Good morning, everyone, and welcome to Nova Cannabis' Annual and Special Meeting of Shareholders. My name is Sarah Francy, and I will be acting as the moderator for today's meeting. Nova Cannabis is holding this year's meeting in a virtual-only format conducted by live audio webcast. This will allow shareholders to engage with management and the directors of the company regardless of their geographic location. I will now take a few minutes to explain how the process will work for the virtual meeting, including how to vote if you have correctly followed the registration process outlined in Nova Cannabis' Management Information Circular, dated May 17th, 2024. If you have already voted by proxy, your vote has been counted, and you do not need to take any further action at this meeting. Your information screen displays the instructions on how to participate in this meeting by voting and submitting questions. Voting and the ability to submit questions are available only for registered shareholders and duly appointed proxy holders. All other guests are in listen-only mode. If you are a registered shareholder or a duly appointed proxy holder, you may submit questions at any time during the meeting by selecting the messaging icon and typing in your question. Please note that questions should be related to the business of today's shareholder meeting, that is, related to the election of directors, the appointment of the auditors, and the approval of all unallocated awards issuable pursuant to Nova Cannabis' Equity Incentive Plan. Questions that are not related to these matters may not be answered. When answering your questions, we may aggregate similar questions together. I'll now ask Zachary George to call the meeting to order. Mr. George. Thank you, Sarah. Good morning. My name is Zachary George, Chair of the Board of Directors of Nova Cannabis. With the consent of this meeting, I will act as chair of this meeting. I will now call this annual and special meeting of the shareholders of Nova Cannabis to order. If you were a registered shareholder of Nova Cannabis as of May 21st, 2024, or a duly appointed proxy holder who has properly registered to vote your shares at this meeting and have not otherwise voted your shares by proxy prior to the meeting, you will now have the opportunity to vote your shares by online ballot on the matters put forth at the meeting. Matthew Husson, General Counsel & Corporate Secretary of SNDL Inc, has been appointed to act as secretary for this meeting. I would like to introduce the members of the company's board of directors and senior management team who are present today via webcast or telephone. Myself, Zachary George; Marcie Kiziak, Chief Executive Officer; Cameron Sebastian, Chief Financial Officer; and Grant Sanderson, Chief Operating Officer. We would also like to give a warm thanks to our outgoing directors, who have been strong contributors to Nova during their tenure. As outlined in the Management Information Circular dated May 17th, 2024, the purpose of this meeting is for the company shareholders to, one, receive the consolidated financial statements for the years ended December 31st, 2023 and 2022, and the auditor's report thereon. Two, individually elect the company's directors. Three, appoint the company's auditors and authorize the board to fix their remuneration. Four, approve all unallocated awards issuable pursuant to the company's Equity Incentive Plan. For expediency, Grant Sanderson and Cole Spence will assist with moving and seconding the motions. For the appointment of scrutineer. In accordance with the company's bylaws, Nazim Nathoo, a representative of Odyssey Trust Company, will act as scrutineer for this meeting. The record date to determine the shareholders entitled to receive notice of and vote at this meeting was fixed at May 21st, 2024. The preliminary scrutineer's report indicates that the required quorum of shareholders of Nova Cannabis, being at least two persons present in number holding or representing by proxy, not less than 25% the shares entitled to be voted at the meeting, is present. The reading of the notice of meeting will be dispensed with, and I direct the secretary to include with the minutes a copy of the meeting materials, confirmation of mailing to shareholders, and the scrutineer's report on attendance. Sarah Francy will now report on the mailing of the notice of the annual and special meeting and advise us about the process the meeting will follow. Thank you, Mr. Chair. Notice calling this Annual and Special Meeting and the accompanying Information Circular and form of proxy were duly mailed on May 30th, 2024 to Nova Cannabis' shareholders as record of May 21st, 2024. An affidavit of the scrutineer that attests to the mailing of the Notice, Information Circular, and form of proxy is hereby placed before the meeting. We will conduct a vote by ballot in regard to the business before the meeting today. On receipt of the scrutineer's report at the end of the meeting, we will announce the voting results. If you have previously signed and returned a proxy or voting instruction form, your vote has already been recorded, and you do not need to vote during this meeting. Please note, you will not be able to vote during the meeting unless you have followed the required process for registered shareholders and duly appointed proxy holders as outlined in the circular. By clicking the button next to your vote selection, registered shareholders and duly appointed proxy holders who have followed the process outlined in the circular may vote for or withhold for each of the directors nominated for election to the board, for or withhold for appointing PricewaterhouseCoopers as auditors of the company and allowing the company to fix their remuneration, and for or against the approval of all unallocated awards issuable pursuant to the company's Equity Incentive Plan. Registered shareholders and duly appointed proxy holders may change their vote until voting is closed, at which point the vote will be final. Proxies held by management will be voted on the ballot as indicated in the form of proxy. Thank you, Sarah. As notice of the meeting has been given and quorum is present, I hereby declare that this meeting is duly called and properly constituted for the transaction of business. With regard to the first item of business, I table the audited consolidated financial statements of Nova Cannabis Inc as at and for the years ended December 31st, 2023 and 2022, together with the auditor's report thereon. The audited consolidated financial statements are available on Nova Cannabis' website and on SEDAR under Nova's profile. As is customary, I do not propose to ask shareholders to approve the financial statements. I do wish to advise that the auditors of Nova Cannabis, PricewaterhouseCoopers LLP, are in attendance virtually at today's meeting, being represented by Richard Probert. We will now open the polls for the three items to be voted on at today's Annual and Special Shareholder Meeting, including, one, the election of the company's directors, two, the appointment of the company's auditors, and three, the approval of all