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ARDIDEN LTD — Proxy Solicitation & Information Statement 2026
Apr 16, 2026
64307_rns_2026-04-16_210cd469-109a-4d72-a0db-5a3f7545366e.pdf
Proxy Solicitation & Information Statement
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ARDIDEN
17 April 2026
GENERAL MEETING - NOTICE AND PROXY FORM
Dear Shareholder
A general meeting (Meeting) of shareholders of Ardiden Limited (ABN 82 110 884 252) (Company) will be held at Level 3, 1138 Hay Street, West Perth WA 6005 on Thursday, 21 May 2026 at 10:00am (AWST).
The Board has made the decision that it will hold a physical Meeting. In accordance with section 110D(1) of the Corporations Act 2001 (Cth), the Company will not be sending hard copies of the Notice of Meeting (Notice) to shareholders unless a shareholder has made a valid election to receive such documents in hard copy. The Notice can be viewed and downloaded from the Company's website at https://www.ardiden.com.au or by searching ADV at www.asx.com.au.
You may vote by attending the Meeting in person (or by attorney), by proxy or by appointing a corporate representative. The Company strongly encourages shareholders to lodge a directed proxy form prior to the Meeting. Shareholders can lodge their vote by going to www.investorvote.com.au and logging in with the meeting ID, your unique shareholder identification number and postcode (or country for overseas residents), which you can find on your enclosed personalised proxy form.
Your proxy form must be received by 10:00am (AWST) on Tuesday, 19 May 2026, being not less than 48 hours before the commencement of the Meeting. Any proxy forms received after that time will not be valid for the Meeting.
Shareholders may submit questions in advance of the Meeting by email to the Company Secretary at [email protected] by 5:00pm (AWST) on Tuesday, 19 May 2026. Shareholders who physically attend the Meeting will also have the opportunity to submit questions during the Meeting.
If the Company makes any alternative arrangements to the way in which the meeting is held, Shareholders will be notified by way of announcement on ASX and the details will also be made available on our website at https://www.ardiden.com.au.
The Notice is important and should be read in its entirety. If you are in doubt as to the course of action you should follow, you should consult your financial adviser, lawyer, accountant or other professional adviser.
If you have any difficulties obtaining a copy of the Notice, please contact the Company's share registry, Computershare, on 1300 850 505 (within Australia) or +61 3 9405 4000 (overseas).
The Company encourages shareholders to provide an email address so we can communicate with you electronically for items such as notices of meeting and annual reports. Shareholders can still elect to receive some or all of their communications in physical or electronic form, or elect not to receive certain documents such as annual reports. To review or update your communication preferences, please contact the Company's share registry, Computershare, at http://www.investorcentre.com/.
Yours sincerely
Ms Tara Robson
Company Secretary
Samples/000001/000002512
ARDIDEN
Ardiden Ltd
ABN 82 110 884 252
NOTICE OF GENERAL MEETING AND EXPLANATORY MEMORANDUM TO SHAREHOLDERS
Date of Meeting
Thursday, 21 May 2026
Time of Meeting
10:00am (AWST)
Place of Meeting
Level 3, 1138 Hay Street, West Perth WA 6005
A Proxy Form is enclosed or has otherwise been provided to you
Please read this Notice and Explanatory Memorandum carefully.
If you are unable to attend the General Meeting please complete and return the Proxy Form in accordance with the specified directions.
ARDIDEN LTD
ABN 82 110 884 252
NOTICE OF GENERAL MEETING
Notice is given that the General Meeting of Shareholders of Ardiden Ltd ABN 82 110 884 252 will be held at Level 3, 1138 Hay Street, West Perth WA 6005 on Thursday, 21 May 2026 at 10.00am (AWST) for the purpose of transacting the following business referred to in this Notice of General Meeting.
AGENDA
1 Resolution 1 – Change of Name of the Company
To consider and, if thought fit, to pass the following resolution as a special resolution:
"That for the purposes of section 157(1)(a) of the Corporations Act and for all other purposes, the name of the Company be changed from "Ardiden Ltd" to "Lac Gold Limited" and that, for the purposes of section 136(2) of the Corporations Act and all other purposes, all references to "Ardiden Ltd" in the Company's Constitution be replaced by references to "Lac Gold Limited".
