CurveBeam AI Limited (CVB) Earnings Call Transcript & Summary

Good morning, and welcome to the General Meeting of Shareholders of CurveBeam AI Limited. My name is Robert Lilley, and I am the Non-Executive Chair of CurveBeam AI Limited and the Chair of today's meeting. Thank you for your attendance here today. It's now 9:00 a.m., which is the advertised time of the general meeting. I'm advised that a quorum is present, and therefore, I officially declare the meeting open. Before we commence the formal aspect of today's meeting, I would also like to introduce my fellow directors, Mr. Greg Brown, Chief Executive Officer and Managing Director; and Mr. Phillip Auckland, our Chief Financial Officer and Company Secretary. We also have representatives from our legal advisers, Nicholson Ryan Lawyers. This now brings us to the formal part of the meeting. I advise that no notice of any other items for today's agenda has been received and therefore declare that the only matters that will be dealt with at our meeting today are those set out in the notice of meeting. The notice of meeting was made available to shareholders on 21 July 2026, and I will take it as read. Before we consider the items of business, there are a number of procedural matters I wish to draw to your attention. In accordance with Clause 7.8(b)(2) of the constitution and Section 250L(1C) of the Corporations Act, all resolutions proposed in the notice of meeting will be decided by taking a poll. Only shareholders, proxy holders, body corporate representatives or attorneys can vote. Please note that voting exclusions apply to some of the items of business at today's meeting. Please refer to the notice of meeting for details. Once I declare the poll open, select the vote icon and the voting options will appear on your screen. To vote, select your voting direction and a tick will appear to confirm receipt of your vote. The poll will remain open during the meeting so that you can vote at any time during the meeting. Each resolution and the proxy count for each resolution will be displayed on the screen when the resolution is being considered. I am holding undirected proxies in my capacity as Chair, and it is my intention to vote all such proxies in favor of all resolutions. Any directed proxies that are not voted at this meeting will automatically default to me as Chair of the meeting, and I am required to vote those proxies as directed. Shareholders, proxy holders, body corporate representatives or attorneys will be able to submit or ask questions or comments at any time during this meeting. To do so, click on the Q&A icon and select the resolution your question relates to and type your question into the chat box at the bottom of the screen and press send. I encourage you to ask your questions as soon as possible, and we will endeavor to address as many questions as we can during the course of the meeting. However, there may not be sufficient time available to address all the questions raised. I now declare the poll open. Please submit your votes at any time. I will give you a clear prompt later in the meeting to let you know when the poll is about to close, which will occur following consideration of all resolutions. Before proceeding with the business listed in the notice of meeting, it is important to highlight the following: if any of resolutions 1 to 4 being the interconditional resolutions are not passed, then all of the interconditional resolutions will fail. The company will not be able to proceed with the Placement to raise $5 million in new equity, and the company may not have sufficient funds to cover sales and marketing expenses for the high-rise, R&D cost for high-rise, supply chain costs, including preparing for China market launch and general working capital purposes, including capital raising costs. I will now proceed with the business in the order it is listed in the notice of meeting. Item 1, Approval of Share Issue to Intellivision Holdings Pte. Limited. The first item of business asks shareholders to approve the allotment and issue of 130 million placement shares at an issue price of $0.02 per placement share to Intellivision Holdings Limited for the purposes of ASX Listing Rule 7.1. This is an interconditional resolution. Unless there is an objection, I will take the motion in Item 1 and the details around the motion in Item 1 as set out in the explanatory memorandum in the notice of meeting as being read and refer you to the screen for details of the proxies received for this resolution. The Board recommends that shareholders vote in favor of this resolution. I note that voting exclusions apply to this resolution as described in the Notice of Meeting. Phillip, are there any questions in relation to this resolution?

Thanks, Rob. Yes. So we've got Stephen Mayne with us today. Welcome, Stephen. And the first question that Stephen had was, have there been a material proxy protest votes on today's resolution, including this first item? If so, did major shareholders communicate any of their concerns to the company? Greg, do you want to answer that or you want me to take that one.

You can take that one, Phil.

Yes. Okay. So in terms of protest votes, very, very little, 6 shareholders well under 1%. And we've not had major shareholders communicate concerns. We're in touch with major shareholders regularly. And I think our major shareholders understand the circumstances, and we're fairly satisfied with the raising options that the company pursued. So that's that one. And there are no other questions on the first resolution. Rob?

I don't see any.

If there are no more questions, we will move on to the second item of business. The approval -- second item is the Approval of Share Issue to Lan Gao. The next item of business asks shareholders to approve the allotment and issue of 2,500,000 placement shares at an issue price of $0.02 per placement share to Lan Gao for the purposes of ASX Listing Rule 7.1. This is an interconditional resolution. Unless there is an objection, I will take the motion in Item 2 and the details around the motion in Item 2 as set out in the explanatory memorandum in the notice of meeting as being read and refer you to the screen for details of the proxies received for this resolution. The Board recommends that shareholders vote in favor of this resolution. Voting exclusions apply to this resolution as described in the notice of meeting. Phillip, are there any questions in relation to this resolution?

There are Rob. So Stephen is asking, why weren't retail shareholders given an opportunity to participate in the latest capital raising on the same terms as directors such as Lan Gao. Will you offer retail shareholders a share purchase plan before the next AGM? Do you want me to cover that?

Yes, please, Phil.

Okay. So just for clarification, Lan Gao is not a director. She is the wife of our CTO for AI, Dr. Yu Peng. And -- on the share purchase plan, we have actually issued a share purchase plan. So this placement that is the subject of this meeting is at $0.02. And the share purchase plan is at $0.018, giving the retail shareholders a usual expected discount from market rate and assuring that our retail shareholders got better treatment than the directors who were participating in this, which included Greg as CEO and our President, Arun Singh, those were the directors who were involved in this placement. And I think that answers -- speaks to the issues that Stephen has asked about there.

Thanks very much, Phillip. If there are no more questions, we'll move on to the third item of business. Third item is Approval of Share Issue to Gregory Wayne Brown and Stefanie Brown as trustees for G W Brown Family Superannuation Fund. The next item of business asks shareholders to approve the allotment and issue of 15 million placement shares an issue price of $0.02 per placement share to Gregory Wayne Brown and Stefanie Brown as trustees for the G W Brown Family Superannuation Fund, related parties of the company for the purposes of ASX Listing Rule 10.11. This is an interconditional resolution. Unless there is an objection, I will take the motion in Item 3 and the details around the motion in Item 3 set out in the explanatory memorandum in the notice of meeting as being read and refer you to the screen for details of the proxies received for this resolution. The Board recommends that shareholders vote in favor of this resolution. Voting exclusions apply to this resolution as described in the notice of meeting. Are there any questions in relation to this resolution?

There are not, Rob. So...