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Austral Gold Limited Proxy Solicitation & Information Statement 2020

Dec 2, 2020

47360_rns_2020-12-02_c1e53b6b-2449-43ec-ad61-60da46baa8d2.pdf

Proxy Solicitation & Information Statement

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8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com

Security Class

Holder Account Number

Form of Proxy - Extraordinary General Meeting to be held on Tuesday, January 12, 2021 in Sydney Australia

This Form of Proxy is solicited by and on behalf of Management.

Notes to proxy

  • 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or postponement thereof. If you wish to appoint a person or company other than the persons whose names are printed herein, please insert the name of your chosen proxyholder in the space provided (see reverse).
    1. If the securities are registered in the name of more than one owner (for example, joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. If you are voting on behalf of a corporation or another individual you must sign this proxy with signing capacity stated, and you may be required to provide documentation evidencing your power to sign this proxy.
    1. This proxy should be signed in the exact manner as the name(s) appear(s) on the proxy.
    1. If this proxy is not dated, it will be deemed to bear the date on which it is mailed by Management to the holder.
  • 5. The securities represented by this proxy will be voted as directed by the holder, however, if such a direction is not made in respect of any matter, this proxy will be voted as recommended by Management.
    1. The securities represented by this proxy will be voted in favour or withheld from voting or voted against each of the matters described herein, as applicable, in accordance with the instructions of the holder, on any ballot that may be called for and, if the holder has specified a choice with respect to any matter to be acted on, the securities will be voted accordingly.
    1. This proxy confers discretionary authority in respect of amendments or variations to matters identified in the Notice of Meeting or other matters that may properly come before the meeting or any adjournment or postponement thereof.
    1. This proxy should be read in conjunction with the accompanying documentation provided by Management.

Proxies submitted must be received by 8:00 AM (Pacific Time) on Thursday, January 7, 2021.

VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK!

• Call the number listed BELOW from a touch tone telephone.

1-866-732-VOTE (8683) Toll Free

To Vote Using the Telephone To Vote Using the Internet

  • Go to the following web site: www.investorvote.com
  • Smartphone? Scan the QR code to vote now.

If you vote by telephone or the Internet, DO NOT mail back this proxy.

Voting by mail may be the only method for securities held in the name of a corporation or securities being voted on behalf of another individual.

Voting by mail or by Internet are the only methods by which a holder may appoint a person as proxyholder other than the Management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy.

To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below.

CONTROL NUMBER

Appointment of Proxyholder

The Chairman of The Meeting

I/We being holder(s) of Austral Gold Limited hereby appoint:

other than the Chairman of The Meeting.
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman 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 Extraordinary General Meeting of Austral Gold Limited to be held virtually on Tuesday,
January 12, 2021 at 8.00 AM (Sydney Time) and at any adjournment or postponement of that Meeting.
Important for Resolutions 1 to 9: Where I/we have appointed the Chairman of the Meeting as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our
proxy on, and in connection with, Resolutions 1 to 9 even though Resolutions 1 to 9 are connected directly or indirectly with the remuneration of a member of key management personnel for the Austral Gold group. (Note:
If you do not want the Chairman of the Meeting to vote as your proxy in favour of Resolutions 1 to 9, you need to direct your proxy to vote against or to abstain from voting on the Item by marking the appropriate box in
step 2 below.)
VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES.
Items of Business: For
Against
Abstain
1. Adoption of Austral Gold Limited Stock Incentive Plan
2. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Eduardo Elsztain
3. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Saul Zang
4. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Pablo Vergara Del Caril
5. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Robert Trzebski
6. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Ben Jarvis
7. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Wayne Hubert
8. Issue of Securities under Austral Gold Limited Stock Incentive Plan to Stabro Kasaneva
9. Issue of Restricted Securities of Austral Gold Limited to Stabro Kasaneva

Print the name of the person you are appointing if this person is someone

OR

Authorized Signature(s) – This section must be completed for your instructions to be executed.

I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby revoke any proxy previously given with respect to the Meeting. If no voting instructions are indicated above, this Proxy will be voted as recommended by Management.

Signature(s) Date

MM / DD / YY

01O7WD

AR0

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