Observations re: QNC AGM vote
Always worth zooming out and asking what changed between AGM 2025 until 2026 that could have caused the vote results we observed. Figured this was worth a few observations.
NYSE American uplisting (February 2026) — is the single biggest structural change, bringing US institutional investors into the shareholder base for the first time.
Catherine Loubier was added to the board (May 2026) — a positive governance signal but very late, just weeks before the AGM
Larry Moore stepped down from the board — reducing insider representation.
A rolling 10% stock option plan was proposed to replace the fixed 24.75M reserve — a known ISS red flag.
First-ever revenue posted (CAD $10,580 in Q1 2026) — meaningful milestone but tiny in absolute terms against a widening net loss of CAD $3.59M.
$200,000/month marketing agreement with Sideways Frequency — likely raised eyebrows on capital allocation discipline.
What most likely drove the 47-48% against votes:
The NYSE uplisting is likely the root cause of everything. It imported a completely new class of voters — US institutional holders who subscribe to ISS/Glass Lewis — into what had previously been a retail-dominated TSXV shareholder base that voted sympathetically toward management.
Those new institutional voters almost certainly received ISS/Glass Lewis recommendations flagging Bellido (CEO serving as director) and Young (perceived management alignment) as governance concerns. The option plan amendment, minimal insider ownership at 3.2%, and the gap between executive compensation and revenue generation likely reinforced those negative recommendations.
The vote itself isn't a crisis — both passed. But it's a clear message that QeM's governance structure, built for a small TSXV junior company, hasn't yet adapted to the expectations of a NYSE-listed company with institutional shareholders.
ISS and Glass Lewis influence a large segment/majority of institutional AGM voting actions. Worth appreciating the context for votes that were cast.