Guardforce AI Co., Limited (GFAI) Earnings Call Transcript
October 27, 2026
Earnings Call Speaker Segments
Good morning, ladies and gentlemen. Welcome to the 2026 Extraordinary General Meeting of Members of Guardforce AI Company Limited. I am Elijah Wong, the Legal Counsel of Guardforce AI Company Limited, and I will act as the Chairperson of this Extraordinary General Meeting. Since it's now 11:00 a.m., as Chair of this Extraordinary General Meeting of Shareholders, I shall call this meeting to order. It is my pleasure to welcome you to this meeting. I'd like to introduce the officers, directors and other participants attending today's meeting. Ms. [ Hui Wu ], our Legal Executive, who will serve as the Secretary and Inspector of today's meeting. Also attending today is Ms. Lei Wang, the CEO and the Chairwoman of the Board of Directors of Guardforce AI Company Limited. She is attending today's meeting via Zoom as principal shareholder. Ms. Yuting Zuo, the CFO of Guardforce AI Company Limited, who are attending today's meeting also via Zoom as principal shareholder. To conduct an orderly meeting, we ask the shareholder not address the meeting until recognized. [Operator Instructions] After being recognized, first identify yourself and your status as a shareholder or representative of a shareholder and state your point or ask your question. Thank you for your cooperation with these rules. Notice of this meeting was sent to shareholders on October 2, 2026, and published on the SEC website. This meeting is convened for the purpose of considering and, if thought fit, approving all resolutions as set out in the notice. Before we declare meeting open and proceed on business, we will go through some of the corporate formalities relating to the Extraordinary General Meeting.
I submit affidavit of mailing of [ Yoel Goldfeder ], the proxy coordinator of [ VStock Transfer LLC ], confirming the due and proper mailing of the proxy materials to each registered shareholder of record as of the close of business on October 14, 2026, and affidavit of mailing of Jennifer Ditzel Hammond, Senior Manager of Securities Services at Say Technologies LLC confirming the due and proper mailing of the proxy materials to each beneficial shareholder of record as of the close of business on October 1, 2026. I also submit a list of the shareholders of the company as of the record date. The list sets forth each shareholder's address and holdings as they appear on the records of our transfer agent. There were 31,958,004 ordinary shares outstanding on the record date. Each outstanding ordinary share is entitled to 1 vote on the matters presented to this Extraordinary General Meeting. This Extraordinary General Meeting has been called pursuant to due notice. Proxies were solicited on behalf of the Board of Directors of the company for this Extraordinary General Meeting. A copy of the notice of the Extraordinary General Meeting dated October 2, 2026 and the proxy statement also dated October 2, 2026 are available for inspection and will be attached to the minutes of the Extraordinary General Meeting.
Ms. [ Hui Wu ] has been appointed to act as the inspector of elections of this meeting. Ms. [ Wu ] has executed an oath to carry out her duties impartially and to the best of her ability. The oath will be filed with the minutes of the Extraordinary General Meeting. Ms. Wu will collect the proxies and pass upon their validity, distribute and collect the ballots and count the votes.
I hereby present to the meeting the oath signed by the inspector.
Will the inspector provide a count of the shareholders present in person at the principal meeting place via Zoom or via proxy?
If any shareholder has a proxy and has not yet submitted it, please give it to me. Chair, the quorum for our extraordinary meeting is 2 members entitled to vote and present in person or by proxy, representing not less than 1/3 of the votes attached to the issued share capital of the company throughout the extraordinary meeting. If within half an hour or such longer time not exceeding 1 hour as the Chairman of the extraordinary meeting may determine to wait from the time appointed for our extraordinary meeting, a quorum is not present, then the extraordinary meeting will be adjourned to the same day in the next week at the same time and place or to such time and such place and in such form and manner referred to in the existing articles of association as the Chairman of the meeting may absolutely determine.
We saw that there are some participants in the meeting, including David Yehuda, Peter Nelson, m_hussain, and Naga Addepalli. May I ask if you are shareholders or a representative of our shareholders? Assuming you are not the shareholders or representative of shareholders, we will proceed with counting the members present.
There are present in person at the principal meeting place or via Zoom or by proxy 10,208,461 ordinary shares or approximately 31.94% of all the votes of our ordinary shares entitled to vote at this meeting. Accordingly, we will wait until 11:30 a.m. to see if a quorum can be formed.
All right. It's 11:30 a.m. Hong Kong Standard Time, and we have received no additional votes during such time. Since a quorum is not present, I declare that the formal meeting is adjourned. We will hold the adjourned 2026 Extraordinary General Meeting of members of Guardforce AI Company Limited at 11:00 a.m. Hong Kong Standard Time on Tuesday, November 3, 2026, which is equivalent to 10:00 p.m. Eastern Standard Time on Monday, November 2, 2026, at the same principal meeting place, which is Unit 504, Guardforce Center, No. 3 Hok Yuen Street East, Hung Hom, Kowloon, Hong Kong, through the same zoom link at us06web.zoom.us/j/89942525550. All proxies received will be voted at the adjourned meeting in the same manner as they would have been voted today, except for any proxies that have been effectively voted or withdrawn. Thank you for coming.
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