Tribe Property Technologies Inc. (TRBE) Earnings Call Transcript & Summary

Good afternoon, everyone. Thank you for joining us today for the Annual General and Special Meeting of Shareholders of Tribe Property Technologies, Inc. My name is Mike Willis. I'm the Chair of the Board of the corporation. And it's my pleasure and responsibility to chair this meeting. Attending the meeting with me today are Joseph Nakhla, Director of the Corporation and our Chief Executive Officer; and Jim Defer, our Chief Financial Officer. Certain of our other directors, officers and employees are also attending as invited guests to the meeting. I'd like to thank and acknowledge their contribution to the corporation over the past year. Before proceeding with the meeting, I note the corporation is holding this annual and special meeting in a virtual manner via telephone conference call. Voting instructions and audio access information were provided in the corporation's Notice of Meeting and Management Information Circular ended May 29, 2023, and on our website. I now invite Danielle Fiddick, our Corporate Secretary, to provide further instructions regarding the teleconference meeting procedures.

Terrific. Thank you, Mike. As this meeting is being held virtually via teleconference, we note the following procedures for orderly conduct of the meeting. Only registered shareholders and duly appointed proxy holders who have formally -- sorry properly logged into the conference will have the opportunity to ask questions during the meeting. Please forward your question to shareholders @tribetech.com. Please include the motion the question relates to, the question, your name and the entity represent as applicable. Only questions sent by e-mail will be addressed. Please ensure questions are sent prior to voting on the motion to which the question relates. If questions do not indicate to which motion they relate or are received after voting on the relevant motion, they will be addressed after the formal business of the meeting is concluded. If several questions relate to the same or similar topic, we may choose to group such questions and indicate that similar questions were received. We will attempt to summarize questions received and read out loud the name of the person who asked such question, and if applicable, the entity such person represents. Please note, there may be a slight delay in the publication of the communications received during the meeting. Voting on all matters will be conducted by proxy submitted on or before July 3, 2023. Voting will be recorded by way of ballots deposited by the appointed proxy holders.

All right. Thank you, Danielle. I now call the meeting to order. As Chair of the meeting, I hereby appoint Danielle Fiddick to act as Secretary of the meeting, and I appoint representatives of TSX Trust Company to act as scrutineers. Notice of this Annual and Special Meeting of Shareholders of Tribe Property Technologies, Inc. was mailed to all shareholders of record as of the close of business on May 23, 2023. I direct that proof of mailing of the notice and the other documents mailed to shareholders be kept with the minutes of this meeting. Once again registered shareholders, and duly appointed proxy holders have already been asked to vote on each business item prior to this meeting. Voting will be conducted by ballots, which have been received from the appointed proxy holders. Scrutineers will count all of the ballots, and we will read the results of the voting on each matter once all the meeting matters to be voted on have been voted on accordingly. Specific results will be announced by the corporation separately in accordance with the requirements of applicable securities laws. I've been advised by the scrutineer that there are 32 shareholders present today either in person or represented by proxy, representing 9,468,866 shares, which is 44.649% of the corporation's issued and outstanding shares. Accordingly, we have a quorum present. The scrutineer's report will be available for inspection by any shareholder, and I direct that a copy of the scrutineer's report be filed with the minutes of today's meeting. With that said, I now declare this meeting to be duly called and properly constituted for the transaction of business. To facilitate proceedings, I'll move all motions and have asked Jenn Laidlaw who is also a shareholder or duly appointed proxy holder to second all motions. I'll call in Jenn the appropriate time. This Is not intended in any way to curtail discussion. The first item of business is the presentation of the audited and consolidated financial statements of the corporation for the years ended December 31, 2022 and 2021, which have been approved by the Board of Directors and together with the auditor's reports thereon. Copies of such documents have been mailed to the shareholders who have requested them and it is not proposed to read them to the meeting. The next item of business is the election of directors of the corporation for the ensuing year. The names of those persons who have been nominated for elections as directors until the date of the next Annual Meeting of Shareholders or until their successors are elected or appointed are: Joseph Nakhla, Raymond Choy, Charmaine Crooks, Andrew Kiguel, Sanjiv Samant and myself, Mike Willis. No other nominations were received in accordance with the corporation's bylaws dealing with the requirements for advanced notice of nominations of directors. Accordingly, I declare the nominations closed and move that each of the nominees be elected to serve as a director until the date of the next Annual Meeting of Shareholders or until their successors are elected or appointed. Do I have a second for this motion?

Mr. Chair, I second the motion.

Thank you, Jenn. As voting on the election of the nominees will occur together with the other matters, I'll now move to the next item of business. The next item of business is the appointment of the corporation's auditors for the ensuing year and the authorization of the Board of Directors to fix the remuneration of the auditors. The corporation's auditor is Dale Matheson Carr-Hilton LaBonte LLP. I now move that Dale Matheson Carr-Hilton LaBonte LLP be appointed as auditors of the corporation for the ensuing year and authorize the Board of Directors to fix the remuneration of the auditors. Do I have a second for this motion?

Mr. Chair, I second the motion.

Thank you, Jenn. I'll move to the next item of business. The next item in business is the approval of the corporation stock option plan. The exact text of the shareholder resolution required to be [passed today] is set out on Page 15 of the management information circular. I now move for the adoption of the full text of the shareholder resolution set out on Page 15 of the management information circular approving the corporation stock option plan. Do I have a second for this motion?

Mr. Chair, I second the motion.

Thank you, Jenn. I've been advised by the scrutineer that based on the ballots and proxies deposited for the meeting each motion put forward at the meeting has been voted in favor and thus I declare each motion carried. As we've completed the formal business for which this meeting has been called, I declare that the formal business of this meeting is now terminated. I would ask the scrutineer to compile the report regarding the voting results on all business matters. And I direct that the results be included in the minutes of this meeting. With that, I thank you all for attending the meeting.