Ladies and gentlemen, welcome to the Annual and Special Meeting of AcuityAds Inc. Please note that this meeting is being recorded. I would like to introduce Sheldon Pollack, Chair of the meeting. Mr. Pollack, please go ahead.
Thank you. Ladies and gentlemen, welcome to the annual and special meeting of shareholders of AcuityAds Holdings Inc. My name is Sheldon Pollack, and as the Chair of the Board of Directors of the Corporation, I will chair today's meeting. As we did last year to mitigate risks to the health and safety of our communities, shareholders, employees, and other stakeholders arising from COVID-19, the Board of Directors has decided to hold this meeting in a virtual only format. On behalf of the Board, I wish to express thanks to those shareholders who have submitted their proxies in advance. We are pleased to host the meeting through this virtual meeting platform accessible to all our shareholders, regardless of physical location. Please note that only registered shareholders and proxy holders of AcuityAds Holdings Inc.
Are permitted to participate in the voting on those matters, which will be considered during the formal portion of this meeting. I'll now call to order the annual special meeting of the corporation shareholders. With the consent of the meeting, I appoint Elliot Muchnik as secretary of the meeting, and I also appoint Lori Winchester of TSX Trust Company as scrutineer of the meeting to report on the holders of common shares present in person, to report on the number of common shares represented at this meeting, to tabulate the votes of any ballot taken at this meeting, and to report thereon to me as chair of the meeting. I have received the scrutineer's preliminary report on attendance at today's meeting, and I can confirm that there is a quorum present at this meeting.
A copy of the final report on attendance will be filed with the records of the meeting. We have received confirmation from our transfer agent, TSX Trust Company, indicating that proper notice of the meeting has been given in accordance with the Canada Business Corporations Act and the bylaws of the corporation. I direct that a copy of the notice with proof of mailing be kept by the secretary with the records of the meeting. The purposes of today's meeting are set out in the management information circular dated May 11, 2022. Copies of which were mailed to shareholders on May 24th, 2022, together with the notice of the meeting and the form of proxy. In addition to the customary annual meeting matters, there is also one item of special business for your consideration today.
You'll be asked to consider and, if thought advisable, pass an ordinary resolution to ratify a bylaw that requires advanced notice by any shareholders intending to nominate a director to the board of directors. We refer to that bylaw as our advanced notice bylaw. Before we proceed to the matters to be considered at this meeting, as this meeting is being held virtually by live webcast, I will set out a few rules for the orderly conduct of the meeting. Questions in respect of a motion may be submitted by a registered shareholder or a duly appointed proxy holder using the instant messaging service of the TSX Trust platform. Please note that there will be a slight delay in the publication of the communications received.
When submitting a question, please indicate your name, which entity you represent, if any, and confirm that you're a registered shareholder or a duly appointed proxy holder. Questions will generally appear shortly after they're submitted, but I will only be addressing most questions during the question period at the end of the meeting. However, in my discretion, I may immediately deal with questions regarding procedural matters or directly related to the motions before the meeting. For the purposes of the meeting today, voting on all matters will be conducted by an electronic ballot. Voting on all matters will be possible starting in a few moments, but there will also be a prompt to remind people to vote on all matters following the presentation of the final item of business. I'm sorry.
If you choose to wait for the prompt following the final item of business before you vote, you'll only have approximately 60 seconds from that time to register your votes. If you've already submitted your vote by proxy, you should not vote during the meeting unless you wish to change your vote. I now declare the polls open on all resolutions so that re-registered shareholders or proxy holders may choose to register their votes at any time from now until we close the polls at the end of the meeting. I now declare that this meeting is regularly called and properly constituted for the transaction of business. To expedite the formal part of the meeting, I will move all motions and dispense with the requirement for seconding of motions.
The first item of business is a presentation of the corporation's consolidated financial statements for the fiscal year ended December 31, 2021, and the auditor's report thereon. These financial statements and the auditor's reports were mailed to shareholders on May 24, 2022, and are also posted and available on SEDAR. I will dispense with the reading of the auditor's report. Management will entertain questions with respect to the financial statements of the corporation in the general question period after the formal portion of today's meeting. The next matter to be acted upon is the election of seven individuals to the board of directors. The term of office of the directors is from today until the close of the next annual meeting of shareholders or until such time as their successors have been duly elected or appointed.
As per the management information circular, the following persons have been nominated as directors of the corporation to hold office until the close of the next annual meeting of shareholders or until his or her successors are duly elected or appointed. Roger Dent, Tal Hayek, Paul Khawaja, Igal Mayer , myself, Sheldon Pollack, Michele Tobin, and Yishay Waxman. Each of the persons nominated has confirmed that he or she is prepared to serve as a director, and each of them qualifies as a director under the provisions of the Canada Business Corporations Act. The act requires that the board of directors be elected. Proxies have been solicited for each of these seven proposed qualified persons. The corporation did not receive notice of any director nominations in connection with the meeting in advance with this Advance Notice By-law, which was approved by the directors of the corporation this past April.
