AGM 2024

Mar 19, 2024

Good afternoon, everyone, and welcome to the Annual and Special Meeting of Blackline Safety Corporation. The meeting will now come to order. My name is Cody Slater, and I am the Chair of the Board and Chief Executive Officer of Blackline. I will act as chair of the meeting today. We would like to thank our shareholders and guests for attending today. We decided to host a virtual meeting again this year to allow our shareholders and stakeholders all over the world to attend this meeting virtually. Sid Abugov of Burnet, Duckworth and Palmer will act as Secretary of the meeting, and representatives of Odyssey Trust Company, our transfer agent, will act as scrutineer. I have received a declaration from Odyssey Trust Company with respect to the due mailing of the proxy materials and the 2023 audited consolidated financial statements of the company. The reading of the notice of meeting will be dispensed with. In accordance with the bylaws of the company, business may be transacted at the meeting if there are not less than two persons present or represented by proxy, not less than 5% of the shares entitled to be voted at the meeting. The scrutineer's report has now been received, and it shows that there is a quorum of shareholders present at the meeting. I now declare that the meeting is regularly called and properly constituted for the transaction of business. To make the best use of our time, we have pre-arranged with certain persons attending to move and second the resolutions, which we will consider in one motion today, and which are set out in the notice of meeting. While all matters to be considered will be put forward by a single motion, shareholders will be entitled to vote on each of the matters separately by electronic ballot. If you have already sent in your proxy, your vote has already been counted, and you do not need to vote at this meeting. Questions in respect of a motion can be submitted electronically on the virtual platform by any registered shareholder or duly appointed proxyholder by following the instructions on the platform. The secretary will assist me in reviewing and responding to any questions. Questions will be answered in relation to each item of business in the order they are received. We ask that questions refer only to the matters set out in the notice of meeting. I now ask that Odyssey Trust Company open the polls for voting. The first item of business is the presentation of the audited consolidated financial statements for the year ended October 31, 2023. Copies of the financial statements are available on Blackline's SEDAR+ profile and on its website. As noted earlier, to make the best use of our time, I will be asking for a motion to consider, and if thought appropriate, approve each of the remaining items of business set forth in Blackline's notice of annual and special meeting and information circular and proxy statement. However, before doing so, I will speak to the nomination and election of the directors of Blackline. Our bylaws contain advance notice provisions, which provide a procedure to be followed for the nomination of directors at meetings of shareholders of the company. In accordance with the advance notice provisions, the only individuals entitled to be nominated as directors at this meeting are the persons named as nominees in Blackline's information circular and proxy statement dated February 2, 2024. They are Michael Hayduk, Robert Herdman, Cody Slater, Brad Gilewich, Cheemin Bo-Linn, Barbara Holzapfel, and Jason Cohenour. Accordingly, subject to the approval of the resolution to fix the number of directors to be elected at 7, each of the foregoing individuals are hereby nominated as directors of Blackline to hold office until the next annual election of directors or until their successors are elected or appointed, subject to the provisions of the Business Corporations Act of Alberta and the bylaws of the company. I now ask for a motion to approve each of the remaining items of business set forth in Blackline's notice of annual and special meeting and management information circular. Mr. Chair, I move that the number of directors of the corporation to be elected at this meeting be fixed at 7 directors. PricewaterhouseCoopers LLP, chartered accountants, be appointed auditors of the company until the next annual meeting or until their successors are appointed, and that their remuneration as such be fixed by the board of directors, and that the ordinary resolution of the shareholders to amend the corporation's employee stock ownership plan to require shareholder approval for an increase in the corporation's contributions thereunder, as set in the company's management information circular and proxy statement be approved. I second the motion. I will now pause to allow time for questions received in relation to the matters set out in the notice of meeting. I have been advised by the secretary that there have been no questions received in relation to the matters set out in the notice of meeting. If you have not already, please register your votes by selecting either the for or withhold or the for or against buttons next to the applicable matters. Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. As there is no further discussion, the polls are now closed. We'll pause for a moment while the results are tabulated. I have been advised by the scrutineers that each of the matters considered today has been approved by the requisite majorities. I direct that the scrutineers report be annexed to the minutes of this meeting as a schedule. Given that the business for which this meeting was convened has now been concluded, I declare that the formal portion of the meeting is now terminated. Thank you all for your attendance today, and I will now hand the floor back to the operator. Thank you for attending the meeting. This event has now concluded. You may now disconnect.