover”) versus how many were retained.
• The number of new directors added compared with prior years.
• Any benchmark figures for other companies in the same industry or for Fairplay in earlier years.

Because of that, a direct, data‑driven comparison of Fairplay’s board turnover to previous years and to industry peers cannot be made from the information in the release alone.

What would be needed for a proper comparison

How you could construct the comparison yourself

1. Gather Fairplay’s historical board composition

   • Pull the 2023 and 2024 annual reports (or the “Management Information Circulars” for those years).
     
   • Note the total number of directors, the names of those who left, and the names of any new appointees.

2. Calculate turnover metrics

   • Departure turnover = (Number of directors who left ÷ Total board size at start of year) × 100%
     
   • Appointment turnover = (Number of new directors ÷ Total board size at end of year) × 100%
     
   • Net turnover = (Departures + Appointments) ÷ Average board size × 100%

3. Collect peer data

   • Identify 3‑5 comparable TSX‑V listed companies (e.g., other venture‑stage tech or resource firms).
     
   • Extract the same turnover figures from their proxy statements for 2025.
     
   • Compute an industry average or median turnover rate.

4. Interpret the results

   • If Fairplay’s turnover is lower than peers: the board is more stable, which can signal continuity in strategy but may raise questions about board refresh and diversity.
     
   • If turnover is higher: the board is more dynamic, possibly reflecting a strategic shift, response to performance pressures, or a focus on bringing in new expertise.
     
   • Trend analysis: Compare the 2025 turnover to 2023‑2024 to see if the board is becoming more or less stable over time.

A provisional, qualitative view (based on the limited data)

• No departures reported: The release states that “each director nominee listed… was elected or re‑elected.” This wording suggests that the existing directors who stood for re‑election were indeed re‑elected, and any new nominees were elected. It does not explicitly mention any resignations or removals, which could imply minimal or zero turnover for 2025.
• Implication for comparison: If Fairplay historically has had a modest level of board refresh (e.g., 1‑2 new directors per year), a year with “all nominees elected or re‑elected” might represent a lower‑than‑average turnover relative to its own past practice. Conversely, if the company traditionally retains the same slate each year, this would be consistent with its historical pattern.
• Industry context: In the broader Canadian venture‑stage market, board turnover rates typically range from 10 % to 30 % per year (i.e., 1‑3 directors on a 10‑member board). A year with zero departures would be on the low end of that spectrum, indicating a more static board compared to many peers that purposefully rotate directors to inject fresh perspectives.

What to do next

• Request the 2025 Management Information Circular (June 26 2025) to see the exact list of “newly elected” versus “re‑elected” directors.
  
• Pull Fairplay’s 2023‑2024 annual reports to extract prior turnover numbers.
  
• Identify 2‑3 direct competitors (e.g., other TSX‑V listed venture firms) and download their 2025 proxy statements to compute peer turnover rates.
  
• If you need a quick benchmark, consult publicly available governance surveys (e.g., “Canadian Board Governance Survey 2024”) that publish average turnover percentages for TSX‑V companies.

Bottom line

With the current press release alone, we can only infer that board turnover for Fairplay in 2025 appears to be low or possibly nonexistent, as all listed nominees were elected or re‑elected. However, a concrete comparison to previous years and industry peers requires additional data—specifically historical board composition details for Fairplay and comparable turnover figures for peer companies. Once those data points are gathered, you can calculate turnover percentages and place Fairplay’s board dynamics in the proper historical and industry context.