Reklaim Ltd. (MYID.V) Earnings Call Transcript & Summary

Good morning, and welcome to the Annual General and Special Meeting of Reklaim Ltd. I'm Neil Sweeney, and I'm Reklaim's CEO and Director and Chairperson of the Board of Directors. And as Chairperson of the Board, I'll be acting as the Chair of today's meeting, pursuant to Section 10.10 of Bylaw #4 of Reklaim Ltd. Before we begin the formal proceedings, I'd like to introduce the directors present, being myself, Andrew Elinesky, Robert Fernicola, Kevin Shea, Brad Marks and Jason Maguire. On behalf of the Board, I'd like to thank those shareholders who have chosen to attend the meeting today by videoconferencing and calling and those who have submitted their proxies in advance. In order to ensure that we have a complete record of those present, I'd ask anyone who has not yet given their name to Computershare to please do it now. Okay. With the consent of the meeting, I'll ask Barry Polisuk to act as secretary of the meeting and Dave Bains from the company's transfer agent, Computershare, to act as scrutineer.

Actually, I told Victor to act as the secretary instead of me.

Okay.

Victor -- yes, Victor's going to do that. He's here.

Okay. Great. I've been advised that on January 27, 2023 (sic) [ July 27, 2023 ], the notice calling this meeting together with the form of proxy and the management information circular of the company were mailed to each shareholder of Reklaim Ltd. I have also been provided with the preliminary scrutineer's report indicating a quorum is present. As such, I declare that this meeting has been duly convened and constituted. When the formal report of the scrutineer is available, it will be kept with the meetings of the meeting -- the minutes of the meeting. Each share represented at this meeting is entitled to one vote. Unless a ballot is demanded, voting will be conducted and tabulated digitally via the investor vote online portal. In order to make the best use of our time today, certain individuals who have been asked to move and second -- certain individuals have been asked to move and second various motions. This is not intended to limit in any way your right to participate in the meeting. Shareholders who wish to make comments relating to these motions may do so after the motion has been introduced. There will also be an opportunity later to ask general questions. Let's jump to the financial statements and the auditor's report. We will now proceed to the first item of business for the meeting and present Reklaim's audited financial statements for the year ending December 31, 2022, and the interim financial statements for the end of each of the 3- and 6-month periods for the current fiscal year. A copy of the financial statements were made previously available to shareholders. Shareholders would not take any action regarding the financial statements, but if any -- shareholders do not have to take any action regarding the financial statements, but if any shareholder has questions relating to the statements, I would suggest that they be addressed to me following the meeting. Moving to Section #5, which is the reelection of directors. The next item of business is the reelection of directors. The directors being nominated for reelection today are, myself, Neil Sweeney; Robert Fernicola; Kevin Shea; Brad Marks; Jason Maguire; and Andrew Elinesky. If reelected, these nominees will hold office until the next Annual Meeting of Shareholders or until a successor is elected or appointed. Are there any questions on this matter of business? If not, may I ask Ira Levy, the company's CFO, to make a motion to nominate the directors, please?

I nominate each of the director -- I nominate each of the nominees listed in the management information circular as directors of Reklaim Ltd.

I second the motion.

Thank you. Are there any further nominations? As there are no further nominations, I declare nominations closed. I'll now ask Ira to move and Jake Phillips to second the formal motion for the election of each of the individuals nominated as directors of the company.

Mr. Chair, I so move.

Mr. Chair, I second the motion.

All those in favor, please enter your votes now. [Voting]

All those opposed, if any, please enter your votes now. [Voting]

In reference to the report on proxies that was prepared by Computershare recent to August 21, 2023, we have the total number of votes cast for the motion. Can I ask the scrutineer to read out the total number of votes cast for and against this motion, confirm the percentage of total number of votes cast in favor of the motion?

Dave at Computershare, could I please ask you to confirm the numbers?

So for the approval of the Reklaim Ltd. Omnibus Equity Incentive Plan, the total votes casted for was 14,725,713, total votes against was 1,375,129. Percentage for is 91.46%. Percentage against was 8.54%. Therefore, the resolution has passed.

Sorry, Dave. Ballots for the election of the directors.

