Ceres Power Holdings (LSE:CWR) — Annual General Meeting

0:01 Good morning, ladies and gentlemen, and welcome to the CERES POWER HOLDINGS PLC Annual General Meeting. Please just simply type in your question and press send. The company may not be in a position to answer every question it receives during the meeting itself. However, the company will review all questions submitted today and publish responses where it's appropriate to do so. These will be available via your meet company dashboard, and we'll notify you by e mail when they're ready for your review. I'd also like to

0:33 remind you that this meeting is being recorded. I'd now like to hand over to Warren Feingold, Chairman of CERES POWER HOLDINGS PLC. Good morning, sir. Ladies and gentlemen, it's now 9AM, and I'm pleased to welcome you all to the twenty twenty one annual general meeting of CERES POWER HOLDINGS PLC held at Rothy Park Institute in Horsham. As a result of the continuing COVID nineteen restrictions and in line with latest government advice, the board has adopted a number of changes to the traditional running of the company's AGM as we did at the last AGM in December 2020. The company has made arrangements for a quorum to be present to transact the formal business of the meeting as set out in the notice of AGM with other shareholders attending by webinar.

1:28 At this time, I call the meeting to order. Let me introduce myself and also my fellow directors. I am Warren Feingold, chairman of the board. This is my second AGM at CERES, and I am delighted to be leading the board at such an exciting time in the company's development and after an extraordinary year of achievement. You will hear more about this in a few minutes when the chief executive presents his review of the business. Also with us today are Steve Callahan, our senior independent director and chair of the remuneration committee Caroline Hargrove, nonexecutive director and chair of the nominations and governance committee,

2:17 Aidan Hughes, nonexecutive director and chair of the audit committee, Uwe Glock, nonexecutive director. Powell Howe, nonexecutive director. William Tudor Brown, nonexecutive director. Philip Caldwell, chief executive officer, and Richard Preston, chief financial officer.

2:42 I am delighted to say we also have with us Dame Julia King, Baroness Brown of Cambridge, who we have recently announced will join the board as a nonexecutive director immediately following this AGM and who will stand for election at the next AGM. We also have members of our executive team present together with representatives of our legal and financial advisers. And with us too is Tim Anderson, company secretary. A few words about the agenda for this meeting. First, we will have a company presentation where we will also read out and answer questions related to the general business of the company submitted in advance or posted live on the webinar.

3:31 I anticipate this will take about thirty minutes. We will then address the formal business of the AGM. I will talk through the format and procedures for this shortly. If you would like to ask questions relating to the company presentation or the AGM resolutions, you may submit them now via the q and a tab situated on the right hand corner of your screen, and we will address them at the appropriate time in this meeting. Now we move on to a business review of the company, including a presentation from our CEO, Phil Caldwell.

4:15 Okay. Thank you, Warren, and, thank you everybody for joining us today. Let's move on with the slides. So looking back, this has been quite an extraordinary year for everybody concerned. And I'm very pleased to to say that at CERES, we've had a very successful year, with our strategic partners going from strength to strength. I think underpinning that, despite the the global pandemic, is action to address climate change remains a number one global priority. And our purpose at CERES is to establish ourselves in a leading position as a clean energy technology business that addresses climate change. I'm pleased to say that in that reporting period, we've also made progress on all our major contracts, increasing revenue to around $33,000,000 over the eighteen month period, just over $20,000,000 for the twelve month period I'm maintaining an asset light high margin business, which sets us apart from our peers in the industry, but at margins around 67%.

5:21 I'll talk further about our strategic partnerships, and I'm very pleased, you know, we have two board members here, representatives from Bosch and Weichai today as well. But I think, overall, this was really made possible through the commitment and dedication of all of the people at CERES throughout this pandemic. And and I think what we achieved is a is a huge credit to to all our people. So a big thank you for everybody concerned. Earlier this year, we also successfully completed a fundraising of a £181,000,000 to grow the business, and I'll explain why we feel the timing is right to grow the business. And again, that was backed by our our strategic partners in Bosch and Weichai. So why are we growing the business now?

