Notice of General Meeting & Proxy Form
Released
Released
Announcement PDF
Suvo Strategic Minerals Limited
ACN 140 316 463
Notice of General Meeting
Time and date:
9:00am (AWST) on Friday, 7 March 2025
Location:
Level 11, 40 The Esplanade, Perth, Western Australia 6000
The Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to
how to vote, they should seek advice from their suitably qualified advisor prior to voting.
Should you wish to discuss any matter, please do not hesitate to contact the Company
Secretary by telephone on +61 8 6268 2641.
Shareholders are urged to vote by lodging the Proxy Form
Suvo Strategic Minerals Limited
ACN 140 316 463
(Company)
Notice of General Meeting
Notice is hereby given that a general meeting of Shareholders of Suvo Strategic Minerals Limited (ACN 140
613 463) will be held at Level 11, 40 The Esplanade, Perth, Western Australia 6000 on Friday, 7 March 2025
at 9:00am (AWST) (Meeting).
The Explanatory Memorandum provides additional information on matters to be considered at the Meeting.
The Explanatory Memorandum and the Proxy Form, form part of the Notice.
The Directors have determined pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that
the persons eligible to vote at the Meeting are those who are registered as Shareholders on Wednesday, 5
2025 at 5:00pm (AWST).
Terms and abbreviations used in the Notice are defined in Schedule 1.
Agenda
1
Resolutions
Resolution 1 – Ratification of issue of Placement Shares
To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary
resolution the following:
‘That, pursuant to and in accordance with Listing Rule 7.4 and for all other purposes, Shareholders
ratify the issue of:
(a)
28,666,666 Shares issued under Listing Rule 7.1; and
(b)
13,000,000 Shares issued under Listing Rule 7.1A,
on the terms and conditions in the Explanatory Memorandum.’
Resolution 2 – Ratification of issue of Placement Options
To consider and, if thought fit, to pass without or without amendment, as an ordinary resolution the
following:
‘That, pursuant to and in accordance with Listing Rule 7.4, and for all other purposes, Shareholders
ratify the issue of 20,833,328 Placement Options under Listing Rule 7.1, on the terms and conditions
in the Explanatory Memorandum.’
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Resolution 3 – Ratification of issue of Lead Manager Options
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
‘That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of
10,000,000 Lead Manager Options under Listing Rule 7.1, on the terms and conditions in the
Explanatory Memorandum.'
Resolution 4 – Change of Company name
To consider and, if thought fit, to pass with or without amendment, as a special resolution the
following:
‘That, pursuant to and in accordance with section 157(1) of the Corporations Act and for all other
purposes, approval is given for the name of the Company to be changed to “Green360 Technologies
Limited”, with effect from the date that ASIC alters the details of the Company's registration.’
Voting exclusions
Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:
(a)
Resolution 1(a): by or on behalf of a person who participated in the issue of the Placement
Shares, or any of their respective associates.
(b)
Resolution 1(b): by or on behalf of a person who participated in the issue of the Placement
Shares, or any of their respective associates.
(a)
Resolution 2: by or on behalf of a person who participated in the issue of the Placement
Options, or any of their respective associates.
(b)
Resolution 3: by or on behalf of the Lead Manager (and/or its nominees), and any person
who participated in the issue of the Lead Manager Options, or any of their respective
associates.
The above voting exclusions do not apply to a vote cast in favour of the relevant Resolution by:
(a)
a person as proxy or attorney for a person who is entitled to vote on the Resolution, in
accordance with directions given to the proxy or attorney to vote on the Resolution in that
way;
(b)
the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in
accordance with a direction given to the Chair to vote on the Resolution as the Chair decides;
or
(c)
a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a
beneficiary provided the following conditions are met:
(i)
the beneficiary provides written confirmation to the holder that the beneficiary is not
excluded from voting, and is not an associate of a person excluded from voting, on
the Resolution; and
(ii)
the holder votes on the Resolution in accordance with directions given by the
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beneficiary to the holder to vote in that way.
BY ORDER OF THE BOARD
Chris Achurch
Company Secretary
Suvo Strategic Minerals Limited
Dated: 22 January 2025
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Suvo Strategic Minerals Limited
ACN 140 316 463
(Company)
Explanatory Memorandum
1.
