Waste Energy Corp. (WAST) Earnings Call Transcript & Summary

Good morning. Ladies and gentlemen, welcome to the 2023 Annual Meeting of Stockholders of MetaWorks Platforms, Inc. I am James P. Geiskopf, the Lead Director of the company. At 11 a.m., I call the meeting to order. There are 3 items of business on today's agenda: the election of directors, the ratification of the appointment of the company's independent registered public accounting firm and the approval of an amendment of the company's 2017 equity incentive plan. I will act as the Chairman and Secretary of this meeting. Before I go any further, I would like to take this opportunity to introduce the directors and officers and other invited guests of the company who are present. Cameron Chell, Chairman of the Board; Scott Gallagher, President; Edmund C. Moy, Director; Shelly Murphy, Director; Swapan Kakumanu, Chief Financial Officer; and [indiscernible], Legal Counsel. The Board of Directors set May 1, 2023 as the record date for the determination of stockholders entitled to notice of and to vote at this meeting. Kristine Markfort of Odyssey Trust Company is present and will act as scrutineer for the meeting. I also present the affidavit of mailing which states that one notice or notice and access was mailed to the stockholders on May 10, 2023. Section 2.9 of the company's bylaws stipulates that a quorum for the transaction of business at a meeting of stockholders is stockholders holding at least 10% of the shares entitled to vote, represented in person or by proxy. I have before me the scrutineer's interim report indicating that there are 3 stockholders present in person holding 142,034 shares and 13 stockholders present by proxy holding 31,613,095 shares for a total of 16 stockholders holding 31,755,129 shares. I therefore declare that quorum is present and that the meeting is [ regularly ] called and properly constituted for the transaction of business. The first item of business today is the election of directors. Four directors will be elected at today's meeting. Our directors are elected by a majority of the votes cast. In other words, the nominees that receives more votes for than votes against will be elected as directors. As indicated in the company's notice of the Annual Meeting of Stockholders, the Board of Directors has nominated the following persons to be the company's directors: Cameron Chell, James P. Geiskopf, Edmund C. Moy and Shelly Murphy. The meeting is now open for nominations of persons to fill the director positions. In addition to the previously named individuals nominated by the Board of Directors, is any registered stockholder or proxy holder wish to nominate for the position of director. If not, I declare the nominations to be closed. Is there any discussion with respect to the nominations for director? The next matter being submitted to our stockholders for action is the ratification of the appointment of Integritat Audit, Accounting & Advisory, LLC as the company's independent registered public accounting firm. The affirmative vote of majority of the shares represented at the meeting and entitled to vote is required to approve this proposal. In other words, the proposal must receive more votes for than the combined votes of those against and those that are abstained. Is there any discussion with respect to the ratification of the appointment of Integritat Audit, Advisory & LLC as the company's independent registered public accounting firm? The next matter being submitted to stockholders for action is the approval of an amendment to the company's 2017 equity incentive plan to increase the number of shares of common stock available for the grant of stock options of 13,300,000 to 28,300,000. The affirmative vote of a majority of the shares represented at the meeting and entitled to vote is required to approve this proposal. In other words, the proposal must receive more votes for than the combined votes of votes against and those that are abstained. Is there any discussion with respect to the approval of an amendment of the company's 2017 equity incentive plan to increase the number of common stock available for the grant of stock options from 13,300,000 to 28 300,000? Because no further business is scheduled to come before the stockholders, I declare the polls for each matter to be voted upon at this meeting to be open at 11:05 a.m. today, June 27, 2023 and direct that a vote of the stockholders be taken for the following matters. For the election of directors; the ratification of the appointment of Integritat Audit, Accounting & Advisory, LLC as the company's independent registered public accounting firm; and third, the approval of an amendment of the company's 2017 equity incentive plan to increase the number of shares of common stock available for the grant of stock options from 13,300,000 to 28,300,000 million. Only stockholders of record of the company's common stock on the record date and their proxy holders are entitled to vote at this meeting. The scrutineer will calculate the votes of any registered shareholders attending the meeting by telephone and obtain their votes. I report that the number of shares voted in favor of election of each person nominated as a director of the company is as follows: Cameron Chell, 24,174,076; James P. Geiskopf, 24,146,233; Edmund C. Moy, 24,143,834; and Shelly Murphy, 24,153,541. Each nominee received more votes for than votes against. Accordingly, each nominee has been elected as a director of the company. I further report that there were 31,428,324 votes for with respect to the ratification of the appointment of Integritat Audit, Accounting & Advisory, LLC as the company's independent registered public accounting firm, which were more than the combined votes of votes against and those that are abstained. Accordingly, this proposal has been approved. I further report that there were 23,552,879 votes for with respect to the approval of an amendment of the company's 2017 equity incentive plan to increase the number of shares of common stock available for the grant of stock options from 13,300,000 to 28,300,000, which were more than the combined votes of votes against and the votes that are abstained. Consequently, this proposal has been approved. As there is no other formal business to be addressed at this meeting, I now declare this meeting to be formally concluded. I want to thank all of you for attending today's meeting and for your continued support of MetaWorks Platforms, Inc.