Ladies and gentlemen, welcome to the 2025 annual meeting of shareholders of Polaris Renewable Energy Inc. Please note that the meeting is being recorded. I would like to introduce Jaime Guillen, Chairperson of the Board of Directors. Mr. Guillen, the floor is yours.
Thank you, and good morning, ladies and gentlemen, and thank you for joining us today on Thursday, this 19th of January 2025. My name is Jaime Guillen, and I am the Chairperson of the Board of Polaris Renewable Energy Inc, and I will act as Chairperson of this annual meeting. On behalf of the Board, I wish to express thanks to those shareholders who have submitted their proxies in advance of today's meeting. Since the meeting is being held in a virtual-only format by a live webcast, it is necessary to set out a few rules for the orderly conduct of this meeting. One, questions in respect of a motion can be submitted by a registered shareholder or duly appointed proxyholder by clicking on the Ask a Question button on the left side of the platform and typing out and submitting comment and/or questions.
Two, questions will only be addressed during the question period at the end of the meeting, provided that questions regarding procedural matters or directly related to the motions before the meeting may be addressed during the meeting itself. Three, for purposes of the meeting today, voting for all resolutions will open at once, and registered shareholders and duly appointed proxyholders who have logged into the TSX Trust web platform with their valid 12-digit control numbers and who wish to vote during the meeting may do so live throughout the meeting until voting is announced closed through the Vote button on the left side of the platform. If you have completed a proxy in advance of this meeting and prior to the proxy cutoff time, your vote has already been tabulated according to your instructions.
If you have already voted your shares by proxy prior to the meeting, you do not need to do anything at this time. Please note that if you have logged into today's meeting using your control number, and you would like to change your vote, you will have revoked any previously submitted proxies, and in order to have your vote counted, you will need to complete the online ballot through the Voting button during the allotted time. We will now proceed with the formal portion of today's meeting. I will move each item, and I have been advised by Mr. Murnaghan, the Chief Executive Officer of Polaris and a duly appointed proxyholder in attendance today, that he would be prepared to second any and each of the motions I so move. Accordingly, unless there are any objections, I will take such motions as seconded with no further actions needed.
I will remind you that only holders of common shares as of the record date for this meeting, which is the close of business on April 30th, 2025, or their duly appointed proxies, are entitled to vote or ask questions at this meeting. You are a non-registered shareholder if you hold your shares through a bank or intermediary and you have not arranged to be appointed as proxy for such intermediary with respect to your shares. If there are any registered shareholders or duly appointed proxyholders who have inadvertently logged into the meeting as a guest that intend to vote by online ballot during the meeting, please log back into the meeting as a registered holder or duly appointed proxyholder as per the instructions provided to you so that you can vote and/or ask questions at the appropriate time.
I now call to order this annual meeting of shareholders of Polaris. In accordance with the company's bylaws, I will preside as Chair of this meeting. With the consent of the meeting, I would ask Anton Jelic, the company's CFO and corporate secretary, to act as secretary of this meeting. I would also ask TSX Trust Company to act as scrutineer for this meeting, to report on the number of common shares at this meeting, to tabulate the votes on any ballot or polls taken at this meeting, and to report to me as the Chair. The notice calling this meeting of shareholders was dated May 16, 2025, and was made available to all shareholders in accordance with the Ontario Business Corporations Act and National Instrument 54-101 of the Canadian Securities Administrators. The purpose of today's meeting is set out in the notice of meeting.
We have received an affidavit of mailing from our transfer agent indicating that the notice and access materials were properly mailed to the company's shareholders of record as of April 30th, 2025, and made available under the corporation's profile on the SEDAR website. Unless anyone objects, we will dispense with the reading of the notice of meeting. The notice and access materials were mailed to shareholders on May 16th, 2025, as I mentioned. Copies of the notice of meeting, management information circular, and form of proxy are available under the company's profile on SEDAR and the company's website. I do direct that a copy of these materials, together with proof of mailing, be attached by the secretary to the minutes of this meeting.
Pursuant to the amendment to the corporation's bylaw number one, quorum for the transaction of business at this meeting is two persons who are or who represent by proxy shareholders who, in the aggregate, hold not less than 10% of the issued shares entitled to be voted at the meeting. The scrutineer's report, which I have been provided, shows that there are 50 shareholders holding 10,030,259 common shares represented at this meeting. This represents 47.67% of the 21,039,365 common shares issued and outstanding as of the record date. I therefore declare that a quorum is present. I direct the secretary of the meeting to attach a copy of the scrutineer's final report on attendance to the minutes of this meeting.
As a reminder, if you have completed a proxy in advance of the meeting and prior to the proxy cutoff time, your vote has already been tabulated according to your instructions. If you have already voted your shares by proxy prior to the meeting, you do not need to do anything at this time. However, please note that if you have logged into today's meeting using your control number and you would like to change your vote, you have revoked any previously submitted proxies, and in order to have your vote counted, you will need to complete the online ballot during the allotted time later. As due notice has been given in accordance with the Ontario Business Corporations Act and our articles, and quorum being present, I now declare this meeting to be constituted for the transaction of business for which it has been called.
