Good morning, and welcome to the Annual and Special Meeting of Shareholders of GFL Environmental Inc. My name is Patrick Dovigi, and as Founder, CEO, and Chairman of the Board of Directors of GFL, I will chair today's meeting. On behalf of our management and directors, I'd like to welcome you to the meeting. The other representatives of GFL who are present at the meeting are Luke Pelosi, our Executive Vice President and Chief Financial Officer. Mindy Gilbert, our Executive Vice President and Chief Legal Officer.
Greg Yorston, our Executive Vice President and Chief Operating Officer. Joy Grahek, our Executive Vice President of Strategic Initiatives. Most of our directors are also joining with us virtually today. In terms of our agenda, I will call this meeting to order shortly, and we'll address some preliminary matters. The formal items of business will be moved and voted on, and the results will be announced at the end of the meeting. Only registered shareholders or their duly appointed proxy holders can vote at this meeting.
All meeting participants can ask questions by following the instructions on the meeting website. After the formal part of the meeting, we will hold a Q&A session where Luke Pelosi and I will be available to take your questions. I'll now call to order the annual and special meeting of GFL shareholders. With the consent of the meeting, I appoint Mindy Gilbert to act as secretary and moderator of the meeting. Before the formal portion of the meeting begins, Mindy will provide some information on how the meeting will operate.
Thank you, Patrick. Voting on all matters at the meeting will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders can vote on each item using the electronic ballot feature available on your screen. The electronic ballot will be open for all resolutions at the same time.
This will allow you to vote on each resolution immediately or throughout the meeting. If you have already voted by proxy, you do not need to vote again during the meeting as your vote has been recorded and will be counted by the scrutineer. Registered shareholders and duly appointed proxy holders who have already submitted a valid proxy and want to vote again by electronic ballot at the meeting will be revoking any previously submitted proxies, and only the electronic ballot submitted today at the meeting will be counted.
At the end of the formal part of the meeting, we will have a Q&A session. Questions can be submitted using Lumi's instant messaging service. When asking a question, please indicate your name, which entity you represent, if any, and confirm if you are a registered shareholder, a duly appointed proxy holder, a beneficial shareholder, or a guest.
Questions will only be addressed at the end of the formal part of the meeting, except for questions regarding procedural matters or directly related to the motions before the meeting, which may be addressed during the meeting. During the Q&A period, we will answer questions that are relevant to GFL and the meeting matters. Questions should be succinct and cover a single topic.
We will do our best to answer all relevant questions, but we will not answer any questions that relate to material non-public information or that are not otherwise appropriate. If we encounter any technical difficulties, please remain logged on, and we will resume as soon as possible. Finally, I would like to remind everyone that today's meeting may include forward-looking statements. These statements are given as of today's date and involve certain risks and uncertainties discussed in our public filings that are available on SEDAR and EDGAR.
A number of factors and assumptions were applied in the formulation of these statements, and actual results could differ materially. For additional information with respect to forward-looking statements, factors, and assumptions, we direct you to our public filings, including our most recently filed annual report on Form 40-F. I will now turn it over to Patrick to proceed with the formal portion of today's meeting.
Thank you, Mindy. With the consent of the meeting, I appoint Computershare Investor Services Inc., through its representative, to act as scrutineer. The scrutineer will report on a number of the subordinate voting shares, multiple voting shares, Series A convertible preferred shares, and Series B convertible preferred shares represented directly and by proxy at the meeting. The scrutineer will also tabulate the votes and report the results at the end of the meeting.
The purpose of today's meeting is set out in detail in our Management Information Circular dated April 5th, 2023. The notice calling this meeting, the form of proxy, and the Management Information Circular are provided to the shareholder pursuant to the notice and access provisions of National Instrument 54-101 and have been filed on SEDAR and EDGAR. The materials are also available on GFL's website.
Unless there is any objection, I will dispense with the reading of the notice of the meeting. I ask that copies of the notice, circular, and the affidavit providing the dual mailing of the notice, access notification be kept by the secretary with the records of the meeting. The scrutineer's report indicates that at least two shareholders, holding in the aggregate of more than 25% of the voting rights attached to the shares entitled to the voted at the meeting, are present and represented by proxy.
This meets the quorum requirements in our bylaws. We are permitted to proceed with the meeting. A copy of the final report on attendance will be filed with the records of the meeting. Voting is being conducted by a single electronic ballot. Voting will be closed approximately 1 minute after the conclusion of the formal business of the meeting.
If you are a registered shareholder or duly appointed proxy holder, the online ballot will now be available on your screen. To expedite the meeting, I will propose and second all motions, but this is not meant to limit any questions with respect to the motions. The first item of business is the presentation of our audited annual financial statements for the fiscal year ended December 31st, 2022, as well as the auditor's report thereon.
These were made available on February 23rd, 2023 on SEDAR and EDGAR, as well as our website. Unless there is any objections, I will dispense with the reading of the auditor's report. On April 27th, we released our earnings for the first quarter of 2023. A recording of our April 28th quarterly webcast is available on our website.
