Hello, and welcome to the annual general and special meeting of shareholders of Cipher Pharmaceuticals Inc. Please note that today's meeting is being recorded. After the meeting, we'll have a question-and-answer session. You can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn today's meeting over to Craig Mull, Interim Chief Executive Officer of Cipher Pharmaceuticals. The floor is yours.
Good morning, ladies and gentlemen, and welcome to Cipher's annual and special meeting of shareholders. My name is Craig Mull, and I'm the Chairman and Interim Chief Executive Officer of Cipher Pharmaceuticals, and I will act as Chairman of the meeting. As this meeting is being held virtually by way of a live webcast, we think it is necessary to set out a few rules for orderly conduct of the meeting. Firstly, questions in respect of a motion can be submitted by any registered shareholder or duly appointed proxy holder by clicking on the Q&A icon on the virtual interface at any time. Secondly, when asking a question, please indicate your name, which entity you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxy holder.
Thirdly, general questions will be addressed at the end of the meeting, provided that the questions regarding procedural matters or directly related to the motions before the meeting may be addressed during the meeting. Fourthly, for the purpose of the meeting today, voting on all matters will be conducted by electronic ballot. Voting is open now, and registered shareholders and duly appointed proxy holders will also be able to vote on each item of business after the presentation of all items of business. Each shareholder of the company is entitled to one vote for each share held by him or her as of the record date. Lastly, only registered shareholders and duly appointed proxy holders are able to ask questions and vote. Beneficial shareholders and guests will not be able to ask questions or vote.
Prior to proceeding with the formal business of the meeting, I would like to take a moment to introduce our directors. Our board consists of Dr. John Mull, Harold Wolkin, Christian Godin, Arthur DeBoeck, myself, and Cathy Steiner. Dr. John Mull has decided not to stand for reelection, and we thank him for his service to the company over the years. As the founder and former CEO of Cipher, Dr. Mull has been instrumental in the growth of the company. During his tenure, Dr. Mull helped develop, played a critical role in obtaining FDA and Health Canada approval for three products, including Cipher's isotretinoin portfolio. Under his stewardship, Cipher developed some of the leading active products in North America. Dr. Mull also played a key role in helping capitalize the company, which set it on its path for success.
On behalf of the board, I would like to thank him for his years of service and wish him well in his real estate development business and other future endeavors. Excuse me. With that, I would like to officially begin this meeting by addressing the formal business of the day. The annual and special meeting of shareholders of Cipher will now come to order. Scott Langille, Cipher's Chief Financial Officer and Secretary, will act as Secretary of the meeting. Computershare Investor Services, through its representatives, will act as scrutineer of the meeting. As a shareholder and proxy holder and to expedite matters, I move and second all motions. According to the bylaws of the corporation, a quorum for any meeting of shareholders is at least two persons represented, present and holding a representing by proxy no less than 30% of the total number of issued shares of the company.
I have been advised by the scrutineer, prior to the meeting, proxies were received from the holders of more than 14.2 million common shares, or approximately 56% of all shares entitled to be voted. I direct that the scrutineer's report on attendance be annexed to the minutes of the meeting. With respect to mailing of materials to shareholders, I have a statutory declaration attesting to the due service of the notice of the meeting, the accompanying management information circular, and the form of proxy, and I direct that this statutory declaration be annexed to the minutes of this meeting. The agenda for motions to be submitted for shareholders' action with respect to the matters that are to be dealt with at this meeting are contained in the notice of meeting that shareholders received prior to this meeting.
As noted earlier, voting is open now, and there will continue to be an opportunity to vote at the end of all motions. The first item of business concerns the consolidated financial statements of Cipher for the year ended December 31st, 2021. On behalf of the directors, I now place before the meeting the consolidated financial statements and report of the auditors thereon for the year ended December 31st, 2021. We will now proceed with the election of directors. The board of directors has fixed the number of directors to be elected at the meeting at five. The management information circular, prepared in connection with the meeting, sets out five individuals who have been nominated by the company for election as directors. The nominees are Harold Wolkin, Christian Godin, Arthur Deboeck, Cathy Steiner, and myself.
On behalf of the company, I would like to thank the directors for agreeing to stand for election and to serve as directors of Cipher. As the company did not receive notice of any director nominations in connection with the meeting in accordance with its bylaws, the only persons eligible to be nominated for election to the board are the management nominees. Since there can be no other nominations, I move and second a motion to elect the five named directors. Unless there are any questions, I will move to the next item of business. We will now proceed with the appointment of the auditor, Ernst & Young. He has served as the auditor of Cipher since the appointment effective March 20th, 2019. The board has approved, subject to shareholders' confirmation, the appointment of Ernst & Young as auditors of the company.
I move and second that Ernst & Young be appointed as auditors of the company until the next annual meeting of shareholders and that the board be authorized to fix their remuneration. Unless there are any questions, I will move to the next item of business. We will now proceed with the approval of the unallocated shares, rights, and other entitlements under the company's Employee and Director Share Purchase Plan in accordance with the rules of the TSX. In accordance with the rules of the TSX, all unallocated shares, rights, and other entitlements under a security-based compensation arrangement that does not have a fixed maximum aggregate number of securities issuable under such arrangement must be approved by shareholders every three years. As set out in the circular, the share purchase plan authorized the issuance of up to 10% of the company's issued and outstanding shares.
It has been three years since shareholders last approved all unallocated shares, rights, and other entitlements under the corporation's Employee and Director Share Purchase Plan. I move and second a motion that shareholders approve the resolution set out in the circular regarding the approval of all unallocated rights, shares, rights, and other entitlements under the corporation's Employee and Director Share Purchase Plan. Unless there are any questions, I move to the voting portion of the meeting. The polls are currently open and all registered shareholders and duly appointed proxy holders who have properly logged in with their control numbers or invite code and wish to vote will be able to see on the screen all motions before the meeting. Please register your votes by accessing the voting page. We will provide registered shareholders and duly appointed proxy holders approximately one more minute to complete the electronic ballots.
Once the electronic balloting closes, the voting page will disappear and your votes will automatically be submitted. We will now close the voting. I would ask the scrutineer to compile the report regarding the results of the voting of all business matters. I have been advised by the scrutineers that the ballots and proxies deposited for the meeting have been voted in favor of each of the matters considered today at this meeting. The formal results will be published on SEDAR. I direct that the results be included with the minutes of this meeting. The formal items of business as settled in the notice of meeting have now been dealt with. I move and second a motion that this meeting now terminate. As there is no further business to come before the meeting, I declare the formal part of the meeting to be concluded.
We will now accept questions from shareholders and proxy holders. I ask that all registered shareholders and duly appointed proxy holders who would like to ask a question click on the Q&A icon on the virtual interface to pose their question. We will answer as many questions as time permits. When asking your question, please indicate your name, the entity you represent, if any, and confirm you are a registered shareholder or duly appointed proxy holder. Please limit your questions to topics relating to today's subject matter. We will now give attendees a moment to type your questions. As there are no questions, we will now conclude today's meeting. Thank you for joining us today, and we thank you for your continued support. We hope you have a great day and keep cool.
Thank you and this concludes the meeting, and you may now disconnect.