Vecima Networks Inc. (TSX:VCM)
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May 1, 2026, 3:52 PM EST
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AGM 2025

Dec 16, 2025

Operator

Hello, and welcome to the Annual General Meeting of Shareholders of Vecima Networks Inc. Please note that today's meeting is being recorded. If you participate in today's meeting and disclose personal information, you will be deemed to consent to the recording, transfer, and use of same. If you disclose personal information of another person in today's meeting, you will be deemed to represent and warrant to Computershare and the corporation that you first obtained all required consents for the disclosure, recording, transfer, and use of such personal information from all appropriate persons before your disclosure. During today's meeting, members of the corporation's management team may make certain forward-looking statements concerning the corporation's business, financial condition, or results of operations, which are subject to uncertainties.

Actual results may differ materially from those anticipated in such forward-looking statements because of various factors, including those discussed in the corporation's most recent Management's Discussion and Analysis. Forward-looking statements are based on belief and opinion, and undue reliance should not be placed on any forward-looking statements. It is now my pleasure to turn today's meeting over to the CEO and President of Vecima Networks Inc., Mr. Sumit Kumar. The floor is yours.

Sumit Kumar
CEO and President, Vecima Networks Inc

Ladies and gentlemen, the 2025 Annual General Meeting of Vecima Networks Inc. will now come to order. My name is Sumit Kumar. I'm the CEO and President of the corporation, and I will act as Chair of this meeting. Bjorn Roos, the corporation's Corporate Secretary, will act as Secretary, and Olivia Craven of Computershare will act as Scrutineer. This AGM is taking place via live webcast. There will be an opportunity for questions once we've completed the formal business of the meeting. As a matter of procedure, only registered shareholders and duly appointed proxy holders who've been properly registered with Computershare in advance of the meeting may vote or submit questions or comments through the meeting platform. Beneficial shareholders attending as guests may listen to the webcast but will not be able to vote or submit questions.

During the meeting, we will address questions that are procedural in nature or that relate directly to the matters being submitted to shareholders for approval today. We will make reasonable efforts to respond to all such questions received before the meeting is adjourned. However, if we're unable to address a question during the live webcast, we will endeavor to follow up after the meeting as appropriate. Questions or objections may be submitted using the Q&A feature provided on the meeting platform. It's expected that non-registered shareholders attending this meeting have already registered their voting preferences in advance through their brokerage or bank. If you are a registered shareholder and you've already voted by proxy, you do not need to vote again unless you wish to change your vote. In addition to shareholders and proxy holders, guests may attend this meeting. I welcome all guests.

However, I'd like to remind them that they do not have a legal right to vote on any resolution and are not entitled to object or ask questions. We have the following matters of business to conduct today: one, the presentation of the financial statements. Two, the appointment of Ernst & Young LLP as the corporation's auditors. Three, the election of directors. Four, continuation of the corporation's Stock Option Plan and the approval of all unallocated options. Five, continuation of the corporation's Performance Share Unit Plan and the approval of all unallocated units. And six, any other business that may properly come before this meeting. I now ask that the 2025 Annual General Meeting of Shareholders come to order.

The secretary has tabled for inspection by any shareholder or proxy holder a confirmation that the notice calling this meeting was mailed to shareholders in accordance with the bylaws of the corporation and applicable law. With the consent of the meeting, the reading of the notice of this meeting will be dispensed with, and I'll ask the secretary to append the confirmation of mailing to the minutes of this meeting as scheduled. The secretary will now read the Scrutineer's Interim Report. A copy of the Scrutineer's Final Report will be made available after the meeting. Mr. Secretary, please proceed.

Bjorn Roos
Corporate Secretary, Vecima Networks Inc

Thank you, Sumit. The Scrutineer's Interim Report reads as follows: zero shareholders in person representing zero shares, 24 shareholders by proxy representing 15,368,180 shares, 24 total shareholders holding 15,368,180 shares, total issued and outstanding as of December 12th, 2025, 24,314,594 shares. Percentage of outstanding shares represented at the meeting: 63.21%.

