Olivut Resources Ltd. (OLV) Earnings Call Transcript & Summary

Okay. Good morning, ladies and gentlemen. I'd like to welcome you on behalf of the Board and the officers of Olivut Resources to this Annual and Special General Meeting of the Shareholders of the corporation. My name is Leni F. Keough, I'm President and CEO of Olivut, and I will chair this meeting. It is my pleasure to welcome the common shareholders of the corporation and any guests present today. The persons entitled to take part in and vote at this meeting are the common shareholders of the corporation or their proxies. On behalf of the corporation, I wish to express thanks to all those of you shareholders who have submitted your proxies in advance. This Annual General and Special Meeting of the corporation has been called to consider the proceeding of the corporation's audited financial statements as at and for the years ended October 31, 2023 and 2022, changing of the number of directors during meetings, electing directors for the ensuing year, appointing McGovern Hurley LLP Chartered Professional Accountants as the corporation's auditor for the ensuing year and authorizing the directors to set the auditor's remuneration and approving the amended and restated share option plan. To conduct this meeting efficiently, we have asked certain attendees to move and second the items of business that the corporation is required to conduct at this meeting. I would now like to proceed with the formal portion of today's Annual General and Special Meeting. I now call to order the Annual General and Special Meeting of the corporation shareholders. With the consent of the meeting, I appoint Jay Kellerman as Secretary of the meeting. With the consent of the meeting, I appoint Stikeman Elliott as Scrutineer for the meeting to report on the number of shareholders present in person or by proxy, to tabulate the votes on any poll taken at this meeting and to report to me as the Chairman of the meeting. The notice calling the meeting of shareholders was mailed on February 13, 2024. The purpose of today's meeting is set out in the notice of meeting. I shall now request the Secretary to table the proof of mailing indicating that the notice of the meeting, the management information circular and the form of proxy were mailed properly to shareholders. I direct that a copy of the notice, the management information circular and the proxy, together with the proof of mailing, be attached by the Secretary to the minutes of this meeting. In order for a quorum to be present at this meeting, the bylaws of the corporation require that at least 2 shareholders of the shares entitled to vote at the meeting are present in person or represented by proxy irrespective of the number of persons actually present at this meeting. The Secretary reports that there are represented at this meeting, in person or by proxy, 17 shareholders representing an aggregate of 28,802,368 common shares. The Scrutineer's report confirms that there are sufficient number of shareholders and proxyholders in attendance to permit the meeting to proceed in accordance with the bylaws of the corporation. I direct the Secretary of the meeting to attach a copy of the Scrutineer's final report on attendance to the minutes of this meeting. I now declare the meeting is regularly constituted for the transaction of business. To expedite the voting today, I propose to conduct the vote on all matters by a show of hands or by saying yes or no or nay on the phone. However, a shareholder or proxyholder present in person at this meeting has the right to demand that a poll by way of ballot be conducted in any resolution. The first order of business is the presentation of the audited financial statements of the corporation as, at and for the year ended October 31, 2023 and 2022 together with the auditor's report thereon. These financial statements together with the auditor's report were provided to our shareholders on February 13, 2024. Copies of the financial statements are available from the corporation for anyone that would like one or they are also available from the corporation's website. Ian Shaw and Mary Cameron, the corporation's CFO and accountant, respectively, are available to answer questions from the shareholders with respect to the audited annual consolidated financial statements. The next matter to be dealt with is changing the number of directors of the corporation during the meeting. These details are provided in the management information circular. I will now ask that Kenneth Ruptash move that a resolution be passed to empower the directors to determine the number of directors during meetings.

I so move.

Who will second that motion?

I second the motion.

You have all heard the motion. All in favor, signify by raising your hand or by saying nay to the contrary. [Voting]

No one to the contrary. The motion is carried. The next matter to be dealt with is the election of directors of the corporation. The nominees have been listed in the management information circular. I will now ask that Kenneth Ruptash move that a resolution be passed to elect the following individuals to the Board of Directors of the corporation: Leni F. Keough, President and Chief Executive Officer; Craig O. Reith, Chairman; and Kenneth Ruptash, Director.