During the course of this meeting, reference may be made to matters discussed in the management information circular. If you are unclear as to the meaning of certain terms, please refer to the circular or ask for clarification at the appropriate time. Today, we have three items of business to be dealt with at this meeting. First, we will present the financial statements for the most recently completed fiscal year. Second, we will elect directors. Third, we will seek approval to reappoint PricewaterhouseCoopers LLP as the company's auditors and to authorize our directors to fix PwC's remuneration. Our notice of meeting and form of proxy contemplated another item, namely the transaction of such other business as may be properly brought before the meeting. We are not aware of any such business, accordingly, you may disregard that item for purposes of today's meeting.
The first item of business is the presentation of the audited consolidated financial statements of the company for the fiscal year ended December 31st, together with the auditor's report. These materials have been made available to shareholders and are available on the company's website and under the company's profile on SEDAR. These financial statements are presented to the meeting for information, no other action is required with respect to them. I will entertain questions with respect to the financial statements of the company in the general question period at the end. The next item of business is to set the number of directors of the board to six and the election of directors themselves. We will only be nominating the following six persons to serve as directors. Myself, Jaime Guillen, James Lawless, Marc Murnaghan, Marcela Paredes de Vásquez, Catherine Fagnan, and Adarsh Mehta.
As no other nominations were received by the company in accordance with our advance notice policy, I declare the nominations for directors closed. The form of proxy for voting on the election of directors sets out each proposed nominee separately and allows shareholders to vote for each director individually. Is there any discussion on the motion on the floor? There being none, I will continue. As mentioned at the beginning of this meeting, voting will be conducted by a single electronic ballot. We will therefore continue with the next item of business, which is the reappointment of the company's auditors, and you will be prompted to vote on the election of each director after the presentation of all of the business items for this meeting. Unless there are any questions or discussions, I will move to the next item of business.
The next item of business is the reappointment of our auditors, PricewaterhouseCoopers LLP, and the authorization of the board of directors to fix the auditors' remuneration for the 2025 fiscal year. Is there any discussion on this matter regarding PricewaterhouseCoopers? The motion is now on the floor. You will be prompted to vote on the reappointment of the auditors after the presentation of all business items for this meeting. As previously mentioned, voting today will be conducted by an online ballot. You will now be prompted to register your vote in respect of each of today's business items for this meeting. Click the Voting button and cast your vote, pressing on the For or Withhold buttons next to the name of each of the proposed directors and next to the resolution with respect to the reappointment of PricewaterhouseCoopers LLP as the company's auditors.
I declare the polls are now open for voting. After three minutes, the polls will close, and you will not be able to change or submit any further vote. We will wait for a few moments for the completion of the online ballot and then move on with the remainder of the meeting. We will provide registered shareholders and duly appointed proxy holders approximately three minutes to complete the online ballot. Once voting is completed, I would ask that the scrutineer compile the report regarding the results of voting on all business matters. We will reconvene in a few moments with the scrutineer's report and the voting results. Thank you, ladies and gentlemen. I now declare the polls closed. Thank you for waiting. I have also received the scrutineer's report and can confirm the following.
Each of the nominees put forward has been elected as directors of the company to serve until the next annual meeting of shareholders or until their successors are elected or appointed. The reappointment of PricewaterhouseCoopers LLP as the auditors of the company has been approved, and the board of directors of the company has been authorized to fix their remuneration. 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 TSX, and filed on SEDAR. This completes the formal matters of business to be conducted today. Is there any other business that should properly come before this meeting? If there is no further business to be brought before this meeting, I move, and it is seconded, that the formal portion of today's meeting be concluded.
As this formal business of the company is now completed, I would just like to say a few words before turning the floor over to Marc Murnaghan. I just wanted to actually just to say that actually it's been 10 years since Polaris Renewable Energy embarked on its new strategy. In fact, the company will be celebrating the milestone later this month. This happened after the former Ram Power, Corp. was restructured and recapitalized. In 2015, the company began with just one operating plant, the San Jacinto Geothermal Project in Nicaragua, as most of you know, and very limited capital. Today, as you know, the company now operates four run-of-river hydros, three solar projects, and one wind farm, in addition to the original geothermal plant, which continues to perform.
Polaris is also now a regional player with operations in Canada, Nicaragua, Dominican Republic, Peru, Panama, and as of this year, in Puerto Rico. As Marc will elaborate, there are more potential investment opportunities being analyzed. More importantly, the company does have additional capital to invest. Just wanted to say that despite what we're seeing in the market, which is a lot of turmoil, or perhaps as a result of it, we are seeing continued growth for the company, and we look forward to the years ahead. Thank you for your continued support, and I now turn over the microphone to Marc, who will elaborate a little bit more as to what the company's been doing and how it sees the path forward. Marc?
