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AGM 2022

Nov 18, 2022

Operator

Welcome to the Goodness Growth Holdings, Inc. annual general meeting being held virtually today, November 18th, 2022, at 11:00 A.M. Eastern Time. As a reminder, all participants are in listen-only mode, and the meeting is being recorded. It is now my pleasure to turn the meeting over to Dr. Kyle Kingsley, Chair of Goodness Growth Holdings, Inc. Please proceed, Dr. Kingsley.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

Thank you. Good morning, everyone. Welcome to the annual meeting of shareholders of Goodness Growth Holdings, Incorporated. The meeting will now come to order. I'm Dr. Kyle Kingsley. I'm the Chairman of the Board of Directors and Chief Executive Officer of Goodness Growth Holdings, Incorporated. I will act as Chair of the meeting. Our meeting today is hosted on the Lumi virtual shareholder meeting platform. This allows registered shareholders to vote and to submit questions and comments to the Moderator to be read and addressed at the meeting. If you have a question or comment regarding the business of the meeting, you will have the opportunity to ask when prompted. I shall ask Michael Schroeder to act as Secretary of the meeting and Heather Conran for representative of Odyssey Trust Company to act as Scrutineer.

I have received confirmation from Odyssey as to the due mailing of the meeting materials and the financial statements for the year ended December 31st, 2021. I have also received confirmation that the location and form of meeting have been publicly disclosed on SEDAR on October 19th, 2022. I direct that this confirmation, together with copies of these documents, be kept by the Secretary with the minutes of this meeting. Business may be transacted at this meeting if one shareholder is present. The Scrutineer's report has now been received, and it shows that there is a quorum of shareholders present at the meeting. I direct that the Scrutineer's report be kept by the Secretary with the minutes of this meeting. I now declare that this meeting is regularly called and properly constituted for the transaction of business.

We will conduct each vote by way of vote cast on the Lumi platform and those submitted by proxy. I understand that the Scrutineer has tabulated all the votes received prior to voting cutoff. If you have previously voted, you do not need to vote again when prompted. By voting again, you will revoke any previous vote made prior to voting cutoff. The polls are now open for all the resolutions. Particulars of the votes cast on all matters may be obtained from the Secretary after the meeting. I direct that the Scrutineer's report on all matters be annexed to the minutes of this meeting as a schedule. I would first like to present the financial statements for the year ended December 31st, 2021. These are loaded on the Lumi dashboard page.

The next item of business is the election of directors of Goodness Growth Holdings, Incorporated. I will now entertain a motion to approve the recommendation of the board that the number of directors be fixed at seven members until changed pursuant to the corporation's articles.

Speaker 4

Moved.

Second.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

I will now entertain the nominations for seven positions as directors.

Speaker 4

I nominate Dr. Kyle Kingsley, Chelsea Grayson, Ross Hussey, Victor Mancebo, Judd Nordquist, Joshua Rosen, and Amber Shimpa as directors of Goodness Growth Holdings, Incorporated, to hold office until the next annual election of directors or until their successors are elected or appointed.

I second the motion.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

As there are no further nominations, I now declare the nominations closed. Is there any discussion or questions submitted from any registered shareholder or proxy holder?

Michael Schroeder
General Counsel and Chief Compliance Officer, Goodness Growth Holdings

Mr. Chairman, there are no questions.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

The next item of business is the appointment of auditors. I move that Davidson & Company LLP be appointed auditors of Goodness Growth Holdings, Incorporated, until the next annual meeting or until their successor is appointed, and that their remuneration as such is fixed by the Board of Directors.

Speaker 4

I second the motion.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

Is there any discussion or questions submitted from any registered shareholder or proxy holder?

Michael Schroeder
General Counsel and Chief Compliance Officer, Goodness Growth Holdings

Mr. Chairman, there are no questions.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

The polls are now open and will remain open for approximately two minutes. You may vote now. If you have previously voted by proxy, you do not need to vote now unless you wish to change your vote on one or more items up for vote. Submission of a vote now revokes any prior proxy, so if you vote now, you should vote on all matters if you wish to have your vote count. Okay. There being no further votes cast at this meeting, I declare the polls closed. I will now ask the Secretary to report on the results of the voting.

Michael Schroeder
General Counsel and Chief Compliance Officer, Goodness Growth Holdings

I have been advised by the Scrutineer that each of the resolutions have been approved by more than the requisite majority and that those nominated have been duly elected as the directors of Goodness Growth Holdings, Incorporated. I declare the motions carried and the nomination of the board of directors elected.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

I will now entertain a motion that the meeting be adjourned.

Speaker 4

I move this meeting be adjourned.

I second the motion.

Kyle Kingsley
Founder and Executive Chairman, Goodness Growth Holdings

I declare this annual general meeting of the shareholders of Goodness Growth Holdings, Incorporated, to be adjourned. Thank you.

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