6:10 Well, I think I'm sure all of you are aware that the urgency for to address climate change has has never never been greater. And we're seeing that in a number of areas on the macro scale. Policy decisions globally, there's now 20 major countries with policies towards decarbonization and hydrogen strategies. And from CERES point of view, having been in this industry for almost twenty years, we already are, we believe, one of the leading technology players in this industry. We want to maintain that leadership position and grow. Climate action remains the biggest challenge, I think, in industry, and we're seeing a lot of companies now actually committing towards net zero targets and facing considerable disruption as they move to decarbonize their their businesses.

7:03 And finally, into not just the the policy side and the industry side, but we're now seeing very strong backing for investment for growth in green investments, the ESG agenda growing significantly. So I think we have this perfect environment now to really bring forward technologies that can address climate change across society into into mainstream commercialization. Next slide, please. If you think about the company's purpose and where we've come from as a business, CERES POWER started off in small scale stationary at the the kilowatt level. And over the past years, as we've changed the business model towards partnering and licensing model, we really focused on the core technology, and we've gone up in power quite considerably from single kilowatts to tens of kilowatts to most recently announcements with our partners, which is Doosan in South Korea into the hundreds of kilowatts going on to megawatt scale. And that trend continues.

8:06 And that's fantastic for the business because that's just showing the demand for the technology. Equally, if we think about our purpose about decarbonization of society, we're starting to look at some of the harder to abate sectors of society as well. And that has taken us into applications such as transportation, and we we have our our partnership with Weichai, particularly looking at commercial vehicle side of of our technology, as a range extender for heavier vehicles. And then more recently, we're seeing, renewed interest or new interest rather in maritime applications, particularly on some of the future fuels that are being considered for decarbonization, like hydrogen and ammonia. And our partnership with Doosan is a great example of that, where last year they announced moving, into a partnership with Hyundai Heavy Industries, one of the world's largest shipbuilders.

8:59 So we've gone from stationary power into transportation. And then we're looking at industrial decarbonization as well. And this really is a hard area for society to address, but it's also a huge opportunity. And we believe there's a significant business opportunity in green hydrogen and a pathway to decarbonization of industry and the and d fuels. And one of the things that we've done is raise additional capital to grow this side of of the business. So really, we are staying true to our purpose in addressing all these sectors of society. Next slide, please. And if you just look at the the progress we've made over the past eighteen months or so, we first started working with with Doosan in in July, 2019 with a, first of all, a system level license, which is about £8,000,000.

9:51 And that I'm pleased to say that last year, we moved that forwards into a larger scale utility type application and also a manufacturing license to move towards 50 megawatts of production by 2024. Very pleased, you know, that we continue our relationship with Weichai, and they've continued to, invest in the business and sorry, the slides. Thank you. Continue to invest in the business, through all the financing rounds, and we're in the midst discussions with Weichai around the formation of the intended JV in Shandong province this year and also getting closer to completing the trials, which have been undergoing for about a year on our application for a range extender in the mobility applications with Weichai.

10:42 With Bosch, we've been working with Bosch for a number of years now, and they recently completed a significant milestone just at the end of twenty twenty to commit towards a target of scaling manufacture to 200 megawatts by 2024. And that's on the back of successful technology transfer. We should also mention our partnership with Miura in Japan, where we have been all the way through system development through to actually having commercial products on sale in Japan now, and that's been going very well for over a year. So we're very pleased with the progress with with Miura. And a new partner, was announced at the time of the year, which was AVL, which is, a partnership really on engineering and business development, which is the intended strategy there is enabling us to access more applications and more strategic partnerships with somebody that can also provide some of the front end engineering and also the business development. And we're very pleased how that relationship has started. Already, we have a number of opportunities that we're working on together.

11:52 And next slide.

