AGM 2025

Sep 25, 2025

Hello, and welcome to the annual meeting of shareholders of Medexus Pharmaceuticals Inc. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you'll be deemed to consent to the recording, transfer, and use of the same. If you disclose personal information of another person in today's meeting, you will be deemed to represent and warrant to Medexus and to the host of this webcast and all other relevant parties that you first obtained all required consents for the disclosure, recording, transfer, and use of all such personal information from all appropriate persons before your disclosure. It is now my pleasure to turn today's meeting over to Michael Mueller. Mr. Mueller, the floor is yours. Mr. Mueller, you can start with the script. Thank you so much. Good morning, all. My name is Mike Mueller, and I am the Chair of the Board of Medexus Pharmaceuticals. I would like to welcome my fellow shareholders and directors, and our guests who have joined us at this year's annual meeting of shareholders. Before getting into the formal business of the meeting, I would first like to make some brief procedural remarks. As in past years, we expect that essentially all votes will be cast by proxy before the meeting. That said, registered shareholders and proxy holders can vote online during the meeting. Voting on all items of business will be open throughout the formal part of the meeting, and I will provide a warning before the polls close. Eligible participants can submit questions via the meeting platform. For efficiency, we ask that you make any comments or questions you may have regarding a formal item of business now, clearly identifying the relevant item of formal business. We will aim to address these submissions before voting on the relevant motions. Now, let's proceed with the business at hand. We have three matters of formal business to conduct today. One, the presentation of the financial statements as at and for the financial years ended March 31, 2025, and 2024. Two, the election of directors. And three, the reappointment of the corporation's auditors. We will request that a motion be made by one person for the formal business specified in the notice of this meeting, and we will dispense with requesting that any motion be seconded by another person. I will now call the meeting to order. In accordance with the corporation's bylaws, I will preside as chair of this meeting, and Ian Wildgoose-Brown, our corporate secretary, will act as secretary of the meeting. Given the virtual format of the meeting, in the event of technical issues, Ken d'Entremont, our CEO, will step in to act as chair, and Brendon Buschman, our CFO, will step in to act as secretary. I hereby appoint Paul Keyes of Odyssey Trust Company to act as scrutineer for the meeting. I would now like to call upon the secretary to make a brief statement. Thank you, Mr. Chair. During today's meeting, officers or directors of Medexus may, in their remarks or otherwise, make statements that contain forward-looking information under Canadian and other applicable securities laws. Certain material factors and assumptions are applied in making these statements, and there are a number of other factors that could cause actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of Medexus. Additional information concerning these factors and assumptions is contained in Medexus' filings with the Canadian securities regulators, including the corporation's most recent MD&A and AIF. Thank you, Ian. The secretary has advised me that the notice calling this meeting, together with a form of proxy and management information circular, has been delivered to each director of the corporation, the auditors of the corporation, and shareholders of record of the corporation as of the record date for the meeting set out in the notice of meeting. The financial statements of the corporation for the years ended March thirty-first, 2025 and 2024, and the related auditors' report were delivered to each requesting shareholder as of the record date. Additional copies of these materials are also available on SEDAR and on the corporation's website. I will dispense with the reading of the notice of the meeting. The scrutineer has provided me with the preliminary report regarding shareholder attendance at the meeting, and I confirm that the requisite quorum of shareholders is present and that this meeting is duly and properly constituted for the transaction of business. I direct that the confirmation of mailing of the notice of the meeting and the scrutineer's complete report on attendance be annexed to the minutes of the meeting. Given this is a virtual meeting, the voting at today's meeting will be conducted by online ballot for all matters. If, as a registered shareholder or proxy holder, you are using your control number to log into the meeting and you accept the terms and conditions, you will be provided the opportunity to vote by online ballot. If you have already voted by proxy and you vote again during the ballot, during the meeting, your online vote will revoke your previously submitted proxy. If you have already voted by proxy and do not wish to revoke your previously submitted proxy, do not vote again during the online ballot. The polls will be open for all items of business to be voted on at the same time. This will allow you to vote on each item immediately, or if you prefer, you may wait until the conclusion of the discussion on each item to cast your vote. The items of business to be voted on and your available voting options will be visible on the voting panel on your screen. To submit a vote, please click on the voting choice displayed on your screen. Once discussion has concluded on all items of business, we will provide a few additional moments for you to enter your votes. I will then declare voting closed on all matters of business. I now declare the online voting polls open on all items of business. The first item of business is the presentation of the consolidated financial statements of the corporation as at and for the years ended March 31st, 2025 and 2024, and the related auditor's report. The financial statements were delivered to each requesting shareholder as of the record date. We will dispense with the reading of the auditor's report to the meeting. There is no vote required with respect to the financial statements. Have any questions or comments been submitted regarding the financial statements? No. Hearing none, we will now move to the formal items of business that require a vote. Our next item of business is the election of directors. We have seven directors to be elected, and I now declare the meeting open for nominations. In the interest of expediency, I will ask Brendon Buschman to make the nominations on behalf of the management of the corporation. Mr. Chair, I, Brendon Buschman, nominate those persons specified in the management information circular delivered with the notice of meeting, namely, in alphabetical order by last name, Ken d'Entremont, Harmony Garges, Benoit Gravel, Michael Mueller, Stephen Nelson, Nancy Phelan, and Menassie Taddese, to serve as directors of the corporation to hold office until the next annual meeting of shareholders or until their successors are duly elected or appointed in accordance with the articles and bylaws of the corporation. Thank you, Brendon. As the corporation did not previously receive timely notice of any further nominations, I declare the nominations closed. Have any comments or questions been submitted regarding this matter? No. Hearing none, we will now conduct the vote by way of online ballot as previously described. As a reminder, if you have previously submitted a completed proxy, you have voted and it is not necessary to vote again on this ballot. We will now move to the reappointment of auditors. May I have a motion that PricewaterhouseCoopers LLP be reappointed as auditors of the corporation until the next annual meeting of shareholders or until a successor is appointed, and that the board of directors be authorized to fix the auditor's remuneration? I, Ken d'Entremont, so move. Thank you, Ken. Have any comments or questions been submitted regarding this matter? No. Hearing none, we will now conduct the vote by way of online ballot as previously described. We have now addressed all items of formal business. Voting will close in 30 seconds. For those of you who have not voted on all of the matters, please do so now, and we will now take a short break while the polls close and the results are tabulated by the scrutineer. I confirm the polls are now closed and the scrutineer has tabulated the results. I am pleased to confirm that the scrutineer has reported to me that all matters put to a ballot have been passed with the requisite shareholder approval. Accordingly, I hereby declare the nominated individuals elected as directors and PwC reappointed as auditor. A report disclosing the voting results will be filed on SEDAR and disclosed in a press release promptly following the meeting. That concludes the formal business brought before the meeting. I now declare this meeting to be terminated. That is all for today, and I would like to thank you for participating in the business of the meeting and for your interest and support in the corporation. This concludes the meeting. You may now disconnect. All right. We are clear. Just to let you know, we couldn't hear your opening. Yeah. Apparently I had a button that you can hear that recording in the Zoom meeting, and you did not hear that. My apologies. That's why it was a little bit sounding odd, and I had to come back in and ask you to start the script. My apologies on that. No worries. All right. Thank you. All right, everybody. Thank you. Thanks very much. Bye. On the other call.