Timbercreek Financial Corp. (TF) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen, and welcome to the Annual Meeting of Timbercreek Financial. Please note that the meeting is being recorded. I would like to introduce Blair Tamblyn, the Chair of the Board of Directors, Mr. Tamblyn, the floor is yours.

Thank you. Good afternoon. My name is Blair Tamblyn, and I am the Chair of the Board of Directors of the company. Joining us online are other officers and directors of the company. This year's annual meeting is being held using a virtual-only format. As with any technology platform, unexpected glitches may occur, and we appreciate your patience. Our service providers for the platform at TSX Trust Company are very experienced at running this type of meeting and will help us work through any challenges. Before we proceed to the formal business of the meeting, I will provide some comments on voting and questions at today's meeting. In making the decision to hold a virtual meeting, it was paramount to ensure that the shareholder rights were protected. We have taken steps to ensure that this meeting will offer shareholders the same opportunities to participate as they would have had at an in-person meeting. I welcome all guests who are not registered shareholders or who are holding proxies of registered shareholders. As a reminder, as with an in-person meeting, only registered shareholders and duly appointed proxy holders are able to vote or ask questions. For purposes of the meeting today, all voting will be conducted by electronic ballot. Every shareholder entitled to vote on the matter has one vote in respect of each share entitled to be voted on the matter and held by that shareholder. Voting during this meeting can only be done through our virtual voting platform on the webcast. While polling is open, you can access it by clicking on the polling icon at the top of the page. The polls are now open. Voting can be completed at any time from now until the end of the formal business of the meeting. Thank you to those of you who have already voted. If you have already voted in advance of the meeting and do not wish to change your vote, then you do not need to do anything. For those who have not yet voted, we encourage you to vote now. Shareholders can submit questions at any time during the meeting. There will be opportunities for shareholders to ask questions specifically relating to each resolution on the webcast. If you have a question, click on the ask a question button to the left of the broadcast. Please read the instructions before submitting your question. In particular, we ask that you identify whether your question relates to a motion being considered as part of the formal business of this meeting or whether it is of a more general nature. We will address the questions that directly relate to a particular motion at the appropriate time of the meeting, and we will respond to general questions following the formal business. If the question is personal in nature, we will follow-up with you individually after the meeting. Once you have finished typing out your question, click the ask now button, the secretary will receive the questions, and at the appropriate time, will read them out in order for everyone to be aware of the question being addressed. For efficiency, Tracy Johnston, Chief Financial Officer of the company; and John Walsh, Corporate Secretary of the company, will move and second the motions, which are called for in the notice of meeting in their capacities as a shareholder or a shareholder representative. But this is not intended to limit in any way your right to participate in the meeting. Any proposed amendments or objections to a motion will need to be submitted as questions. All proposed amendments or objections will be addressed during the meeting, provided that they are submitted during the period when polls are open. We will now deal with the formal business of the meeting. I will now call the meeting to order. In accordance with the bylaws of the company, I will act as Chair of this meeting. John Walsh, Corporate Secretary of the company, will act as Secretary for this meeting. And the TSX Trust Company will act as scrutineers for the meeting. The notice calling this annual meeting, together with the management information circular, the form of proxy and other meeting materials were provided to shareholders pursuant to the notice and access provisions of National Instrument 54-101 and have been filed on SEDAR. I received proof of the mailing of the notice and access notice required by NI 54-101 and ask that a copy of the notice and access notice, including the proof of mailing and the other meeting materials be retained by the secretary with the records of this meeting. The quorum requirements for a meeting of shareholders of the company are set out in Section 3.6 of Bylaw #1 of the company. The preliminary report of the scrutineer indicates that attendance in person or by proxy at this meeting for all shares of the company exceeds the required threshold. I declare there to be a quorum present and this meeting to be regularly called and properly constituted for the transaction of business. A copy of the scrutineers' report will be available with the secretary of the meeting for inspection. The final scrutineers' report will be filed with the minutes of this meeting. The first formal item of business is the presentation of the financial statements of the company and the report of the auditor for the financial year ended December 31, 2023. Financial statements and the auditor's report are available on SEDAR and were mailed to any shareholder who requested them. We shall dispense with the reading of the report of the auditor. Shareholders are not being asked to approve the financial statements. However, should any shareholder have any concerns or questions, I would be pleased to deal with such matters after the termination of this meeting. We will now proceed with the election of directors. The information circular contains the names of management's nominees to the Board of Directors, which are, myself, R. Blair Tamblyn, W. Glenn Shyba, Amar Bhalla, Deborah Robinson, Scott Rowland and Pamela Spackman. Understand that each of these nominees is consented to act as a director of the company. I would now ask for a motion to nominate myself, R. Blair Tamblyn, W. Glenn Shyba, Amar Bhalla, Deborah Robinson, Scott Rowland and Pamela Spackman as directors of the company.

I so move.

I second the motion.

Thank you both. The number of nominees does not exceed the number of directors to be elected by the shareholders. I would now ask for a separate motions to move that each of the persons nominated for election be individually elected as a director of the company to hold office until the next Annual Meeting of Shareholders or until their office is earlier vacated.

I so move.

I second the motion.

Thank you both. I will now ask the secretary to please advise if any questions specific to these motions were submitted. We will pause briefly to allow for time to submit questions.

Mr. Chair, no questions specific to this motion have been submitted.

Thank you. As there have been no comments, and unless we receive any objections otherwise, we will proceed with the vote. Please record your vote now, remembering that if you have already voted in advance and do not wish to change your vote, no further action is required. [Voting]

The next item of business is the appointment of the auditor and the authorization of the directors to fix the auditor's remuneration. I would now ask for a motion to appoint KPMG LLP as the company's auditor to hold office until the next annual meeting of the company and that the directors of the company be authorized to fix the auditor's remuneration.

I so move.

I second the motion.