Canacol Energy Ltd (CNECCL.SN) Earnings Call Transcript & Summary

Welcome to the Canacol Energy Annual General and Special Shareholders Meeting. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the conference over to Mr. Michael Hibberd, Chairman of the Board of Directors of Canacol Energy. Please go ahead.

Good morning, ladies and gentlemen, and welcome to the AGM of shareholders of Canacol Energy LTD. My name is Michael Hibberd. I'm Chairman of the Board, and I'll act as Chairman of this meeting. We'll deal with the formal business first. And it's obviously described in the proxy materials, which were sent to shareholders. Following the formal part of the meeting, if any questions come up, we'll address them then. We will now come to order and I'm going to ask Andres Valenzuela, corporate leader of the Corporation to act as Secretary of the meeting and the Olympia Trust Company to act as scrutineer of the meeting. So I'd like to have Secretary start by tabling proof as delivery the notice of meeting, instrument of proxy, management information circular and accompanying documents to the rest of shareholders of corporation. Thank you. Secretary has shown a declaration proving the mailing of the notice instrument proxy and circular and the company in documents. So proof of mailing of the notice call in the meeting, the accompanying documents has been duly produced and will be filed with the Secretary in the records of this meeting. I'd like to take a second to discuss the voting procedure. Unless ballots requested in respect of any particular matter, voting all matters to be conducted on a show of hands. Any shareholder or proxy holder wishing to speak or request to do stand when recognized by me as Chair, provide his or name before addressing the meeting. Bylaws of corporation provide that a quorum of shareholders present at the meeting of shareholders of at least 2 persons holding or representing by proxy not less than 25% of the shares entitled to vote at the meeting of shareholders are present in person or by proxy. I've received the scrutineers report already showing that there are in attendance at this meeting in person or by proxy for shareholders holding 18,079,321 shares. Could the scrutineer confirming that number?

That's correct.

Thank you. According the total representation of this meeting by shareholders present, in person and by proxy is 53% of the common shares of the corporation. I therefore declare there is a quorum present at this meeting. I now declare the meeting is readily called and properly constituted for the transaction of business. The first item of business is the presentation to shareholders of the audited financial statements of corporation for the period ended December 31, 2022, and the auditors report on these statements. All of these materials have been mailed to each registered shareholder, and there are extra copies available to shareholders on request. Unless any shareholder wishes to have the auditors report read, I don't propose to have it read at the meeting.

This is Anthony Zaidi, I move that the reading of the report of the auditor and the financial statements be dispensed with.

This is Andres Valenzuela. I second the motion.

All those in favor signify a usual manner by raising your hand. [Voting]

Opposed, if any? [Voting]

Thank you. Motion is carried. Next item business, fixing the size of the Board of Directors to be elected at this meeting. The purpose of the upcoming year is proposed to the Board of Directors shall consist of 8 members. Now I'll request a motion to fix the Board of Directors at 8 members.

This is Anthony Zaidi, I move that the Board of Directors of the corporation to be elected at the meeting be fixed at 8 members.

This is Andres Valenzuela, I second the motion.

Thank you. All those in favor, please signify by raising your hand. [Voting]

Opposed? [Voting]

None, motion carried. We'll now proceed with the election of directors. 8 directors will be elected at this time to hold off until the next annual meeting or until their successor are elected or appointed.

This is Anthony Zaidi. I nominate Charle Gamba, Michael Hibberd, David Winter, Francisco Diaz Gonzalo Fernandez-Tinoco, Ariel Merenstein, Juan Argento and Gustavo Gattass for election as directors of the corporation to hold office for the ensuing year unless his office is earlier vacated in accordance with the bylaws of the corporation.

This is Andres Valenzuela, I second the motion.

Thank you. Are there any further nominations? I now declare the nominations closed. All in favor in the election of those nominated, please signify by raising your hand. [Voting]

I now declare those nominated to be duly elected directors of the corporation to hold office until the next annual election of Directors unless their office is vacated or a successor is appointed in accordance with the bylaws of the corporation. Next item of business is the appointment of Auditors of the Corporation.

This is Anthony Zaidi, I move that KPMG LLP, Chartered Professional Accountants be appointed as auditor of the corporation until the next Annual General Meeting or until a successor's appointment and that KPMG's remuneration be fixed by the Board of Directors.

This is Andres Valenzuela, I second the motion.

Thank you. All those in favor, please signify by raising your hand. [Voting]

Those opposed? [Voting]

None. Motion carried. So there's no further business to be up for the meeting. Is there any request for further business? None. I would then ask for a motion to terminate at this meeting.

This is Anthony Zaidi, I move that the meeting be terminated.

This is Andres Valenzuela, I second the motion.

Thank you. All those in favor, please raise your hand. [Voting]

Any opposed? [Voting]

None. I declare the meeting terminated. Thank you very much.

The conference has now concluded. Thanks for attending. You may now disconnect.