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Artemis Resources Limited Board/Management Information 2018

Jun 18, 2018

10429_rns_2018-06-18_08a20895-0749-40b3-9c2c-b59ad037e3f9.pdf

Board/Management Information

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ASX / Media Announcement

19 June 2018

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ARTEMIS APPOINTS CHIEF EXECUTIVE OFFICER

Artemis Resources Limited

ARBN: 80 107 051 749

Suite 1, 11 Ventnor Ave, West Perth, WA Australia, 6005

PO Box 1291 West Perth, WA Australia, 6872

Phone: +61 8 6319 0000 Email:

[email protected] Website: artemisresources.com.au

Artemis Resources Limited (“ Artemis ” or “ the Company ”) ( ASX: ARV ) advises that Mr Wayne Bramwell has been appointed to the newly created position of Chief Executive Officer (“CEO”), effective 19 June 2018. Mr Bramwell is tasked with bringing Artemis’s Radio Hill Operations back in to production.

Mr Bramwell is an experienced metallurgist and mining executive with over 26 years of international and Australian project development expertise across the base metals, precious metals and bulk commodity sectors. He has extensive experience dealing with international financial institutions and brings to the Company his negotiating skills with international off-take partners and trading houses, having previously negotiated two project level strategic joint ventures with Japan’s Toyota Tsusho Corporation and Nittetsu Mining Co. Ltd.

Mr Bramwell holds a Bachelor of Science (Mineral Science - Extractive Metallurgy), Graduate Diploma of Business, Master of Science (Mineral Economics) and is a Graduate of the Australian Institute of Company Directors (GAICD).

Artemis’s Executive Chairman David Lenigas commented;

Directors:

Executive Chairman David Lenigas

Executive Directors Edward Mead Alex Duncan-Kemp

Non-Executive Director: Sheikh Maktoum Hasher al Maktoum

Company Secretary: Guy Robertson

Corporate Information ASX Code: ARV

“We are pleased to welcome Wayne Bramwell to the senior Artemis team as we transition from explorer to producer. He has demonstrated abilities to both develop and manage projects as well as to communicate effectively with the wider market. Wayne’s background in metallurgy, engineering and his experience in developing strategic partnerships with potential concentrate off-takers will be extremely valuable to Artemis as we move towards bringing our key Radio Hill Operations near Karratha back in to production.”

Artemis CEO Wayne Bramwell commented;

“The Artemis team has built a large and strategic landholding in the Pilbara. Its portfolio of gold, base and battery metal assets contain near term production and advanced exploration targets and alongside the 100% owned Radio Hill processing plant, provides Artemis the key to unlock further value for its shareholders. I look forward to joining this dynamic team as we transition the Company to becoming a producer.”

In accordance with Listing Rule 3.16.4, the key terms of Mr Bramwell’s employment are attached as Appendix A. Total remuneration for Mr Bramwell includes short and long-term incentives, and delivery of these will be linked to certain Key Performance Indicators (“KPI”) being achieved. These KPI incentives firmly align Mr Bramwell’s performance and interests with shareholders.

CONTACTS:

For further information on this update or the Company generally, please visit our website at www.artemisresources.com.au, or contact:

Investors / Shareholders

Edward Mead - Executive Director / T: +61 407 445 351 E: [email protected] Wayne Bramwell - CEO / T: +61 417 953 073 E: [email protected]

Media Advisor / Chapter One Advisors

David Tasker Telephone: +61 433 112 936 Email: [email protected]

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APPENDIX A

KEY TERMS OF MR WAYNE BRAMWELL’S EMPLOYMENT CONTRACT

The material terms of Mr Wayne Bramwell’s Executive Employment Contract (effective 19 June 2018) are as follows:

Commencement Date 19 June 2018
Total Fixed Remuneration $380,000per annum(plus statutorysuperannuation contribution).
Term Appointment on an on‐going basis subject to termination by either party
(see termination and notice below).
Long Term Incentive Options A total of 15,000,000 unlisted options will be issued as a long-term
incentive to Mr Bramwell (and/or his nominees) as follows:

Tranche 1 – 10,000,000 unlisted options

Exercise price – 145% of the 5-day ASX VWAP for ARV prior to
the Commencement Date.

Vesting Condition – first commercial sale following production
from the Company’s Radio Hill plant.

Tranche 2 – 5,000,000 unlisted options

Exercise price – $0.40

Vesting Condition – A 20-day VWAP of no less than $0.40.
Vesting of the options will be subject to Mr Bramwell’s continued
employment with the Company. However, all options will vest immediately
in the event of a change of control transaction or redundancy.
All options will expire on that date that is three years from the date of
issue.
Termination and Notice Artemis can terminate the agreement upon 3 months’ notice (within the first
year of employment) or upon 6 months’ notice (at any time after the first
anniversary of the Commencement Date).
Mr Bramwell may terminate the agreement upon 3 months' notice to the
Company.
Artemis may elect, at its discretion, to make payment in lieu of notice.
Artemis can immediately terminate the agreement at any time for cause.
In the event a material reduction in Mr Bramwell’s authority, status or
responsibilities occurs, or if Mr Bramwell’s reporting line is changed such
that he no longer reports to the Board of Artemis, Mr Bramwell can
terminate the agreement for redundancy and Artemis will pay Mr Bramwell
an amount equal to 12 months of total fixed remuneration (subject to any
limitations on termination pay prescribed by the Corporations Act).

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