Good day and thank you for standing by. Welcome to the ISC Annual General Meeting Conference Call. At this time, all participants are in a listen only mode. After the speaker presentation, there will be a question and answer I would now like to hand the conference over to your speaker today, Mr. Jogo Heel, Board Chair.
Please go ahead.
Good morning, ladies and gentlemen. It is my pleasure to welcome you to Information Services Corporation's Annual General Meeting of Shareholders. My name is Joel Kiel. I'm Chair of ISC's Board of Directors and as such, I will chair the meeting. Before the meeting is called to order, I would like to deal with a few housekeeping matters.
I I would like to thank shareholders again this year for voting and submitting proxy in advance of the meeting so that we could abide by physical distancing guidelines in light of COVID-nineteen. We appreciate your assistance in keeping our employees and stakeholders safe. I would like to remind you, including those joining us via teleconference or webcast, that this meeting is for the shareholders of ISC. Participation in the proceedings of this meeting is for registered shareholders and duly appointed proxy holders. There are no shareholders registered in person at this meeting.
As such, we will abbreviate voting procedures today. Employees who are also shareholders will make and second the formal motions. I will call on these individuals at the appropriate time And proxies received will be voted by ballot in accordance with the instructions received from shareholders. For those shareholders joining us via teleconference, should you wish to ask a question, You can do so after the meeting as per the operator's instructions. I would also like to remind you that any statements made today that are not historical facts are considered forward looking information within the meaning Forward looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those expressed or implied by such forward looking information.
You should not place undue reliance on forward looking information. Please consult a discussion of the estimates, assumptions and risk factors Relating to ISC and its business in the company's most recent management discussion and analysis. This meeting is being webcast live and the webcast will be posted on our website at www.company. The meeting will now come to order. I would like to begin by introducing members of ISC's Board and the leadership team who are present in person here today.
First, we have Jeff Stusick, ISC's President and Chief Executive Officer Kathy Hillman Weier, Executive Vice President, Chief Corporate Officer, General Counsel and Corporate Secretary, who will act as secretary of the meeting and Shawn Peters, Executive Vice President and Chief Financial Officer. Board member, Ms. Karen Brooks, sends her regrets. However, the remainder of our Board and leadership team are joining us by phone this morning. Christine Coleso of ASC Trust Company Canada will act as scrutineer via telephone for this meeting.
The notice following this meeting, the accompanying management information circular and phone proxy were mailed to all holders of Class A Limited Vodaf shares As of the record date of April 8, 2021, as well as to each Director of the Company and the Auditor of the Company, the Secretary has received the proof of mailing for these documents. I direct that the statutory Ms. Hillman Wier, I will turn the meeting over to you to confirm that a quorum is present.
Thank you, Mr. Chair. I've been advised by the scrutineers that there are present by
Thank you. Since notice has been given and a quorum is present, I declare the meeting to be duly called and properly constituted. The order of items of business to be dealt with today shall be as follows: presentation of financial statements The election of directors, not including those directors appointed by the province of Saskatchewan, appointment of the auditor and termination of the meeting. Management will be available for questions following termination of the meeting. It is now my pleasure to ask Kathy to introduce the appointees and nominees To the company's Board of Directors, more comprehensive biographies are available in the management information circular.
At this point, I would also like to thank Mr. Scott Musgrave, who could not stand for election this year For his service on ISC's Board for the past several years. Scott joined ISC's Board in 2010 and was most recently a member of the Audit Committee. Thank you, Scott, for your dedicated and exemplary service over the years.
Thank you, Mr. Chair. Before I begin, please note that both the company's and the Information Services Corporation Act provides that in lieu of voting the Class A Limited Voting Shares of the Province of Saskatchewan, The Saskatchewan has the right to appoint to the Board that number of members equal to CIC's pro rata share of the issued and 8 directors are nominated for election by shareholders. The following 3 individuals have been appointed to the Board by the province: Mr. Joel Peale, Chair of the Board of Directors, who joined ISC's Board in 2013.
Mr. Tom Christiansen is a member of the Compensation Committee. He joined ISC's Board in 2 Mr. Doug Emenslee has been a Director and Vice Chair of the ISC Board of Directors since 2013. He is also the Chair The following 8 individuals are nominated for election to the Board.
Mr. Roger Brandgold is a new nominee. He has recently retired from his role as Senior Vice President and Partner of Connor Clark and Lund. He is Chair of the University of Regina Board of Governors and a member of the Connexus Arts Center Board of Directors. Ms.
