Cora Gold Limited (CORA) Earnings Call Transcript & Summary

Ed Bowie, Cora's Independent Non-Executive Director and Chair of the Board of Directors is joining today's meeting online. And he has asked myself, Bob Monro, CEO and Director to Chair this meeting on his behalf. Before we begin the formal proceedings of today's meeting, I'd like to hand over to Craig Banfield, Cora's CFO and Company Secretary, who will explain some of the basic functions of the conference call service we're using today.

There are a number of functions that could be changed within Zoom's conferencing service; however, in the interest of keeping things simple for today's meeting, the only function participants really need to be aware of is that of muting and unmuting. For those who joined us via the Internet, you can mute and unmute your connection by toggling microphone icon shown on the screen on your PC, tablet or smartphone. As the host of today's AGM, I too can mute and unmute participants' connections. Should you wish to override this at any time, then you may again toggle the microphone icon on your individual screen. For those who've joined us via dial-up, you may be able to mute and unmute your microphone according to the hardware you're using. Finally, for anybody using the webcam, you may wish to turn this off prior to the meeting. Turning off the video will increase bandwidth and may result in improved sound quality for all. Ed, I appreciate you probably want to stay on.

Thank you, Craig. I'd now like to introduce [indiscernible] believe we've got obviously Ed Bowie, Independent Chair of the Board on the line. I don't believe we have any other [ non-execs ] unless they like to make themselves aware to us right now. I didn't think so. So all other [ non-execs ], I've given our apologies in advance of this. I'd now like to ask any shareholders attending today's meeting to declare their presence and number of shares they hold. In order to do this, you may need to unmute your connection, we'll turn to those who have joined us using Zoom conferencing software, may wish to make use of the built-in chat function to confirm their name and number of shares held. Again, I would just say if you're not talking, you could just mute yourself, so we reduce the amount of background noise. So if any of the participants or shareholders, if you could please make yourself known to us and any shares you plan to vote now. I assume people are just dialing in for interest [indiscernible]. Thank you, everyone. In the unlikely event that we lose connection during the meeting, we'll allow 5 minutes for attendees to rejoin and resume the meeting. In the unlikely event that I'm unable to rejoin the meeting, then I'll ask that Ed takes over as Chair of the meeting until its conclusion. With the time now, shortly after midday on Wednesday, the 26th of June 2024 and with the proper notice of this general meeting of Cora Gold Limited having been given on Friday, 17th of May 2024, in accordance with the company's Articles of Association, and with the quorum being present, I hereby declare this meeting open. I want again the [ participants ] to mute it, if they're not talking. I'll ask Cora Gold's company secretary, Craig Banfield to please minute the proceedings of this meeting. The Board of Directors believes that in the interest of allowing as many shareholders as possible to attend the meeting, these arrangements, both in person and online are in the interest of the company's shareholders. As set out in the Notice of Meeting, we requested shareholders to submit any questions they have by e-mail ahead of the meeting. I can confirm we have not received any questions in advance of the meeting, but we will have time at the end for anyone who has joined to ask. As ever, of the Board of Directors welcome communications with shareholders, where it can also be submitted and always be submitted by e-mail to [email protected]. Further contact details can be found on the company's press releases and on our website. And so now to the ordinary business of today's meeting, in accordance with the company's Articles of Association and Ordinary Resolution means a resolution passed by a simple majority of half of the shareholders, who being entitled to do so, vote in person or by proxy at a general meeting of the company. As set out in the Notice of Meeting, the following resolutions are due for consideration at this meeting, and if thought fit, then by ordinary resolution be passed. The first resolution for consideration is to receive the company's annual report, annual accounts for the financial year ended 31st of December 2023, together with the directors' report and independent auditor's report on those accounts. May I please have someone propose this resolution?

I propose it.

May I please have someone second this resolution?

Ed, do you want to?

Ed, are you able to second it?

Yes, I second it.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy, 149,544,222 for and 50,114 against. With no other shareholders in attendance and voting at this meeting, I hereby declare this resolution to be passed by ordinary resolution of the shareholders. The second resolution for consideration to reappoint PKF Littlejohn LLP, as the company's auditor to hold office from the conclusion of this meeting until conclusion of the next meeting, at which annual accounts are laid before the company, and to authorize the directors to determine the remuneration of the auditor. May I, please, have some one to propose this resolution?

I propose.

May I, please, have someone to second this resolution?

I will second.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy 149,544,222 for and 30,114 against. With no other shareholders in attendance and voting at this meeting, I hereby declare this resolution to be passed by ordinary resolution of the shareholders. Third resolution for consideration is to reelect Edward Bowie as Director of the company. May I, please, have someone to propose this resolution?

I propose.

I will second.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy, 149,544,222 for and 50,114 against. I hereby declare this resolution to be passed by the ordinary resolution of shareholders. The fourth resolution for consideration is to reelect Robert Monro as Director of the company. May I, please, have someone to propose this resolution?

I propose.

And someone to second this resolution?

I will second.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy, 149,544,221 for and 50,115 against. I hereby declare this resolution to be passed by ordinary resolution of the shareholders. The fifth resolution for consideration is the directors be generally and unconditionally authorized to exercise all powers of the company to allot shares in the company and to grant rights to subscribe for or convert any security into shares of the company, as detailed in the Notice of the Meeting. May I, please, have someone to propose this resolution?

I propose.

And someone to second?

I will second.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy, 149,539,243 for and 55,093 against. I hereby declare this resolution to be passed by ordinary resolution of the shareholders. And now to the special business of the meeting. In accordance with the company's articles of association, a special resolution means a resolution passed by a majority, 3/4, of the shareholders, who being entitled to do so vote in person or by proxy at a general meeting of the company. As set out in the Notice of Meeting, the following resolution is due for consideration at this meeting and if thought fit, then by special resolution to be passed. The sixth resolution for consideration is the directors be generally empowered to allot equity securities for cash by way of sale of treasury shares as detailed in the Notice of Meeting. May I, please, have some one propose this resolution?

I propose.

And may I, please, have someone second this resolution?

I will second.

I confirm the following votes cast in respect of shareholders who appointed the Chair of this meeting as their proxy, 149,539,243 for and 55,093 against. I hereby declare this resolution to be passed by special resolution of the shareholders. That now concludes both the ordinary and special business of today's meeting, and therefore, with no further business, I hereby declare the meeting closed. As mentioned earlier, we had asked any question to be submitted in advance. We haven't received any, but I will just unmute everyone and allow anyone who has a question to ask any questions. If there aren't any, obviously, we will end the meeting and terminate the Zoom call. And obviously, as I said, we always welcome people to contact us directly via e-mail or through the website or other means. So I understand if you do want to ask a question, but I'll just unmute you all now. I can do that -- sorry, I should say if you would like to say anything if you unmute yourself and then ask your question that will be great. Well, thank you very much for everyone who's joined the meeting today. And as I said, please do contact us directly if anyone has any questions or want to discuss Cora business in more detail. I think this brings both formal and informal part of meeting closed, and I will terminate Zoom calls. So thank you everyone for joining.