Good afternoon, welcome to the annual general meeting of the common shareholders of TILT Holdings Inc. My name is Gary Santo, and I'm the Chief Executive Officer of TILT. This year, in light of concerns regarding the COVID-19 outbreak, TILT has opted for a virtual only annual meeting of shareholders in order to reduce the risk of spread of infection to our employees, shareholders, Directors, and other stakeholders. This virtual only format also permits us to comply with government directives restricting large gatherings. In the event of a technical disruption, Mark Scatterday, a director of TILT, will act as an alternate chair for the meeting. Before we begin with the formal business portion of the meeting, I will provide some comments on voting and questions at today's meeting. In making the decision to move to a virtual meeting, it was paramount to ensure that shareholder rights were protected. We have ensured that this meeting offers shareholders the same opportunities to participate as in past in-person meetings. Voting during this meeting can only be done through our virtual voting platform on the webcast. Only registered shareholders who held shares in their name as of May 10, 2021, the record date of this meeting, or their validly appointed proxy holders are entitled to vote at this meeting. We will conduct the votes on the matters before us by a poll. On a poll, every shareholder 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 conclusion of discussion on each resolution prior to casting your vote. I also welcome all guests who are not registered shareholders or holding proxies of registered shareholders. As a reminder, as with an in-person meeting, only registered shareholders and duly appointed proxy holders are able to vote or ask questions. Shareholders can submit questions at any time during the meeting. We request that any question related to a specific resolution be submitted at this time. To submit a question, click on the Ask a Question tab at the top right of the webcast page. Please read the instructions in the text box before submitting your question. We ask that you identify whether your question relates to a motion being considered as part of the formal business of this meeting, or whether it is of a more general nature. We will address questions that directly relate to a particular motion during the formal portion of the meeting. The secretary will receive the questions and, at the appropriate time, will read appropriate questions in order for everyone to be aware of the question being dealt with. Questions of a general nature that are the same or very similar on a topic will be grouped and answered after the conclusion of the formal part of the meeting. If your question is not answered today or is personal in nature, please contact us at investors@tiltholdings.com. Any proposed amendments or objections to a motion will need to be submitted as questions. All proposed amendments or objections will be addressed during the meeting, provided that they are submitted during the period when polls are open. The polls are now open on all resolutions. Voting can be completed at any time from now until the end of formal business of the meeting. Thank you to those of you who have already voted. If you have already voted in advance of the meeting and do not wish to change your vote, then you do not need to do anything. For those who have not yet voted, we do encourage you to vote now. Once discussion on all items of business has concluded, I will give you some time to change your votes or enter them if you have not yet voted, we'll declare voting closed on all resolutions. With that, the annual general meeting of shareholders of TILT will now come to order. TILT's General Counsel, Marshall Horowitz, will act as Secretary of the meeting, representatives from Odyssey Trust Company will act as scrutineer of the meeting. In order that the meeting covers all of the business for which it was convened within a reasonable period of time, for each motion brought today, Mark Scatterday will be deemed to have made the motion, and Brad Hoch will be deemed to have seconded the motion. The notice calling this meeting, as well as the information circular of TILT, dated May 14th 2021, containing the details of the matters to be put before this meeting and the forms of proxy were delivered in accordance with the requirements of National Instrument 54-101. We have one matter of clarification, that in mentioning who will be making each motion today and deemed to have made the motion, Brad Hoch will actually be the one to have deemed to have made the motion, and Taylor Allison will be deemed to have seconded the motion. Correcting my earlier statement that Mark Scatterday and Brad Hoch would be the two individuals. My apologies. In accordance with the requirements of National Instrument 54-101, shareholders of record entitled to vote at this meeting as of May 10, 2021. I will now ask Secretary to confirm. Mr. Chair, I have before me the statutory declaration from Odyssey Trust Company as to the due mailing of notice and access notification required by NI 54-101. The declaration indicates that all documents were mailed within the time periods required by the articles of TILT and by applicable Canadian corporate and securities laws. Proof of service has been duly filed, and I direct that copies of the notice and statutory declaration be kept by the secretary with the minutes of the meeting. Current articles of TILT provide that a