Sumit Kumar
CEO and President, Vecima Networks Inc

Okay. Thank you. Bjorn, I adopt the Scrutineer's Interim Report and declare accordingly that a quorum is present. As there is a quorum present and as adequate notice of this meeting has been given, I now declare the meeting to be regularly called and properly constituted for the transaction of business. I'll now present the financial statements of the corporation for the fiscal year ended June 30th, 2025, and the report of the auditors thereon, which were mailed to applicable shareholders prior to this meeting. Copies of the circular, the financial statements, and other meeting materials are available on the corporation's website and the corporation's SEDAR+ profile. I direct that the secretary now table the same.

If there are any questions which any shareholder would like to ask in respect of the financial statements and the report, I'd now be glad to answer them or call on others to do so. Okay. As there are no questions, I'll proceed to the next item of business. The next item of business before the meeting relates to the appointment of auditors of the corporation. I now move that Ernst & Young LLP, chartered professional accountants, be appointed as auditors for the corporation for the ensuing year and that the directors be authorized to fix their remuneration. Who will second the motion?

I second the motion.

Is there any discussion on this motion? Okay. All those in favor of the motion, please signify that by approval using the meeting platform, and those against, likewise, use the meeting platform to signify that. Okay. I declare that the resolution is duly carried. I shall now proceed with the nomination of directors. This meeting is now open for nominations for election as a director for the ensuing year. I will now read the names of the persons nominated as directors as listed in the corporation's information circular: Dr. Surinder Kumar, Mr. Sumit Kumar, Mr. James A. Blackley, Mr. Scott Edmonds, Mr. Samuel Chernak, and Mr. David Rowat. The corporation has received the written consent of each of these nominees to act as director of the corporation. Are there any further nominations? Okay. If there are no further nominations, I'll declare that the nominations are closed.

I declare the nominations closed. Since the number of nominees is the same as the number of vacancies to be filled, I now move that the persons nominated for election as directors be elected as directors of the corporation to hold office until the next annual general meeting. Who will second the motion?

I second the motion.

Is there any discussion on this motion? Okay. All those in favor of this motion, please signify this by approval using the meeting platform, and those against, likewise, use the meeting platform. I declare this resolution duly carried. The next item of business before the meeting relates to the continuation of the corporation's Stock Option Plan and the approval of all unallocated options thereunder until December 16th, 2028. Unless there is an objection, we will dispense with reading the full text of the resolution, the full text of which is set out in the Management Information Circular dated as of November 17th, 2025. And I now move to approve the continuation of the corporation's Stock Option Plan and approve all unallocated options thereunder until December 16th, 2028, as set out in the Management Information Circular. Who will second the motion?

I second the motion.

Is there any discussion on this motion? Okay. All those in favor of the motion, please signify that by approval using the meeting platform, and all those against, also use the meeting platform. I declare that this resolution is duly carried. The next item of business before the meeting relates to the continuation of the Corporation's Performance Share Unit Plan and the approval of all unallocated units thereunder until December 16th, 2028. Unless there is an objection, we will dispense with the reading of the full text of the resolution, the full text of which is set out in the Management Information Circular dated as of November 17th, 2025. Okay. Seeing no objections, I now move to approve the continuation of the Corporation's Performance Share Unit Plan and approve all unallocated units thereunder until December 16th, 2028, as set out in the Management Information Circular. Who will second the motion?

I second the motion.

Okay. All those in favor of this motion, please signify this by your approval using this meeting platform, and those against also use the meeting platform. Okay. I declare this resolution duly carried. That concludes the formal items of business for the meeting, and I now propose that the meeting be concluded unless there is any further business. If you'd like to raise any further business at this meeting, you can do so now. Okay. Now that all further business has been addressed, I now declare the formal part of the meeting to be concluded. I'll now provide an opportunity to ask any additional questions. Okay. Hearing or seeing no questions on the portal or hearing any further questions, I now consider that the meeting to be concluded. Thank you for your attendance, and hope that you have a good day. Thank you.

Operator

This concludes the meeting. You may now disconnect.

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