Source Energy Services Ltd. (SHLE) Earnings Call Transcript & Summary
May 5, 2023
Earnings Call Speaker Segments
Christopher Johnson
executiveWell, good morning, everyone. I'd like to welcome [Audio Gap] Shareholders of Source Energy Services. My name is Chris Johnson, and I'm the Chair of the Board of Directors of Source Energy. In accordance with Source's bylaws, I will preside as the Chair of this meeting. Ms. Chantell Dukeshire, will act Secretary of the meeting. Today's meeting is being held completely virtual, which is being conducted via live audio webcast. This format provides all shareholders regardless of geographical location an equal opportunity to participate. Registered shareholders received a control number on their proxy form and shareholders who validly appointed their own proxyholder to vote at this meeting by following the proxy appointment process were given a control number by Odyssey Trust Company, Source's transfer agent. These control numbers act as your login credentials for the meeting for voting purposes, the procedures of voting will be discussed shortly. All other meetings -- all others attending as guests are able to listen but not able to submit questions or vote at the meeting. Today's meeting of shareholders is being held to consider and vote only on those specific matters set forth in the management information circular previously mailed to the company's shareholders of record as of March 23, 2023. I now call the meeting to order. In order to expedite the meeting, I've asked certain shareholders to make motions at the appropriate times. This is not intended to limit shareholder discussion, but only to assist in the progress of the meeting. I welcome questions or comments from shareholders at any time. I appoint Gloria Gherasim a representative of Odyssey Trust Company to act as scrutineer. I've received a declaration as the distribution of the notice of the meeting, together with the management information circular and the proxy form to all registered shareholders of record as of the close of business on the record date of the meeting. A declaration will be filed with the minutes of this meeting. I have received the report of the scrutineer, which indicates that we have a quorum for the meeting. I hereby adopt the report of scrutineers and declare that there is a quorum of shareholders present. Based on the screenings report and quorum being present, I declare this meeting duly constituted for transacting the business. I direct the scrutineer's report on the attendance be annex in the meeting -- in the minutes of this meeting. We will conduct the votes on matters considered at the meeting by online ballot. As explained earlier, registered shareholders received a control number on their proxy form and shareholders who have validly appointed their own proxyholder for this meeting, rather in advance of this meeting by proxy by following the proxy appointment process, were required to obtain a control number prior to this meeting from Odyssey Trust Company. These control numbers are required in order to vote at this meeting. If you did not receive a control number, you will not be able to vote at this meeting and you're only able to attend as a guest. Voting is open and will close when indicated by me at the end of the formal part of this meeting. Participants will see the resolutions we will be voting on today, together with the voting options. Please cast your vote promptly. The polls are may open until the polls are closed during this time, you can vote your shares. If you previously voted and are voting the same shares today, your previous votes will be null and void. While the resolutions are brought forward, we will open up the meeting for discussion on the resolutions, which should be done by way of submitting online questions to the Chair of the meeting. Participants can ask a question at any time during the meeting by selecting a chat bubble at the top of your screen by typing in your question and submitting it. Please note that all questions are moderated before going to the Chair in order to eliminate repeated questions and issue a normal meeting protocol for the appropriateness of the plan. As your question may be similar in nature of another participant, please be aware that the question is being presented to the meeting in a more generic format. If you intend to submit a question, you're invited to do so now. Any questions that are unrelated to the motion before the meeting are out of order and will not be addressed by the Chair. We will now proceed to the first item of business and present the annual financial statements for Source for the fiscal year ended December 31, 2022, and the auditor's report thereon. Shareholders do not need to take action regarding the financial statements, and we'll move now on to the next item of business. The next item of business is to fix the number of directors of Source to be elected at the meeting. I ask Scott Melbourn for a motion that the number of directors to be elected at the meeting to be fixed at 5.
Scott Melbourn
executiveI move that the number of directors to be elected at the meeting be fixed at 5.
Christopher Johnson
executiveMay I please have someone second the motion.
Unknown Executive
executiveI second the motion.
Christopher Johnson
executiveAs previously mentioned, voting is open and will close when indicated. The next item of business is election of directors. The proposed nominees are: Jeff Belford, Chris Johnson, Carrie Lonardelli, Steven Sharpe and Scott Melbourn. If elected, these individuals hold office till the next annual meeting of the shareholders or until their successors are duly elected or appointed. I ask their renewal for a motion that each are the close nominees be nominated for election as directors of Source.
Unknown Executive
executiveI move that each of the proposed nominees be elected as directors of Source to hold the office until the next Annual Meeting of Shareholders or until they resign or their successors are duly elected or appointed.
Christopher Johnson
executiveMay I please have a second for the nomination?
Unknown Executive
executiveI second the nominations.
Christopher Johnson
executiveAs previously mentioned, voting is open and will close when indicated. The next item of business is the appointment of the auditors of Source for the current year. I asked Scott Melbourn for a motion to appoint Ernst & Young LLP as auditor of source.
Scott Melbourn
executiveI move that Ernst & Young LLP be appointed as auditor of Source and that their remuneration, as such, be fixed by the Board of Directors.
Christopher Johnson
executiveMay I please have someone second the motion.
Unknown Executive
executiveI second the motion.
Christopher Johnson
executiveAs previously mentioned, voting is open and will close when indicated. The resolutions are now open for discussion. I'll pause for a moment to allow the moderator to ask quite any questions that have been submitted. Otherwise, we'll move on to conclude the meeting.
Unknown Executive
executiveNo questions have been submitted. [Voting]
Christopher Johnson
executiveOkay. Well, thank you. Ladies and gentlemen, this concludes the business of the meeting. I therefore declare the polls closed. Thank you for casting your votes. We'll give the scrutineer a further moment to complete the tabulation votes cast and report back momentarily. Excellent. The scrutineer has confirmed. I'm pleased to report that we have now received the voting results. I confirm that the resolution to fix the number of directors at 5 has been approved. And as those persons nominated are duly elected as directors of Source to hold office until the next annual meeting of shareholders or until they resign or their successors are duly elected or appointed. I confirm that Ernst & Young, LLP is being direct appointed as the auditor of Source and that the Board is authorized to fix the auditor's remuneration. If there is no further business, I'd like to call for a motion terminating the meeting.
Unknown Executive
executiveI move that the meeting be terminated.
Christopher Johnson
executiveMay I please have someone second the motion?
Scott Melbourn
executiveI second the motion.
Christopher Johnson
executiveThank you. Thank you to all for attending today. I declare the meeting is terminated. If any shareholder or proxyholder is interested in the exact number of votes cast in respect to the matters decided at this meeting, he or she may obtain the particulars after the meeting from the Secretary. The report on the voting results will be filed with SEDAR after the meeting.
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