Good morning, welcome to the special meeting of the shareholders of SECURE Waste Infrastructure Corp. My name is Mick Dilger, I will act as chair for today's meeting. I'd like to welcome all shareholders and guests joining us in person and online. We thank our shareholders for submitting their votes via proxy in advance of the meeting. The formal business to be considered at today's meeting is described in the notice of meeting that accompanied the company's management information circular, dated April 21st, 2026. This is a special meeting. I may refer to the management information circular as the circular. The notice calling this special meeting, the circular, and the form of proxy were mailed on or about April 27, 2026 to registered shareholders of record as of the close of business on April 23rd, 2026.
This meeting is being held in hybrid format, both in person and on the Lumi Connect platform. Registered shareholders and proxy holders will have the opportunity to ask questions and discuss the business matters to be addressed at this meeting. After the motion to approve the special resolution has been made, and before we vote, I will invite questions or discussion. Please wait until that point before raising any questions. However, if you are participating online, please submit your questions immediately, and we'll address them at the proper time. For those attending in person, you'll have a chance to ask your questions at the proper time. Please raise your hand, and a microphone will be brought to you. Before speaking, state your name and indicate whether you are a registered shareholder or proxy holder.
For those attending online, you should now see the agenda on the right side of your screen. At the left of the page is a navigation bar giving access to different parts of the platform. The first icon, the home icon, contains written instructions on using the Lumi platform and directions to further support if needed. To ask a question in writing, click the messaging icon in the navigation bar. Type your question in the box and press send. Your question will enter a queue and will be addressed at the proper time. To ask a question verbally, click the request to speak button at the top right of your screen. Follow the prompts to select your audio devices and connect with the Lumi moderator, who will test your connection and add you to the queue.
At the appropriate time, your device will be unmuted, and you'll be called on to address the meeting. When you have finished asking your question, click the return to broadcast button. Please note this meeting is being recorded. For questions that are not pertinent to the business of the meeting, shareholders are directed to the investor relations contact on the website at www.secure.ca. I would like to take a moment to comment on the voting procedures to be used at today's meeting. In order to efficiently cover the required business of this meeting, we have made prior arrangements with certain shareholders to move and to second the motions of the business.
If you have voted your shares prior to the start of the meeting, your vote has been received by the scrutineer, and there's no need to vote those shares during the meeting unless you wish to revoke or change your vote. Accordingly, if you have already voted and do not wish to revoke or change your vote, please do not vote during this meeting. Registered shareholders and duly appointed proxy holders attending the meeting in person who have not yet voted would have received a paper ballot from the scrutineer at the registration desk. Shareholders and duly appointed proxy holders attending the meetings virtually will see the electronic ballot appear on the screen of your device when the polls are open.
The meeting will now come to order, and with the consent of the meeting, I will ask Michael Callihoo to act as secretary and Nazim Nathoo of Odyssey Trust to act as scrutineer. I direct the secretary to include with the minutes a copy of the meeting materials, confirmation of mailing to shareholders, and report on attendance. The scrutineer has advised me that the required quorum is present, and accordingly, I now declare that the meeting has been regularly called and is properly constituted for the transaction of business. To streamline the voting procedure, voting on the special resolution is now open. Registered shareholders and proxy holders attending online will now see their screens change to display the item of business for the meeting. You may cast your vote now and change your vote at any time until I announce that the voting is closed.
The sole item of business to be considered at this meeting is the arrangement resolution to approve a plan of arrangement under Section 193 of the Business Corporations Act of Alberta, involving, among others, SECURE, GFL Environmental Inc., and SECURE shareholders. Under the arrangement, GFL will, among other things, acquire all of the issued and outstanding common shares of SECURE, as described in the circular. The full text of the arrangement resolution is attached as Appendix A to the circular. To be passed, the arrangement resolution must be approved by two thresholds. First, approval by not less than 66 and two-thirds% of votes cast at the meeting by shareholders present in person or by proxy. Second, approval by at least 50.1% of votes cast in person or by proxy at the meeting, excluding votes required to be excluded in determining minority approval in accordance with Multilateral Instrument 61-101.
May I please have a motion on this matter?
I move that the arrangement resolution in the form of resolution set forth in Appendix A to the circular be approved.
Mr. Chairman, I second the motion.
Thank you. Is there any discussion or questions submitted from any registered shareholder or proxy holder on that motion? The polls remain open. For those who have not yet voted virtually, please do so now. For those attending in person who have not yet voted, please provide your ballot to the scrutineer. The conference will be placed on hold while we tabulate the votes received. Voting is now closed. We'll now wait for the scrutineer to provide the preliminary voting results. I've been advised that the voting results have been received.
The scrutineer reports the arrangement resolution in respect of the proposed arrangement that has been voted on in this meeting, first, has been passed by not less than 66 and two-thirds% of the votes cast by shareholders present in person or represented by proxy at the meeting. Second, has been passed by more than 50.1% of the votes cast by the shareholders present in person or represented by proxy at the meeting, after excluding the votes required to be excluded in determining minority approval in accordance with Multilateral Instrument 61-101.
The final voting results will be disclosed by press release after the meeting and filed with the Securities Commissions on SECURE's SEDAR+ profile. This information will also be made available on SECURE's website. Accordingly, I am able to now declare the arrangement resolution carried. Thank you. As there is no additional formal business to be brought before the meeting, may I please have a motion to terminate the formal portion of the meeting?
I move that the meeting terminate.
Mr. Chairman, I second the motion.
Opposed, if any? Carried. There being no opposition, I declare the meeting terminated. Thank you everyone for attending SECURE's special meeting of shareholders.