11:57 So, you know, the the key partner progress we probably covered already, but you can see here, the highlights with Bosch, 200 megawatts by 2024. And you can see, the picture there of the 10 kilowatt unit that we've developed with them. We have have one working in Horsham. There's several of these now on trial in Germany. With Weichai, you can see the 30 kilowatt range extender, which is undergoing the trials now in in China. With Doosan, we made that significant step, with the the leaders in stationary power, and South Korea has a very ambitious target of power generation from fuel cells, something like 16 gigawatts by 2040. So we're with the market leader in South Korea, and that was a very significant partnership for us. And as I mentioned, AVL takes us into more and more applications and business opportunities.

12:51 So we felt the timing was right to grow the business. We raised 180,000,000, of which about 25% was actually to grow the existing fuel cell business, higher power applications, future fuel readiness, so things like readiness with with ammonia, hydrogen compatibility and blends, etcetera. They're all going to be needed for decarbonization.

13:15 And the SOEC side, so around a 100,000,000 over the next five years, is really to grow this very interesting area for us of electrolysis using solid oxide. Solid oxide is a truly reversible technology, and it's very natural step for the company to look at reversing the application of the fuel cell into electrolysis to actually produce green hydrogen, particularly in industrial applications.

13:39 And underpinning all that is a core investment in infrastructure, to accelerate our development and make sure that we're continuing to innovate at the same time as delivering on our key partnerships. So we're very pleased that we completed this fundraise, and we're very pleased to have the support of our two major shareholders in Bosch and Weichai backing this strategy as well. Just a word on the fuel cell and the, the green hydrogen side. One of the reasons we we felt this was a logical step for the company is essentially, it's highly synergistic. We're building on the same core sell and stack IP and architecture. We can use the the same IP portfolio.

14:24 It has dual purpose across both of these applications in many instances.

14:31 Importantly, we're at the stage of scaling up with partners now on the fuel cell side. But a lot of that work on maturation of supply chains, on scale up, etcetera, is equally applicable in the other applications of SOEC. So we believe, a lot of the ecosystem that we're putting in place now on the fuel cell side could be addressed towards, electrolysis as well. And hence, we believe it's the same partnering model, which we've been successful with so far on the fuel cell side, can also be applied to electrolysis.

15:06 And if we think about this in terms of the business opportunity, I'm very pleased with the progress we've made on the power side in recent years. And I actually think that we've only just touched the surface of of where the the fuel cell side of the business can go. If you think about the partnerships we've talked about on the left hand side with Bosch, Doosan, Weichai, Miura, and some of the different applications that we're already targeting, commercial CHP, data centers, distributed power generation, utility power generation, maritime, that's just getting going. So we are going to continue to invest and grow that side of the business. But then if you think about the other side of decarbonization on the fuel side, green hydrogen as a potential pathway to decarbonization of some of these harder to abate sectors, such as

15:56 industrial applications like green ammonia, green steel, decarbonization of cement, petrochemicals, and defuels, there's a whole new set of partners and ecosystem that we can go into there. So it's a very logical expansion of the business. Next slide.

16:14 And we do believe the technology has, some clear advantages in in certain applications. I've I've always been a big advocate saying that as we face this challenge for decarbonization, we're going to need all all the different technologies available to us. I think the sweet spot for solid oxide is really in the integration with thermal processes where we can address industrial decarbonization. I think that's one of the hardest things to address. I think in that particular application,

16:46 we we could have as much as a 20 percentage advantage on efficiency. And efficiency is going to be very important when we think about hydrogen production because about two thirds of the cost of green hydrogen today is the energy input. So we see a very significant market opportunity for SOEC in that particular application.

17:09 Next slide, please. And then how the business scales, it's exactly the same model that we've been practicing for the past eight years or so since I've been with CERES, which is we're driving on the left hand side more and more applications and demand for the technology, which in turn drives the demand on the right hand side of this slide for manufacturing partners and licensees. So we want to basically establish our solid oxide technology as the industry standard.

17:39 And that comes about because we'll have intentionally many partners running different, licenses for system applications serviced by a trusted number of partners who can really scale the manufacturing and supply chain, and that and that's how we we grow the business.

