Ladies and gentlemen, the meeting is about to begin. Good morning, and welcome to the special meeting of the shareholders of GreenFirst Forest Products Inc. Please note that today's meeting is being recorded. At any time during the meeting, shareholders can submit questions or comments by clicking on the Message tab. I would like to turn the meeting over to the chairman of GreenFirst, Paul Rivett. Mr. Rivett, the floor is yours.
Thank you very much, Mark. Good morning, and as Mark mentioned, my name is Paul Rivett, Chair of GreenFirst. Welcome, fellow shareholders, to the twenty twenty-four special meeting of the shareholders of GreenFirst Forest Products Inc. We have a number of items of business to cover in today's meeting, as set out in the notice of meeting. During the formal portion of the meeting, only questions relating to the specific resolutions will be addressed. Only registered shareholders will be able to vote on the platform. You will see the voting button on the platform that will allow you to vote. If you have already submitted a proxy to Computershare, indicating your vote on each item, you do not need to vote again.
Non-registered shareholders may not participate in the virtual voting unless they have appointed themselves as a proxy holder and have also registered with Computershare. I will now call the meeting to order. I will preside as chair of this meeting, and Kathleen Skerritt of Gardiner Roberts LLP will act as secretary of the meeting.
I hereby appoint Marisa Bint of Computershare Investor Services Inc. to act as scrutineer of the meeting.
Thank you, Kathleen. The secretary has advised me that the notice calling this meeting, together with a form of proxy and management information circular, have been sent to each director of the corporation, the auditors of the corporation, and each intermediary and registered holder of common shares of the corporation of record on August eighth, twenty twenty-four, the record date for the meeting. I will dispense with the reading of the notice of meeting. The scrutineers have provided me with the preliminary report regarding shareholder attendance at the meeting. The scrutineers report that there are present at this meeting, in person or by proxy, forty-five shareholders holding approximately 62.71% of the outstanding common shares. Accordingly, I declare that the requisite quorum of shareholders is present, and I declare that the meeting is duly and properly constituted for the transaction of business.
I direct the confirmation of mailing of the notice of the meeting received by Computershare Investor Services Inc. and the scrutineer's complete report on attendance be annexed to the minutes of the meeting. In order to expedite the meeting, I've requested that certain persons make and second the formal motions, and I will call on these persons at the appropriate time. Shareholders may make comments specific to these motions prior to the vote through the Message tab on the platform. As described in the Management Information Circular sent to shareholders with the notice of this meeting, the corporation is seeking shareholder approval of the odd lot consolidation. The board of directors of the corporation believes that the odd lot consolidation is in the best interest of the corporation and all GreenFirst shareholders.
In order for the odd lot consolidation to be approved, a resolution must be passed by at least two-thirds of the votes cast at this meeting. May I have a motion that a resolution in the form of the resolution as appearing in Appendix A of the management information circular, sent to the shareholders with the notice of this meeting, approving the odd lot consolidation be passed as a special resolution of the corporation?
I so move.
Thank you, Michel. May I have the motion seconded?
I so move.
Thank you, Joel. Is there any discussion on this matter? I will now call for a vote on the motion. If you have not already done so, please vote on this item. I have received the scrutineer's report and confirm that the resolution has passed by the requisite two-thirds majority. As described in the management information circular sent to shareholders with the notice of this meeting, the corporation is seeking shareholder approval of the substantive consolidation. The board of directors of the corporation believes that the substantive consolidation is in the best interest of the corporation and all GreenFirst shareholders. In order for the substantive consolidation to be approved, a resolution must be passed by at least two-thirds of the votes cast at this meeting.
May I have a motion that a resolution in the form of the resolution appearing in Appendix B of the Management Information Circular, sent to the shareholders with the notice of this meeting, approving the substantive consolidation, be passed as a special resolution of the corporation?
I so move.
Thank you, Michel.
I second the motion.
Thanks, Joël. Is there any discussion on this matter? I will now call for a vote on the motion. If you have not already done so, please vote on this item. I have received the scrutineer's report and confirm that the resolution has passed by the requisite two-thirds majority. As described in the management information circular sent to shareholders with the notice of this meeting, the corporation is seeking shareholder approval of the arrangement. The board of directors of the corporation believes that the arrangement is in the best interest of the corporation and all GreenFirst shareholders. In order for the arrangement to be approved, a resolution must be passed by at least two-thirds of the votes cast at this meeting.
May I have a motion that a resolution in the form of the resolution as appearing in Appendix C of the Management Information Circular sent to the shareholders with the notice of this meeting, approving the arrangement, be passed as a special resolution of the corporation?
I so move.
Thanks, Michel. May I have the motion seconded?
I second the motion. Thanks, Joël. Is there any discussion on this matter? I will now call for a vote on the motion. If you have not already done so, please vote on this item. I have received the scrutineer's report and confirm the resolution is passed by the requisite two-thirds majority.
As described in the Management Information Circular sent to shareholders with the notice of this meeting, the corporation is seeking shareholder approval of the adoption of the Kap Corporation twenty twenty-four incentive stock option plan, referred to as the Kap Corporation Option Plan. The board of directors of the corporation believes that the Kap Corporation Option Plan is in the best interests of Kap Corporation, the corporation, and all GreenFirst shareholders. In order for the Kap Corporation Option Plan to be approved, a resolution must be passed by at least 50.01% of the votes cast at this meeting. May I have a resolution in the form of the resolution as appearing in Appendix D of the Management Information Circular sent to shareholders with the notice of this meeting, approving the Kap Corporation Option Plan to be passed as a resolution of the corporation?
I so move.
Thank you, Michel. May I have the motion seconded?
I second the motion.
Thank you, Joël. Is there any discussion on this matter? I will now call for a vote on the motion. If you've not already done so, please vote on this item. I have received the scrutineer's report and confirm that the resolution has passed by the requisite simple majority. With that, the polls are now closed. Is there any other formal business that may be properly brought before this meeting? There are no questions, so that concludes the formal business brought before the meeting, and I wish to thank you for attending, and I now declare this meeting to be terminated. Thank you very much, everyone.
This concludes the meeting, and you may now disconnect.