Well, good afternoon, everyone, and welcome to the 2023 Annual General Meeting of unitholders of Boston Pizza Royalties Income Fund. My name is Marc Guay, and I'm a Trustee of the fund. I would like to call the 2023 Annual General Meeting of the unitholders of Boston Pizza Royalties Income Fund to order. As a Trustee of the fund, I will act as Chair of this meeting. Jonathan Jeske of Boston Pizza International Inc. will act as Secretary for the meeting. Marissa Bientema of Computershare Investor Services Inc. will act as Scrutineer for the meeting. I would like to thank you and welcome you in attending this meeting. Before proceeding with the formal business of the meeting, I would like to introduce the other three Trustees of Boston Pizza Royalties Income Fund, who are in attendance today: David Merrell, Paulina Hiebert, and Shelley Williams.
In addition, I would like to introduce the following representatives of Boston Pizza International who are participating in today's meeting. Jordan Holm, who's President of BPI and Boston Pizza GP, Michael Harbinson, who is CFO of BPI and Boston Pizza GP. Mr. Jeske is also a representative of Boston Pizza International. I have before me an affidavit of Harveen Virk of Computershare, attesting that the notice calling this meeting, together with the information circular, were mailed to registered unitholders and intermediaries in accordance with the National Instrument 54-101. Therefore, I conclude that the meeting has been properly called. With your consent, I will not read the formal notice of meeting that was sent to unitholders. Good.
Pursuant to Section 13.3 of the amended and restated declaration of trust, dated December 7, 2010, the voting unitholders, present, either personally or by proxy, shall form a quorum at this meeting. I have before me, and I adopt, the scrutineer's report on attendance, which confirms that we have quorum for the meeting. As a result, I declare that this meeting is duly constituted for the transaction of business. The minutes of the last annual meeting of the voting unitholders of the fund, which was the annual general meeting held on June 16, 2022, are available for inspection by any unitholder. I will entertain a motion to take the minutes as read and confirmed.
So moved.
Is there any discussion on the motion? All those in favor, please signify by raising your right hand. Against, if any? The motion is carried. On behalf of the board of trustees, I have for presentation the audited consolidated financial statements of the fund and the auditor's report thereon for the periods ended December 31st, 2022, and December 31st, 2021. Unless there are questions arising from the audited financial statements, I will consider the audited financial statements received by unitholders as submitted to this meeting. Are there any questions regarding the audited financial statements? Okay, thank you. The next item... We might beat a record here. The next item of business is the appointment of auditors. It is proposed that the fund reappoint KPMG as auditors of the fund.
Accordingly, I ask for a motion that KPMG be appointed as auditors of the fund for the ensuing year, and that the remuneration of the auditors be determined by the trustees of the fund.
So moved.
Is there any discussion on the motion? All those in favor, please raise your right hand. Any against, if any? The motion is carried. Before we begin the appointment of trustees, I would like to mention that David Merrell will not stand for re-election. We would like to take this opportunity to thank Dave for his service to the fund since 2014. Dave has brought a wealth of knowledge to the fund and its unitholders. He helped guide the fund through several major events, including the significant challenges faced by the fund as a result of the COVID-19 pandemic, the recovery that followed, and a transaction in 2015, that's our royalties received by the fund, effectively increased from 4%-5.5%.
The trustees of the fund and the ownership and management of Boston Pizza International wish to thank you, Dave, for your invaluable service.... that you provided, and we wish you well in your retirement.
Thank you.
We will now proceed with the appointment of trustees of the Fund for the coming year. The information circular, which was mailed to unit holders in connection with this meeting, contains the names of, and information about nominees to the Board of Trustees. There are three positions to be filled, each one for a term ending at the next annual meeting or until a successor is duly appointed. I now declare the meeting open for nominations for trustees.
I nominate the persons named in the information circular for this meeting to be trustees of the Fund, namely, Marc Guay, Paulina Hiebert, and Shelley Williams.
Are there any further nominations? Each of the nominees has previously consented to act as a trustee of the Fund. If there are no other nominations, I would ask for a motion that nominations be closed.
So moved.
Is there any discussion on the motion? All those in favor, please signify by raising your right hand. Against, if any? The motion is carried. In accordance with the terms of the Fund's majority voting policy, this vote will proceed by ballot. Only registered holders of trust units and special voting units of the Fund, or their duly appointed proxy holders, are entitled to vote on any matter at the meeting. Each person entitled to vote was given a separate ballot form for the election of trustees when they registered with the scrutineer before the start of the meeting. Your completed and signed ballot should have been returned to the scrutineer by this time. If you have not already done so, please ensure that your ballot is completed and signed, and then returned to the scrutineer.
I now have the scrutineer's report on the results of the ballots. Marc Guay, 7,396,678 units voted in favor, and 67,343 units withheld from voting. Paulina Hiebert, 7,397,593 units voted in favor, and 66,428 units withheld from voting. Shelley Williams, 7,402,942 units voted in favor, 61,079 units withheld from voting.
I therefore declare that Marc Guay, Paulina Hiebert, and Shelley Williams have been elected as trustees of the Fund for the ensuing year, to hold office until the next annual meeting of the Fund or until their successors are elected or appointed in accordance with the provisions of the Fund's amended and restated declaration of trust. We now have completed the formal business for which this meeting was called. I now call for a motion to conclude this meeting.
I move that this meeting be concluded.
All those in favor, please signify by raising your right hand. Against, if any? The motion is carried. I therefore declare this 2023 annual general meeting of the Fund concluded. Thank you for your support and your attendance. At this point, we would like to begin the question and answer period. Does anyone have a question? Since there are no further questions at this time, I'd like to invite everyone to join us for some refreshments at the back of the room. Thank you.