Frontera Energy Corporation (FEC) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of Frontera Energy Corporation. Please that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to Gabriel de Alba, Chairman, the floor is yours.

Good morning, and welcome to the 2021 Annual Meeting of Shareholders of Frontera Energy Corporation. My name is Gabriel de Alba, and I'm the Chairman of the Board of Directors of Frontera Energy Corporation. In accordance with the company's articles, I'll be acting as Chairman of today's meeting. We will now proceed with the formal portion of today's meeting to expedite the formal part of the meeting and will move and second all motions. I appoint Anne Walters, Head of Legal, Canada and Assistant Secretary of the Company, to act as secretary for the meeting and record all proceedings. I would like to ask the secretary to provide certain details of the meeting.

Thank you, Gabriel. Good morning. My name is Anne Walters, and I will act as the secretary for the meeting. This meeting of shareholders is called pursuant to the notice of meeting dated April 7, 2021. We are constituting this meeting as an Annual General Meeting of the Shareholders of Frontera Energy Corporation. Unless there is 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 company's profile on the SEDAR website. As this meeting is held virtually via live webcast, it is necessary to set out a few guidelines for the orderly conduct of the meeting. One, questions in respect of a motion can be submitted by any registered shareholder or duly appointed proxy using the instant messaging services on the virtual interface. Please note that there will be a slight delay in publication of the communications received. Two, when asking a question, please indicate your name, which entity you represent. Three, questions will generally appear shortly after they are submitted, but will be addressed during the question period at the end of the meeting, provided that questions regarding procedural matters or directly related to motions before the meeting may be addressed during the meeting. Four, for the purpose of the meeting today, voting on all matters will be conducted by electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all business items. Finally, when you are asked to vote, you will receive a message on the virtual interface requesting that you register your votes. You will only have a certain amount of time to do so when the polls are open. The Chairman has appointed Computershare Trust Company of Canada represented by [indiscernible] as scrutineer of the meeting. As secretary, I confirm that the notice of this meeting was duly given in accordance with the British Columbia Business Corporations Act and the company's articles. And that a quorum of shareholders as prescribed by the company's articles is present in person or represented by proxy. Therefore, this meeting is properly constituted for the transaction of such business as may be properly brought before it. Our transfer agent, Computershare Trust Company of Canada has attested to the proper mailing of the notice and calling of this meeting. There has been -- there has been filed with me proof of service for such mailing provided by the company's transfer agent. The Chairman has directed that a copy of such proof of service be annexed to the minutes of this meeting as a schedule. I also note that the report of scrutineer indicates that a sufficient number of proxies in favor of all motions have been launched with the scrutineer, and therefore, all proposed resolutions will be passed. The Chairman has directed that a formal report be annexed to the minutes of this meeting as a schedule.

Thank you, Anne. Notice have been properly given. And a quorum being present, I declare the meeting to be regularly called, and the meeting will now come to order. The first item of business is the presentation of the audited consolidated financial statements of the company for the fiscal period ended December 31, 2020, together with the auditor's report to the shareholders thereon. Copies of such documents have been mailed to the shareholders who requested such statements, and it is now proposed to read them to the meeting. Next item. Second item of business is setting the number of directors at 7. The articles of the company provide that the number of directors to be fixed by an ordinary resolution of the shareholders. The directors recommend that the number of directors be fixed at 7. I move and second a motion to fix the number of directors at 7. The next item of business is the election of directors. The following 7 individuals have been nominated for election as directors of the company for the ensuing year. Gabriel de Alba, Luis Fernando Alarcón, W. Ellis Armstrong, René Burgos Diaz, Orlando Cabrales, Russell Ford, Veronique Giry. Each of the persons nominated has confirmed that he or she is prepared to serve as a director. The company has not received advanced notice in accordance with the company's advanced notice policy of any other nominations. Accordingly, I declare the nominations closed. Since there are no other nominations, I move and second a motion to elect the directors. The next item of business is the appointment of the company's auditors. The next item of business is the reappointment of the company's auditors, Ernst & Young LLP. Ernst & Young LLP has been proposed for reappointment as auditor for the company to hold office until the next Annual Meeting of Shareholders at a remuneration to be fixed by the Board of Directors of the company. I move and second that Ernst & Young LLP be appointed auditors of the company until the next Annual Meeting of Shareholders and that the Board of Directors be authorized to fix their remuneration. As we mentioned, voting today will be conducted by electronic ballot. I will now take a moment to ask that the balloting be open to register holders and appointed proxy holders.

The polls are now open and at this point, all registered holders and proxy holders who have properly logged in with their control members or user name and wish to vote will be able to see on the screen all motions being brought forth at this meeting. Please register your votes by accessing the voting page and selecting the for or against buttons next to the motion to set the number of directors at 7. Please register your votes by accessing the voting page and selecting the for or withhold button next to the name of each proposed director, next to the resolution with respect to the appointment of Ernst & Young LLP as company's auditors. We will provide registered shareholders and duly appointed proxy holders approximately 1 more minute to complete the electronic ballot. Once the electronic ballots close, the voting page will disappear and your votes will be automatically submitted. We will now pause to vote. [Voting]

The polls are now closed.

Thank you, Anne. I have been advised by the scrutineers that the ballots and proxies deposited for the meeting have been voted in favor of the resolutions, and I declare each motion and resolution carried. I direct that the results of the poll be included with the minutes of this meeting, and the final results of the voting will be announced in a press release in accordance with the policies of the TSX and filed on SEDAR. The formal items of business as set out in the notice of meeting have now been dealt with, I move and second that this meeting now terminate. As there is no further business to come before the meeting, I declare the formal part of the meeting to be concluded. I will now turn the meeting over to Anne Walters for a question-and-answer period.

[Operator Instructions] Okay. There are no questions at this time. Should you have any questions, please e-mail [email protected]. This concludes the call. Thank you all for participating.

This concludes the meeting. You may now disconnect.