Introduction
The Explanatory Memorandum has been prepared for the information of Shareholders in
connection with the business to be conducted at the Meeting to be held at Level 11, 40 The
Esplanade, Perth, Western Australia 6000 on 7 March 2025 at 9:00am (AWST).
The Explanatory Memorandum forms part of the Notice which should be read in its entirety.
The Explanatory Memorandum contains the terms and conditions on which the Resolution will
be voted. The Explanatory Memorandum includes the following information to assist
Shareholders in deciding how to vote on the Resolution:
Section 2
Action to be taken by Shareholders
Section 3
Resolution 1(a) and (b) – Ratification of issue of Placement Shares
Section 4
Resolution 2 – Ratification of issue of Placement Options
Section 5
Resolution 3 – Ratification of issue of Lead Manager Options
Section 6
Resolution 4 – Change of Company name
Schedule 1
Definitions
Schedule 2
Terms and conditions of Placement Options and Lead Manager Options
A Proxy Form is located at the end of the Explanatory Memorandum.
Page 5
2.
Action to be taken by Shareholders
Shareholders should read the Notice including the Explanatory Memorandum carefully before
deciding how to vote on the Resolution.
2.1
Voting in person
To vote in person, attend the Meeting on the date and at the place set out above.
2.2
Voting by proxy
A Proxy Form is attached to the Notice. This is to be used by Shareholders if they wish to
appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited and
encouraged to attend the Meeting or, if they are unable to attend in person, sign and return the
Proxy Form to the Company in accordance with the instructions thereon. Lodgement of a
Proxy Form will not preclude a Shareholder from attending and voting at the Meeting in
person.
Please note that:
(a)
a member of the Company entitled to attend and vote at the Meeting is entitled to
appoint a proxy;
(b)
a proxy need not be a member of the Company; and
(c)
a member of the Company entitled to cast two or more votes may appoint two proxies
and may specify the proportion or number of votes each proxy is appointed to
exercise, but where the proportion or number is not specified, each proxy may
exercise half of the votes.
The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy
Forms.
Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify
the way the proxy is to vote on a particular resolution and, if it does:
(a)
the proxy need not vote on a show of hands, but if the proxy does so, the proxy must
vote that way (i.e. as directed);
(b)
if the proxy has 2 or more appointments that specify different ways to vote on the
resolution – the proxy must not vote on a show of hands;
(c)
if the proxy is the Chair of the meeting at which the resolution is voted on – the proxy
must vote on a poll, and must vote that way (i.e. as directed); and
(d)
if the proxy is not the Chair – the proxy need not vote on the poll, but if the proxy does
so, the proxy must vote that way (i.e. as directed).
Section 250BC of the Corporations Act provides that, if:
(a)
an appointment of a proxy specifies the way the proxy is to vote on a particular
resolution at a meeting of the Company's members;
(b)
the appointed proxy is not the chair of the meeting;
Page 6
(c)
at the meeting, a poll is duly demanded, or is otherwise required under section 250JA
on the resolution; and
(d)
either the proxy is not recorded as attending the meeting or the proxy does not vote on
the resolution,
the Chair of the meeting is taken, before voting on the resolution closes, to have been
appointed as the proxy for the purposes of voting on the resolution at the meeting.
Your proxy voting instruction must be received by 9:00am (AWST) on 5 March 2025, being not
later than 48 hours before the commencement of the Meeting.
2.3
Chair's voting intentions
The Chair intends to exercise all available proxies in favour of all Resolutions, unless the
Shareholder has expressly indicated a different voting intention.
2.4
Submitting questions
Shareholders may submit questions in advance of the Meeting to the Company. Questions
must be submitted by emailing the Company Secretary at chris@westarcapital.com.au by
5:00pm (AWST) on 3 March 2025.
Shareholders will also have the opportunity to submit questions during the Meeting in respect
to the formal items of business. In order to ask a question during the Meeting, please follow
the instructions from the Chair.
The Chair will attempt to respond to the questions during the Meeting. The Chair will request
prior to a Shareholder asking a question that they identify themselves (including the entity
name of their shareholding and the number of Shares they hold).
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3.
