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

Good morning, ladies and gentlemen, and welcome to the Annual General Meeting of the Shareholders of Total Energy [Audio Gap] 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 will act as Chairman of this meeting. Before we begin the formal business of the meeting, I would like to thank those of you listening in on our webcast. In addition, I'd like to thank Andrew Wiswell, a retiring director, for his years of service on Total's Board. Andy was a valuable contributor to our Board and will be missed. 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 financial statements, the election of the directors of Total and the appointment of auditors will be dealt with. In light of current circumstances, Dan Halyk 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 [ Alissa Royal ], a representative of Computershare Trust Company of Canada, to act as scrutineer. I have received a declaration from Computershare Trust Company of Canada as to the due mailing to shareholders of the notice of meeting and the 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 the minutes of 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 this meeting if there are no less than 2 shareholders in number and 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 scrutineers' report has been received, and it shows 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 the financial statements of Total as at and for the year ended December 31, 2020, the report of the auditors and the annual report to the shareholders. As is customary, I do not propose to ask shareholders to approve the financial statements or the annual report. We will proceed with the consideration of a resolution respecting the election of directors of Total Energy Services Inc. The directors of Total have fixed the number of directors at 6. The directors of Total will be voted on individually rather than as a slate. I now declare the meeting open for nominations.

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

Thank you.

Mr. Chairman, I move that George Chow, Glenn Dagenais [Audio Gap]

Are there any further nominations? Hearing none, I declare the nominations closed. I will now ask for someone to move and someone to second the resolution to elect each of those nominated as directors of Total.

Mr. Chairman, I move that George Chow, Glenn Dagenais, Daniel Halyk, Greg Melchin, Ken Mullen and Bruce Pachkowski 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.

Thank you.

I second the motion.

Thank you. Is there any discussion? You've heard the motion. I've been advised by the scrutineers that each nominee has been approved by the requisite majorities; and declare each nominee to 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. I welcome Ken Mullen to the Board of Directors, and we all look forward to working [Audio Gap] The next item of business is the appointment of auditors, and I would ask for a motion in this regard.

Mr. Chairman, I move that KPMG LLP of Calgary, Alberta be and are hereby appointed as auditors of Total Energy Services Inc., to hold office until the next Annual Meeting of Shareholders at such remuneration as may be fixed by the directors of Total Energy Services Inc.

Thank you.

I second the motion.

Thank you. You have heard the motion. And if there's no discussion, I would ask that those in favor of the appointment of KPMG LLP as auditors of Total signify by raising their hand. [Voting]

I declare the motion carried and KPMG LLP be appointed 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 entertain a motion that the formal portion of this meeting be terminated.

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

Thank you.

I second the motion.

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

Contrary? [Voting]

I declare the motion carried and the meeting terminated. Thank you very much, ladies and gentlemen. That concludes our meeting.