17:57 And how we see that evolution of of revenues growing, you know, I'm I'm pleased to say that we've continuously grown top line revenue over the past few years. Really, we expect the big inflection point in revenues to be when we get recurring royalties, which comes on stream when we when our partners come on stream with scale. So we're talking 2024 onwards. But what we're doing here is if you look at the purple on this chart, that's the progress that we're already the journey we're already on with the fuel cell side of the business. I believe that the electrolysis side, it will lag by a few years because we still have to to do the the developments and the partnerships. But, again, for all the synergies I talked about, I believe it's gonna be very additive to the the future value of this company.

18:44 The financial highlights for the twelve months, we did change our year end. So this is adjusted for a twelve month view, but what you can see here is, revenue in the twelve month period was just under 22,000,000, as I mentioned earlier, gross margins of 67% because we operate this partnering and licensing business, and it's, we believe, the the best way forward for this company to commercialize and scale.

19:09 Adjusted EBITDA, just under 10. Cash used in operations, you can see here, was was relatively relatively modest. Significantly, the order book and pipeline, was just under $100,000,000 at the the turn of the year. And and cash and investments actually was $110,000,000 at the at the turn of the year, but obviously, we've now added significantly to that with the the recent raise. So, just to leave you with a a summary and outlook, really. Like I said, the urgency for climate action has never been stronger. We have to move at pace and scale with our partnerships, and that's what CERES is is all about. The strategy of licensing and partnering, we believe, is is working very well with us, and we we value very much the partnerships that we have today and look look also at expanding our partnerships.

20:04 I think we have delivered another solid year, despite some of the headwinds we've had with the pandemic. And again, I can't thank our team enough for that, for their commitments. And, like, you know, to CERES, it's it's fantastic. I think we are establishing our reputation in the industry as the as the go to company for solid oxide. And I think you'll see that as more and more partners come on board and we continue to enjoy the the support of the partners that we have.

20:38 The fundraise, I think, consolidates our position for growth, and we want to maintain that leadership position. So we don't want to stand still. We want to we want to be the leader in this sector. And we are still planning, a move up to the main market in the next, year, because that's the logical transition for for the company to make. And we are a high margin clean energy technology business, and I believe that we're we're very well positioned for growth. So, I'll happily take take questions. Hi, Phil. Thanks very much for the update. We have had a couple of questions come through if you're if you're happy to take a moment here. The first comes from an investor who asks, the company is to be congratulated on its progress with existing licensees.

21:30 But last year, you stated that you expected to achieve one to two additional licensing agreements each year. I can imagine that lockdown restrictions have probably influenced progress since then because there have been none forthcoming. But are you disappointed, and has the pipeline of such discussions increased?

21:48 No. I'm I'm not I'm not disappointed at all. I actually think that if you look I I went through what we did last year. We did actually sign some very significant license deals. Last year, the Doosan deal was a £43,000,000 deal. The AVL deal, although it's not a license deal, is a pathway towards more more partnerships.

22:08 The key milestone that we passed with Bosch, also also triggered another stage of around 23,000,000 of follow on contracts. So, we when we say new license deals, actually, they also count with existing partners. Growing partners is is just as important as as adding to that pipeline. So I'm very pleased, actually, and very proud of what we've achieved commercially in the past year. And I I think our our results say that. In terms of new partnerships, we're always working towards new partnerships, and we will update you when we when we have significant progress on that. I mean, I think, like I said, we're we're at the early stages with some of our relationships with with ABL.

22:53 We're our our relationship with Honda, which we don't talk much about. But, again, when we have progress, we will significant progress, we'll we'll update you on that.

23:03 And the new area, like I said, of electrolysis, we we have a lot of already a lot of interested parties in in that new area. So, I think, commercially, the pipeline is is very healthy. A further question has come through on the q and a function. The SOEC teaching is viewed as very difficult because you need a lot of heat to run it. What's your estimate of the whole SOEC market? And you're still developing SOECs, but do you have an interest to deploy or, or or sell it? How how will that work? Okay. So I wasn't quite clear on the first part of the question, but I think there's a bit of a misconception, which is SOEC only runs if you have heat. That's not true. Actually, SOEC is already a higher efficiency technology than our client and PEM even without heat integration.