OTHER BUSINESS
To deal with any other business which may be brought forward in accordance with the Constitution and the Corporations Act.
Details of the definitions and abbreviations used in this Notice are set out in the Glossary to the Explanatory Memorandum.
By order of the Board
Tara Robson
Company Secretary
Dated: 17 April 2026
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How to vote
Shareholders can vote by either:
- attending the Meeting and voting in person or by attorney or, in the case of corporate Shareholders, by appointing a corporate representative to attend and vote; or
- appointing a proxy to attend and vote on their behalf using the Proxy Form accompanying this Notice of Meeting and by submitting their proxy appointment and voting instructions in person, by post, electronically via the internet or by facsimile.
Voting in person (or by attorney)
Shareholders, or their attorneys, who plan to attend the Meeting are asked to arrive at the venue 15 minutes prior to the time designated for the Meeting, if possible, so that their holding may be checked against the Company's share register and their attendance recorded. To be effective a certified copy of the Power of Attorney, or the original Power of Attorney, must be received by the Company in the same manner, and by the same time as outlined for proxy forms below.
Questions at the Meeting
Please note, only Shareholders may ask questions once they have been verified. It may not be possible to respond to all questions. Shareholders are encouraged to submit questions prior to the Meeting (please see below).
Submission of written questions to the Company in advance of the Meeting
A Shareholder who is entitled to vote at the meeting may submit a written question to the Company in advance of the Meeting at [email protected]. We ask that all pre-Meeting questions be received by the Company no later than 19 May 2026.
Voting by a Corporation
A Shareholder that is a corporation may appoint an individual to act as its representative and vote in person at the Meeting. The appointment must comply with the requirements of section 250D of the Corporations Act. The representative should bring to the Meeting evidence of his or her appointment, including any authority under which it is signed.
Voting by proxy
- A Shareholder entitled to attend and vote is entitled to appoint not more than two proxies. Each proxy will have the right to vote on a poll and also to speak at the Meeting.
-
The appointment of the proxy may specify the proportion or the number of votes that the proxy may exercise. Where more than one proxy is appointed and the appointment does not specify the proportion or number of the Shareholder's votes each proxy may exercise, the votes will be divided equally among the proxies (i.e. where there are two proxies, each proxy may exercise half of the votes).
-
A proxy need not be a Shareholder.
- The proxy can be either an individual or a body corporate.
- If a proxy is not directed how to vote on an item of business, the proxy may generally vote, or abstain from voting, as they think fit.
- Should any resolution, other than those specified in this Notice, be proposed at the Meeting, a proxy may vote on that resolution as they think fit.
- If a proxy is instructed to abstain from voting on an item of business, they are directed not to vote on the Shareholder's behalf on the poll and the Shares that are the subject of the proxy appointment will not be counted in calculating the required majority.
- Shareholders who return their Proxy Forms with a direction how to vote, but who do not nominate the identity of their proxy, will be taken to have appointed the Chair of the Meeting as their proxy to vote on their behalf. If a Proxy Form is returned but the nominated proxy does not attend the Meeting, the Chair of the Meeting will act in place of the nominated proxy and vote in accordance with any instructions. Proxy appointments in favour of the Chair of the Meeting, the secretary or any Director that do not contain a direction how to vote will be used, where possible, to support each of the Resolutions proposed in this Notice, provided they are entitled to cast votes as a proxy under the voting exclusion rules which apply to some of the proposed Resolutions. These rules are explained in this Notice.
- To be effective, proxies must be received by 10:00am (AWST) on Tuesday, 19 May 2026. Proxies received after this time will be invalid.
