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AQUIRIAN LIMITED — Proxy Solicitation & Information Statement 2025
Apr 21, 2025
64408_rns_2025-04-21_968c08e7-f723-4178-9ed5-d689751da356.pdf
Proxy Solicitation & Information Statement
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22 April 2025
Letter to Shareholders regarding General Meeting
Dear Shareholder
A General Meeting ( Meeting ) of Aquirian Limited (Aquirian or Company) is scheduled to be held on Thursday, 22 May 2025 at 9:00 am (AWST). The Meeting will be held at the offices of Aquirian, Level 5, 190 St Georges Terrace, Perth Western Australia.
The Company will not be sending hard copies of the Notice of Meeting to shareholders unless a shareholder has previously requested a hard copy. A copy of the Notice of Meeting can be viewed and downloaded from the Company’s website:
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- https://aquirian.com/investor centre/asx announcements
The Notice of Meeting includes information on the business to be considered at the meeting and how to participate in the meeting. A complete copy of the important Meeting documents have been posted on the Company’s ASX market announcements page (ASX:AQN).
The Company encourages shareholders to submit their votes in advance of the Meeting to assist with the efficient conduct of the Meeting. Votes may also be submitted during the Meeting, with proxy forms to be provided to the Company’s share registry by 9:00am (AWST) on Tuesday 20 May 2025. Any proxy voting instructions received after that time will not be valid for the Meeting. Details on how to submit votes by proxy are included in the enclosed form.
In accordance with section 249L of the Corporations Act 2001 (Cth) (Corporations Act), Shareholders are advised that:
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each shareholder has a right to appoint a proxy;
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the proxy need not be a shareholder of the Company; and
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a shareholder who is 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. If the shareholder appoints two proxies and the appointment does not specify the proportion or number of the shareholder’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.
This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.
AQUIRIAN LIMITED (ASX: AQN) ACN: 634 457 506 Level 5, 190 St. Georges Terrace Perth WA 6000
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If you have any difficulties obtaining a copy of Notice of Meeting please contact the Company’s share registry, Automic on, 1300 288 664 (within Australia) or +61 2 9698 5414 (overseas).
Yours faithfully
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Mark Hunter
Company Secretary
AQUIRIAN LIMITED
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AQUIRIAN LIMITED (ASX: AQN) ACN: 634 457 506 Level 5, 190 St. Georges Terrace Perth WA 6000
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Proxy Voting Form If you are attending the Meeting in person, please bring this with you for Securityholder registration.
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AQUIRIAN LIMITED | ABN 23 634 457 506
Your proxy voting instruction must be received by 9.00am (AWST) on Tuesday, 20 May 2025 , being not later than 48 hours before the commencement of the Meeting. Any Proxy Voting instructions received after that time will not be valid for the scheduled Meeting.
SUBMIT YOUR PROXY
| Complete the form overleaf in accordance with the instructions set out below. | Lodging your Proxy Voting Form: |
|---|---|
| YOUR NAME AND ADDRESSThe name and address shown above is as it appears on the Company’s share register. If this information isincorrect, and you have an Issuer Sponsored holding, you can update your address through the investorportal:**https://investor.automic.com.au/#/home**Shareholders sponsored by a broker should advise theirbroker of any changes. | OnlineUse your computer or smartphone toappoint a proxy athttps://investor.automic.com.au/#/loginsahorscan the QR code below using your |
| STEP 1 – APPOINT A PROXY | smartphone |
| If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name of | Login & Click on ‘Meetings’. Use the |
| that Individual or body corporate. A proxy need not be a Shareholder of the Company. Otherwise if you | Holder Number as shown at the top of |
| leave this box blank, the Chair of the Meeting will be appointed as your proxy by default. | this Proxy Voting Form. |
| DEFAULT TO THE CHAIR OF THE MEETING | |
| Any directed proxies that are not voted on a poll at the Meeting will default to the Chair of the Meeting, | |
| who is required to vote these proxies as directed. Any undirected proxies that default to the Chair of the | |
| Meeting will be voted according to the instructions set out in this Proxy Voting Form, including where the | |
| Resolutions are connected directly or indirectly with the remuneration of Key Management Personnel. |
STEP 2 - VOTES ON ITEMS OF BUSINESS
You may direct your proxy how to vote by marking one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.