Sorry, there's a bit of a feedback. For election of directors, Neil Sweeney for, 16,084,442 for, withheld/abstained 16,400. Total percentage for 99.90%, withheld 0.10%. For Robert Fernicola, for 13,874,442, withheld/abstained 2,226,400, percentage of votes cast, for 86.17%. Percentage of votes cast, withheld 13.83%. Therefore, the resolution has passed. For Kevin Shea, number of shares voted for, 16,084,442, number of shares withheld or abstained 16,400. Percent of shares voted cast, 99.90% for, withheld 0.10%. For Brad Marks, total shares voted for 16,069,942, total shares withheld/abstained 30,900. Percentage of votes cast, for 99.81%. Percentage of votes cast, withheld/abstained 0.19%. For Jason Maguire, total number of shares voted for 16,084,442, total number of shares withheld or abstained 16,400. Percentage of votes cast, 99.90% for. Percentage of votes cast withheld, 0.10% withheld. For Andrew Elinesky, number of shares for 13,874,442, number of shares withheld 2,226,400. Percentage of shares votes casted for 86.17%. Percentage of votes cast withheld or abstained 13.83%. Therefore, I declare that all the directors have been voted and resolution has been passed.

All right. Thanks, Dave. Thank you. I declare the motion carried, which takes us into the sixth item on our list, which is the appointment of auditors. So the next item of business is the appointment of the company's auditors. Are there any questions on this matter of business? If not, Ira, may I have a motion to appoint the auditors, please?

Mr. Chair, I move that MNP LLP be reappointed as auditors of Reklaim Ltd. to hold office until the next Annual Meeting of the Shareholders or until its successor is duly appointed and that the directors of the company be authorized to fix their remuneration.

I second the motion.

Thank you. We will now vote on the motion. All in favor, enter your votes now. [Voting]

All those opposed, if any, please enter your votes now. [Voting]

In reference to the report on proxies that was prepared by Computershare recent to August 21, 2023, we have the total number of votes cast for the motion. Can I ask the scrutineer to reread out the total number of votes cast for and against this motion, confirm the percentage of total votes -- total number of votes cast in favor of the motion?

Mr. Chair, for the appointment of auditors, number of shares voted for 17,588,501, number of shares voted withheld or abstained 4,528,950. Percentage of votes cast 79.52% for. Percentage of votes cast withheld or abstained was 20.48%. Therefore, I declare that the resolution has passed.

Okay. Thank you, David. I declare the resolution has carried. Moving us to the seventh item on our agenda, which is the approval of the Omnibus Equity Incentive Plan. This next item of business is the approval of the Omnibus Equity Incentive Plan to replace the existing stock option plan of the company, all as described in the information circular. Are there any questions on this matter of business? If not, Ira, may I have a motion to vote on the approval of the Omnibus Equity Incentive Plan as set out in the Notice of Meeting and management information circular?

I so move.

I second the motion.

Thank you, Jake. We will now vote on the motion. All in favor, enter your votes now, please. [Voting]

All those opposed, if any, please enter your votes now. [Voting]

In reference to the report on proxies that was prepared by Computershare recent to August 21, 2023, we have the total number of votes cast for the motion. Can I ask the scrutineer to read out the total number of votes cast for and against this motion, confirm the percentage of total number of votes cast in favor of the motion?

Thank you, Mr. Chair. For the approval of Reklaim Ltd. Omnibus Equity Incentive Plan resolution, number of shares voted for 14,725,713 shares for, number of shares voted against 1,375,129 shares against. Percentage of votes casted for was 91.46%, and percentage of votes casted against was 8.54%. Therefore, I declare that this resolution has passed.

Great. Thank you, David. I declare the motion -- the resolution has carried, which takes us to Item #8, which is the conclusion of the meeting. We have now completed the formal part of the meeting. If there is no further business, I will now ask Ira, Ira Levy, the CFO, for a motion to terminate the meeting, please.

Mr. Chair, I move that the meeting be concluded.

Mr. Chair, I second the motion.

All in favor, enter your votes now. [Voting]

All those opposed, if any, please enter your votes now. [Voting]

Can I ask the scrutineer to read out the total number of votes cast for and against this motion, confirm the percentage of total number of votes cast in favor of the motion?

Well, with no objection, I think we can declare the motion passed and the meeting is now formally concluded. Thank you, everybody, so much for your participation and your patience and attention.

Great. Thanks, everybody. With this, we can conclude the meeting. Thank you very much.

Thank you, everyone.

Thank you. Bye.