24:03 But the clear advantage is when you have thermal integration. And the the level of thermal integration gives you the uplift on efficiency.

24:13 SOEC, as a family of technologies, there's there's more and more interest in that area. It's not just CERES. We're seeing that in in other regions as well, in Scandinavia, in in South Korea, etcetera. So you will see more and more applications, I think, for solid oxide in electrolysis because it's natural that we should move up in efficiency for electrolysis. Electrolysis is not a very high efficiency, process today and mount ship efficiencies aren't brilliant. So it's logical if we are going to go down this path to green hydrogen, we should develop high efficiency electrolysis, and that's what we intend to do. In terms of the business model, as I've explained in the presentation, it's the same business model. We're not intending to build and deploy electrolyzers on our own. Our job is the technology providers.

25:02 There's plenty of people already very invested in this pathway to green hydrogen who are all looking for high efficiency electrolysis technology. And we're engaged in early stage discussions with a number of those. Like I said, we're very confident that the market is is there and is very significant. If you ask me how big that market is, I think it could be as big, if not bigger, than the the fuel cell market in the fullness of time. But like I said, I think there's a there's a lag here, as in people need to understand that when you talk about decarbonization, you're talking about a transition to 2040, 2050. If you look at the projections for hydrogen, it really gets going late 20s, 2030, 2040.

25:49 So we believe the timing is right to do the development now because we think that this technology will have a very significant role to play as a high efficiency technology in the decarbonization of industry in the in the coming decades. Great. And and one further one, if I may. There's there's clearly slippage with Weichai, says Charles. Is there a political implication with this? No. Not at all. Not that we we are concerned with. No. It we we said two things, in our partnership with Weichai. One is we need to complete testing field trials in China. That, unfortunately, has been somewhat impacted by COVID. But, you know, the teams, both the Weichai part of the team and the CERES POWER HOLDINGS team have worked well, that's something that we're we're looking to conclude middle of this year. And then the business planning side, which we are fully engaged with right now.

26:47 And like I said, Weichai fully backed the last, capital raise, and remain a very supportive partner. So I personally don't have any concerns around any change in geopolitical side. I think it's all about the relationship and the strong partnership we have with our partners.

27:07 And a and a question if I could address it to you, Richard. Kurt asks, are the estimates for future royalties for SOEC per year or total for the upcoming years? And how much megawatts of or how many megawatts of SOEC are those royalties applicable to? Thank you, Elizabeth. These these these are royalties per year, but they're based on the total addressable market. So, clearly, we'd expect to get, you know, a decent portion of those, but that's what it's based on.

27:49 Thanks, Richard. And Tony asks, Phil, when do you think the electrolysis development will turn into licenses?

28:00 I think the, when there's two parts two answers to that. One is we need to demonstrate this to a credible level to potential partners. And there's also a value question here, which is if we try to license this too early, we risk giving away valuable IP into partnerships or not really getting the full the full value for this. So we we will license it when it's the right time to do so. That doesn't mean that we won't go down the path of joint developments and starting to have partnership discussions with people. So I get I said before, I I think that to manage expectations, it will lag several years behind the SOFC side of things.

28:48 That said, we do have very significant interest in this whole area of green hydrogen. So I think if things go well, I think, you know, partnerships could form soon. And we'll we'd you know, we we can't speculate, but we'll keep you updated with partner progress. We like to to deliver through to partnerships, and and that's how you'll be able to monitor our progress. Great. And another investor asked, can you talk about your competitors and who you worry about most?