unallocated awards issuable pursuant to the company's Equity Incentive Plan. We will now introduce each of the motions and open the floor for shareholders to ask any questions related to the business of today's meeting. The first item of business to be voted on at today's meeting is the election of the company's directors, each of whom will hold office until the next annual meeting of shareholders, or until their successors are earlier elected or appointed. In accordance with the company's bylaws, the directors of the company are responsible for determining the number of directors to be elected at each annual meeting of shareholders. As indicated in the Management Information Circular, the number of directors to be elected at the meeting has been set by the directors of the company at four. In accordance with Nova Cannabis' majority voting policy, the directors will be voted on individually rather than as a slate. Can I please have a motion to nominate the directors? Mr. Chair, my name is Grant Sanderson, I nominate the following persons individually to serve as directors of the company to hold office until the next annual meeting of shareholders, or until their successors are earlier elected or appointed. Zachary George, Marcie Kiziak, Jeffrey Dean, and Ron Hozjan. Thank you, Grant. In accordance with the advance notice provisions contained in the company's bylaws, because today's meeting is being held on a date that is less than 50 days after the date on which the first public announcement of the date of the meeting was made, director nominations by registered shareholders were required to be delivered in writing no later than the 10th day following such public announcement. For the purposes of this meeting, the deadline for receipt by Nova Cannabis of any such nominations was May 24th, 2024. We did not receive any additional nominations in accordance with the advance notice provisions contained in the company's bylaws. I declare the nominations closed. The next item of business is the appointment of the auditors. May I have a motion in connection with the appointment of the auditors? Mr. Chair, my name is Grant Sanderson, and I move that PricewaterhouseCoopers LLP, chartered professional accountants, be appointed as auditors of the company until the next annual meeting of shareholders at such remuneration as may be fixed by the directors. Can I get a second? Mr. Chair, my name is Cole Spence, and I second the motion. Thank you, Grant and Cole. The next item of business is the consideration of the ordinary resolution to approve all unallocated awards issuable pursuant to the company's Equity Incentive Plan. Pursuant to the rules of the Toronto Stock Exchange, every three years, all unallocated awards under the 2021 Equity Incentive Plan, being Nova Cannabis shares that may be issued pursuant to the 2021 Equity Incentive Plan but are not subject to currently outstanding incentive award grants, must be approved by a majority of the company's directors and the Nova Cannabis shareholders. The Nova Cannabis board has unanimously approved all unallocated awards under the 2021 Equity Incentive Plan. If the Nova Cannabis shareholders do not approve the ordinary resolution, all unallocated options, rights, and other entitlements will be canceled, and Nova Cannabis will be prohibited from making future grants under the 2021 Equity Incentive Plan unless and until Nova Cannabis shareholder approval is obtained. May I have a motion in connection with the ordinary resolution to approve all unallocated awards issuable pursuant to the 2021 Equity Incentive Plan until June 20th, 2027? Mr. Chair, my name is Grant Sanderson, and I move that all unallocated awards issuable pursuant to the 2021 Equity Incentive Plan of Nova Cannabis are approved until June 20th, 2027. Is there a second? Mr. Chair, my name is Cole Spence, and I second the motion. Thank you, Grant and Cole. We will now pause for 90 seconds to ensure that participants in today's meeting have time to type in any questions related to each of the motions. There are no questions on any of the motions. Thank you, Sarah. Can you confirm that there are no questions on the motions? There are no questions on any of the motions. We will now pause for an additional 60 seconds to allow those voting online on each of the motions additional time to do so. In order for each director to be elected, a director requires the approval of the majority of the total votes cast by shareholders present virtually or represented by proxy at the meeting. In order for the auditors to be appointed, the motion requires the approval of the majority of the total votes cast by shareholders present virtually or represented by proxy. In order for the approval of all unallocated awards issuable pursuant to the Equity Incentive Plan, the motion requires the approval of the majority of total votes cast by shareholders present virtually or represented by proxy at the meeting. Thank you. Online polling for the motions is now closed. We will now take a brief pause to wait for the report of the scrutineer on the ballots. This should not take long. The secretary has received the scrutineer's initial report on attendance and the results of the votes taken by ballot. Ms. Francy, would you please provide the results to the meeting? The scrutineer's initial report on attendance at the meeting has now been received. It shows that the holders of 49,596,983 common shares are present and entitled to vote in their own right or by proxy on the resolutions to elect the directors and to appoint the auditors, representing 79.89% of Nova Cannabis' issued and outstanding common shares. Having received the scrutineer's preliminary report tabulating the results of voting, I declare that each of Zachary George, Marcie Kiziak, Jeffrey Dean, and Ron Hozjan has been individually duly elected as a director of Nova Cannabis by the requisite majority of shareholders. The resolution to appoint PricewaterhouseCoopers LLP as auditors of Nova Cannabis has been passed by the requisite majority of shareholders, and the resolution to approve all unallocated awards issuable pursuant to the Equity Incentive plan has been passed by the requisite majority of shareholders. The detailed voting results will be filed on SEDAR following the meeting. Thank you, Ms. Francy. I direct the secretary to file the final scrutineer's report with the minutes of the meeting. Details of the final voting results will be filed with securities regulators and included in our news release following the meeting. Is there any further business to be brought before this meeting? If not, could I please have a motion to conclude the meeting? Mr. Chair, my name is Grant Sanderson, and I move that the meeting be concluded. Thank you. Do we have a second? Mr. Chair, my name is Cole Spence, and I second the motion. Thank you, gentlemen. You have heard the motion. I declare the formal business of the meeting to be concluded. This concludes our annual and special meeting of shareholders. On behalf of Nova Cannabis's board of directors and leadership team, thank you for joining us today.
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