Total Energy Services Inc. (TOT) Earnings Call Transcript & Summary

May 13, 2020

Toronto Stock Exchange CA Energy Energy Equipment and Services shareholder_meeting 6 min

Earnings Call Speaker Segments

Bruce Pachkowski

executive
#1

Good morning, ladies and gentlemen. Welcome to the Annual General Meeting of Shareholders of Total Energy Services Inc. My name is Bruce Pachkowski, and I'm the Chairman of Total Energy Services Inc. During this meeting, when I or others refer to Total or the Corporation, we'll be referring to Total Energy Services Inc., unless specified otherwise. In accordance with Total's bylaws, I'll act as Chairman. Before we begin the formal business of the meeting, I'd like to welcome and thank those of you listening in on our webcast. In order to address the formal portion of this meeting as expeditiously as possible, we have prearranged with designated persons to move and to second motions to be considered. The technical aspects of this meeting, such as the tabling of the financials, the election of directors of Total and the appointment of auditors will be dealt with. In light of the current circumstances, Dan Halyk, Chief Executive Officer of Total, will not be presenting at the conclusion. With your approval, I'll ask Cam Danyluk, General Counsel and Corporate Secretary of the company, to act as secretary of the meeting; and Stephanie Tuss, representative of Computershare Trust Company of Canada, to act as scrutineer. I've received a declaration from Computershare Trust Company of Canada as to the due mailing to shareholders with notice of the meeting and accompanying materials in connection with this meeting. I direct that this declaration, together with copies of the documents mailed to the shareholders, be kept by the secretary with him through this meeting. If there's no objection, the reading of the notice of meeting will be dispensed with. Pursuant to the bylaws of Total, business may be transacted at the meeting if there are no less than [indiscernible] shareholders announced holding or representing by proxy, not less than 5% of the common shares of the corporation in the aggregate entitled to be voted at this meeting. The scrutineer's report has been received, and it shows that there is a quorum of shareholders present at this meeting. I now declare that this meeting has been regularly called and is properly constituted for the transaction of business. As the first matter of formal business, I table at this [ meeting ] financial statements of Total as at and for the year ended December 31, 2019, the report of the auditors and the annual report to shareholders. As is customary, I do not propose our shareholders to approve the financial statements or the annual report. We received consideration of a resolution and expecting the election of directors of Total Energy Services Inc. The directors of Total have fixed the number of directors to 6. The directors of Total will be voted on individually rather than as a slate. I now declare the meeting open for nominations.

Unknown Attendee

attendee
#2

Mr. Chairman, I nominate the following persons individually for the election as directors of Total Energy Services Inc: George Chow, Glenn Dagenais, Daniel Halyk, Greg Melchin, Bruce Pachkowski and Andrew Wiswell.

Bruce Pachkowski

executive
#3

Thank you. Are there any further nominations? Hearing none, I declare nominations closed. I'll now ask for someone to move and someone to second the resolution to elect each of these nominated as Directors of Total.

Unknown Attendee

attendee
#4

Mr. Chairman, I move that George Chow, Glenn Dagenais, Daniel Halyk, Greg Melchin, Bruce Pachkowski and Andrew Wiswell be hereby individually elected as a Director of Total Energy Services Inc. to hold office until the next annual meeting of the shareholders of Total.

Bruce Pachkowski

executive
#5

Thank you.

Unknown Attendee

attendee
#6

I second the motion.

Bruce Pachkowski

executive
#7

Thank you. Is there any discussion? You have heard the motion. I've been advised by the scrutineers that each nominee has been approved by the requisite majorities and declare each nominee be a duly elected director of the corporation to hold office until the close of the next annual meeting or until his or her successor is duly elected or appointed. Details of the vote can be obtained from the report of voting results, which will be filed under Total's profile on SEDAR later today. The next item of business is the appointment of auditors, and I would ask for a motion in this regard.

Unknown Attendee

attendee
#8

Mr. Chairman, I move that KPMG LLP of Calgary, Alberta be and are hereby appointed as auditors of Total Energy Services Inc.

Bruce Pachkowski

executive
#9

Thank you.

Unknown Attendee

attendee
#10

To hold office until the next annual meeting of the shareholders at such remuneration as may be fixed by the directors of Total Energy Services Inc.

Bruce Pachkowski

executive
#11

Thank you.

Unknown Attendee

attendee
#12

I second the motion.

Bruce Pachkowski

executive
#13

You've heard the motion. If there is no discussion, I'd ask that those in favor of the appointment of KPMG LLP as auditors of Total signify by raising their hand. [Voting]

Bruce Pachkowski

executive
#14

I declare the motion carried and KPMG LLP be appointed as auditors of Total to hold office until the next annual meeting of shareholders at such remuneration as may be fixed by the directors. Unless there are any questions from the floor, I would ask -- I would entertain a motion that the formal portion of this meeting be terminated.

Unknown Attendee

attendee
#15

Mr. Chairman, I move that the meeting be terminated.

Unknown Attendee

attendee
#16

I second the motion.

Bruce Pachkowski

executive
#17

Thank you. All those in favor, please signify by raising your hand. [Voting]

Bruce Pachkowski

executive
#18

Contrary? [Voting]

Bruce Pachkowski

executive
#19

I declare the motion carried and the meeting terminated. Thank you very much. This ends our meeting.

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