Welcome to the annual and special meeting of Vox Royalty Corp. Please note that the meeting is being recorded. I would like to introduce Mr. Kyle Floyd, Chief Executive Officer of Vox and Chair of today's meeting. Mr. Floyd, the floor is yours.
Thank you very much, and welcome to the annual and special meeting of Vox Royalty Corp. My name is Kyle Floyd, and I am the Chairman and Chief Executive Officer of Vox. In accordance with the articles and bylaws of Vox, I will act as chair of today's meeting. To accommodate a broader range of participants and enhance accessibility, we have decided to host this meeting virtually. As we gather in this virtual setting, it is important to establish a set of rules to ensure an orderly and productive meeting. Questions in respect of the business of the meeting can be submitted by registered shareholders and duly appointed proxy holders using the ask a question feature of the virtual meeting room. Please keep your questions brief.
I also encourage you to submit your questions as early as possible so that we may address them at the right time during the meeting. Questions will be read out by the secretary of the meeting before being addressed. Please note that due to time constraints, we may not be able to address all questions. Only registered shareholders and duly appointed proxy holders are entitled to vote at this meeting. Voting today will be conducted by electronic ballot via the voting feature of the virtual meeting room. If you have already voted in advance of the meeting and do not wish to change your vote, then you do not need to do anything. I now instruct the scrutineer to open polls on all items of business to be voted on.
Registered shareholders and duly appointed proxy holders who have logged in with a control number provided by Odyssey Trust Company will be able to click the voting button to see on the screen all motions being brought forth at this meeting and can vote on them at any time up to the closing of the polls. Thank you to those of you who have already voted in advance of the meeting. For those who have not yet voted, we encourage you to vote. You may vote on each item immediately, or if you prefer, you may wait until the conclusion of the discussion on each item prior to casting your vote. Regarding appointment of secretary and scrutineer, Adrian Cochrane, Director of Cayman Operations and General Counsel of the company, is present, and I appoint him to act as secretary of this meeting.
In addition, Patty Sigiannis of Odyssey Trust Company is present, and I appoint her to act as scrutineer of this meeting. Regarding notice of the meeting, the notice of meeting and management information circular dated April 14th, 2026, were mailed to shareholders of record on or about April 27th, 2026, in accordance with applicable law. I have confirmations of mailing from Odyssey Trust Company and Broadridge, as does the scrutineer. Provided there are no objections, I will dispense with the reading of the notice of the meeting. A copy of the notice will be filed with the minutes of the meeting. The scrutineer has provided me with a preliminary report setting out the number of shareholders present in person or by proxy at this meeting and the number of shares held by them.
The scrutineer's preliminary report certifies that there are 134 shareholders holding a total of 48,715,360 common shares of Vox represented in person or by proxy at this meeting. This represents 70.7% of the issued and outstanding common shares of Vox entitled to vote at this meeting. As chair, I adopt the preliminary scrutineer's report and declare the attendance at this meeting to be as set forth therein. I direct that when delivered, the final scrutineer's report be kept with the records of this meeting. Regarding a quorum and constitution of the meeting, pursuant to Vox's articles and bylaws, a quorum is present at this meeting if at least one Vox shareholder is present in person or by telephonic or electronic means that is entitled to vote at the meeting and holds or represents by proxy, not less than 5% of the votes entitled to be cast at the meeting.
Based on the scrutineer's preliminary report, I declare that a quorum is present at this meeting. Notice of this meeting having been given in accordance with applicable law and there being a quorum present, I declare this meeting to be regularly called and properly constituted for the transaction of business. Regarding the formal business of the meeting, to expedite the formal part of the meeting, I will move and Adrian Cochrane will second all motions. While this procedure will facilitate the handling of the formal matters, registered shareholders or duly appointed proxy holders may address the meeting when there is a call to discuss a motion by typing in your question in the message function once it opens during the discussion period. If there is any discussion or question, the secretary will read the question aloud.
Regarding financial statements, as the first item of business on the agenda for today's meeting, I now present to the meeting the audited consolidated financial statements of the company as at and for the fiscal period ended December 31st, 2025, together with the auditor's report to shareholders thereon. Copies of such documents have been mailed to shareholders who requested such statements, and it is not proposed to read them at this meeting. Regarding election of directors, the next item of business is the election of directors. I move that the persons specified in the management information circular delivered with the notice of meeting, namely Kyle Floyd, Rob Sckalor, Alastair McIntyre, Luis Azevedo, and Joseph Gallucci, have been nominated as directors for the ensuing year or until their successors are elected or appointed. Each of the persons nominated has confirmed that they are prepared to serve as a director.
Mr. Floyd, I second the motion.
Thank you, Mr. Cochrane. Again, voting is underway, and if you are eligible to vote and have not yet voted, please cast your votes electronically. Based on the proxies received in advance of the meeting, it is expected that all directors will be elected or reelected as applicable. The next item of business is the appointment of auditors of the company for the ensuing year and to authorize the directors of the company to fix the remuneration of the auditors. The audit committee of the board of directors of the company has approved, subject to shareholder confirmation, the appointment of PricewaterhouseCoopers LLP as the auditors of the company. I move that PricewaterhouseCoopers LLP be appointed auditors of the company until the next annual meeting of shareholders, and that the board of directors be authorized to fix their remuneration.
Mr. Floyd, I second the motion.
Thank you, Mr. Cochrane. The final item of business is the proposed 2026 omnibus long-term incentive plan of the company, or the 2026 OLTIP. A description of the proposed OLTIP has been included in the circular. I move that the 2026 OLTIP be adopted by the company with effect from today's meeting, subject to the receipt of the affirmative vote of the majority of common shares present or represented by proxy at this meeting.
Mr. Floyd, I second the motion.
Thank you, Mr. Cochrane. This concludes the presentation of formal business at the meeting. I would ask the secretary to please advise whether any questions have been received in connection with these motions from registered shareholders or duly appointed proxyholders of the meeting.
Mr. Floyd, there are no questions with respect to the motions.
Thank you, Mr. Cochrane. I now call for a vote on the motions before the meeting.
As previously mentioned, voting today will be conducted by electronic ballot via the voting feature of the virtual meeting room. If you have already voted in advance of the meeting and do not wish to change your vote, you do not need to do anything. The polls have been open since the beginning of the meeting. At this point, all registered holders and duly appointed proxy holders who have properly logged in with their control numbers and wish to vote should do so now. The polls on all items of business will remain open for another minute. We will now take a short break while the polls close and results are tabulated by the scrutineer. I now instruct the scrutineer to close the polls and tabulate the results. I'm pleased to confirm and declare that each of the resolutions put to shareholders at the meeting today have passed.
The voting results will be filed on SEDAR+ and EDGAR shortly following the meeting. Mr. Secretary, can you please advise whether any formal business has been properly brought before this meeting?
Mr. Floyd, I confirm that no other formal business has been properly brought before this meeting.
Thank you, Mr. Secretary. The formal business of this meeting has been concluded. If there is no further business to be brought before this meeting, I declare the meeting terminated. Thank you for attending. As the formal portion of the meeting has concluded, we will take a few moments to answer any questions received during the meeting, if any.
There are no further questions at this time.
I would like to take this opportunity to thank our shareholders for taking the time to attend this meeting today and for their support over the prior year. Thank you very much.
Thank you for attending today's meeting. You may now disconnect.