29:27 I well, at the at this stage, I don't really worry about competitors because the market is is is pretty nascent, and the the whole industry needs to mature and and really commercialize. So if you wanna get into specifics, I I hold a view that there isn't one technology wins all, and I think it's a misconception from investors that they're trying to pick a winner because that's just not the case. If you wanna go into more details on the solid oxide side of things,

30:02 they're not direct competitors, but we respect Bloom Energy in The US. They've made good good progress on data centers, then moving into South Korea, etcetera. And they're also moving into electrolysis. So very parallel paths to ourselves. Some of the Japanese ceramics companies, we've always competed against and done very well. I think we're the only non Japanese technology on the market in in Japan, as I mentioned, with Miura. But, you know, the likes of Kyocera are leader leading player in in Japan. So solid oxide, there's not that many players, but in in some ways, we need the whole sector to come come forward. So it's not just CERES being the only solid oxide advocate, if if you like. In terms of

30:50 different applications, you'll see very good technology on PAM in some of the mobility applications. You'll see early stage of alkaline in electrolysis because it's most mature. And you'll you'll see different different technologies at different different stages. But if you if you look at the challenge for fuel cells and green hydrogen, the market potential is so huge that we have to rapidly scale supply chains, manufacturing, and the industry. There'll be there's plenty of room, I think, for a couple of world class companies to really emerge in the coming coming years. Great. Thank you. And there's a couple of questions that have come through on partnerships. Once the partnership is established, how do the two companies proceed in practice?

31:38 And perhaps if you could provide an example. And another one talking about partnerships also as being key for us, and whether we see any opportunities in partnering with UK's ITM, which is looking to create world leading hydrogen development. Would there be any synergies for the companies? Thanks. Okay. So if I answer the first part, the the partnerships follow a fairly regular path, and people that have known the company for a while will have seen this in our in our progress. We tend to start with joint developments where we we put engineering teams together. We work typically on systems, and at that point, we sometimes, also grant a system level license. And and that tends to take an application through to a prototype, and then we move on to licensing where the partner may want to take manufacturing in house.

32:32 And then, we we form a licensing partnership. And then at the same time as the license agreement is signed, that also includes the future royalties. So we tend to work on engineering services type joint developments with about a 50% margin, license fees, which are significant upfront, which cover to we're currently royalties, once that partner actually commercializes. A good example of that is Miura, who've gone all the way through that cycle from early stage joint development through to building their own products in Japan and now actually sell, under license from CERES. So that's the partnership. In relation to the question regarding ITM, anything's possible. You know, I respect ITM.

33:26 I know Glenn, Cooley and the team pretty well. So but I don't think that's really on on our agenda right now. You know, we're we're focused on getting our technology to the demonstration phase in the next eighteen months. And also, you look at the size of our partners, we tend to look at large industrial players who are very additive to CERES. So that that's who our target is right now. Great. And perhaps one final question before moving back to the formal part of the meeting. Bruce asked, what are the key operational objectives for the business over the next year? Thanks. It's really delivery to partnerships.

34:12 So, you know, what we are committed to with with Bosch on scale up, with technology transfer and and enabling Doosan to scale up and establishing the the joint venture with Weichai. There there are obviously three key fundamentals that we're working very hard on at CERES and putting a lot of, people and investments into those because that really takes takes us forward to commercialization. And at the same time, standing up some of the the electrolysis side that enables that that business to to attract partners and to grow. So it's really delivery. Delivery to existing partners is number one priority, and then growth and and innovation.

34:57 And and we are part of the the fundraise was to enable us to do both simultaneously. We can't stand still. We're a very innovative company that relies on technology and IP, and that's what we're going to continue to do. But we also have to mature the technology at scale and speed, and that's what we're we're doing with our partnerships. Phil. I shall now return to the formal business of the meeting. The notice of this annual general meeting was sent to shareholders on the 05/20/2021. Unless there are any objections, I will take the notice as read.

35:47 Thank you. I will now explain the procedures we will follow. We will first read out and answer any questions related to the resolutions received in advance and those now posted live during the webinar. We will also publish the questions and answers on the company's website after the meeting. If you have not yet done so, please post any questions on the resolutions now. To be fair to everyone who wishes to ask questions, please restrict the number of questions you ask. We will only permit questions from members, corporate representatives of members, and proxies. Due to the current restrictions, the voting for all resolutions at this AGM will be determined by way of a poll of proxy votes received in advance of this meeting rather than by a show of hands, and you will not be able to vote live on the webinar.