quorum for any meeting is two persons present in person or by proxy, holding or representing not less than 10% of the outstanding shares of TILT entitled to vote at the meeting. I will now ask the secretary to read the scrutineer's report on attendance at the meeting. Odyssey has provided confirmation that a quorum is present at this meeting. Due notice having been given and a quorum being present, I declare this meeting to be duly called and properly constituted for the transaction of business. Management wants to thank all shareholders that voted on the matters before us today. At this meeting, we'll first receive the audited consolidated financial statements of the corporation for the year ended December 31, 2020, together with the auditor's report therein and related management's discussion and analysis. No vote by the shareholders is required or proposed with respect to the financial statements. Following the receipt of the financial statements, we will move on to discussion of the ordinary resolution matters. Those matters being the election of directors, the appointment of auditors, and the authorizing of the directors of TILT to fix the remuneration of the auditors. Details of the matter to be dealt with today have been given in the information circular dated May 14, 2021, and any reference made in this meeting to an information circular means that information circular. We will now proceed with the formal business of the meeting. The first item of business is the presentation of the audited consolidated financial statements of the corporation for the year ended December 31, 2020, together with the auditor's report thereon and related management's discussion and analysis. No vote is required with respect to this matter, but if you have any questions, I would be pleased to direct you to ask TILT's financial team after the formal portion of this meeting. With that, we will now proceed with the election of directors of TILT. The corporation has nominated Mark Scatterday, Tim Conder, Jane Hatzis, Mark Coleman, John Barravecchia, and D'Angela Simms to serve as directors of TILT. We will now prepare to discuss and vote on the motion to elect the nominees as directors of the corporation to hold office until the next election of directors or until their successors are appointed. I will now ask the secretary to please advise if any questions specific to this motion were submitted. Mr. Chair, no questions specific to this motion have been submitted. Thank you. As there have been no questions, and unless we receive any objections otherwise, we will proceed with the vote. Please record your vote now, remembering that if you have already voted in advance and do not wish to change your vote, no further action is required. The next item of business is the appointment of the auditors for the ensuing year. The current auditors of TILT are Baker Tilly WM LLP, chartered professional accountants. Baker Tilly WM LLP were first appointed auditors of TILT on December 23rd, 2019. We will now prepare to discuss and vote on the motion that Baker Tilly WM LLP be appointed as the auditors of TILT to serve until the close of the next annual meeting. I will now ask the secretary to please advise if any questions specific to this motion were submitted. Mr. Chair, no questions specific to this motion have been submitted. Thank you. As there have been no questions, and unless we receive any objections otherwise, we will proceed with the vote. Please record your vote now, remembering that if you have already voted in advance and do not wish to change your vote, no further action is required. The next item of business is authorizing the directors of TILT to set the remuneration of Baker Tilly WM LLP. We will now prepare to discuss and vote on the motion that the board of directors be authorized to fix the remuneration of Baker Tilly WM LLP. I will now ask the secretary to please advise if any questions specific to this motion were submitted. Mr. Chair, no questions specific to this motion have been submitted. Thank you. As there have been no questions, and unless we receive any objections otherwise, we will proceed with the vote. Please record your vote now, remembering that if you have already voted in advance and do not wish to change your vote, no further action is required. There being no other business, we will proceed to close the polls. For those of you who have not voted on all of the resolutions, please do so now. It is now 10:10 A.M., and I will close the polls to all resolutions in one minute to allow online viewers to catch up. It now being 10:11 A.M. and one minute having passed, I now declare the polls to be formally closed. I will now ask the secretary to provide the preliminary results of the voting. Thank you, Mr. Chairman. I have received confirmation from the scrutineer that all resolutions put forth before this meeting of shareholders have passed. The results of this meeting will be available on SEDAR following this meeting. Thank you. I declare each of the resolutions considered at today's meeting in respect to those matters is carried. As there is no further business to be brought before the meeting, I declare the formal portion of the meeting concluded. As there have been no questions submitted as well on all matters outside of formal business, I will also declare this part of the meeting concluded. Thank you again to all shareholders and proxy holders for your attendance today.
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