Tidewater Renewables Ltd. (LCFS) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen, and welcome to the Tidewater Renewables Annual General Meeting Conference Call. [Operator Instructions] This call is being recorded on Tuesday, May 30, 2023. I would now like to turn the conference over to Rob Colcleugh. Please go ahead.

Thank you. Good afternoon, ladies and gentlemen. Welcome to the Annual General Special Meeting of the Shareholders of Tidewater Renewables Ltd. My name is Rob Colcleugh, and I'm the Interim Chief Executive Officer and Chairman of the corporation, and I'll be the Chairman for this meeting. In terms of our agenda today, we'll first deal with the formal business of our Annual General and Special Meeting, as described in the proxy materials that were sent to shareholders. Following the formal part of the meeting, I'll open the floor and the phone lines, and I'll be pleased to answer any questions you may have. Presentation that I will review following the formal business during the meeting is contained on our website. So if you're on the phone or online, you can access it now. The meeting will now move -- will now come to order. And I'll ask Bryan Morin, Chief Legal Officer of the Corporation, Secretary of the -- sorry, Chief Legal Officer and Corporate Secretary of the Corporation to act as Secretary of the meeting; and Patricia Selby of the TSX Trust Company to act as scrutineer of the meeting. I now request the secretary to table proof of delivery of the notice of the meeting, instrument of proxy, management information circular and accompanying documents to the registered shareholders corporation. Proof of mailing of the notice calling the meeting and accompanying documents has been duly filed, and I direct a copy of the notice with proof of delivery to be kept by the Secretary with the records of this meeting. I'd like to take a moment to discuss the voting procedures. The voting will not occur over the phone line. Voting will be in person in the meeting room or by proxy duly submitted. Any shareholder or proxy holder wishing to speak is requested to identify themselves and when recognized by the Chair, provide his or her name before addressing the meeting. Any shareholder who is on the phone line, please hold your questions until the end of the meeting when we are opening the phone lines for questions. The bylaws of the corporation provide that a quorum of shareholders is present at a meeting of shareholders if at least 2 holders of not less than 25% of the shares entitled to vote at a meeting of shareholders are present in person or by proxy. I've received the scrutineer's report showing that there are in attendance at this meeting, in person or proxy -- or by proxy, 64 shareholders holding 33,006,431 common shares. According to the total representation at this meeting by shareholders present in person and by proxy is 95.061% of the common shares of the corporation. Therefore, I declare that there is a quorum at this -- present at this meeting. I now declare that the meeting is regularly called and properly constituted for the transaction of business. First item of business of this meeting is to receive and consider the audited financial statements of the corporation for the financial year ended December 31, 2022, and report of the auditors thereon. I ask the Secretary of the meeting to present these financial statements to the meeting. Copies of the financial statements and the report of the auditor thereon have been mailed to each registered shareholder, and they have an opportunity to review these documents. So I request a resolution dispensing with the reading of the auditor's report.

I move that the reading of the report of the auditor and the financial statements be dispensed with.

I second the motion.

All those in favor signify in the usual manner by raising their right hand. And opposed? And motion is carried. Next item of business is the fixing of the size of the Board of Directors to be elected at the meeting. For the forthcoming year, it is proposed that the Board of Directors to be elected at the meeting shall consist of 3 members. I now request a motion to fix the Board of Directors at the 3 members.

I move that the Board of Directors of the corporation be elected at the meeting to be fixed at 3 members.

I second the motion.

All those in favor signify in the usual manner by raising their right hand. And opposed? Motion is carried. We'll now proceed with the election of the directors. Three directors will be elected at this time to hold office until the next annual meeting or until their successors are elected or appointed. I nominate the following individuals as directors of the corporation to hold office until the next annual election of Directors or until their successors are elected or appointed, subject to the provisions of the Business Corporations Act and the bylaws of the corporation: Robert Colcleugh, Greta Raymond, [ John Adams ].

I second the motion.

Are there any further nominations? I now declare that the nominations are closed. In favor of the elections of these nominated, please signify in the usual manner by raising your right hand. And opposed? I now declare that those nominated to be duly elected directors of the corporation to hold office until the next annual election of Directors unless their office is vacated or by a successor is appointed in accordance with the bylaws of the corporation. The next item of business is the appointment of the auditor of the corporation. The information circular and the instrument of proxy prepared for the purposes of the meeting contemplated the reappointment of Deloitte LLP Chartered Accountants as auditors. Could we have a motion with regard to the reappointment of the auditors until the next annual meeting and could this motion provide that the auditor's remuneration be fixed by the Board of Directors?

I move that Deloitte LLP Chartered Accountants be reappointed as auditor of the corporation until the next annual meeting or until a successor is appointed, and that Deloitte remuneration be fixed at the Board of Directors.

I second the motion.