Thank you, Jaime. Start with just some operational comments for the year 2024, but also Q1 of this year, I would say availability at all the plants was very high and above standard or industry minimums, I would say. Very proud of that. We do operate all of our plants. That's a very important principle at the company, and I think because we do that, it's all our employees that we do have such good availability, which comes through in the results and the dividends. I think first and foremost, we have continued to take care of operations and at all the plants. I would add that in March, we added wind, which was the first wind plant. We have taken that on as well in Puerto Rico.
This, call it, I'd say, good track record of availability is continuing in the second quarter as well. We're very happy to see that continuing, but also to have added wind into the mix. We will continue to, I think the ethos of running our own plants, whether it's call it a new development or an acquisition, is very important. Both operational results perspective, but also I would say attracting more capital for bigger opportunities down the road is very important. In terms of situationally, Jaime did mention capital, and I'd say that's a very important piece. We did the bond offering, which I think really optimized the structure of the balance sheet, but also put extra capital on the balance sheet. We were given our contract, percentage contract, it was essentially 98%, 99%, but also the tenor of those contracts is very good.
We were just too under-levered, we've added, I would say, extra capital. We have $80 million-$90 million of cash sitting on the balance sheet, which we can use to grow. I think operations are strong. The balance sheet is very strong. Stronger than it's ever been, actually. We're very much excited to put that to work. I think that these, call it choppy markets globally with the U.S. maybe backing away from renewables, any kind of uncertainty, I think being a company with capital is always better than without. I think we will be able to not just put it to work, but to put it to work at, I would say, higher margins than we have historically.
In terms of what do we see as those opportunities, it's always changing. I would say, obviously not much has changed since our first quarter call, we continue on the storage project in Puerto Rico at our Punta Lima site that we now own. That would be for sure our top priority and what we think is probably the top risk-reward opportunity and really would be a great use of capital. We're based on conversations with government entities. Even as of yesterday, we should have something that's going for approval very early in July in terms of a contract. This is something that is in the $50 million-$70 million capital range, but is in the $15 million-$20 million EBITDA range, that kind of on a 20-year contract.
That really, it's going to be very hard to find those types of returns in any other projects with that, I would say, high-quality nature contracts. We're very excited about that. I would also say that since we closed the transaction, we've moved quickly in Puerto Rico to find other opportunities that are not at our site, but there definitely are other ones. The fact that we have capital is a real advantage right now in that market, and we think either more just pure storage projects like the one we're looking to do at Punta Lima. Other, I would say, solar plus storage projects. There are lots of opportunities that are coming our way. We think we can have a real big growth opportunity, a shot in the arm in Puerto Rico on the backs of this acquisition. We're very excited about that.
In terms of the Dominican, definitely has been going slower than we wanted, but just in the last four to six weeks, signs are showing that things are moving there. They are moving on the storage side. I'd say it's a similar environment to Puerto Rico in terms of the grid, the renewables percentage, the oil fire percentage, the need for storage. I think it's going to come behind Puerto Rico, but I do think it will come. I think the timing is good that if we focus on, at least in terms of capital deployment in Puerto Rico, call it in the next 12 months, and then probably on the back of that, I am very hopeful that we will have similar type opportunities with storage alone or storage with solar, like we're trying to do at Canoa, call it on the tail end of Puerto Rico.
We're seeing positive movement there, albeit slower than Puerto Rico, but I think that can fit very well in terms of the capital deployment, and the rollout of the growth in the next 12 - 24 months. Then we are in the mix on acquisition of assets in those jurisdictions, in some new jurisdictions. Our capital is known, I would say, to whether they're advisors or companies that have projects, so we get shown a lot. I would just say that we are making sure that given what we are looking at with the, call it brownfield storage project in Puerto Rico, we are going to be that the returns from that, from our perspective, are so attractive that for an acquisition to get through. We're going to have to be selective.
The good news is there's a lot of opportunities, so I think we can be selective and make sure that what we do is an operational asset, but at a very good return for our shareholders. To sum up, we have the capital, and with our operational and construction experience, and the brand, I'm very confident we're going to bring some high growth and high return opportunities to the company and for shareholders in the coming months. That's it for my part.
Thank you, Marc. Thank you for those perspectives on the company and what you're seeing in the market at the moment. Next is, I ask that any attendee that would like to ask a question to do so through the Ask a Question button on the platform. We will answer as many questions as time permits. When asking a question, if you could state your name and the entity you represent, if any, and please limit your questions to topics relating to today's subject matter and keep your questions short and to the point. We will give attendees a brief moment to type in any questions. For each question we answer, we will summarize the question and read it out loud, the name of the person who asked such question, and, if applicable, the entity they represent.
We would like to remind you that any questions which were already answered or that are redundant or repetitive will not be addressed during this session. I'll just give a few minutes to see if any questions are submitted. As we have no questions being submitted, we are now concluding the question and answer portion of this meeting. On behalf of the management, our Board of Directors, and our employees, I would like to just take the opportunity to thank you everyone for attending the meeting today. I would like to thank our shareholders for their commitment and continued support, and we look forward to your attendance again next year. Thank you everyone. Have a great day, and thank you for attending today's meeting. You may now disconnect.
Thank you everyone for attending today's meeting. You may now disconnect.