Resolution 1(a) and (b) – Ratification of issue of Placement Shares
3.1
General
On 23 October 2024, the Company announced that it had received firm commitments to raise
approximately $2.0 million (before costs) through a placement of 41,666,666 Shares to
professional and sophisticated investors at an issue price of $0.048 per Share (Placement
Shares), together with 20,833,333 attaching Options exercisable at $0.075 each and expiring
two years after issue (Placement Options) (Placement).
On 29 October 2024, the Company issued:
(a)
(b)
the Placement Shares, consisting of:
(i)
28,666,666 Shares issued using the Company’s available placement capacity
under Listing Rule 7.1 (the subject of Resolution 1(a)); and
(ii)
13,000,000 Shares issued using the Company’s available placement capacity
under Listing Rule 7.1A (the subject of Resolution 1(b));
the Placement Options (the subject of Resolution 2).
Bell Potter Securities Limited (Lead Manager) acted as lead manager to the Placement.
Resolution 1(a) and (b) seek the approval of Shareholders pursuant to Listing Rule 7.4 to ratify
the issue of the Placement Shares.
3.2
Listing Rules 7.1, 7.1A and 7.4
Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of
Equity Securities that a listed company can issue without the approval of its shareholders over
any 12-month period to 15% of the fully paid ordinary shares it had on issue at the start of that
period.
Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a
special resolution passed at its annual general meeting, to increase its 15% placement
capacity under Listing Rule 7.1 by an extra 10% to 25%. The Company obtained this approval
at its annual general meeting held on 17 November 2023.
The issue of the Placement Shares does not fit within any of the exceptions to Listing Rules
7.1 and 7.1A and, as it has not yet been approved by Shareholders, effectively uses up part of
the Company's placement capacities under Listing Rules 7.1 and 7.1A. This reduces the
Company's capacity to issue further Equity Securities without Shareholder approval under
Listing Rules 7.1 and 7.1A for the 12-month period following the issue of the Placement
Shares.
Listing Rule 7.4 provides an exception to Listing Rule 7.1 and 7.1A. It provides that where a
company in a general meeting ratifies the previous issue of securities made pursuant to Listing
Rule 7.1 or 7.1A (and provided that the previous issue did not breach that Listing Rule), those
securities will be deemed to have been made with shareholder approval for the purpose of
Listing Rule 7.1 or 7.1A (as applicable).
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The Company wishes to retain as much flexibility as possible to issue additional Equity
Securities into the future without having to obtain Shareholder approval for such issues under
Listing Rule 7.1.
The effect of Shareholders passing Resolution 1(a) and (b) will be to allow the Company to
retain the flexibility to issue Equity Securities in the future up to the 15% placement capacity
set out in Listing Rule 7.1 and the 10% additional placement capacity set out in Listing Rule
7.1A without the requirement to obtain prior Shareholder approval.
If Resolution 1(a) is passed, 28,666,666 Placement Shares will be excluded in calculating the
Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities
it can issue without Shareholder approval over the 12 month period following the issue date.
If Resolution 1(b) is passed, 13,000,000 Placement Shares will be excluded in calculating the
Company's 10% limit in Listing Rule 7.1A, effectively increasing the number of Equity
Securities it can issue without Shareholder approval over the 12 month period following the
issue date.
If Resolution 1(a) is not passed, 28,666,666 Placement Shares will continue to be included in
the Company's 15% limit under Listing Rule 7.1, effectively decreasing the number of Equity
Securities the Company can issue or agree to issue without obtaining prior Shareholder
approval, to the extent of 28,666,666 Equity Securities for the 12 month period following the
issue of those Shares.
If Resolution 1(b) is not passed, 13,000,000 Placement Shares will continue to be included in
the Company’s 10% limit under Listing Rule 7.1A, effectively decreasing the number of Equity
Securities the Company can issue or agree to issue without obtaining prior Shareholder
approval, to the extent of 13,000,000 Equity Securities for the 12 month period following the
issue of those Shares (and assuming the Company’s approval under Listing Rule 7.1A
remains in force for this period).
3.3
Specific information required by Listing Rule 7.5
Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in
relation to the ratification of the issue of the Placement Shares:
(a)
The Placement Shares were issued to the sophisticated and professional investors
identified by the Company, none of whom are a related party or Material Investor of the
Company (Placement Participants). The Placement Participants were identified
through a bookbuild process, which involved the Lead Manager seeking expressions of
interest to participate in the Placement from new and existing contacts of the Company
and clients of the Lead Manager.
