Touchstone Exploration Inc. (TXP.L) Earnings Call Transcript & Summary

Hello and welcome to the 2024 Annual Meeting of Shareholders of Touchstone Exploration Inc. Please note that this meeting is being recorded. Registered shareholders and proxy holders may submit questions via the message tab at the top left of your screen by typing in your message, then clicking the send icon to the right of the message box. It is my pleasure to introduce the Chair of Touchstone, Mr. John Wright. John, the floor is yours.

Thank you, Kirk. Good morning, ladies and gentlemen. I'll ask that the 2024 Annual Meeting of Shareholders come to order. It's my pleasure to serve you today as the Chair of this meeting and the Chair of the Board of Directors and it's my responsibility and privilege to chair today's meeting. On behalf of the company, I welcome you to this Annual Meeting of Shareholders. Our goal today is to ensure that you're able to participate fully in the meeting. I invite you, our shareholders and duly appointed proxy holders to ask questions and vote on each of the matters of business as if you are attending the meeting in person. I encourage registered shareholders or duly appointed proxy holders to submit any questions as early as possible so that we may address them at the right moment during the meeting. If you have a question, click on the Ask-a-Question button at the top of your screen above our logo. Please read the instructions in the text box before submitting your question. Please identify whether your question relates to a motion being considered as part of the formal business of the meeting or whether it is of a more general nature. We'll try to address questions that directly relate to a particular motion at the appropriate time of the meeting and general questions will be saved for the question-and-answer period following the formal portion of the meeting. Those who signed in as a registered shareholder or a duly appointed proxy holder may also vote via the online platform. You only have 1 minute to cast your vote and voting will open only after all items of business have been discussed. If you have voted in advance of the meeting and do not wish to change your vote, you do not need to do anything. If you do wish to change your vote, then voting online will have the effect of revoking your previously submitted proxy. Before we proceed with the formal business of today's meeting, I'd like to introduce our directors and executive management team who joined us online today. With us today are Ms. Jenny Alfandary, a Director; Dr. Priya Marajh, Director; Mr. Kenneth R. McKinnon, Director; Mr. Peter Nicol, Director; Ms. Beverley Smith, Director; Mr. Stanley T. Smith, Director; Dr. Harrie Vredenburg, Director; Mr. Thomas E. Valentine, our Corporate Secretary; Mr. Paul R. Baay, who is a Director and President, as well as our Chief Executive Officer; Mr. Scott Budau, who's our Chief Financial Officer; Mr. Brian Hollingshead, our Executive Vice President of Engineering and Business Development; and Mr. James Shipka, our Executive Vice President of Asset Development & HSE. In accordance with the bylaws of the company, I'll preside as Chair of this meeting. I hereby appoint Mr. Tom Valentine to act as the Secretary of the meeting; and Ms. Gloria Gherasim of Odyssey Trust Company to act as the scrutineer. The notice calling this meeting was mailed to all shareholders on May 17, 2024. The declaration of mailing is available for inspection by any shareholder and I ask that the secretary file a copy of the declaration of mailing with the minutes of today's meeting. A quorum of shareholders is present for the transaction of business at this meeting if at least 2 persons are present in person and holding or representing by proxy, not less than 5% of the shares entitled to vote at the meeting. I've been advised by the scrutineer that there are at least 50 shareholders represented today, representing 66,653,07 common shares, which is 28.46% of the common shares eligible to vote at the meeting. Accordingly, we have a forum. The scrutineers' report is available for inspection by any shareholder and I would ask that the secretary file a copy of such with the minutes of today's meeting. With that said, I declare that this meeting has been regularly called and properly constituted for the transaction of business. We have a number of matters of business today. A full description of each matter is provided in the company's management information circular dated May 2024, which was mailed to shareholders requesting it and otherwise made available online. To facilitate proceedings, I've asked Ms. Stacey Gundersen, Mr. Michael Kelly and Mr. Andrew Reeder, who are also shareholders to move and second all motions. I will call them at the appropriate time. This is not intended in any way to curtail discussion. As mentioned, Body will open only after all items of business have been discussed. Registered shareholders and duly appointed proxy holders will have 1 minute thereafter to cast their votes on all motions. Again, if you have voted in advance of the meeting and do not wish to change your vote, you do not need to vote again. If you do wish to change your vote, then voting online will have the effect of revoking your previously submitted proxy. Each item of business to be voted on today must be passed by a majority of the votes cast. The first item of business is the presentation of Touchstone's comparative annual audited financial statements for the year ended December 31, 2023, together with the report of the auditors. The financial statements were mailed to shareholders requesting them and I do not propose to read the auditor's report. Are there any questions or comments on the financial statements or the auditor's report?

Mr. Chair, no, we have not received any questions on this item.

Thanks, Paul. I declare that the comparative annual audited financial statements of the company for the year ended December 31, 2023, together with the report of the auditors thereon have been received. The next item of business is to fix the number of directors to be elected at this meeting at 9. I will now ask for a motion on this matter.

Mr. Chair, I move to fix the number of directors to be elected at this meeting at 9.

Thanks, Michael. Is there a seconder?

Mr. Chair, I second the motion.

Thank you, Andrew. We'll now address any questions or comments from registered shareholders or proxy holders that are directly related to the motion to fix the number of directors to be elected at this meeting at 9. Have any questions or comments been raised?

Mr. Chairman, no, we have not received any questions or comments on this item.

Thanks, Paul. The motion has been recorded and will be voted upon after all other items of business have been discussed. The next item of business is the election of directors. Information about each company is included in the company's management information circular dated May 8, 2024 and I confirm that all nominees are eligible for election. I note that the Board of Directors has implemented an advance notice bylaw. Pursuant to this bylaw, advance notice must be given to the company regarding any proposed director nominees not included in Touchstone's management information circular. No such notice was received by the company. I further note that we will be nominating and approving individual directors and not a slate of directors. I will now receive the nominations.

Mr. Chair, I nominate each of those persons specified in Touchstone's management information circular dated May 8, 2024 to be elected as directors of the company, namely Ms. Jenny Alfandary, Mr. Paul R. Baay, Dr. Priya Marajh, Mr. Kenneth R. McKinnon, Mr. Peter Nicol, Ms. Beverley Smith, Mr. Stanley T. Smith, Dr. Harrie Vredenburg, and Mr. John D. Wright.

Thank you, Andrew. I declare the nominations closed. Now -- I will now ask for a motion that each of the nominees be elected to serve as Director.

Mr. Chair, I move that each of the 9 persons nominated be elected as directors of the company to hold office until the close of the next Annual Meeting of Shareholders or until their successors are duly elected or appointed.

Thank you, Michael. Is there a seconder?

Mr. Chair, I second the motion.

Thank you, Stacey. We'll now address any questions or comments from registered shareholders or proxy holders that are directly related to the election of directors. Have any questions or comments been raised?

No, we have not received any questions or comments on this item, Mr. Chairman.