StorageVault Canada Inc. (TSX:SVI)
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4.550
+0.020 (0.44%)
Apr 24, 2026, 4:00 PM EST
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AGM 2022

May 26, 2022

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Good afternoon, everyone. Ladies and gentlemen, welcome to the annual general and special meeting of the shareholders of StorageVault Canada Inc My name is Steven Scott, and I am the Chief Executive Officer, Chairman, and the Director of the corporation, and I will be the chairman for this meeting. In terms of our agenda today, we will deal first with the formal business of our annual general and special meeting, as described in the proxy materials that were sent to shareholders. Following the formal part of our meeting, I will be pleased to answer any questions you may have. Prior to starting the meeting, I would like to introduce the directors and officers which are present at the meeting. Jay-Lynne Fleming , Ben Harris, Iqbal Khan, and Alan Simpson.

The meeting will now come to order, and I shall ask Iqbal Khan, the Chief Financial Officer and a director of the company, to act as Secretary of the meeting, and Patricia Selby of TSX Trust Company to act as scrutineer of the meeting remotely by telephone. I shall now request the Secretary to table proof of delivery of the notice of meeting, instrument of proxy, management information circular, and accompanying documents to the registered shareholders of the corporation.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

Possession of the documents.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Proof of mailing of the notice. Thank you. Proof of mailing of the notice calling the meeting and accompanying documents has been duly filed, and I direct a copy of the notice and the proof of delivery to be kept by the Secretary with the records of this meeting. The bylaws of the corporation provide that a quorum of shareholders is present at a meeting of shareholders if at least two persons are present, holding or representing by proxy, not less than 5% of the shares entitled to vote at a meeting of shareholders. I have received the scrutineer's report showing that there are in attendance at this meeting, in person or by proxy, 264 shareholders holding 270,914,366 common shares.

Accordingly, the total representation at this meeting by shareholders present in person and by proxy, 71.54% of the common shares of the corporation. I declare that there is a quorum present at this meeting. I now declare that the meeting is regularly called and properly constituted for the transaction of business. The first item of business of this meeting is to receive and consider the audited financial statements of the corporation for the year ended December 31st, 2021, and the report of the auditor thereon. I shall ask the Secretary of the meeting to present these financial statements to the meeting.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

Here you go.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Thank you. A copy of the financial statements and the report of the auditor thereon has been mailed to each registered shareholder, and they have had an opportunity to review these documents, so I shall request a resolution dispensing with the reading of the auditor's report.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I move that the reading of the report of the auditor and the financial statements be dispensed with.

Speaker 3

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Any opposed? None. Motion is carried. The next item of business is the fixing of the size of the board of directors to be elected at the meeting. It is proposed that the board of directors to be elected at the meeting shall consist of five members. I shall now request a motion to fix the board of directors at five members.

Speaker 4

I move that the board of directors of the corporation to be elected at the meeting be fixed at five members.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Any opposed? None. Motion is carried. We will now proceed with the election of directors. Five directors will be elected at this time to hold office until the next annual meeting or until their successors are elected or appointed.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I nominate Jay-Lynne Fleming, Benjamin Harris, Iqbal Khan, Steven Scott, and Alan Simpson, and for election as directors of the corporation to hold office for the ensuing year unless his or her office is earlier vacated in accordance with the bylaws of the corporation.

Speaker 3

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Are there any further nominations? None. I now declare the nominations closed. As the corporation has adopted a majority voting policy for election of directors for non-contested shareholders' meetings, it is necessary to record accurately the voting of the election of the individual directors, and therefore, we will vote by ballot for the election of directors of the corporation. The ballots have been collected and tallied. The following persons have been duly elected as directors of the corporation to hold office until the next annual election of directors, unless his or her office is earlier vacated in accordance with the bylaws of the corporation. Steven Scott, Iqbal Khan, Alan A. Simpson, J ay-Lynne Fleming , and Benjamin Harris.

If any shareholder is interested in the exact number of votes cast in favor or withheld from the motion, such shareholder may obtain particulars on inquiry to the Secretary after the meeting. I direct that the scrutineer's report related to the ballot be annexed in the minutes of this meeting as a schedule. The next item of business is the appointment of the auditor of the corporation. The management information circular and the instrument of proxy prepared for the purposes of this meeting contemplated the reappointment of MNP LLP Chartered Accountants as auditor. Could we have a motion with regards to the reappointment of the auditor until the next annual meeting, and could this motion provide that the auditor's remuneration be fixed by the board of directors?

Speaker 4

I move that MNP LLP Chartered Accountants be reappointed as auditor of the corporation until the next meeting or until a successor is appointed, and that MNP LLP's remuneration be fixed by the board of directors.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Any opposed? Motion is carried. The next item of business is to approve and adopt the resolution in relation to the approval of the amended stock option plan of the corporation.

Speaker 3

I move that the resolution, as more particularly set forth in the management information circular prepared for the purpose of the meeting relating to the approval of the amended stock option plan of the corporation, be approved and adopted.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

In order to record accurately the voting results of this resolution, it is necessary to conduct the vote on the ordinary resolution by ballot. Ballots have been collected and tallied. I have received a report on the ballot from the scrutineer, and I declare that the ordinary resolution of shareholders in relation to the approval of the amended stock option plan has been duly passed, with 70.485% of the votes having been cast in favor of the resolution. If any shareholder is interested in the exact number of votes, please contact the Secretary of the meeting after the meeting. I direct the scrutineer's report to the minutes of this meeting as a schedule.

The next item of business is to approve and adopt the resolution in relation to the approval of the amended equity incentive plan of the corporation.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I move that the resolution, as more particularly set forth in the management information circular prepared for the purpose of the meeting, relating to the approval of the amended equity incentive plan of the corporation, be approved and adopted.

Speaker 4

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

In order to record accurately the vote results from this resolution, it is necessary to conduct the vote on this ordinary resolution by ballot. The ballots have been collected and tallied. I have received the report on the ballot from the scrutineer, and I declare that the ordinary resolution of shareholders in relation to the approval of the amended Equity Incentive Plan has been duly passed, with 73.477% of the votes having been cast in favor of the resolution. Again, if any shareholder is interested in the exact number of votes in favor of and against, particulars may be obtained from the Secretary of the meeting after the meeting. I direct the scrutineer's report to be annexed to the minutes of this meeting.

If there is no further business to be brought before the meeting, I would ask for a motion to terminate the meeting.

Iqbal Khan
CFO and Director, StorageVault Canada Inc

I move that the meeting be terminated.

Speaker 3

I second the motion.

Steven Scott
CEO, Chairman, and Director, StorageVault Canada Inc

Any opposed? Carried. I declare that the meeting is terminated. Thank you very much, everybody. A couple quick comments for those who are interested in an update. Business continues to be very strong, largely driven by the backlog of immigration, continued last mile solution and business customers. We feel like the balance sheet is in excellent shape with well over 80% of our debt being fixed long term. So we don't really see a great deal of interest rate risk at the moment. We have a lot of our debt locked in for seven-10 years, and they're feeling quite good. Recently we announced a further acquisition pipeline or a series of acquisitions. Our guidance of CAD 100 million of acquisitions for 2022, we've kind of flown through that.

We're, I think today they call it about 217 if everything that's been announced closes. It continues to be a fairly healthy acquisition market, and we're excited and hopeful that maybe we can add to that over the balance of the year. All in all, business is going quite well. Due to 2.1 million people in the backlog of immigration, I think sets us up nicely for a very strong year in 2022 and into 2023. Everything is going quite well. That's a quick update. I hope everyone's happy and healthy and doing well, and I look forward to seeing everyone soon.

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