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

June 29, 2021

Toronto Stock Exchange CA Materials shareholder_meeting 13 min

Earnings Call Speaker Segments

Operator

operator
#1

Ladies and gentlemen, welcome to the Annual Meeting of Aura Minerals Inc. Please note, the meeting will be recorded. I would like to introduce Rodrigo Barbosa, Chair of today's meeting. Mr. Barbosa, the floor is yours.

Rodrigo Barbosa

executive
#2

Thank you. Good morning. It's now 10 a.m. My name is Rodrigo Barbosa, President and CEO of Aura Minerals Inc., and I will 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 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 the meeting. One, registered shareholders and duly appointed proxy holders who have questions on a formal item of business may submit their questions using the instant messaging feature provided within the online interface. Please refer to the ask the question that's in the upper-left corner of your screen. Please know that there might be a slight delay in the publication of the communications received. Two, please feel free to submit questions on the presented motions until polls close. In the interest of time, we will read each of the resolutions and address questions once they have been read. Three, for the course of the meeting today, voting on all matters will be conducted by electronic ballots. Polling will open 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 conclusion of discussion on all resolutions prior to casting your vote. 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. If you're registered shareholder and have already voted by proxy prior to the proxy cutoff time and not wish to change or revoke your previous vote, please do not vote again when the ballots appear on your screen. By voting again, you will be revoking your previous vote. I would like now -- I would now like to call the meeting to order. I'll ask Greg Boyd to act as a secretary of the meeting and [ for commencement of actions,] I'll appoint Lori Winchester as TSX Trust Company to act as a scrutineer of the meeting. Okay. In order to facilitate the procedural aspect of the meeting, we have asked certain shareholders to move and second the various motions that will arise. As noted previously, voting on all matters will be conducted by electronic ballot. Only registered shareholders who held shares in their name as of May 12, 2021, the record date of this meeting or their validly appointed proxy holders entitled to vote at this meeting. I am advised that the requisite number of shareholders for a quorum is present, and we have the preliminary spontaneous report, which indicates a 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. I confirm that the notice of the meeting together with the management information circular, form of a proxy, financial statements of the company and auditor's report thereon have been mailed to security holders of the company in order to receive notice. A copy of these materials are also available on SEDAR. Unless there are any objections, I propose that [indiscernible] with the reading of the notice of the meeting. I now declare that the requisite quorum of shareholders is present, and this meeting has been properly called and is regularly constituted for the transaction of business. To be effective, all resolutions required affirmative vote of the majority of votes cast. We will conclude the votes on the matters before us by electronic ballot. Average shareholder entitled to vote on the matter has 1 vote in respect of each share entitled to be voted on the matter and held by that shareholder. The polls will open for all resolutions at the same time. This allow you to choose to vote on each resolution immediately or wait until conclusion of discussion on all resolutions prior to the casting of vote. We will walk through each of the formal matters of business and respond to questions relating to these matters, if any, prior to the closing of the polls. Once discussions of all items of business has concluded, you will be given time to enter your votes and then declare voting closed on all resolutions. The results of the meeting will be publicly released and available on our website. I now pass before meeting the financial statements of the company ends up at and for the year-end December 31, 2020, together with auditor's report to the shareholders. A copy of these documents are also available for review in SEDAR. The next item of business is the election of Directors. The following persons have been nominated by management for election as a Director: Paulo de Brito, Stephen Keith, Philip Reade, Richmond Fenn, Fabio Luis Ribeiro, Bruno Mauad and Paulo De Brito Filho. As the Directors have not received notice in accordance with the company's memorandum of association and articles of association of any nominators, I declare nominations closed. Based on the proxy received, I can confirm that each of the Directors received well over a majority of the votes cast for him. To streamline the voting process, we will elect each individual Director through one omnibus resolution. The number of Directors to be elected at the meeting is 7. I now move that each of the 7 individual nominees, whose name has been read, be and is hereby elected as a Director of the company to hold office until the end of next annual meeting or until the respective successor is duly appointed. I will now turn on the voting on the motion. If you haven't done so already, please feel free to cast you vote now or wait until the conclusion of discussion on all resolutions prior to casting your vote. [Voting]

Rodrigo Barbosa

executive
#3

The next item of business is the appointment of the auditor. PricewaterhouseCoopers LLP, Chartered Professional Accountants, the current auditors 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 next annual general meeting of shareholders, and that the Directors be authorized to fix the auditors remuneration.

Unknown Executive

executive
#4

I second the motion.

Rodrigo Barbosa

executive
#5

With this, all the motions have been read. This conclude the formal business that may be properly brought before the meeting. We will now proceed to answer questions, if any, relating to the motions. Greg, are there any questions?

Greg Boyd

attendee
#6

Mr. Chairman, no questions have been reported.

Rodrigo Barbosa

executive
#7

Thank you. Seeing that there are no questions, this concludes all discussions on the resolutions. 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 the resolutions, please do so now. [Voting]

Rodrigo Barbosa

executive
#8

It's now 10:11, and I'll close the polls on all resolutions at 10:12 to our online views to catch up. Well, the polls are now closed. Based on the preliminary report I have received from the scrutineer, I declare all resolutions carried. Thank you. This concludes the formal business of the meeting. As there is no further business to be brought before the meeting, I now have the meeting terminated. Thank you.

Operator

operator
#9

Ladies and gentlemen, thank you for attending today's meeting. You may now disconnect.

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