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

June 15, 2022

Toronto Stock Exchange CA Materials shareholder_meeting 11 min

Earnings Call Speaker Segments

Rodrigo Barbosa

executive
#1

[Audio Gap] to participate, submit questions and vote. At this meeting, as this meeting is being held online via live webcast, it is appropriate to set out a few rules for online participants for the order conduct of this 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 ask question tab. That's on the upper left corner of your screen. Please note 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 interest of time, we will read each of the resolutions and address questions once they have been read. Three, for the purpose of the meeting today, voting on all matters will be conducted by electronic ballot. Voting 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 or 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. Five, if you are a registered shareholder and have already voted by proxy prior to the proxy cutoff time and do not wish to change or revoke our 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 to call the meeting to order. I'll ask Greg Boyd to act as a Secretary of the meeting and unless there are be objections, I will appoint 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 shareholders to move and second the various motions that we arise. As noted previously, voting in all matters will be conducted by electronic ballot. Only registered shareholders who held shares in their name as of May 4, 2022, the record date of this meeting of their valet appointed proxy holders are entitled to vote at this meeting. Chapter 3, notice of the meeting, quorum and scrutineer report as to attendance. I am advised that the requisite number of shareholders for a quorum is present, and we have the preliminary scrutineers 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 the meeting. I confirm that the notice of the meeting, together with the management information circular, form of proxy, financial statements of the company and auditor's reports thereon have been mailed to scrutiny shareholders -- scrutiny holders of the company entitled to receive notice. A couple of those materials are also available on SEDAR. Unless there are any objections, I propose that we dispense with the reading of the notice of the meeting. I now declare that 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 require an affirmative vote of the majority of vote cast. We will conduct the votes on the matters before us by electronic ballot. Every 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 will allow you to choose to vote on each resolution immediately or waiting to conclusion of discussions on all resolutions prior to casting your vote. We will run 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 discussion of all items of business has been conducted, we will be giving time to enter your votes and then declare voting closing all resolutions. The results of the meeting will be publicly released and available on our website. I now place before the meeting the financial statements of the company as at and for the year ended December 31, 2021, together with the auditor's report to the shareholders. Copies of these documents are also available for review on SEDAR. The next item of the business is the election of directors. The following persons have been nominated by management 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 objects of association of any 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 1 [ ambiguous ] 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 and has been hereby elected as a Director of the [ company ] to hold office until the end of the next annual meeting of until his respective successor is duly appointed. Will Kleber Cardoso, please second the motion.

João Cardoso

executive
#2

I second the motion.

Rodrigo Barbosa

executive
#3

I will now turn to the voting of 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 do casting in your vote. The next item of business is appointment of auditor. PriceWaterhouseCoopers LLP, Chartered Professional Accountants, the current auditors of the company and PriceWaterhouseCoopers Auditors independent ties 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 the appointed auditors of the company until the close of this -- the next annual general meeting of shareholders and that the Directors be authorized to fix the auditors renumeration.

João Cardoso

executive
#4

I second the motion.

Rodrigo Barbosa

executive
#5

With this, all of the motions have been read. Are there any other formal business that may be properly brought before the meeting? We will now proceed to address questions, if any, related to the movement. Are there any questions?

Unknown Attendee

attendee
#6

Mr. Chairman, we haven't received any questions?

Rodrigo Barbosa

executive
#7

Thank you. That concludes the discussion on the motions. The polls will close shortly. For those on all of the resolutions, please do so now. Seeing that there is -- there are no questions, this concludes all discussions on the resolutions. I will now turn on the voting on the motions. I'll be closing the poll shortly for those of who have not voted on a resolution, please do so now. [Voting]

Rodrigo Barbosa

executive
#8

It is now 10:10, I will close the polls on our resolutions at 10:11 to our online views to catch up. Based on preliminary report I have received from scrutineer, I declare all resolutions.

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