AGM 2024

Jun 27, 2024

Welcome to the Canacol Energy Annual General and Special Shareholders Meeting. I would now like to turn the conference over to Mr. Michael Hibberd, Chairman of the Board of Directors of Canacol Energy. Please go ahead. Good morning. Welcome to the Canacol Energy AGM. I'm Michael Hibberd. I'll act as Chair of this meeting. I'll go through the formal parts of the business. We're actually going to terminate the meeting right after that. The meeting will come to order. I ask Andrés Valenzuela Pachón, Corporate Leader of the corporation, to act as Secretary of the meeting, and Olympia Trust Company to act as Scrutineer of the meeting. I'd like the Secretary to table proof of delivery of the Notice of Meeting, Instrument of Proxy, Management Information Circular, and accompanying documents to the registered shareholders of the corporation. Where is it? Michael Hibberd. He showed it? Oh, okay. Thank you. Could you show it again, please? I wasn't looking at the screen. Okay, thank you. Proof of mailing of the notice calling the meeting and the accompanying documents have been duly filed. I direct a copy of the notice of meeting with proof of delivery be kept by the Secretary with the records of the meeting. I'd like to discuss voting procedure, our favorite part. Unless a ballot is requested in respect to a particular matter, voting on all matters will be conducted by a show of hands. Any shareholder or proxy holder wishing to speak is requested to stand, and when recognized by me as Chair, provide his or her name before addressing the meeting. Bylaws of the Corporation provide that a quorum of shareholders present at a meeting of shareholders, if at least two persons holding or representing by proxy, not less than 25% of the shares entitled to vote at a meeting of shareholders are present in person or by proxy. I have received the Scrutineer's totals showing that there are in attendance at the meeting in person or by proxy, seven shareholders representing 16,416,784 common shares. Accordingly, the total representation of this meeting by shareholders present in person or by proxy is 48.13% of the common shares of the Corporation. I therefore declare there is a quorum present at this meeting. I now declare formally this meeting is regularly called and properly constituted for the transaction of business. First item of business is the presentation to shareholders of the audited financial statements of the Corporation for the period ended December 31, 2023, and the Auditor's Report on these financial statements. Copies of these materials have been mailed to each registered shareholder, and there are extra copies available to shareholders upon request. Unless any shareholder wishes to have the Auditor's Report read, I don't propose to have it read at this meeting. Is there any request? This is Anthony Zaidi. I move that the reading of the report of the auditor and the financial statements be dispensed with. This is Andrés Valenzuela, and I second the motion. Thank you. All those in favor, signify by raising your hand. Thank you. Motion carried. Next item of business is the fixing of the size of the Board of Directors to be elected at the Meeting for this upcoming year. It's proposed that the Directors shall consist of seven members. I'll now request a motion to fix the Board of Directors at seven members. This is Anthony Zaidi. I move that the Board of Directors of the corporation to be elected at the meeting be fixed at seven members. This is Andrés Valenzuela Pachón, and I second the motion. Thank you. All those in favor, please signify by raising your hand. Opposed? Thank you. Motion carried. We'll now proceed with the election of directors. Seven directors will be elected at this meeting to hold office until the next annual meeting or until their successors are elected or appointed. This is Anthony Zaidi. I nominate Charle Gamba, Michael Hibberd, Francisco Diaz, Gustavo Gattass, Valentina Garbarini, Silvestre Tovar Leopardi, and David Winter for the election as Directors of the Corporation to hold office for the ensuing year, unless his or her office is earlier vacated, in accordance with the bylaws of the Corporation. This is Andrés Valenzuela Pachón, and I second the motion. Thank you. Are there any other nominations? No? I declare the nominations closed. All in favor of the election of those nominated, please signify by raising your hand. Opposed? I now declare those nominated to be duly elected Directors of the Corporation to hold office until the next annual election of Directors, unless their office is vacated or a successor is appointed in accordance with the Bylaws of the Corporation. Next item of business is the appointment of the Auditor. This is Anthony Zaidi. I move that PricewaterhouseCoopers LLP Chartered Professional Accountants be appointed as auditor of the Corporation until the next Annual Meeting or until a successor is appointed, and that PwC's remuneration be fixed by the Board of Directors. This is Andrés Valenzuela Pachón, and I second the motion. Thank you. All those in favor, please signify by raising your hand. Opposed? Okay. Motion's carried. Anthony, is there any other business to bring before the meeting? Okay. Can I have a motion to terminate this meeting? This is Anthony Zaidi. I move that the meeting be terminated. This is Andrés Valenzuela, and I second the motion. Okay. Anyone in favor, please raise your hand. Opposed? Motion carried. We are done.