Methanex Corporation (MX) Earnings Call Transcript & Summary

Good morning. My name is Doug Arnell, and I'm Chair of the Board of Methanex Corporation. We are pleased to host this meeting both in person and through a virtual meeting platform, accessible to all our shareholders regardless of physical location. We'd like to acknowledge that this is the third time we've had a virtual aspect to our annual shareholders meeting whereby shareholders can attend in both online as well as in person. I would now like to officially call the meeting to order. In accordance with the company's bylaws, I will preside at this Annual General Meeting. Mr. Kevin Price, Corporate Secretary of the company, is present and in accordance with the bylaws will act as Secretary and record the minutes. Ms. Paola De Guzman of TSX Trust Company is present and will act as Scrutineer for this meeting and will assist in the tabulation of proxies and ballots. Secretary has in his possession the affidavit of mailing from TSX Trust Company as to-do mailing of the notice calling this Annual General Meeting, form of proxy and the information circular dated March 9, 2023. These documents were mailed to those who were shareholders of the company as at February 27, 2023, which is the record date. I direct a copy of the affidavit of mailing to be kept by the Secretary with the records of this meeting. Company's bylaws provide that the quorum necessary for the transaction of business at a meeting of shareholders is 2 shareholders present in person or by proxy and representing not less than 25% of the votes entitled to be cast at such meeting. I've been advised by the scrutineer that as of the date of the proxy cutoff, there are 152 shareholders holding 59,123,988 common shares represented in person or by proxy at this meeting. This represents 86% of the 68,755,526 issued and outstanding common shares. Based on that information, I find that a quorum of shareholders is present and, therefore, declare that the meeting is properly called, duly constituted and able to proceed to the transaction of business. With respect to voting, we will conduct the votes on the matters before us by a ballot. On a ballot, every registered shareholder and proxy holder entitled to vote on the matter has 1 vote in respect of each share entitled to vote on the matter and held by that shareholder. For those registered shareholders or proxy holders attending virtually, the ballot will be open for all resolutions at the same time. This will allow you to choose to vote on each resolution immediately or wait until the conclusion of discussion of each resolution prior to casting your vote. For those shareholders attending in person, you will have an opportunity to vote through a paper ballot at the conclusion of discussion of all resolutions. Once discussion on all items of business has concluded, I will give you a period of time to enter your votes and then declare voting closed on all resolutions. There will also be an opportunity for registered shareholders and proxy holders to ask questions specific to each resolution after the motion for each resolution. Registered shareholders and proxy holders attending online may ask their questions using the messaging function. I will now commence the formal business of the meeting. First item of business is the receipt of the consolidated financial statements of the company for the year ended December 31, 2022, and the auditor's report thereon. This material was contained in our Annual Report, which was mailed to registered shareholders and those beneficial shareholders who requested it. I now declare that the final financial statements and the auditor's report thereon have been received by the shareholders as submitted to this meeting. Now to the item of election of directors. The company proposes to elect 11 directors. They are: Jim Bertram, Paul Dobson, Maureen Howe, Robert Kostelnik, Leslie O'Donoghue, Kevin Rodgers, Rich Sumner, Margaret Walker, Benita Warmbold, Xiaoping Yang. As I mentioned before, I am Doug Arnell, and I too am standing for reelection to the Methanex Board. As no other nominations have been received by the company, I now declare the nominations closed. I will now call for a motion to nominate each of the company's 11 nominees for election as directors of the company to hold office for a term expiring not later than the close of the next annual meeting of the company. Do I have a motion?

Yes.

Thank you. Is there a seconder?

Yes.

Thank you. Registered shareholders and proxy holders may vote at this time and may also submit any questions you have related to this specific resolution. We will now wait a brief period of time to allow for the broadcast delay and for time to submit the questions. There are no questions from the meeting room. I will now ask the moderator if there have been any questions submitted online that are specific to this motion.

Mr. Chair, no questions specific to this motion have been submitted.

Thank you. The next item of business is the reappointment of KPMG as the auditor of the company and to authorize the Board of Directors to determine the amount of the auditors' remuneration. I will now call for a motion that KPMG chartered professional accountants be reappointed auditors of the company to hold office until the termination of the next Annual Meeting of Shareholders or until a successor is appointed and the Board of Directors be authorized to fix the amount of the auditor's remuneration. Do I have a motion?

Yes.

Thank you. Is there a seconder?

Yes.

Thank you. Registered shareholders and proxy holders may vote at this time. You may also submit any questions you have related to this specific resolution. We will now wait a brief period of time to allow for the broadcast delay and for time to submit the questions. As there are no questions from the meeting room, I will now ask the moderator if there have been any questions submitted online that are specific to this motion.

Mr. Chair, no questions specific to this motion have been submitted.

Thank you. The next matter for consideration is the advisory resolution with respect to Methanex' approach to executive compensation often referred to as the Say on Pay vote. I will now call for a motion to approve the resolution set out under advisory Say on Pay Vote on approach to executive compensation in the Information Circular dated March 09, 2023. Do I have a motion?

Yes.

Thank you. Is there a seconder?

Yes.

Thank you. Registered shareholders and proxy holders may vote at this time and may also submit any questions you have related to this specific resolution. We will now wait a brief period of time to allow for the broadcast delay and for time to submit the questions. As there are no questions from the meeting room, I will now ask the moderator if there have been any questions submitted online that are specific to this motion.

Mr. Chair, no questions specific to this motion has been submitted.

Thank you. That was our final resolution. For those registered shareholders and proxy holders attending virtually who have not voted on all of the resolutions, please do so now as I will close the poll in 30 seconds. For all registered shareholders and proxy holders in attendance, you may vote now and we will collect your ballots. [Voting]

Polls are now closed. I have now received the preliminary voting results from the scrutineer. With respect to the election of directors, I'm advised by the scrutineers that each of the proposed nominees has been duly elected. With respect to the resolution to appoint the auditors, I'm advised by the scrutineer that this resolution has passed with approximately 85% voting in favor. And the resolution regarding the advisory vote on executive compensation has received the support of over 91% of shares voted. I declare all resolutions carried. As there is no further business to be brought before this meeting, I now declare the Annual General Meeting terminated. If there are any questions that you have submitted that have not been responded to or if there are any other questions you may have, please contact our Investor Relations department. You can find their contact information on our website. Thank you for joining us today.