I will not repeat the contents of that webcast, I will say that I'm extremely proud of the hard work and commitment of our over 20,000 employees, as well as yet we had another exceptional start to the year. We will now move to the next item on today's agenda, which is the election of directors. As outlined in the circular, the following 10 directors have been nominated to hold office until the close of the next annual meeting of shareholders or until his or her successor is duly elected or appointed.
All of the nominees are currently serving as Directors of GFL. They are myself. Dino Chiesa, Vi Konkle, Sandra Levy, Jessica McDonald, Arun Nayar, Paolo Notarnicola, Ven Poole, Blake Sumler, and Raymond Svider. The circular contains information on each of these 10 nominees, nine of whom are considered independent under Canadian and US s ecurities laws and the rules of the New York Stock Exchange. I declare the nominations for directors to be closed.
As described in our circular, we have adopted a majority of the voting policy under which any director nominee who receives more votes withheld than for must tender his or her resignation to me following the meeting. The resignation will be accepted by the board of directors unless it determines, in consultation with our nomination, governance, and compensation committee, that there are exceptional circumstances that should delay the acceptance or resignation, rejecting it.
I move and second a motion to nominate the directors as set forth in the circular. The next item of business is the appointment of our auditor. I move and second that KPMG LLP be reappointed as the auditor of GFL for the ensuing year or until its successor is appointed, and that the board be authorized to fix KPMG's remuneration for the ensuing year.
The next item of business is the approval of the resolution to renew GFL's Omnibus Long-Term Incentive Plan, including the approval of the unallocated options, rights or other entitlements issuable under the LTIP, and to allow GFL to continue granting options, rights or other entitlements under the LTIP for the next three years. The text of the resolution is set out on page 25 of the circular. The LTIP was initially adopted at the closing of our initial public offering on March 5th, 2020.
Our board of directors has unanimously approved, subject to regulatory and shareholder approval, renewal of the LTIP and unallocated options, rights and other entitlements issuable under the LTIP. I move and second a motion to renew the LTIP and approve all unallocated securities issuable under the LTIP as set forth in the resolution in the circular.
The next item of business is the approval of the resolution to renew GFL's non-executive Director Deferred Share Unit Plan, including the approval of all unallocated deferred share units issuable under the DSU Plan, the ratification of deferred share units granted during the period between March 5th, 2023 and today's meeting, and to allow GFL to continue granting deferred share units under the DSU Plan for the next three years. The text of the resolution is set out in page 26 of the circular.
The DSU Plan was initially adopted at the closing of our initial public offering, and on March 5th, 2020, is available to our non-employee directors. Our Board of Directors unanimously approved, and subject to regulatory and shareholder approval, renewal of the DSU Plan and all unallocated deferred share units issuable under the DSU Plan and the ratification of the deferred share units granted during the period between March 5th, 2023 and today's meeting.
I move and second a motion to renew the DSU Plan, approve all unallocated share units issuable under the DSU Plan and ratify all deferred share units granted during the period between March 5th, 2023 and today's meeting, as set out in the resolution of the circular. We will now move on to the final item of business, which is the consideration of the advisory non-binding resolution of the company's approach to executive compensation, also referred to as say on pay resolution.
I move and second that the say on pay advisory resolution as set forth in the circular be approved. I will now respond to any procedural questions raised by any shareholders about the motions we have just presented. Please type into the instant messaging window any procedural questions you may have.
Patrick, there are no procedural questions that have been raised by any shareholder.
There are no procedural questions that have been raised by any shareholders. Thank you for those who have not voted on the resolutions, please do so now. After one minute, the voting page will disappear and your electronic ballot will automatically be submitted. We will start the timer now and the ballots will close on all resolutions in one minute. Voting is now closed. I would ask that the scrutineers compile the report on voting to be read by the secretary of the meeting before we end the formal portion of the meeting.
Mr. Chairman, I have received the scrutineers report and can confirm the following. Each of the 10 nominees named in the Management Information Circular have been elected as directors of the company to serve until the next annual meeting of shareholders, or until his or her successor is elected or appointed. KPMG LLP has been appointed as auditor of the company to serve until the next annual meeting of shareholders until a successor auditor is appointed and the board of directors is authorized to fix their remuneration.
The resolution to renew the Omnibus Long-Term Incentive Plan, as set out in the circular, has been approved. The resolution to renew the Director Deferred Share Unit Plan, as set out in the circular, has been approved. The say on pay advisory resolution has been approved.
As there is no further formal business to be brought before this meeting, I move and second that the formal portion of today's meeting be concluded. I would like to now call upon Luke Pelosi to join me for Q&A session. All meeting participants can submit their questions during Q&A session via the messaging platform. Please type in your questions now.
Mr. Chairman, there are no questions to be addressed. Thank you all for joining the meeting today. The webcast will now end.