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 Angelo Bartolini, President and 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 that the corporation is holding this annual and special meeting in a virtual manner by a telephone conference call. Voting instructions and audio access information were provided in the corporation's Notice of Meeting and Management Information Circular dated August 12, 2024, and on our website. I now invite Danielle Fiddick, our Corporate Secretary, to provide further instructions regarding the teleconference meeting procedures.

All right. As this meeting is being held virtually by a teleconference, we note the following procedures for the orderly conduct of the meeting. Only registered shareholders and duly appointed proxy holders who have properly logged into teleconference will have the opportunity to submit questions during the meeting. Please e-mail your questions to [email protected]. Please include the motion the question relates to, the question, your name and the entity you 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 unrelated to the motions or are received after voting on the relevant motion, they will be addressed after 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 attend 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 that there may be a slight delay in the publication of the communications received during the meeting. Voting on all matters will be conducted by proxies submitted on or before September 13, 2024. Voting will be recorded by way of ballots deposited by the appointed proxy holders.

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 August 12, 2024. I direct that proof of mailing of the notice and 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. The scrutineers will count all 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 15,517,838 shares, which represents 46.701% of the corporation's issued and outstanding shares. Accordingly, we have a quorum present. The scrutineers' report is available for inspection by any shareholder, and I direct that a copy of the scrutineers' 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 I've asked Jenn Laidlaw, who is also a shareholder or duly appointed proxy holder to second all motions. I will call on Jenn at 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, 2023 and 2022, 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 shareholders who have requested them and 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 election 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, Alex Yanitsky and myself, Mike Willis. No other nominations were received in accordance with the corporation's bylaws dealing with the requirements for advanced notice of nomination 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 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 the 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. The next item of business is the approval of the corporation's amended stock option plan. The exact text of the shareholder resolution required to be passed today as set out on Page 16 of the Management Information Circular. I now move for the adoption of the full text to shareholder resolution set out on Page 16 of the Management Information Circular approving the corporation's amended stock option plan. Do I have a second for this motion?

Mr. Chair, I second the motion.

Thank you, again, 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 have completed the formal business for which this meeting has been called, I declare 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 everyone for attending the meeting.