You'll be asked to consider and, if thought advisable, pass an ordinary resolution to confirm and ratify such Advance Notice By-law later in this meeting. Accordingly, the only persons eligible to be nominated for election to the Board of Directors of the corporation are the nominees whose names I mentioned. Since there are no other nominations, I move a motion proposing the election of these seven directors. The motion is now on the floor. As mentioned at the beginning of this meeting, voting today will be conducted by electronic ballot. You'll be prompted to vote on all items after the presentation of the final item of business. However, if you wish, you may choose to register your votes at any time, including now.
I'll now move to the next item of business, which is the appointment of the auditors of the corporation for the ensuing year and to authorize the directors of the corporation to fix the remuneration of the auditors. The audit committee of the board has approved, subject to shareholder confirmation, the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the auditors of the corporation. I move that PricewaterhouseCoopers LLP, Chartered Professional Accountants, be appointed auditors of the corporation until the next annual meeting of shareholders, and that the board of directors be authorized to fix their remuneration. The motion is now on the floor. You'll be prompted to vote on the appointment of the auditors after the presentation of all business items for this meeting. I'll now move to the next item of business, which is the ratification of the corporation's Advance Notice By-law.
The purpose of the Advance Notice By-law is to fix a deadline by which shareholders must notify the corporation of director nominations prior to any meeting of shareholders where directors are to be elected. It also sets forth the information about the proposed nominees that a shareholder must include in the notice for that notice to be valid. By establishing a clear process for shareholders to follow to make director nominations, the Advance Notice By-law will help ensure that all shareholders receive adequate notice and information about director nominees so that they may exercise their voting rights in an informed manner. The corporation's Advance Notice By-law is similar to the Advance Notice By-laws adopted by many other Canadian public companies. The text of the Advance Notice By-law is set out in Schedule B of the management information circular.
In order for this Advance Notice By-law to be ratified, it must be approved by the affirmative vote of not less than a majority of the votes cast in respect thereof by the shareholders of the corporation present today, virtually, in person, or represented by proxy. I move that the corporation's Advance Notice By-law be ratified. The motion is now on the floor. You'll be prompted to vote on the ratification of the corporation's Advance Notice By-law after presentation of all business items for this meeting. I will now move to the voting items of business. As previously mentioned, today will be conducted by electronic ballot. You'll now be prompted to register your vote in respect of each of today's business items for this meeting.
Please register your votes by accessing the voting page when prompted and pressing on the for or withhold or against buttons next to the name of each proposed director. The resolution with respect to the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the corporation's auditors and the approval to fix the remuneration of the auditors. Three, the ratification of the Advance Notice By-law. Once the electronic balloting closes, the voting page will disappear, and your vote will automatically be submitted. We will wait a few moments for the completion of the electronic ballot and then move on with the remainder of the meeting. We'll provide registered shareholders and duly appointed proxy holders approximately one minute to complete the electronic ballot. Once voting is completed, I would ask that the scrutineer compile the report regarding results of voting on all business matters.
We will reconvene in a few moments with the scrutineer's report and the votes, voting results. Lori, are we good to go ahead?
Yep, you can proceed.
Thank you. All right. Thank you for waiting. I now declare the polls closed. I've received the scrutineer's report and confirm the following. Each of the seven nominees have been elected as directors of the corporation to serve until the next annual meeting of shareholders or until their successors are elected or appointed. Two, the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants, as the auditors of the corporation has been approved, and the Board of Directors of the corporation has been authorized to fix their remuneration. Three, the corporation's advanced notice bylaw set forth in Schedule B of the Management Information Circular has been ratified. I direct that the results of the poll for the election of the directors be included in the minutes of this meeting, announced in a press release in accordance with the policies of the Toronto Stock Exchange and filed on SEDAR.
Since I'm unaware of any further business to be brought before the meeting, I declare the meeting terminated. We'll now open the floor for any questions.
Mr. Chair, as secretary, I don't see any questions posted in the TSX messaging app.
Okay. There being no questions, we're now concluding the question and answer portion of this meeting. On behalf of management, our Board of Directors, and our employees, I'd like to take the opportunity to thank everyone for attending the meeting today. I would like to thank all of our shareholders for their commitment and continued support. We look forward to your attendance again next year. Thank you.
Ladies and gentlemen, thank you for attending today's meeting. You may now disconnect.