(b)
A total of 41,666,666 Placement Shares were issued as follows:
(c)
(i)
28,666,666 Shares were issued using the Company’s placement capacity
under Listing Rule 7.1; and
(ii)
13,000,000 Shares were issued using the Company’s placement capacity
under Listing Rule 7.1A.
The Placement Shares are fully paid ordinary Shares in the capital of the Company and
rank equally in all respects with the Company's existing Shares on issue.
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3.4
(d)
The Placement Shares were issued on 29 October 2024 at an issue price of $0.048 per
Share.
(e)
The proceeds from the issue of the Placement Shares will be and have been used
towards:
(i)
enabling the Company to further advance the opportunity with PT Haudi and
progress the important second trials after successfully creating a geopolymer
cement binder using a zero-carbon nickel slag; and
(ii)
costs of the Placement.
(f)
There are no other material terms to the agreement for the subscription of the
Placement Shares.
(g)
A voting exclusion statement is included in the Notice.
Additional information
Resolution 1(a) and (b) are separate ordinary Resolutions.
The Board recommends that Shareholders vote in favour of Resolution 1(a) and (b).
4.
Resolution 2 – Ratification of issue of Placement Options
4.1
General
The background to the Placement and the issue of the Placement Options is in Section 3.1
above.
Resolution 2 seeks the approval of Shareholders pursuant to Listing Rule 7.4 to ratify the
issue of the Placement Options.
4.2
Listing Rule 7.1 and 7.4
A summary of Listing Rules 7.1 and 7.4 is in Section 3.2 above.
The issue of the Placement Options does not fit within any of the exceptions to Listing Rule
7.1 and, as it has not yet been approved by Shareholders, effectively uses up part of the
Company's placement capacity under Listing Rule 7.1. This reduces the Company's capacity
to issue further Equity Securities without Shareholder approval under Listing Rule 7.1 for the
12-month period following the issue of the Placement Options.
The effect of Shareholders passing Resolution 2 will be to allow the Company to retain the
flexibility to issue Equity Securities in the future up to the 15% additional placement capacity
set out in Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.
If Resolution 2 is passed, 20,833,328 Placement Options will be excluded in calculating the
Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities
it can issue without Shareholder approval over the 12 month period following the issue date.
If Resolution 2 is not passed, 20,833,328 Placement Options will continue to be included in the
Company's 15% limit under Listing Rule 7.1, effectively decreasing the number of Equity
Securities the Company can issue or agree to issue without obtaining prior Shareholder
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approval, to the extent of 20,833,328 Equity Securities for the 12 month period following the
issue of those Placement Options.
4.3
Specific information required by Listing Rule 7.5
Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in
relation to the proposed issue of the Placement Options:
4.4
(a)
The Placement Options were issued to the Placement Participants (refer to Section
3.3(a) for further details of the Placement Participants).
(b)
20,833,328 Placement Options were issued within the Company’s 15% placement
capacity under Listing Rule 7.1, without the need for Shareholder approval.
(c)
The Placement Options are exercisable at $0.075 each and expire on expire
29 October 2026. The Placement Options are otherwise subject to the terms and
conditions in Schedule 2.
(d)
The Placement Options were issued on 29 October 2024.
(e)
The Placement Options were issued as free attaching Options to the Placement
Shares. Accordingly, nil additional cash consideration was payable by the persons
who participated in the issue of the Placement Shares. However, funds received upon
exercise of the Placement Options will be used towards the Company’s general
working capital purposes and further development of the Company’s projects.
(f)
A summary of the intended use of funds raised from the Placement is in Section 3.3(e)
above. No additional funds will be raised by the issue of the Placement Options.
(g)
There are no other material terms to the agreement for the subscription of the
Placement Options.
(h)
A voting exclusion statement is included in the Notice.
Additional information
Resolution 2 is an ordinary resolution.
The Board recommends that Shareholders vote in favour of Resolution 2.
5.
Resolution 3 – Ratification of issue of Lead Manager Options
5.1
General
The background to the Placement is in Section 3.1 above.
