Aura Minerals Inc. (ORA) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Aura Minerals. Please note, today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Rodrigo Barbosa, Director, President and CEO of Aura Minerals, who will be chairing today's meeting. Sir, the floor is yours.

Thank you. Good morning. It's now 10:04 AM. My name is Rodrigo Barbosa, Director, President and CEO of Aura Minerals, and I'll chair today's meeting. On behalf of the Board of Directors, all of whom are in attendance today virtually, I welcome you to the Annual and Special Meeting of Shareholders of Aura Minerals Inc. We are pleased to host the meeting through this virtual meeting platform, accessible to all our shareholders regardless of physical location to participate, submit questions and more. As this meeting is being held online via live webcast, it is appropriate to set out a few rules for online participants for the orderly conduct of this meeting. [Operator Instructions] Two, in the interest of time, we'll address your questions at the end after all formal business of the meeting has been terminated. Three, on the purpose of the meeting today, voting on all matters will be conducted by electronic ballot. Voting will be opened upon commencement of the formal portion of the meeting and remain open for you to vote at any time until the polls are closed. You may choose to vote on each resolution immediately, or wait until the conclusion of discussion on all resolutions prior to casting your votes. Four, when you're asked to vote, you will receive a message within the online interface requesting you to register your votes. You will only have a certain amount of time to do so when the polls are open. Five, if you are ready to shareholder and have already voted by proxy prior to the proxy cutoff time, and do not wish to change or revoke your previous vote, please do not vote again when the ballots appear on our screen. Voting again, you'll be revoking your previous votes. I would like to call the meeting to order. I'll ask Greg Boyd to act as a Secretary of the Meeting and I will ask Lori Winchester of TSX Trust Company to act as a scrutineer of the meeting. In order to facilitate the procedural aspects of the meeting, we have asked certain individuals to move and second the various motions that will arise. As noted previously, voting on matters will be conducted by electronic ballot. Only registered shareholders who held shares in their name as of September 23, 2020, the record date of this meeting or their validly appointed proxy holders, are entitled to vote at this meeting. I am advised that the requisite numbers of shareholders for a quorum is present, and that we have the preliminary scrutineer's report, which indicates the majority of shareholders have voted in favor of each of the resolutions. The final scrutineer's report will be annexed to the minutes of this meeting. The notice calling this annual and special meeting of shareholders and accompanying management information circular, form of proxy, financial statements of the company and articles report have been mailed to security holders of the company entitled to receive notice and were filed on SEDAR and posted on Aura's website on October 8, 2020. Notice of the meeting has been given in accordance with the memorandum of association and articles of associations of the company, and I am advised that there is a quorum present. I now declare that this meeting has been properly called and is regularly constituted for the transaction of business. To be effective, all resolutions require an affirmative vote of the majority of votes casted. We will conclude the votes on the matters before us by a poll. On the poll, every shareholder entitled to vote on the matter has one vote in respect of each share entitled to be voted on the matter and held by that shareholder. The poll will be open for all resolutions at the same time. This allows you to choose to vote on each resolution immediately or wait until conclusion of discussion on all resolutions prior to casting your vote. Once discussions on all items of business has been concluded, I'll give you time to enter your vote and then declare voting closed in all resolutions. The results of the meeting will be publicly released and available on our website. I now instruct the scrutineer to open the polls on all resolutions. I now place, before the meeting, the financial statements of the company as at and for the year ended December 31, 2019, together with the auditor's report and shareholders. Copies of these documents are also available for review on SEDAR. The next item of business is election of directors. The following persons have been nominated in accordance with the regulation 10.1 of the company's articles of association for election of directors: one, Paulo de Brito; two, Paulo de Brito Filho; three, Stephen Keith; four, Philip Reade; five, Richmond Fenn; six, Fabio Luis Ribeiro; and seven, Bruno Mauad. As the directors have not received notice in accordance with the regulation 10.1 of the company's articles of association of any other nominations, I declare nominations closed. Based on the proxies received, I can confirm that each of the directors individually received well over a majority of the votes cast for him. To streamline the voting process, we will elect each individual director to one omnibus resolution. The number of directors to be elected at the meeting is seven. I now move that each of the 7 individual nominees whose name has been read, win and is hereby elected as a director of the company to hold office until the next annual meeting or until his respective successor is duly appointed. João Kleber Cardoso, please second the motion.

I second the motion.

I will now turn to the voting on the motion. If you haven't done so already, please feel free to cast your vote now or wait until conclusion of discussions on all resolutions prior to casting your votes. [Voting]

The next item of business is the appointment of the auditor. PricewaterhouseCoopers LLP, Chartered Professional Accountants, the current auditor of the company, and PricewaterhouseCoopers Auditores Independientes are proposed as auditors of the company to hold off until the next annual meeting of shareholders. I move that PricewaterhouseCoopers LLP, Chartered Professional Accountants and PricewaterhouseCoopers Auditores Independientes, be appointed auditors of the company until the close of the annual general meeting of shareholders, and that the directors be authorized to fix the auditor's remuneration.

I second the motion.

I'll now turn to the voting on the motion. If you haven't done so already, please feel free to cast your votes now or wait until conclusion of discussions on all resolutions prior to casting your votes. [Voting]

The next item of business is the approval of the company's incentive stock option plan as adopted by the Board of Directors of the company on April 24, 2017, as amended June 13, 2018 and September 24, 2020, as well as the approval of the unallocated options under the plan and the ability of the company to continue to run options under the plan. Incentive stock option plan reserves for issuance of maximum of 8% of the total number of issued and outstanding shares and does not have a fixed amount number of shares issuable. Under the applicable rules of the Toronto Stock Exchange because the company's incentive stock option plan does not have a fixed maximum number of option shares, all unallocated options, rights, other entitlements under the company's incentive stock option plan must be approved by shareholders and implementation in every 3 years thereafter. And move at the resolution approving the stock option plan, the unallocated options under the plan and the ability of the company to continue to grant options under the plan, the annex of which is set forth in the management information circular, be approved. João Kleber Cardoso, please second the motion.

I second the motion.

With this, all the motions has been read. This concludes the formal business of the meeting. I will now turn to the voting on the motions. I'll be closing the polls shortly. For those of you who have not voted on all of the resolutions, please do so now. [Voting]

It is now 10:15 AM, I'll close the poll on our resolution at 30 seconds for our online viewers to catch up. [Voting]

Okay. So I now instruct the scrutineer to close the polls on our resolutions. Based on the preliminary report I have received from the scrutineers, I declare all resolutions carried. Thank you. And there is no further business to be brought before the meeting. I will now make a motion to conclude the meeting.

I second the motion.

Thank you. I declare the motion carried. And the meeting is terminated. We will now proceed to address questions, if any, that have been polled. Kleber, are there any questions?

There are no questions.

Thank you very much for all -- thank you very much for all attending today, and have a good day and good weekend.

This concludes the meeting. You may now disconnect.