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Proxies may be lodged using any of the following methods:
-
By internet:
[Log on to www.investorvote.com.au. If you are a custodian and an Intermediary Online subscriber, you can log on to www.intermediaryonline.com.] -
By post:
[Computershare Investor Services Pty Limited, GPO Box 242, Melbourne Victoria 3001 Australia.] -
By fax:
[(within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555] - by returning a completed Proxy Form in person or by post using the pre-addressed envelope provided with this Notice to:
- The Proxy Form must be signed by the Shareholder or the Shareholder's attorney. Proxies given by corporations must be executed in accordance with the Corporations Act. Where the appointment of a proxy is signed by the appointer's attorney, a certified copy of the Power of Attorney, or the power itself, must be received by the Company at the above address, or by facsimile, and by 10:00am (AWST) on Tuesday, 19 May 2026. If facsimile transmission is used, the Power of Attorney must be certified.
Shareholders who are entitled to vote
In accordance with paragraphs 7.11.37 and 7.11.38 of the Corporations Regulations, the Board has determined that a person's entitlement to vote at the General Meeting will be the entitlement of that person set out in the Register of Shareholders as at 5:00 pm (AWST) on Tuesday, 19 May 2026.
ARDIDEN LTD
ABN 82 110 884 252
EXPLANATORY MEMORANDUM
This Explanatory Memorandum is intended to provide Shareholders with sufficient information to assess the merits of the Resolutions contained in the accompanying Notice of General Meeting of the Company.
Certain abbreviations and other defined terms are used throughout this Explanatory Memorandum. land abbreviations are set out in the Glossary to the Explanatory Memorandum.
1 Resolution 1 – Change of Name of the Company
Since December 2014, the Company's name has been Ardiden Ltd, and during that time the Company's main undertakings and principal focus have been gold exploration at its 100% owned Pickle Lake Gold Project in north-west Ontario, Canada.
In December 2025, the Company completed its merger with Lac Gold Limited ACN 678 715 985, the owner of the Rouyn Gold Project in Québec, Canada (Rouyn). Following completion, Lac Gold Limited was converted to a proprietary company limited by shares, with the Company being the sole shareholder, and has changed its name to Lac Gold Holdings Pty Ltd.
The merger provides a foundation for building a focused Canadian gold company capable of advancing two high-quality assets, whilst delivering scale, optionality and flexibility. As the Company enters the next phase of its development, it is well positioned with a strong cash position, flexible financing arrangements at Rouyn and an experienced Board and management team with a proven track record in exploration, project development and capital markets.
The Company has recently announced its first drill results at Rouyn and expects to complete approximately 15,000 metres of diamond drilling across multiple targets during its first drilling program in 2026.
With an encouraging start to the Company's inaugural drilling campaign at Rouyn and a demonstrated potential for continued growth within the existing mineralised system as announced to the ASX on 27 March 2026, the Board has determined that it is appropriate to change the Company's name to "Lac Gold Limited".
The Board will also request that ASX changes the Company's ASX listing code from "ADV" to "LAC" after the change of name takes effect. The code "LAC" has been reserved by the Company.
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. For a special resolution to be passed, at least 75% of the votes validly cast on the resolution by shareholders present and eligible to vote (in person, by proxy, by attorney, or in the case of a Member which is a corporation, by representative) (by the number of shares) must be in favour of the resolution.
If the Resolution is passed, the change of name will take effect when ASIC alters the details of the Company's registration. The proposed name has been reserved by the Company and if the resolution is passed, the Company will lodge a copy of that special resolution with ASIC in order to effect the change.
If the Resolution is not passed, the Company will not be able to change its name and will remain as Ardiden Ltd.
The Company also seeks approval under section 136(2) of the Corporations Act to amend the Company's Constitution to reflect the change of name.
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The Board recommends that Shareholders vote in favour of the Resolution.
The Chair of the Meeting intends to vote all available proxies in favour of the Resolution.
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GLOSSARY
ASX means 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 as recognised in Perth, Western Australia.
Board means the Directors.
Chair or Chairman means the individual elected to chair any meeting of the Company from time to time.
Company or ADV means Ardiden Ltd ABN 82 110 884 552.
Constitution means the Company's constitution, as amended from time to time.
Corporations Act means Corporations Act 2001 (Cth).
Directors means the directors of the Company.
Explanatory Memorandum means the explanatory memorandum accompanying this Notice.