APPOINTMENT OF SECOND PROXY
You may appoint up to two proxies. If you appoint two proxies, you should complete two separate Proxy Voting Forms and specify the percentage or number each proxy may exercise. If you do not specify a percentage or number, each proxy may exercise half the votes. You must return both Proxy Voting Forms together. If you require an additional Proxy Voting Form, contact Automic Registry Services.
SIGNING INSTRUCTIONS
Individual: Where the holding is in one name, the Shareholder must sign. Joint holding: Where the holding is in more than one name, all Shareholders should sign. Power of attorney: If you have not already lodged the power of attorney with the registry, please attach a certified photocopy of the power of attorney to this Proxy Voting Form when you return it. Companies: To be signed in accordance with your Constitution. Please sign in the appropriate box which indicates the office held by you. Email Address: Please provide your email address in the space provided.
By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible) such as a Notice of Meeting, Proxy Voting Form and Annual Report via email.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to attend the Meeting the appropriate ‘Appointment of Corporate Representative’ should be produced prior to admission. A form may be obtained from the Company’s share registry online at https://automicgroup.com.au.
BY MAIL: Automic GPO Box 5193 Sydney NSW 2001 IN PERSON: Automic Level 5, 126 Phillip Street Sydney NSW 2000
BY EMAIL:
BY FACSIMILE:
+61 2 8583 3040
All enquiries to Automic: WEBSITE: https://automicgroup.com.au
PHONE:
1300 288 664 (Within Australia) +61 2 9698 5414 (Overseas)
STEP 1 - How to vote
APPOINT A PROXY:
I/We being a Shareholder entitled to attend and vote at the General Meeting of AQUIRIAN LIMITED, to be held at 9.00am (AWST) on Thursday, 22 May 2025 at Level 5, 190 St Georges Terrace, Perth Western Australia hereby:
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Appoint the Chair of the Meeting (Chair) OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof.
The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote.
Unless indicated otherwise by ticking the “for”, “against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention.
AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS
Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolution 9 (except where I/we have indicated a different voting intention below) even though Resolution 9 is connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair.
STEP 2 - Your voting direction
| Resolutions | Resolutions | For | AgainstAbstain | AgainstAbstain |
|---|---|---|---|---|
| 1 | Election of Director – Mr Adrian Mason | |||
| 2 | Ratification of Prior Issue of March Placement Shares Under Listing Rule 7.1 | |||
| 3 | Ratification of Prior Issue of March Placement Shares Under Listing Rule 7.1A | |||
| 4 | Approval to Issue Placement Shares to Mr Bruce McFadzean | |||
| 5 | Approval to Issue Placement Shares to Ms Alexandra Atkins | |||
| 6 | Approval to Issue Placement Shares to Mr Adrian Mason | |||
| 7 | Approval to Issue Placement Shares to Mr Gregory Patching | |||
| 8 | Approval to Issue Placement Shares to Mr David Kelly | |||
| 9 | Approval to Issue Options to Related Party - Mr Adrian Mason | |||
| Please | note:If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution on | a show of | hands or on | |
| a poll and your votes will not be counted in computing the required majority on a poll. |
STEP 3 – Signatures and contact details
| Individual or Securityholder 1 | Individual or Securityholder 1 | Individual or Securityholder 1 | Individual or Securityholder 1 | Individual or Securityholder 1 | Individual or Securityholder 1 | Securityholder 2 | Securityholder 2 | Securityholder 2 | Securityholder 2 | Securityholder 3 | Securityholder 3 | Securityholder 3 | Securityholder 3 | Securityholder 3 | Securityholder 3 | Securityholder 3 | Securityholder 3 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sole Director and Sole Company Secretary | Director | Director / Company Secretary | |||||||||||||||||||||||||||||||||||||||
| Contact Name: | |||||||||||||||||||||||||||||||||||||||||
| Email Address: | |||||||||||||||||||||||||||||||||||||||||
| Contact Daytime Telephone | Date (DD/MM/YY) | ||||||||||||||||||||||||||||||||||||||||
| / | / | ||||||||||||||||||||||||||||||||||||||||
| By providing your email address, you elect to | receive all | communications despatched by the Company electronically (where legally permissible). |