I so move.

Are there any further nominations? Hearing no further nominations, may I have a motion that the nominations be closed?

I move the nominations be closed.

Who will second that motion, please?

I second the motion.

You have heard the motion. All in favor, signify by raising their right hand or saying nay to the contrary. [Voting]

Hearing no nays to the contrary, the motion is carried. May I have a motion from a shareholder with respect to the election of directors?

I move that each of Leni F. Keough, Craig O. Reith and Kenneth N. Ruptash be elected as directors of the corporation.

I second the motion.

You have heard the motion. Is there any discussion on the motion? As there is no further discussion, will all those in favor please raise your right hand or say nay to the contrary. [Voting]

Hearing none to the contrary, the motion is carried. I declare each of Leni F. Keough, Craig O. Reith and Kenneth N. Ruptash is elected as director of the corporation. The next matter to be dealt with is the appointment of McGovern Hurley LLP Chartered Professional Accountants to serve as auditors of the corporation until the next Annual and Special General Meeting of the shareholders and to authorize the Board of Directors to fix the remuneration to be paid to the auditors. To be passed, this resolution requires the approval of the majority of votes cast at the meeting by those shareholders present in person or by proxy and entitled to vote. I will now ask that Craig Reith move that a resolution appointing McGovern Hurley LLP Chartered Professional Accountants as the auditors of the corporation and authorizing the directors to fix their remuneration be approved.

I so move.

Who will second that motion, please?

I second the motion.

You have heard the motion. Is there any discussion on the motion? There is no further discussion. Will all those in favor please signify by raising their right hand? If there's any to the contrary, please say nay. [Voting]

Hearing none to the contrary, the motion is carried. The next matter to be dealt with is the approval of the amended and restated share option plan set forth in Schedule A of the management information circular. The full text of the resolution... [Technical Difficulty]

Did we lose Leni?

Yes. I don't hear her.

All right. Is she in the office or on mobile? Well, can I suggest we give her a moment to join back in?

Yes, absolutely.

If she doesn't join in, I'm just thinking of loud, Ian, you could continue as Chair of the meeting. I see no issue with that.

Okay. All right.

Why don't we do that? And when she dials back, she can pick it up.

Okay. Good. Okay. So I'll start that section again. The next matter to be dealt with is the approval of the amended and restated share option plan set forth in Schedule A of the management information circular. The full text of the resolution is set out on Page [ 11 ] of the information circular.

Ian, I'm back again.

Okay. Well, you can start with, "to be passed."

Okay. Sorry about that folks, but what do you do when you get kicked off? Okay. So to be passed, this resolution requires the approval of the majority of votes cast at the meeting by those shareholders present in person or by proxy and entitled to vote. I will now ask that Ian Shaw move that a resolution approving, ratifying and confirming the amended and restated share option plan as set forth in Schedule A of the management information circular be approved.

I so move.

Who will second the motion?

I second the motion.

You have heard the motion. Is there any discussion on the motion? As there is no further discussion, will all those in favor please signify by raising their right hand, or if to the contrary, please say nay. [Voting]

Nothing to the contrary, the motion is carried. This completes matters of business to be conducted as set out in the notice and management information circular. Is there any further business which should be properly come before the meeting -- that should properly come before the meeting? Hearing none from anybody, and then as the formal business at the meeting of the shareholders of the corporation has now been completed, I will now ask that a shareholder move that a resolution to terminate this meeting be approved.

I move that the meeting be terminated.

Who will second that motion, please?

And I will second the motion.

All in favor, please signify in the usual manner by raising your right hand. Otherwise, if to the contrary, please say nay. And the motion is carried. Thank you very much for attending, everybody, and hopefully nobody else dropped off other than me for that interim. Craig from Sri Lanka, thank you for attending. I thought you'd be the one to drop off.

That was my expectation too.

Okay. So with that said, Jay, thank you very much for acting as Scrutineer and I will connect with you further in the day, okay?

Pleasure. Very good. Thank you. Thank you all.

Thank you, everybody. Bye-bye.

Thank you. Bye.

Bye-bye.

Bye.