DeFi Technologies Inc. (DEFI) Earnings Call Transcript & Summary

Good morning, everyone. Welcome to Valour Inc.'s Annual General Meeting. We'll just kick off the formal part of the meeting. And at the end, we can take some questions or -- we can take the questions and get back to everyone with the answers. My name is Ryan Ptolemy. I'm the Chief Financial Officer of Valour Inc. In accordance with the bylaws of the company, I am elect as Chairman of the meeting. This is the Annual and Special Meeting of Shareholders of Valour Inc. called pursuant from the Notice of Meeting. It is being held at the office where the company is located at 198 Davenport Road, Toronto, Ontario, on Tuesday, the 20th of June 2023 at 10 a.m. this morning. The meeting shall come to order and with your approval, I'll show points. I need George as the Secretary of the Meeting and Olivier Newton from Audit and Trust as scrutineer. I now instruct the secretary to table to the meeting of one darkens, the notice of proxy, understating meeting, form of proxy, the management information circular, the audited financial statements for the fiscal year ended December 31, 2022, and the statutory declaration regarding the delivery of the above materials to the requisite shareholders of the company. I can also confirm that all the materials were sent to each director and the company's auditors. The bylaws of the company provide that a 2 persons representing at least 5% of the issued and equity shares of the company present in person or represented by proxy, who are entitled to vote at the meeting to constitute a form for the shareholders of the meeting. At this time, I would ask the scrutineer to please report the number of shareholders present in person and for number of shares that they represent, together with the number of shares represented by proxy.

All right. The total number of shares outstanding is 290,510,501. There's no shareholders present for voting and 32,057,000 are represented by proxy, and that's 14.6%.

Thank you. There is a quorum present and proof of notice calling this meeting has been given in accordance with the company's bylaws and applicable corporate laws. I now declare the meeting regularly called and properly constituted for the transaction of business to instruct the secretary annex the declaration of mailing and the attached exhibit to schedule at the minutes of the meeting. The first item of business is the presentation of the audited financial statements for the company for the fiscal year ended December 31 2022. Popular financial statements have a mail to each shareholder who requested copy, along with the notice of meeting and the information circular. Given that each shareholder has had an opportunity to review the financial statements, I propose to expense with the reading of this report to this meeting. The next item of business is the election of the directors for the ensuing year, 3 directors are elected who will hold off this until the next annual meeting or until the successors are elected or appointed. I declare the meeting now open for nominations.

I nominate the following persons as directors of the company for the ensuing year. Olivier Roussy Newton, William C. Steers, Mikael Tandetnik, Stefan Hascoet, and Krisztian Toth.

Is anyone there second?

Second.

Thanks, Olivier. Will someone please move -- these nominees are named nominees of the management as opposed to information circular. Would someone please move the transactions, the nominations to be closed.

I move that nominations to be closed.

I hereby second the motion?

I hereby declare the nominations closed. Would someone move a resolution for the election of the persons nominated as directors.

I move that Olivier Roussy Newton, William C. Steers, Mikael Tandetnik, Stefan Hascoet, and Krisztian Toth be and they are hereby elected as directors of the company to hold office until the next annual meeting or until their successors are elected or appointed.

I hereby second the motion.

All those in favor, please signify by saying aye. All those not in favor, please signify by saying no. The motion is carried. I hereby declare the following directors of the company for the ensuing year until their successors are elected or appointed, Olivier Roussy Newton, William C. Steers, Mikael Tandetnik, Stefan Hascoet, and Krisztian Toth. The next item of business is the resolution ratifying and planning the orders of the corporation for the ensuing year and authorizing the directors to fix the remuneration. Would someone move therefore to ratify and appoint the orders and offer as the directors to fix the remuneration.

I move that FS Borgers CPA PC chartered accountants be ratified and appointed as the auditors of the company for the ensuing year to serve as such remuneration as may be fixed by the Board of Directors.

I hereby second the motion.

All those in favor, please signify by saying aye. All those not in favor, please signify by saying no. The motion is carried. I declare FS Borgers CPA PC charter accounts appointed as auditors of the corporation for the ensuing year, served at such remuneration as may be 6 by the Board of Directors. The next item of business is to consider and thought, after the special resolution approving the company's name change to D5 Technologies Inc. or such other name as the directors deem appropriate, as described in the information circular. More information regarding this matter can be found in the information circular. In order to pass this resolution to be effective, it must be passed by least 66.6% of the votes cast by shareholders meeting. I would request the motion of authorizing the company to change its name to D5 Technologies Inc. or such other name as the directors deem appropriate.

I hereby move that the resolution approving the name change of the company as set out in the management information circular be passed by the shareholders of the company without variation.

I hereby second the motion.

all those in favor, please signify by saying aye. All those not in favor, please signify by saying no. The motion is carried. I hereby declare that the resolution approving the name change of the company has been passed by a majority of the vote cast by shareholders at this meeting. Unless there's any other business come before this meeting, I would entertain a motion to conclude the meeting.

I hereby move that this meeting be concluded.

I hereby second the motion.

All those in favor, please signify by saying aye. All those not in favor, please signify by saying no. The motion is carried. I hereby declare the meeting concluded. So thank you, everyone, for joining. That concludes the formal portion of the AGM. Our CEO is on the line. Olivier, I don't know if you want to say a few words or take some questions from the shareholders online.

Yes. No, I'm happy to take any questions. As you know, we've been working hard on our launches of new products with our asset-backed securities platform coming online as of last Friday. So we're super excited about continuing to build on our exchange traded product platforms, and I feel that the -- going back to our initial D5 Technologies, signifies our broader strategy in terms of an umbrella of regulated assets with our primary asset being Valour, our large shareholding in SEO, which has seen tremendous demand amidst the U.S. banking crisis and specific tax on crypto. So we remain very committed to our focus on regulated crypto businesses in this changing landscape and are committed to our structure to our strategy and the initial structure that we will be updating our corporate website and presentations in the coming weeks and sharing news about new developments in light of this rebranding.

Thanks, Olivier. I'm not sure if anyone had any questions for Olivier or the rest of the management team. We can -- or if you'd rather put questions at [email protected]. Okay. I'm not getting any questions. So again, if anything does come up, please don't hesitate to e-mail us at [email protected], and we'll get back to you with the answers asked. Thank you, everyone, for your time today, and we'll close the meeting.