AGM 2021

Dec 7, 2021

Good day, and thank you for standing by, and welcome to the 4Front Annual and Special Meeting of Shareholders conference call. At this time, all participants are in listen-only mode. If you should require any further assistance, please press star zero. I would now like to hand the conference over to your speaker for today, Ms. Kathy Lynch, Board Chair. Kathy, you may go ahead. Good morning, ladies and gentlemen. This is the annual general meeting of the shareholders of 4Front Ventures Corp., to which I will refer to as the company for the duration of the meeting. My name is Kathy Lynch, Chair of the Board of Directors of the company, and pursuant to the articles of the company, I'll be acting as the chair of this meeting. Also present today are the following directors and officers of the company: Joe Feltham, Chair, Chief Operating Officer, and Eric Rey, Director. Due to the ongoing concerns related to the spread of COVID-19, and in order to protect the health and safety of shareholders, employees, other stakeholders, and the community, the company requested that shareholders vote in advance by proxy and use the conference number provided in the circular to listen to today's proceedings. I welcome those that are joining us today by phone and remind you that voting by phone will not be possible. We will now proceed with the formal portion of the meeting. For the purpose of this meeting, the chair has appointed Joe Feltham to act as the secretary of the meeting. Unless there is an objection, Miguel Lahud and Kirsten Gillen of Alliance Trust Company will act as scrutineers of this meeting. If there are any shareholders that have not checked in with the scrutineers, please do so now. Unless there is an objection or question regarding the appointment of the secretary or the scrutineers, we will proceed to the next portion of the meeting. The purpose of today's meeting is set out in the Management Information Circular of the company dated October 29th, 2021, which I will refer to as the circular. The following documents were made available to shareholders of record via notice and access on October 29th, 2021. First, a notice calling this meeting, which I will refer to as the notice. Second, the circular in the form of proxy or voting instruction form, as applicable. Third, the audited consolidated financial statements of the company for the year ended December 31st, 2020. Fourth, the related MD&A. Fifth, the financial statement request form. I have before me an attestation from Alliance Trust Company and an attestation from Broadridge Financial Solutions, Inc. as to their proof of service of the applicable meeting materials to shareholders. I direct that the secretary annex such affidavits to the minutes of this meeting as is scheduled. Copies of the circular and other meeting materials are available under the company's profile on SEDAR. Unless there is any question, I will dispense the reading of the notice. The scrutineers have provided me the preliminary report regarding shareholder attendance at the meeting. Record. A quorum shall constitute not less than two persons entitled to vote at a meeting of shareholders, holding in the aggregate at least 5% of all issued and outstanding shares entitled to be voted at such meeting, whether present in person or presented by proxy. If a quorum is present at the opening of a meeting of shareholders, the shareholders present may proceed with the business of the meeting, notwithstanding that a quorum is not present throughout the meeting. The scrutineers' report shows a quorum of shareholders of the company to be present, and I therefore declare the requisite quorum to be present at the meeting and the meeting to be regularly called and properly constituted for the transaction of business. I direct that the secretary annex the formal scrutineers' report to the minutes of this meeting as is scheduled. Before commencing the business of the meeting, I would like to comment on voting procedure. Shareholders are entitled to one vote per subordinate voting share and 800 votes per multiple voting share to which every matter to be dealt with at the meeting. Voting on the items of business before this meeting will be by show of hands unless the person entitled to vote at the meeting has demanded a poll. The last annual general meeting of the company was held on December 21st, 2020. The minutes of the meeting are filed in the company's minute book and are available for inspection on request by email to the email address of the company as set out in the circular. Unless there is any objection, I will dispense with the reading of the minutes of the December 21st, 2020 meeting. As no objections have been received, I dispense with the reading of the minutes of the last meeting of the shareholders of the company, held on December 21st, 2020. I will now move on to the presentation of the audited consolidated financial statements of the company. The first item of business on the agenda for today's meeting is to receive the financial statements of the company for the financial year ended December 31st, 2020 and the auditor's report thereon. The financial statements are here placed before the meeting. Copies of such documents have been made available to the shareholders by request and are also available on the company's SEDAR profile. If shareholders have questions of a general nature regarding the financial statements, I propose that you save your questions until after the formal part of the meeting is completed. As there are no questions, I will proceed to the next item of business. The next item of business is the election of directors. The intent is to elect six directors at the meeting, as evidenced by the six nominees in the form of proxy in the circular. May I please have a motion that the number of directors of the company be set at six. This is Joe Feltham, and I so move. The motion is now open for discussion. Are there any objections or questions on the election of directors? If there are no objections, questions, or further discussion, I will now call a vote by show of hands. All those in favor? All those against? All results will be announced at the end of the meeting. I will now move to the next item of business. The circular contains the names of six persons who are proposed by management for election as directors of the company at this meeting for the ensuing year or until their successors are elected or appointed. The company has received consent in writing from each of the nominees proposed by management for election at this meeting. The six management nominees for election as directors are David Daily, Leo Gontmakher, Chetan Gulati, Kathy Lynch, Eric Rey, Roman Tkachenko. Are there any nominations? There being no further nominations, I declare the nominations closed, and I ask for a motion that the six management nominees be elected as directors of the company. May I please have a motion on the matter? This is Joe Feltham. I move that David Daily, Leo Gontmakher, Chetan Gulati, Kathy Lynch, Eric Rey, and Roman Tkachenko are nominated for election as directors of the company for the ensuing year or until their successors are elected or appointed. I will now call for a vote by show of hands. All those in favor? I will now move to the next item of business. All results will be announced at the end of the meeting. The next item of business is to appoint Davidson & Company LLP as auditor of the company for the fiscal year ending December 31st, 2021, and to authorize the directors to fix their remuneration. May I have a motion on the matter. This is Joe Feltham. I move that Davidson & Company LLP be appointed as auditors of the company for the fiscal year ending December 31st, 2021, and to authorize the directors to fix their remuneration. Are there any questions? If there are no questions or further discussion, I will now call for a vote by show of hands. All those in favor? All those against? Because no further formal items of business are on the agenda to come before this meeting, we will move on to announcing the voting results. I've now been advised that the scrutineers have completed the tabulation of votes for all resolutions. Based on the tabulation, I hereby declare all motions to set the number of directors, the election of the nominated directors, and the appointment of the auditors have been carried. The formal items of business as set out in the notice have now been dealt with. Is there any further business? As there is no further business, can I please have a motion that the meeting be concluded? This is Joe Feltham. I move that the meeting be concluded. Is there any objection to the meeting being terminated? As there are no objections, we will proceed. All those in favor? All those against? That concludes the annual shareholder meeting for 4Front Ventures Corp. Thank you for attending. Operator, we'll pass it back to you. Thank you. Ladies and gentlemen, this does conclude today's conference call. You can discontinue your participation. You may now disconnect.