Fluence Corporation Limited (FLC) Earnings Call Transcript & Summary

Mr. Chair, we now have most of attendees ready, so we can start the webinar now when you're ready.

Good morning, ladies and gentlemen. My name is Doug Brown. I'm the Chairman of the Board of Fluence, and I will be chairing the meeting today. It's my pleasure to welcome you to the Extraordinary General Meeting of Fluence Corporation Limited. We advise that we have complied with the relevant requirements for convening this meeting and that a quorum is present. I therefore declare the meeting open. I would like to introduce my fellow directors who are present online today: Benjamin Fash, who's the company's Managing Director and CEO; Paul Donnelly, who's the company's Lead Independent Director; and Nikolaus Oldendorff, a Non-Executive Director. Our senior executive present are our Chief Financial Officer, Mr. Osvaldo Llanes; and our Chief Legal and Talent Officer, Spencer Smith. I would also like to introduce our Company Secretary, Sophia Huang. As the notice of this meeting was sent to all shareholders on the register in accordance with the company's constitution, unless there are any objections, I intend to take the notice of the meeting and explanatory statement as read. We are conducting today's meeting via using a virtual method. Shareholders who are attending online will be able to participate and view the live webcast of the meeting, ask questions and appoint -- and if appointed as a proxy, cast votes at the appropriate time whilst the meeting is in progress. The format of today's meeting will be first to a formal consideration of the business on today's agenda with each resolution to be voted on by poll, a Q&A session on the formal items of the business and the completion of the poll on the formal items of the business. Our Company Secretary, Sophia, will now outline the Q&A as well as the voting procedures for today's meeting. Sophia?

Thank you, Doug. As mentioned earlier, shareholders will be able to participate, ask questions and cast direct votes at the appropriate times whilst the meeting is in progress. Visitors are reminded that whilst we welcome you to this meeting, this is a shareholders' meeting, and you may not make comments or ask questions. Shareholders may ask questions by sending us a text question or requesting audio access to speak. Please note that we may experience some time lag, which may cause a delay in your text questions or comments coming to our attention. We encourage you to log in as early as you can. [Operator Instructions] Regarding voting on today's resolutions, all shareholders, proxy holders and authorized corporate representatives who are entitled to vote will be able to do so via the webinar poll. It is important to note that if you have lo a proxy form and voted prior to the meeting, you do not need to vote again at this meeting unless you wish to change your proxy instructions. For those proxy holders, shareholders and authorized corporate representatives who have not yet voted prior to the meeting, please cast your votes on each of the resolutions when the poll is opened. For proxy holders, you would have a summary of proxy votes, which details the voting instructions for the items of business to be outlined today. By completing the voting via the webinar poll, where instructed to vote in a particular manner, you are deemed to have voted in accordance with those instructions. Where the Chair has been appointed as proxy on behalf of a shareholder, the Chair of the meeting intends to vote those proxies in favor of all resolutions. For shareholders, proxy holders and authorized corporate representatives who intend to vote today, please observe the following poll voting instructions. When the poll is declared open, a window will appear to vote, simply select the direction in which you would like to cast your vote. The selected option will be marked. To submit your vote, simply click on the submit button. I'll now hand the chair over back to Doug to conduct the formal resolutions.

Thank you, Sophia. I will now move to the formal business of today's meeting. Before opening the poll, I wish to remind shareholders that the poll will remain open for an additional minute or 2 after we considered all resolutions. I now declare the poll open. I refer you to resolution#1, which relates to the ratification of the agreement to issue a total of 16 million options to Jeremy Dayment, who Fluence has hired as its Chief Financial Officer. I move that shareholders consider and, if thought fit, pass the ordinary resolution. I now move to Resolution#2, which relates to the approval of termination benefits to Mr. Jeremy Dayment. I move that shareholders consider and, if thought fit, pass the ordinary resolution. As the following Resolutions 3A and 3B relate to matters concerning myself, I will hand the chair to Paul Donnelly to conduct the resolutions 3A and 3B.

Thank you, Doug. I now move to Resolution 3A, which relates to the approval of the conversion of interest into shares for Mr. Nikolaus Oldendorff, a Director of the company. I move that shareholders consider and if thought fit, pass the resolution. I now move to Resolution 3B, which relates to the approval of the conversion of interest into shares for Mr. Douglas Brown, Director of the company. I move that shareholders consider and, if thought fit, pass the resolution. I will now hand back to Doug to conduct the remainder of the meeting.