Realbotix Corp. (XBOTF) Earnings Call Transcript

Good morning, everyone. Welcome to the 2024 Annual General and Special Meeting of Tokens.com corp. I would like to call the meeting to order. My name is Andrew Kiguel, I'm CEO and Director of the company and will act as Chair of the meeting. For this year, we are hosting meetings solely through this virtual meeting platform, which is accessible to all of our shareholders regardless of their physical location. During the meeting, registered shareholders and duly appointed proxy holders may submit questions by clicking on the questions icon, typing in and submitting their question or comment. Given the virtual format in order for us to address as many questions as we can, we would encourage shareholders who have specific questions on the items of the business to be discussed and voted on at today's meeting to submit their questions now. All questions will be screened by designated moderators who may accept, reject or defer any questions in their discretion. In accordance with the company's bylaws, Martin Bui, Token's Chief Financial Officer and Secretary, will act as Secretary of the meeting, and I appoint Arlene Agnew of Odyssey Trust Company to act as a scrutineer of the meeting. I have received an affidavit from Odyssey as to the due mailing of shareholders of the notice of the meeting and form of proxy for the meeting. The management information circular for the meeting, together with the 2023 annual financial statements and related auditor's report were made available through the notice and access system. They are also available on SEDAR+ and on the company's website. I request that a copy of the notice of meeting together with the affidavit attesting to the mailing of the notice and form of proxy, be kept by the Secretary with records of the meeting. Only registered shareholders as of May 23, 2024, being the record date for the meeting, or their validly appointed proxy holders are entitled to vote at this meeting. The company's bylaws provide that a quorum for the transaction of the business at a meeting of shareholders is 2 or more persons present or represented by proxy that are authorized to cast at least 5% of the shares entitled to be voted at the meeting. The scrutineer has provided a report regarding shareholder attendance at the meeting. Based on the preliminary calculation of proxies received to date, the scrutineer reports that a quorum is present. I accept the scrutineers' report and declare that a quorum of shareholders is present. I also declare this meeting to be properly called and duly constituted for transaction of business. The scrutineers' report will be provided to the secretary of the meeting and will be incorporated into the meeting -- into the minutes of this meeting. To facilitate the formal business of the meeting, Mr. Jimmy Vaiopoulos, who has been duly appointed as a proxy holder for the meeting will propose the formal motions. We will conduct the votes on the matters before us by a poll. On a poll, every shareholder is entitled to vote on the matter, has one vote in respect of each share entitled to be voted on the matter and held by that shareholder. The poll will be open for all resolutions at the same time. This will allow you to choose to vote on each resolution immediately or wait until the conclusion of discussion on each resolution prior to casting your vote. Once discussions on all items of business have concluded, I will give you a final minute to enter your votes and then declare voting close on all resolutions following which we will announce the voting results. I now declare the polls open on all resolutions. If you voted your shares prior to the meeting, you do not need to vote again unless you want to change your vote. The first item of business is the presentation of the company's audited consolidated annual financial statements for the year, September 30, 2023, together with the auditor's report thereon. The financial statements are available under Tokens.com's profile on SEDAR+ at www.sedarplus.ca. I now place the financial statements together with the auditor's report before the meeting. I ask the secretary to keep a copy of these statements with the minutes of this meeting. The next item of the business is to fix the number of Directors. The resolution proposed in the notice of the meeting and information of the circular -- on the circular was to fix the number of Directors at 8. Mr. Vaiopoulos, would you please make a motion?

I move that the setting of the number of Directors of the company at 8 be authorized and approved.

A motion has been made to set the number of Directors of the company at 8. Mr. Bui, have we received any questions relating to this item of business.

No, Mr. Chair. There's no questions.

Thank you, everyone. Please cast your votes on item 1. [Voting]

The next item of business is the election of Directors of the company to hold office until the next Annual General Meeting or until such Directors' earlier death, resignation or removal. I would like to propose that management's nominees as stated in the information circular being myself, Frederick T. Pye, Jimmy Vaiopoulos, Andrew D'Souza, Emma Todd, Lorne Sugarman, Matthew McMullen and Sue Ennis, each of whom is consented to act as a Director of the company, be put forward for nominations as Directors of the company. Mr. Vaiopoulos, would you please propose the nominations for the election of Directors?

Mr. Chair, I nominate Andrew Kiguel, Frederick T. Pye, Jimmy Vaiopoulos, Andrew D'Souza, Emma Todd, Lorne Sugarman, Matthew McMullen and Sue Ennis for election as directors of the company to hold office until the next annual meeting of the company's shareholders or until their earlier death, resignation or removal.

Thank you, Jimmy. As no notice of additional Director nominees was received, in accordance with the advanced notice of provisions of the company's bylaws, I declare the nominations closed. Mr. Bui, have we received any questions relating to this item of business?

No, Mr. Chair, there's no questions.

Thank you, everyone. Please cast your votes on item 2. [Voting]

The next item of business is to appoint the auditor for the company's current fiscal year. As noted in the information circular, management has proposed that Davidson and Company LLP be appointed as the auditor of the company for the fiscal year ending September 30, 2024, at a remuneration to be fixed by the Board. Mr. Vaiopoulos, would you please make a motion?

I move that the appointment of Davidson and Company LLP as auditor of the company for the fiscal year ending September 30, 2024, at a remuneration to be fixed by the Board to hold office until the next Annual General Meeting of Shareholders or their earlier death, resignation or removal.

A motion has been made to appoint Davidson and Company LLP as auditor of the company at a remuneration to be fixed by the Board. Mr. Bui, have we received any questions relating to this item of business?

No, Mr. Chair, there's no questions.

Thank you, everyone. Please cast your votes on item 3. [Voting]

The next item of business is to change the name of the company to Realbotix Corp. As noted in the information circular, management has proposed that as part of a corporate rebranding the name of the company will be changed from Tokens.com to Realbotix Corp. Mr. Vaiopoulos, would you please make a motion?