Karen Brooks joined ISC's Board of Directors in 2016 Dean and is a member of the Audit Committee. Mr. Tony Guplaman joined ISC's Board in 2013 and is the Chair of the Audit Committee. Mr. Araj Purian joined ISC's Board of Directors in 2016 and is the member of the Governance and Nominating Committee.
Ms. Laurie Powers joined ISC's Board in 2018 and is a member of the compensation committee. Mr. Jim Roche He's also a new nominee this year with principal occupation as President and CEO of Stratford Group, a management consulting company he founded in 2,008. She is currently Chair of the Ballard Power Systems, Inc.
Board of Directors and a Corporate Director for several private companies and community organizations. Ms. Heather Ross joined IFC's Board in 2018 and is a member of the Governance and Nominating Committee. Mr. Dion joined ISC's Board of Directors in 2013.
He is the Chair of the Governance and Nominating Committee. That completes the introduction of the Board of Directors.
Thank you, Kathy, and the members of the Board who are joining us on the call today. It's my pleasure to introduce the representatives from the company's auditor, Deloitte LLP, Brian Rolvsky, Kathy Warner and Romita Dholitani, who are joining us online today. Our first item of business is the presentation of financial statements. The audited consolidated financial statements of Information Services For the fiscal year ended December 31, 2020 and the report of the auditor thereon have been presented to the Secretary for this meeting. These audited consolidated financial statements were part of ISC's 2020 Annual Report, which is available on ISC's corporate website.
We will now turn to the election of Directors. The numbers of Directors to be elected by shareholders is 8. Mr. Christiansen, Mr. Hemsley and myself, Joe O'Tiel being the province's appointees.
Please note that voting will not be for the slate of directors, but for each nominee separately. I would ask For a motion to elect the 8 nominated directors proposed in the management information circular.
My name is Jonathan Hatchall, and I am a shareholder. I hereby move that each of the 8 nominated directors is Proposed in ISC's management information circular, being Mr. Brandvold, Ms. Brooks, Mr. Guberman, Mr.
Purian, Ms. Powers, Mr. Roche, Ms. Ross and Mr. Chiszewski be elected to serve as directors of the company from today's date, May 12, 2021, until the next annual meeting of shareholders or until their successors are duly elected or appointed.
Is there a seconder for this motion? I, Sean Peters, am a shareholder and I second the motion.
I have been advised by the scrutineers that a sufficient number of the outstanding Class A Limited voting shares represented This meeting has been directed to vote in favor of the election of each nominee and that ballots have been completed. As such, I can advise that each of Mr. Brandvold, Ms. Brooks, Mr. Gugelan, Mr.
Purian, Ms. Powers, Mr. Roche, Mr. Ross and Mr. Cherzewski have been duly elected.
I will receive the ballots and final report from the scrutineer at the end of the meeting. A report of voting results will be posted on SEDAR and ISC's website shortly after this meeting with details of the vote results. The next item of business is the appointment of the company's auditor. I will now ask for a motion with respect to the appointment of Deshoy Deshpis
Hi. Jonathan Hackshaw. I'm a shareholder, and I hereby move that Deloitte LLP be appointed As auditor of the company to hold office until the close of the next annual meeting of shareholders and authorizing the directors to fix their remuneration.
Is the seconder for this motion?
I, Sean Peters. I'm a shareholder and I second the motion.
I have been advised by the scrutineers that a sufficient number of the outstanding Class 8 Limited Voting shares represented at this meeting have been directed to vote in favor of this motion and the ballots have been completed. As such, it conveys That the motion has passed. I will receive the ballots and a final report from the scrutineer at the end of the meeting. As noted previously, a report of voting results will be posted on SEDAR and ISC's website shortly after this meeting with details of both results. Unless there is any further business to come before this meeting, I would entertain a motion to terminate the meeting.
Hi, Jonathan Akshar. I'm a shareholder, and I hereby move that this meeting be terminated.
Is there a seconder for this motion?
Hi, Sean Peters. I'm a shareholder and I second the motion.
I declare this meeting terminated. At this time, I would like to open the meeting to any questions. Operator, please open the line for shareholders who wish to ask any questions.
Operator, do we have any questions?
We don't have any questions over the phone. Please continue.
Okay. Well, thank you. With there being no questions, I would like to thank everybody very much for joining us today. And we look forward to speaking with you again next year at our next Annual General Meeting. Operator, you may now end the call.
Ladies and gentlemen, this concludes today's conference call. Thank you for your participation. You may now disconnect.