Clean Energy Transition Inc. (GDO.F) Earnings Call Transcript & Summary

Good morning, everyone. This is Sean Samson. Thank you for joining this call. It's 9:00 Eastern Time on my watch, so we'll get started. I'll soon get into the script for the meeting, but I just did want to announce that we will do, as is our usual process. We'll have a conference call with investors and stakeholders next Monday, which will soon circulate details on with dial-in details. And then also, as we have done in the past, canvas questions from the community. So today, being the 6th, so on the 13th, next Monday, we'll have a more detailed conference call with questions taken from investors and stakeholders. So I'll get started. Again, I'm Sean Samson, the Annual General Special Meeting of the Shareholders of resources will now come to order. My name is Sean Samson, I'm President, CEO and a Director of the company, and I will act as Chair of the meeting. Chris Wolfenberg will act as the Secretary of the meeting. This meeting is being held by teleconference only. A notice calling this meeting and all proxy-related material were mailed to shareholders in accordance with the requirements of the articles and regulatory authorities. As permitted by the Notice and Access provisions of the Canadian Securities Administrators, the circular is available on the company's website and on SEDAR and was not mailed to shareholders. Shareholders may obtain without any charge to them a paper copy of the circular and the audited financial statements and related management's discussion and analysis of the company's last financial year and any documents referred to in the circular and further information on Notice and Access by contacting the company at its registered and records office. I have a declaration as to such mailing, which is available for inspection by any shareholder. In view of this, I will dispense the calling for reading of the notice, and I will file the declaration as to mailing with the meetings -- with the minutes of this meeting. With the consent of the meeting, Paul Davis of Rogue Resources will be appointed to act as the scrutineer of this meeting to compute the votes cast in respect of the resolutions to be approved at this meeting and to report on these matters. A quorum for the transaction of business at a meeting of shareholders is one person present or represented by proxy. The scrutineer has provided a report confirming that 17 shareholders holding 6,598,890 common shares are represented in person and by proxy at this meeting. I declare that a quorum is present and that the meeting is properly constituted for the transaction of business. I direct that the scrutineers' report also be kept at the with the records of the company. I now propose to deal with the business described in the Notice column calling this meeting. The company's articles provide that as Chair, I may propose a motion and that no motion needs to be seconded. This is in no way intended to discourage any registered shareholders or proxy holder from making motions or from asking questions. Voting on the items of business before the meeting will be conducted verbally. I would ask that shareholders or proxy holders identify themselves prior to speaking, particularly if they wish to withhold or vote against certain motions. I now place the meeting before -- I now place before the meeting the financial statements of the company for the year ended April 30, 2023, together with the auditor's report thereon. I do not propose to read the financial statements, which together the auditor's report were mailed to the shareholders of the company who so requested. Next item of business is to fix the number of directors and is proposed to fix the number of directors at 5. And therefore, move that the number of directors of the company be fixed at 5. Are there any questions with regards to this motion? I'll call for a vote on the motion. All those in favor, please signify by speaking now. Are there any votes against? Thank you. The motion is carried. So election of directors. The next item of business is the election of directors in accordance with the company's advanced notice policy outside nominations were required to be received by the company not later than March 26, 2024. As such -- as no such nominations were received, the nominees are those persons who are named in the company's information circular. I declare the nominations closed. As set out in the circular, 7 directors have been nominated for election to hold office -- sorry, 5 directors have been nominated for election to hold office until the close of the next Annual Meeting of Shareholders or until their successors are duly elected or appointed. I move the following persons be elected as directors of the company. Sean Samson, Chris Wolfenberg, Paul Davis, Julie Ward, Francois Cartier. Are there any questions with regards to this motion? I'll now call for a vote on the motion. All those in favor please signify by speaking now. Are any votes being withheld? Thank you. The motion is carried. The company's auditors or MS Partners, LLP. Management proposes to reappoint MS Partners LLP as auditor of the company and to authorize the directors to fix the remuneration of the auditors. I move that MS Partners LLP be appointed as auditor of the company until the next annual meeting and the directors be authorized to fix the remuneration payable to the auditors. Are there any questions with regards to this motion? I'll now call for a vote on the motion. All those in favor, please signify by speaking now. Are any votes being withheld? Thank you. The motion is carried. Approval of the Equity Incentive Plan. The next item of business is the approval of an ordinary resolution to approve the adoption of an Equity Incentive Plan as detailed in the management information circular. Voting shall be on a disinterested shareholder basis. I move as an ordinary resolution that, number one, the Equity Incentive Plan of the company is hereby approved; and number two, any director or officer of the company is hereby authorized and directed acting for in the name of and on behalf of the company to execute or cause to be executed and to deliver or cause to be delivered such other documents and instruments and to do or cause to be done, all such other acts and things as many in the opinion of -- as may, in the opinion of such director or officer be necessary or desirable to carry out the foregoing resolution. I will now call for a vote on the motion. All those in favor, please signify by speaking now. Are there any votes against? Thank you. The motion is carried. That concludes the scheduled business of the meeting. Is there any other business that anyone present wishes to bring to the attention of the meeting? If there's no further business to be brought before the meeting, I move that the meeting be terminated and thank you for your attendance. That's the close of the formal part of the meeting. As I mentioned at the outset, we, of course, appreciate participation in these AGMs. This is a little off-schedule than in past years. We were delayed getting the AGM pull together. But again, thank you for participating. And we intend -- the company intends to have a more robust investor update discussion following our usual pattern of the past, where we will take questions next Monday, so the 13th. So please watch for both details about that call, which we'll have next Monday and hopefully some news between now and then, which will set up that discussion. As with past calls, we will take questions in advance. I look forward to your participation in that. And again, thank you for your interest in the company.