Highfield Resources Limited (HFR) Earnings Call Transcript & Summary

Good afternoon, and good morning to those from the North in America and also in Europe, and we welcome you all today to the Highfield Resources Limited Extraordinary General Meeting. It's now 3:30 in Adelaide. My name is Paul Harris, and I'm the Chairman of Highfield Resources, and I'll be chairing today's meeting. I can see that we have a quorum. So I advise that in accordance with the company's constitution that quorum is present and accordingly I declare the AGM open. Just in relation to the team that we have with us today. We have most of our Board here. Pauline Carr is in Adelaide who you recently met at the AGM. We're lucky actually to have all the way from Birmingham beaming from Edgbaston, Brian, Davey, our non-Executive director. We also have Ignacio Salazar from Pamplona, our Managing Director & CEO. And we have an apology today from Brian Jamieson, our Non-Executive Director, who is our EMR rep who cannot join us, unfortunately. More information on those Board members is in the annual report should you wish view it. Also, we have on -- with us today, is our Head of Investor Relations, Olivier Vadillo, who's also on via video link. And our co-sec, Katelyn Adams, who's in the room in Adelaide. So what we'll do now is we'll move straight into administration. So today's meeting will cover only formal items of business, and any shareholder questions relating to those resolutions and those resolutions only. There will be no formal presentation from management, and there will be no Q&A, apart from questions in relation to those two resolutions. So before we start with the formal business of the meeting, I have a couple of quick housekeeping points. Questions to the Board specific to the resolutions being presented today will be addressed at the relevant time. When submitting questions, please state the registered shareholding name and, if appropriate, the specific resolution the question is relating to. If you require any technical assistance during the meeting, please click on the help function on this webcast. I'll now move to the formal part of the meeting. So the notice of meeting was made available to all shareholders in accordance with the Corps Act. If there's no objections, I propose that the notice of meeting be taken as read. Okay. I note there's no objections. I advise that no notice of any other items for today's agenda has been received and therefore, declare that the only matters for our meeting today that can be dealt with are those set out in the notice of meeting. Okay. Just moving on to voting. Given this meeting is held via a hybrid fashion, we'll be conducting votes on each resolution by way of poll. Shareholders attending virtually should access the URL as shown on the slide. You'll also need your meeting ID and shareholder ID, which is available on the proxy form or e-mail you received for the notice of meeting. When I shortly open the poll, click on poll to be taken to the voting screen and then confirm to submit your vote. You'll be able to amend your vote until I close the poll. Katelyn, can I confirm there's no shareholders physically attending? Thank you. Okay. As the poll voting has been tallied, the results will be posted on as an ASX announcement following the conclusion of the meeting. Any directed proxies given to me by the shareholders will automatically be cast as directed when the poll is closed. I note for any undirected votes available to me as Chairman, I intend to vote in favor of each item of business. Okay. In relation to the proxies submitted by the due date for the lodgement of proxies for each resolution will be set out on the slides that will be shown for each resolution. Any shareholders attending virtually are encouraged to submit your questions through the ask a question box. Please include your registered shareholder names and specific resolutions of item of business it pertains to. The poll will remain open for a few minutes after the conclusion of the final item of business to allow votes to be submitted. Okay. We're now going to open the poll, so I declare the poll open for all of the resolutions. [Voting]

Given, we have no attendees in physically attended, I'll just move now to online. Today's resolutions will be voted on by a poll. Each shareholder voting personal or by proxy or by representative, is entitled to 1 vote for every share held by that member. Your voting paper is on the reverse side of the attendee card. If you're attending, which is now attending, please complete your voting paper and submit the ballot box. For those who are attending the meeting virtually to vote electronically, you'll need to minimize the webcast on your device to access those -- the voting options by selecting the arrow in the broadcast bar and visiting the URL that is again shown on the screen. Okay. So we're now going to move to the resolutions. The first resolution is for the approval of issue of convertible notes under ASX Listing Rule 10.11 to related party EMR. So I informed the meeting that the explanatory notes accompanying the notice of meeting provides the background and details of this item. I now move the motion to consider and if thought fit to pass, with or without amendment, the resolution contained on the slide as an ordinary resolution. So I invite discussion for -- any discussion on that motion and will allow time to submit questions. So if there are any questions, please lodge them now. I just confirmed with Oli, I don't see any questions. Are there any questions on your side, Oli? No? Okay. Okay. Thank you. So the directors other than Mr. Jamieson, who abstained, unanimously recommends that shareholders vote in favor of the resolution. The proxy votes received for this resolution are displayed. This resolution is currently open to vote by conducting a poll. For those attending virtually, if you haven't done so already, please now electronically cast your vote on this resolution. For the members -- don't worry about the members physically attending we don't have any. If there are no further questions, then I will move to the next item of business, which is resolution 2. Okay. So Resolution 2 is approval of the previous issue of convertible notes under Listing Rule 7.1, which is the shares that will be issued under the convertible notes that were issued to Tectonic to refresh our 7.1. So I informed the meeting that the explanatory notes accompanying the notice of meeting provides the background and details of this item. I now move the motion. To consider and if thought fit to pass, with or without amendment, the resolution contained on the slide as an ordinary resolution. I now invite discussion of that motion and will allow time to submit questions. So I'm just going to refresh the browser to see if there's any more questions or any questions. Just confirm with Oli. Any questions on your side? None from you?

No questions, Paul.

Thank you. As with Resolution 1, the directors also unanimously recommend that shareholders vote in favor of the resolution. The proxy votes received for this resolution are displayed. This resolution is currently open to vote by conducting a poll. For those attending virtually, if you haven't already done so, please now electronically cast your vote on this resolution. Okay, so that now concludes the resolutions to be presented at the meeting. Please submit any votes through your online platform for those attending virtually. And -- so that now concludes any formal part of the Extraordinary General Meeting of Highfield, given there's no votes being collected, we'll give a little bit of time -- little bit time for those votes to be cast electronically. And given there are no other questions in relation to the resolution, I now formally declare the poll closed. The results of the meeting will be released to the ASX when tallied later today. So thank you all for attending the Highfield Resources Limited Extraordinary General Meeting, and I now declare the meeting closed.