Electrovaya Inc. (ELVA) Earnings Call Transcript & Summary

We will now commence this Annual Meeting of Shareholders of Electrovaya Inc. My name is Richard Halka, and as Executive Vice President and Chief Financial Officer of Electrovaya, I welcome you to this meeting. I would first like to state that our Board and our President and CEO, Sankar Das Gupta, are all fine and have joined us on this call. We will not be making a presentation today, but should you have any questions, please contact our Director of Investor Relations, Jason Roy, and he will ensure we respond to your queries. I will be acting as Chairman of the meeting with the consent of the meeting, Jason Roy of Electrovaya will act as secretary of the meeting. As Chairman, I ask that the meeting now come to order. The first item of business will be the appointment of scrutineers to report on the shareholders present, in person or by proxy at this meeting or any adjournment thereof, to compute the votes cast on any poll taken at this meeting or any adjournment thereof and to report thereon to the Chairman. With the consent of the meeting, I will now appoint AST Trust Company, Canada, through its representative to ask -- to act as scrutineers. Would the Secretary please report on the mailing of the notice and calling of this meeting.

Mr. Chairman, I table the declaration made by AST Trust Company, Canada to the effect that the notice of this annual meeting of shareholders, the associated information circular and form proxy solicited by management for use thereat were mailed on March 6, 2020, to each shareholder of the corporation of record at the close of the business on February 21, 2020. I noted -- I note a news release announced and a change in the location of the meeting was disseminated on March 20, 2020, an amendment notice of the meeting was filed on SEDAR on March 23, 2020.

Can you close the door up there? May I have a motion that the reading of the amendment notice calling this Annual Meeting of shareholders of the corporation be taken as read.

I move that the reading of notice of meeting of shareholders of the corporation as amended, be taken as read and entered into the minutes of the meeting as such.

I second the motion.

I will now put the motion to the meeting. All in favor. Contrary, if any. I declare the motion carried. Would the Secretary please report whether there is a quorum present?

According to the bylaws of the corporation, a quorum for any meeting of shareholders is at least 2 persons present and holding in the aggregated, not less than 25% of the total numbers of the shares of the corporation entitled to vote at the meeting. In accordance with the preliminary attendance figures received from the scrutineers, we have a quorum of shareholders.

I am advised there is a quorum present. Therefore, I declare this meeting to be regularly called and properly constituted for the transaction of business. Copies of the draft minutes of the prior annual meeting of the corporation held on March 28, 2019, and the special meeting of the corporation held on December 20, 2019, have been prepared and are available for shareholders to review. I have a motion that the minutes of the prior annual meeting of the corporation held on March 28, and the special meeting of the corporation held on December 20, 2019, be approved.

I move that the meeting -- sorry, I move that the minutes of the prior annual meeting of the corporation held on March 28, 2019, in the special meeting of the corporation held on December 20, 2019, be approved.

I second the motion.

I will now put the motion to the meeting. All in favor. Contrary, if any. I declare the motion carried. Tabled here is a copy of the financial statements of the corporation for the fiscal year ended September 30, 2019, and the auditor's reports thereon. I have a motion that the reading of the auditor's report on the audited financial statements of the corporation for the fiscal year ended September 30, 2019, be dispensed with.

I move that the reading of the auditor's report on the audited financial statements of the corporation be dispensed with.

I second the motion.

I'll put that motion to the meeting. All in favor. Contrary, if any. I declare the motion carried. The shareholders of corporation will now be asked to elect the directors of the corporation and appoint Goodman and Associates LLP as auditors of the corporation. All is described in the information circular. Each of the election of directors and appointment of the auditor must be passed by not less than a majority of the votes cast by the shareholders of the corporation represented at the meeting in person or by proxy. Before we begin, note that based on scrutineer's report, the proxies deposited authorizing need a vote in favor of each of the resolutions listed in the notice of the meeting sent to shareholders represent more than the votes necessary to pass all such resolutions. The first item of business for which the meeting has been called to consider and if thought fit, pass an ordinary resolution direct to elect the directors of the corporation. The number of directors to be elected at this meeting is 6, and I declare the meeting open for nominations.

I nominate each of Sankar Das Gupta, Bejoy Das Gupta, Alexander McLean, Carolyn Hansen, James K. Jacobs and John A. Macdonald as directors of the corporation.

Are there any further nominations? Since there are no further nominations, I declare that nominations are closed. I have a motion in favor of the election of the 6 persons nominated.

I move that Sankar Das Gupta, Bejoy Das Gupta, Alexander McClean, Carolyn Hansen, James Jacobs and John A. McDonald be elected as directors of the corporation to hold office until the close of the next annual meeting of shareholders or until their successors are elected or appointed, subject to and in accordance with the provisions of the corporation's bylaws.

I second the motion.

The rules of the Toronto Stock Exchange require disclosure of the relative percentage -- percentages voted in favor of or withheld from each director in each meeting at which directors are elected. Each shareholder present in person or represented by proxy should have been provided a ballot with respect to, among other items of business, the election of directors for this purpose upon entry. If you have already filled out a proxy and do not want to change the way you wish the proxy holder to vote on your behalf, you do not need to fill out a ballot. Your votes will still be cast in accordance with your instructions by the proxy holder. You should fill out a ballot at this time if you have not previously filled out a proxy or if you did not, fill out a proxy but now wish to change the way you intended to vote. As scrutineers are attending this remotely, the secretary will distribute a ballot to the shareholders present that require them but do not have one. Those of you who have not submitted a proxy or having submitted a proxy now wish to change your vote, please raise your hand so that the secretary you -- hand you a ballot. We note that no one has requested a ballot. I've been advised that based on the votes represented by proxy at this meeting, a sufficient number of votes have been cast for each of the nominees to elect each of them. Therefore, I declare the motion carried. And rather than hold up the meeting for the final tabulation of the ballot, the results of the poll will be included in the minutes of the meeting disclosed in a press release and filed in accordance -- and filed on SEDAR in accordance with the rules of the TSX and applicable laws. I direct that the scrutineers report as to the voting upon the ballot be annexed to the minutes of this meeting. Second item of business for which this meeting has been called is to consider and if thought fit, pass an ordinary resolution to appoint Goodman & Associates LLP as the corporation's auditor until the close of the next annual meeting of shareholders of the corporation and to authorize the Board of Directors of the corporation to fix remuneration to be paid to the auditors. Goodman & Associates LLP has been the auditor of the corporation since February 20, 2007. May I have a motion appointing Goodman & Associates LLP as the corporation's auditor until the close of the next annual meeting of shareholders and to authorize the Board of Directors to fix their remuneration.

I move that Goodman and associates LLP be appointed the corporation's auditors to hold the office until -- sorry, to hold office until the close of the next annual meeting of shareholders of the corporation and that the Board of Directors of the corporation be authorized to fix Goodman & Associates LLP's remuneration.

I second the motion.

All in favor. Contrary, if any. I declare the motion carried. Thank you. Before entertaining a motion of termination, I would like to ask if there's any further business to be brought before this meeting. As the formal business of this meeting has now been completed, I would ask for a motion that this meeting be terminated following the termination of this meeting.

I move that this meeting be terminated.

I second the motion.

All in favor. Contrary. I declare this meeting terminated. Thank you for calling in. It's been difficult circumstances, we look forward to seeing you at the next AGM in person. Thank you all. Bye-bye.