The Lead Manager acted as lead manager to the Placement and was issued 10,000,000
Options on 8 November 2024 as partial consideration for these services (Lead Manager
Options). The Lead Manager Options are exercisable at $0.075 each and expire 29 October
2026 and are otherwise subject to the terms and conditions in Schedule 2.
Resolution 3 seeks Shareholder approval pursuant to Listing Rule 7.4 to ratify the issue of the
Lead Manger Options to the Lead Manager (or its nominees).
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5.2
Listing Rule 7.1 and 7.4
A summary of Listing Rules 7.1 and 7.4 is in Section 3.2 above.
The effect of Shareholders passing Resolution 3 will be to allow the Company to retain the
flexibility to issue Equity Securities in the future up to the 15% additional placement capacity
set out in Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.
If Resolution 3 is passed, 10,000,000 Lead Manager Options will be excluded in calculating
the Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity
Securities it can issue without Shareholder approval over the 12-month period following the
issue date.
If Resolution 3 is not passed, 10,000,000 Lead Manager Options will continue to be included
in the Company's 15% limit under Listing Rule 7.1, effectively decreasing the number of Equity
Securities the Company can issue or agree to issue without obtaining prior Shareholder
approval, to the extent of 10,000,000 Equity Securities for the 12 month period following the
issue of the Lead Manager Options.
5.3
Summary of Lead Manager Mandate
The Company entered into a mandate with the Lead Manager for the provision of lead
manager services, including the coordination and management of the Placement.
Under the Lead Manager Mandate, the Company agreed to pay the Lead Manager:
(a)
a capital raising fee of 6% of the amount raised under the Placement (before costs);
and
(b)
issue the Lead Manager Options.
The Lead Manager Mandate contains additional provisions, including warranties and
indemnities in respect of the Company, which are considered standard for agreements of this
nature.
5.4
Specific information required by Listing Rule 7.5
Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in
relation to the ratification of the issue of the Lead Manager Options:
(a)
The Lead Manager Options were issued to the Lead Manager (or its nominees), who
is not a related party.
(b)
10,000,000 Lead Manager Options were issued within the Company’s 15% placement
capacity under Listing Rule 7.1, without the need for Shareholder approval.
(c)
The Lead Manager Options are exercisable at $0.075 each and expire on 29 October
2026. The Lead Manager Options are otherwise subject to the terms and conditions in
Schedule 2.
(d)
The Lead Manager Options were issued on 8 November 2024.
(e)
The Lead Manager Options were issued for nil cash consideration and no funds will be
raised by their issue, however, funds received upon exercise of the Lead Manager
Options will be used towards the Company’s general working capital purposes and
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further development of the Company’s projects.
5.5
(f)
A summary of the material terms of the Lead Manager Mandate is in Section 5.3
above.
(g)
A voting exclusion statement is included in the Notice.
Additional information
Resolution 3 is an ordinary resolution.
The Board recommends that Shareholders vote in favour of Resolution 3.
6.
Resolution 4 – Change of Company name
6.1
Section 157 of the Corporations Act
Section 157(1)(a) of the Corporations Act provides that a company may change its name if the
company passes a special resolution adopting a new name.
The Company’s current name is "Suvo Strategic Minerals Limited” and Resolution 4 seeks the
approval of Shareholders for the Company to change its name to "Green360 Technologies
Limited”. The Company has reserved the new name with ASIC.
The Company has also requested that the ASX ticker code be changed from “SUV” to “GT3”
after the change of name is effective. This new ticker code “GT3” has been reserved by the
Company.
If Resolution 4 is passed, the change of Company name will take effect when ASIC alters the
details of the Company's registration in accordance with section 164 of the Corporations Act.
If Resolution 4 is not passed, the Company will be unable to change its name to "Green360
Technologies Limited”, and Resolution 4 will have no effect.
6.2
Additional information
Resolution 4 is a special resolution and therefore requires approval of 75% of the votes cast
by Shareholders present and eligible to vote (in person, by proxy, by attorney or, in the case of
a corporate Shareholder, by a corporate representative).
The Board recommends that Shareholders vote in favour of Resolution 4.
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Schedule 1
Definitions
In the Notice, words importing the singular include the plural and vice versa.
$ or A$
means Australian Dollars.
