Plurilock Security Inc. (PLUR) Earnings Call Transcript & Summary

Excellent. So I will now call the meeting to order. I am Ian Paterson, Chief Executive Officer of the company, and in accordance with the articles of the company, will act as Chairman of this meeting, and I am attending the meeting by teleconference. I will take conduct of and attend to the formalities of the meeting. As Chairman, I will propose motions and in accordance with articles of the company, no motion need to be seconded. Voting on motions will be by a show of hands unless a poll is demanded. A shareholder attending by teleconference will not be able to vote via teleconference at this meeting. At the conclusion of the formal portion of the meeting, members of the Board and management will be available to answer questions. I now appoint Marina [indiscernible] Lucier, McMillan LLP and Legal Counsel of the company, who is attending today in person to act as Recording Secretary of the meeting. [indiscernible] Garcia of Computershare Investor Services, Inc., who has joined the meeting via teleconference will be acting as scrutineer of the meeting. As set out in the notice calling this meeting, this meeting is the video conference meeting. Are there any questions? Anyone has not yet registered with the scrutineer, would they please do so now. Okay. The -- the notice calling this meeting and all proxy-related material were mailed to the shareholders in accordance with the requirements of the articles in the Business Corporations Act of DC. I've been provided with an affidavit as to such mailing, which is available for inspection many shareholder. In view of this, I will dispense with calling for a reading of the notice and will ask the recording secretary to file an affidavit as [indiscernible] mailing with the minutes of this meeting. The scrutineer has a preliminary written report on attendance, and I will ask the scrutineer to read out the preliminary reports, please.

There is 1 shareholder in person, representing 797,764 shares, 66 shareholders by proxy, representing 6,136,812 shares, and that's a total of 67 shareholders, holding 6,934,576 shares, that is 7.9% of the issued outstanding of 87,328,732.

This meets the quorum requirement of one person present or represented by proxy. Notice that the meeting having been given and a quorum being present, I declare this meeting to be duly called and properly constituted for the transaction of business. I will now table the consolidated financial statements of the company for financial year ended December 31, 2022, the report of the auditor, thereon and the related management discussion and analysis. These financial statements were filed on the company's SEDAR profile at www.sedar.com on May 1, 2023. I would like to propose that we dispense with the reading of the financial statements, and I now ask if there are any questions regarding the financial statements. The financial statements at this meeting can be accessed via SEDAR. Are there any questions concerning the auditor's report or financial statements? Accordingly, I confirm that the consolidated financial statements of the company for financial year ended December 31, 2022, the report of the auditor thereon and the related management discussion and analysis have been submitted to shareholders and shall be included as part of the formal report -- record of this meeting, excuse me. The next item of business is the appointment of the auditor for the ensuing year. I move that Mazars Canada LLP, chartered professional accountants, be appointed as auditor of the company for the ensuing year. Is there any discussion of this office or alternative nominations for the office of auditor? If not, I will ask for a motion to appoint Mazars Canada LLP Chartered Professional Accountants as auditor of the company. Is there any discussion on this mission? Will all those in favor, please raise your hands? Will all those oppose please raise your hands? [Voting]

Thank you. I declare the motion carried. The next item of business is to fix the number of directors Management proposes to fix the number of directors at 6. I now put forward a motion to pass an ordinary resolution to fix the number of directors at 6. An ordinary resolution is a resolution passed by the shareholders of the company at a general meeting by a simple majority of the votes cast in person or by proxy. Is there any discussion? If not, I will now ask for a vote on the motion by show of hands. Will all those in favor, please raise their hands. Will all those opposed, please raise their hands. [Voting]

Thank you. I declare the motion carried. The next item of business is the election of directors for the ensuing year. The following 6 persons are all described in the proxy materials sent to shareholders, and all the nominees have agreed to stand for election. I now nominate the following persons as directors for the ensuing year. Blake Corbet, William Hammersla, Robert Kiesman, Michael McConnell, Jennifer Swindel and myself, Ian Paterson. Are there any other nominations? As there were no further nominations received by the company, I now declare nominations for director to be closed and the following 6 persons to be elected as directors of the company to hold office until the next Annual General Meeting of the company or until their successor is elected or appointed. Blake Corbet, William Hammersla, Robert Kiesman, Michael McConnell, Jennifer Swindell and myself, Ian Paterson. The next item of business is to approve the continuation of the company's 20% fixed share option plan dated for reference October 26, 2020, and ended on June 1, 2022, the auction plan. As described by the information circular dated May 23, 2023, which was mailed to shareholders for this meeting. A copy of the option plan is also available for inspection. Accordingly, I now move that the shareholders approve the following ordinary resolution without variation. Resolved as an ordinary resolution that the company's share option plan dated for reference October 26, 2020, and amended June 1, 2022, will be ratified and approved for continuation until the next Annual General Meeting of the company. Is there any discussion? If not, I will now ask for a vote on the motion of show hands. Well, all those in favor, please raise their hands. All those opposed, please raise their hands. [Voting]

I declare the motion carried. The next item of business is to approve the continuation of the company's employee share purchase plan dated effective June 16, 2022, the employee share purchase plan as described in the information circular dated May 23, 2023, which was mailed to shareholders for this meeting. A copy of the employee share purchase plan is also available for inspection. Accordingly, I now move that the shareholders approve the following ordinary resolution without or with variation. Resolved as an ordinary resolution that the company's employee share purchase plan dated effective June 16, 2022 be ratified and approved for continuation until the next Annual General Meeting of the company. Is there any discussion? If not, I will now ask for a vote on the motion by show of hands. Will all those in favor, please raise their hands? Will all those opposed, please raise their hands? [Voting]

Thank you. I declare the motion carried. We have now completed the formal business of the meeting. Is there any other matter a shareholder wishes to raise? As all the business for the meeting has been completed, is that the meeting be terminated. Is there any discussion? Will all those in favor, please raise your hand. Will all those opposed, please raise your hands? [Voting]

Thank you. The motion is carried. I declare the motion carried and this meeting terminated. Thank you very much for attending. [indiscernible], is there anything further from your perspective that we should accomplish on this Webex?

Relating to the general meeting, nothing further.

[indiscernible], anything further from your side?

Nothing from my side.

Nothing from my side either. Nothing on my side.

Fantastic. Well, I appreciate everybody who has joined and attended the AGM. I'm happy to -- if there are just general questions from shareholders. Happy to -- happy to have sort of a kind of more informal conversation. I know that we've got a few on the line today. Okay. Well, I appreciate everybody's support. Thank you very much, and we'll see you again next year.

Thank you, everyone. Have a nice weekend.

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