36:47 Are there any questions? No? No. No. There have been no questions asked on the resolutions, and, accordingly, I will now go through each resolution in turn and share with you the proxy votes received and announce the results of each vote. There are seven ordinary resolutions and two special resolutions. We shall go through the ordinary resolutions first. The first item on the agenda is to receive and consider the accounts of the company for the financial period ended the 12/31/2020, together with the reports of the directors of the company and auditor of the company on those accounts.

37:36 The numbers of proxies I'm holding in relation to this resolution are now shown on the slide you can see. I therefore declare resolution one carried. Resolution two is to reappoint BDO LLP as auditor to of auditor of the company, to hold office until the conclusion of the next AGM, and to authorize the board through the audit committee to fix their remuneration. Numbers of proxies I am holding in relation to this resolution are now shown on the slide you can see. I therefore declare resolution two carried. Pursuant to article 54 of the company's articles of association, the board is entitled to fill a vacancy or to add to the board so that the number of directors does not exceed 10.

38:33 Any such director so appointed holds the office until the next following annual general meeting when they retire, which are eligible for election. Accordingly, mister William Tudor Brown stands for election. Resolution three proposes to elect mister William Tudor Brown to stand for election as a director of the company. He was appointed a director by the board on the 04/01/2021. As such, he now stands for election by the shareholders. The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see. I therefore declare resolution three carried. The articles of association of the company require a third of the existing directors to retire and seek reelection at this AGM.

39:29 Accordingly, mister Philip Caldwell, mister Steve Callahan, and mister Hayden Hughes stand for reelection. Taking each in turn, resolution four proposes to reelect mister Philip Caldwell as a director of the company. The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see, and I therefore declare res resolution four carried. Resolution five proposes to reelect mister Stephen Callahan as a director of the company. As the senior independent director, mister Stephen Callahan has offered himself up for reelection annually. The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see.

40:18 I therefore declare resolution five carried. Resolution six proposes to reelect mister Aden Hughes as a director of the company. The number of proxies I'm holding in relation to this resolution are now shown on the slide, and I therefore declare resolution six carried. We now come to the special business of the meeting. To resolve as an ordinary resolution. Resolution seven requests authority for the directors to allot certain shares and securities up to an aggregate nominal amount of £12,295,100, equating to approximately 66% of the currently issued share capital.

41:09 This resolution complies with the investment association share capital management guidelines and current practice. The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see. I therefore declare resolution seven carried. We now come to the special business of the meeting to resolve as a special resolution. Resolution eight requests authority for the directors to be able to allot shares and securities up to an aggregate nominal amount of £931,447 without the application of statutory preemption rights. The resolution is being proposed as a special resolution and therefore must be passed by a majority of not less than 75% of members present and voting.

42:06 The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see. I therefore declare resolution eight carried. Approval of resolution nine will enable the directors to issue equities for up for cash up to an aggregate nominal amount of £931,447 without the application of statutory preempt preemption rights for the purposes only of financing transactions. This resolution is being proposed as a special resolution and therefore must be passed by a majority of not less than 75% of members present and voting. The number of proxies I'm holding in relation to this resolution are now shown on the slide you can see.

42:57 I therefore declare resolution nine carried. That concludes the formal business, and I now declare the twenty twenty one annual general meeting closed. I thank you all for your interest and attendance. This AGM webinar has been recorded and will be made available on the company's website. The results of the meeting will be announced to the markets through our regulatory information service and posted on our website as soon as practicable. Thank you all very much. Many thanks to the board of CERES POWER. Thank you very much indeed. Could I please ask attendees not to close this session as you'll now be automatically redirected for the opportunity to provide your feedback in order that the Board can better understand your views and expectations.

43:45 This will only take a few moments to complete, and I'm sure is greatly appreciated by the company. On behalf of the Board of CERES POWER HOLDINGS PLC, I'd like to thank you for attending today's Annual General Meeting. That now concludes the session. Good morning to you all.