ASX
means the ASX Limited (ABN 98 008 624 691) and, where the context
permits, the Australian Securities Exchange operated by ASX Limited.
AWST
means Western Standard Time, being the time in Perth, Western
Australia.
Board
means the board of Directors.
Chair
means the person appointed to chair the Meeting of the Company
convened by the Notice.
Company
means Suvo Strategic Minerals Limited (ACN 140 316 463).
Corporations Act
means the Corporations Act 2001 (Cth), as amended.
Director
means a director of the Company.
Equity Security
has the same meaning as in the Listing Rules.
Explanatory
Memorandum
means the explanatory memorandum which forms part of the Notice.
Key Management
Personnel
has the same meaning as in the accounting standards issued by the
Australian Accounting Standards Board and means those persons
having authority and responsibility for planning, directing and controlling
the activities of the Company, or if the Company is part of a consolidated
entity, of the consolidated entity, directly or indirectly, including any
Director (whether executive or otherwise) of the Company, or if the
Company is part of a consolidated entity, of an entity within the
consolidated group.
Listing Rules
means the listing rules of ASX.
Material Investor
means, in relation to the Company:
(a)
a related party;
(b)
Key Management Personnel;
(c)
a substantial Shareholder;
(d)
an advisor; or
(e)
an associate of the above,
who received or will receive Securities in the Company which constitute
more than 1% of the Company's anticipated capital structure at the time
of issue.
Meeting
has the meaning given in the introductory paragraph of the Notice.
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Notice
means this notice of general meeting.
Option
means an option to acquire a Share.
Lead Manager
means Bell Potter Securities Limited (ACN 006 390 772).
Lead Manager Mandate
means the lead manager mandate between the Company and the Lead
Manager dated 18 October 2024.
Lead Manager Options
has the meaning given in Section 5.1.
Placement
has the meaning given in Section 3.1.
Placement Options
has the meaning given in Section 3.1.
Placement Participants
has the meaning given in Section 3.3(a).
Placement Shares
has the meaning given in Section 3.1.
Proxy Form
means the proxy form attached to the Notice.
Resolution
means a resolution referred to in the Notice.
Schedule
means a schedule to the Notice.
Section
means a section of the Explanatory Memorandum.
Securities
means any Equity Securities of the Company (including Shares, Options
and/or Performance Rights).
Share
means a fully paid ordinary share in the capital of the Company.
Shareholder
means the holder of a Share.
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Schedule 2
Terms and conditions of Placement Options and
Lead Manager Options
The terms and conditions of the Placement Options and the Lead Manager Options (hereinafter
referred to as Options) are as follows:
1.
(Entitlement): Each Option entitles the holder to subscribe for one Share upon exercise of the
Option.
2.
(Exercise Price and Expiry Date): the amount payable upon exercise of each Option is
$0.075 each (Exercise Price), and the expiry date of each Option is 29 October 2026 (Expiry
Date).
3.
(Exercise Period): The Options are exercisable at any time on or prior to the Expiry Date.
4.
(Quotation of the Options): The Company will not apply for quotation of the Options on any
securities exchange.
5.
(Transferability): The Options are not transferable.
6.
(Notice of Exercise): The Options may be exercised by notice in writing to the Company in
the manner specified on the Option certificate (Notice of Exercise) and, if applicable,
payment of the Exercise Price for each Option being exercised in Australian currency by
electronic funds transfer or other means of payment acceptable to the Company.
Any Notice of Exercise of an Option received by the Company will be deemed to be a notice of
the exercise of that Option as at the date of receipt of the Notice of Exercise and, if applicable,
the date of receipt of the payment of the Exercise Price for each Option being exercised in
cleared funds (Exercise Date).
1.
(Timing of issue of Shares on exercise): As soon as practicable after the valid exercise of
an Option, the Company will:
(a)
issue, allocate or cause to be transferred to the holder the number of Shares to which
the holder is entitled;
(b)
issue a substitute certificate for any remaining unexercised Options held by the holder;
(c)
if required, give ASX a notice that complies with section 708A(5)(e) of the
Corporations Act; and
(d)
do all such acts, matters and things to obtain the grant of quotation of the Shares by
ASX in accordance with the ASX Listing Rules.
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