Lac Gold Limited or LAC means the Company's proposed new name.
Listing Rules means the ASX Listing Rules.
Meeting means the General Meeting convened by the Notice.
Notice means this Notice of General Meeting.
Notice of Meeting means this Notice of General Meeting.
Proxy Form means the proxy form accompanying the Notice by way of email where the Shareholder has elected to receive notices by email, or the personalised proxy form accompanying the postcard circulated by way of post where the Shareholder has not elected to receive notices by email.
Resolution means a resolution contained in the Notice.
Rouyn has the meaning given in section 1 of the Explanatory Memorandum.
Shareholder means a member of the Company from time to time.
Shares means fully paid ordinary shares in the capital of the Company.
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ARDIDEN
Ardiden Ltd
ABN 82 110 884 252
Need assistance?
Phone: 1300 850 505 (within Australia) +61 3 9415 4000 (outside Australia)
Online: www.investorcentre.com/contact
YOUR VOTE IS IMPORTANT
For your proxy appointment to be effective it must be received by 10:00am (AWST) on Tuesday, 19 May 2026.
Proxy Form
How to Vote on the Item of Business
All your securities will be voted in accordance with your directions.
APPOINTMENT OF PROXY
Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite on the item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on the item your vote will be invalid on the item.
Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.
Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy with both names and the percentage of votes or number of securities for each in Step 1 overleaf.
A proxy need not be a securityholder of the Company.
SIGNING INSTRUCTIONS FOR POSTAL FORMS
Individual: Where the holding is in one name, the securityholder must sign.
Joint Holding: Where the holding is in more than one name, all of the securityholders 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 form when you return it.
Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held. Delete titles as applicable.
PARTICIPATING IN THE MEETING
Corporate Representative
If a representative of a corporate securityholder or proxy is to participate in the meeting you will need to provide the appropriate "Appointment of Corporate Representative". A form may be obtained from Computershare or online at www.investorcentre.com/au and select "Printable Forms".
Lodge your Proxy Form:
Online:
Lodge your vote online at www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.
Your secure access information is
Control Number: 188716
SRN/HIN:
For Intermediary Online
subscribers (custodians) go to
www.intermediaryonline.com
By Mail:
Computershare Investor Services Pty Limited
GPO Box 242
Melbourne VIC 3001
Australia
By Fax:
1800 783 447 within Australia or
+61 3 9473 2555 outside Australia
PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.
You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form and may elect not to receive annual reports. To do so, contact Computershare.
324998_0_COSMOS_Sample_Proxy/000001/000001/1
Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with 'X') should advise your broker of any changes.
Proxy Form
Please mark ☐ to indicate your directions
Step 1 Appoint a Proxy to Vote on Your Behalf
I/We being a member/s of Ardiden Ltd hereby appoint
☐ the Chair of the Meeting
OR
PLEASE NOTE: Leave this box blank if you have selected the Chair of the Meeting. Do not insert your own name(s).
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chair of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the General Meeting of Ardiden Ltd to be held at Level 3, 1138 Hay Street, West Perth WA 6005 on Thursday, 21 May 2026 at 10:00am (AWST) and at any adjournment or postponement of that meeting.
Step 2 Item of Business
PLEASE NOTE: If you mark the Abstain box for the item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.
| Resolution 1 | Change of Name of the Company | For | Against | Abstain |
|---|---|---|---|---|
| ☐ | ☐ | ☐ |
The Chair of the Meeting intends to vote undirected proxies in favour of the item of business. In exceptional circumstances, the Chair of the Meeting may change his/her voting intention the resolution, in which case an ASX announcement will be made.
Step 3 Signature of Securityholder(s)
This section must be completed.
| Individual or Securityholder 1 | Securityholder 2 | Securityholder 3 |
|---|---|---|
| Sole Director & Sole Company Secretary | Director | Director/Company Secretary |
| Update your communication details (Optional) | ||
| Mobile Number | Email Address | Date |
| By providing your email address, you consent to receive future Notice of Meeting & Proxy communications electronically |
ADV
Computershare
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