Excellon Resources Inc. (EXN) Earnings Call Transcript & Summary

Ladies and gentlemen, welcome to the Annual and Special Meeting of Excellon Resources, Inc. Please note, the meeting will be recorded. I would like to introduce Mr. Laurie Curtis, Director of Excellon Resources. Mr. Curtis, the floor is yours.

Ladies and gentlemen, I would like to welcome all of you. I will be acting as chair of the meeting. We are pleased to host the meeting through the virtual meeting platform accessible to all our shareholders regardless of physical location. As this meeting is held virtually via a live webcast, I would like to set out a few points of order for the conduct of the meeting. One, voting on all matters before the meeting will be conducted by online ballot. Only registered shareholders and duly appointed proxy holders who have not already registered votes prior to the meeting will be asked to vote at that time. Two, during the course of the meeting, questions in respect of a motion can be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging service of the virtual platform. Only those questions relevant to the formal business of the meeting will be addressed at this time. Third, on the motions before the meeting, registered shareholders and duly appointed proxy holders who have not already voted prior to the meeting will be asked to register their votes by clicking the Voting button on the top-left portion of your screen. Five, the polls will be opened just prior to the first item of business before the meeting and the voting window will remain open briefly following conclusion of the last item of business. I now call the meeting to order and appoint Nicholas Hayduk, Chief Legal Officer and Vice President of Corporate Affairs of the corporation, as secretary of the meeting. I would like to now introduce the directors and management of Excellon who are present at this meeting. In addition to myself, the other directors who are present on the webcast today are Brendan Cahill, Craig Lindsay, Roger Norwich, Zoya Shashkova and Jeff Swinoga. I note that effective July 31, 2022, Anna Ladd-Kruger resigned as a Director of the corporation to pursue other opportunities and will not be standing for election at this meeting. We all thank Anna for her prior service, wish her the best of luck in her new endeavors. Also present today from Excellon's management team, in addition to Mr. Hayduk, Shawn Howarth, President and CEO; Daniel Hall, Chief Financial Officer; Paul Keller, Chief Operating Officer; and Jorge Ortega, Vice President, Exploration. With the consent of the meeting, I hereby appoint Rosa Garofalo of TSX Trust Company, the corporation's transfer agent and registrar, to act as scrutineer for purposes of this meeting. The business of today's meeting is set out in the management information circular of the corporation dated June 24, 2022. I table a declaration made by the corporation's transfer agent, the TSX Trust Company, to the effect that on July 12, 2022, a notice and access notice and the proxy were mailed to all registered shareholders of record at the close of business on June 30, 2022, and that these documents and certain other proxy-related materials including the management information circular for this meeting are available under the corporation's profile on the SEDAR website and on the website of TSX Trust Company. Unless there's any objection, I will dispense with the reading of the Notice of Meeting. Copies of the management information circular and other meeting materials are available under the corporation's profile on the SEDAR website as well as on the meeting page of the corporation's website. I've been provided with a preliminary scrutineer's report indicating that a quorum is present. As the requisite quorum of shareholders is present, I declare the meeting to be regularly called and properly constituted for the transaction of business. When the formal report of the scrutineer is available, it will be kept with the minutes of the meeting. The voting polls are now open for all matters to be voted on at this meeting. Registered shareholders and duly appointed proxy holders who have not already voted prior to the meeting may vote on each item of business immediately or to wait until each motion has been made prior to voting. To vote, click the Voting button on the top-left portion of the screen. The voting window will remain open briefly following conclusion of the last item of business before the meeting. I now present to the meeting the 2021 annual report, including the audited consolidated financial statements of the corporation for the year ended December 31, 2021, together with the auditor's report to the shareholders thereon. Copies of these documents have been filed under the corporation's profile on the SEDAR website and posted on the website of the corporation and TSX Trust Company. We will now proceed with the election of directors. Our majority voting policy will apply in today's election of directors. A description of that policy is provided in the management information circular to the meeting, and a copy is available on the corporation's website. The corporation did not receive notice of any directors’ nominations in connection with the meeting in accordance with its advance notice bylaw. Accordingly, the only persons eligibly nominated for election to the Board of Directors of the corporation are the management nominees. As noted earlier, Ms. Ladd-Kruger will not be standing for election at this meeting and has been removed from the slate of management nominees presented in the management information circular. I now declare the meeting open for nomination of 6 directors to be elected by shareholders to hold office until the close of business at the next Annual Meeting of Shareholders or until their successors are duly elected or appointed. The 6 proposed nominees for election to the Board of Directors until the close of business at the next Annual Meeting of Shareholders or until their successors are duly elected or appointed are Brendan Cahill, Laurence Curtis, Craig Lindsay, Roger Norwich, Zoya Shashkova and Jeff Swinoga. Each nominee has confirmed that he or she is willing to stand for nomination, has provided the corporation a satisfactory evidence that he or she satisfies the eligibility requirements to act as a director. Although the corporation's majority voting policy contemplates that separate motions will be held to elect each director, I'm advised that each proposed nominee would receive a greater number of votes for election than would be withheld and none of the proposed nominees would be required to tender his or her resignation under the policy. So we will proceed with a single motion. I will now ask for a formal motion for the nomination of directors.

Mr. Chair, I nominate that each of the 6 nominees listed in the management information circular as directors.

Will someone second the motion?

I'll second the motion.

I will now pause a moment to give shareholders an opportunity to raise questions or comments with respect to the election of the directors of the corporation. However, we note that the proxies directing the holder to vote in favor of the 6 directors identified have been received in sufficient number to pass by a wide margin. Mr. Secretary, have we received any questions?

Mr. Chair, we have not received any questions with respect to the election of directors of the corporation.

Thank you. We will now move to the [ 7 ] items of business. The appointment of auditors. The next item of business is the appointment of auditors of the corporation for the ensuing year and to authorize the directors of the corporation to fix their remuneration. May I please have a motion for a resolution in favor of the appointment of Ernst & Young LLP chartered accountants as auditors of the corporation and authorize an authorization of the directors of the corporation to fix their remuneration?

Mr. Chair, I move that Ernst & Young LLP, chartered accountants, be appointed as auditors of the corporation to hold office until the close of the next Annual Meeting of Shareholders of the corporation at a compensation to be fixed by the Board of Directors of the corporation.

Will someone second the motion?

So seconded.

I will now pause a moment to give shareholders an opportunity to raise questions or comments with respect to the election of the auditors. Mr. Secretary, have we received any questions?

Mr. Chair, we have not received any questions with respect to the election of auditors of the corporation or fixing of their compensation.