Val-d'Or Mining Corporation (VZZ) Earnings Call Transcript

Thank you for standing by. This is the conference operator. Welcome to the Val-d'Or Mining Corporation Annual General and Special Meeting of Shareholders, being held in person and by telephone conference call today, Thursday, October 8, 2026, at 03:00 p.m. Eastern Time. [Operator Instructions] The conference is being recorded. [Operator Instructions] It's now my pleasure to turn the conference over to Mr. Glenn Mullan, the Chair of Val-d'Or Mining Corporation. Please proceed, Mr. Mullan.

I now will call this meeting to order. My name is Glenn Mullan, and I'm the President, Chief Executive Officer and a Director of Val-d'Or Mining Corporation. In accordance with the company's articles, I will chair this meeting of shareholders. I'm pleased to introduce some of the current directors of Val-d'Or Mining also here with us via telephone conference today, including Louis Doyle, Jens Christian Zinke, and our Chief Financial Officer and Corporate Secretary, Rico De Vega. Thank you all for joining. [indiscernible] of Guest Prince Wells, LLP, our legal counsel, is present by telephone conference, and I appoint her as Secretary for this meeting. [indiscernible] of Odyssey Trust Company, the registrar and transfer agent for the company's shares is present by telephone conference, and I appoint him as scrutineer. The scrutineer has registered your attendance at this meeting upon you dialing into the telephone conference call facility. If anyone has not yet registered with the scrutineer, would they please do so now. The notice. The notice calling this meeting, a management information circular and a form of proxy were mailed to shareholders in accordance with the requirements of the company's articles and the British Columbia Business Corporations Act. We have a declaration as to such mailing, which is available for inspection by any shareholder. In view of this, I will dispense with calling for a reading of the notice, and I will ask the Secretary to append the declaration of mailing as a schedule to the minutes of this meeting. Quorum. I have the scrutineer's preliminary report on attendance, which indicates that we have met the quorum requirement of at least 2 shareholders present by telephone conference or in person, or represented by proxy who, in the aggregate, hold at least 5% of the issued shares intended to be voted at the meeting. The notice of the meeting haven't been given as required by the articles of the company and by the British Columbia Business Corporations Act and a quorum being present, I declare this meeting to be duly constituted for the transaction of business. Procedure and Voting. I propose that we first complete the statutory business of this meeting. And once that has been done, I will call for a motion to terminate the meeting. Following the termination of this meeting, we will have a question-and-answer session. I would ask that any questions of the general nature be asked during the question period after the formal business of the meeting has been concluded. Before proceeding to the formal business of the meeting, I would like to explain that while voting by proxy in advance of this meeting was encouraged, registered shareholders and those nonregistered beneficial shareholders who appointed themselves as their proxy holder using the voting instruction form provided to them by their nominee are entitled to vote at this meeting if they are attending in person. As there were no registered shareholders or proxy holders who preregistered prior to the deadline, as outlined in the notice of meeting, and the Management Information Circular, there will not be any voting by conference call unless a registered shareholder present in person wishes to revoke their previously submitted proxy nor will there be any opportunity for shareholders to speak from the conference call during the official meeting. If there are any registered shareholders present in person who either wish to revoke their previously submitted proxy, or cast their votes, please raise your hand, and I will arrange for you to speak with the scrutineer in a moment. Seeing no indication that anyone wishes to revoke their proxy or cast their vote, we will carry on. After the official meeting, there will be an opportunity for those callers who preregistered to ask questions. To join the question queue, you may press star and then 1 on your telephone keypad. Should anyone need assistance at any time during the conference call, you may reach an operator by pressing star and then 0. The annual financial statements. The first item of business is to receive the audited financial statements of the company for the fiscal year ended December 31, 2025, the notes thereto and the auditor's report thereon. I move with the audited financial statements of the company for the fiscal year ended December 31, 2025, together with the notes thereto and the auditor's report thereon be received. Is there any discussion on this motion? Anyone opposed? Based on the voting results received by proxy and the quorum for the meeting being met, I declare the motion carried. Election of directors. The next item of business is the election of directors for the ensuing year. The following persons are management's nominees for election of directors as stated in the management information circular mailed to shareholders: Louis Doyle, Deborah Honig, Lukas Shewchuk, Jens Zinke, Jimmy S.H. Lee and myself, Glenn Mullan. As the company did not receive any nominations through the advanced noting provisions and its articles, I declare the nominations closed. 6 persons have been nominated for election as directors. I move that the 6 management nominees referred to in the Management Information Circular, be nominated as directors for the ensuing year and that the 6 persons so nominated be declared elected by a single motion. Is there any discussion on this motion? Anyone opposed? Based on the voting results received by proxy and the quorum for the meeting being met, I declare the motion carried and that each of Louis Doyle, Deborah Honig, Lukas Shewchuk, Jens Zinke, Jimmy S.H. Lee, and myself, Glenn Mullan, have been elected as directors of the company to hold office until the conclusion of the company's next Annual General Meeting. Appointment of auditor. The next item of business is the appointment of the auditor for the ensuing year. I move that McGovern Hurley LLP be appointed auditor of the company to hold office until the close of the next Annual General Meeting. Is there any discussion on this motion? Anyone opposed? Based on the voting results received by proxy and the quorum of the meeting being met, I declare the motion carried. The last item of business to attend to today is the approval of the company's 10% rolling stock option incentive plan, as requested by the TSX Venture Exchange. I move that: one, the company's stock option incentive plan, as more particularly described in the company's management information circular dated September 3, 2026, be approved, ratified and confirmed; and two, any director or officer of the company is hereby authorized for and on behalf of the company, to execute and deliver all documents and instruments and to take such other actions as such director or officer may determine to be necessary or desirable to implement these resolutions and the matters authorized hereby such determination to be conclusively evidenced by the execution and delivery of any such documents or instruments and the taking of any such actions. Is there any discussion on this motion? Anyone opposed? Based on the voting results received by proxy and the quorum for the meeting being met, I declare the motion carried. We have now concluded the formal business of the meeting. Is there any other matter a shareholder wishes to raise? As there is no other business coming before this meeting, I move that this meeting be terminated. Is there any discussion on this motion? Or is anyone opposed? I declare the motion carried and the meeting terminated. Thank you all for attending. I would now invite any questions you may have. Does anyone present in the meeting room wish to ask a question? Operator, please provide instructions to the official meeting conference call participants on how to ask a question.

[Operator Instructions] There are no questions at this time. And this concludes our question-and-answer session. This brings to a close today's conference call. You may disconnect your lines. Thank you for participating, and have a pleasant day.