BLAZE MINERALS LIMITED — Proxy Solicitation & Information Statement 2019

Apr 17, 2019

BLAZE INTERNATIONAL LIMITED ACN 074 728 019

NOTICE OF GENERAL MEETING

Notice is given that the Meeting will be held at:

TIME : 10:00 AM (WST) DATE : 20 May 2019 PLACE : Suite 9c, 330 Churchill Avenue Subiaco WA 6008

The business of the Meeting affects your shareholding and your vote is important.

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.

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 Shareholders at 5:00pm (WST) on Monday, 18 May 2019.

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BUSINESS OF THE MEETING

AGENDA

1. RESOLUTION 1 – ISSUE OF CONSIDERATION SHARES TO MR SIMON COXHELL

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of, ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 2,713,404 Shares to Mr Simon Coxhell (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion Statement : The Company will disregard any votes cast in favour of the Resolution by or on behalf of Mr Simon Coxhell (and his nominee) or any of their associates. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

2. RESOLUTION 2 – ISSUE OF OPTIONS TO MR SIMON COXHELL

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 10,000,000 Options to Mr Simon Coxhell (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion Statement : The Company will disregard any votes cast in favour of the Resolution by or on behalf of Mr Simon Coxhell (or his nominee) or any of their associates. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

Voting Prohibition Statement:

A person appointed as a proxy must not vote, on the basis of that appointment, on this Resolution if:

(a) the proxy is either: (i) a member of the Key Management Personnel; or (ii) a Closely Related Party of such a member; and

(b) the appointment does not specify the way the proxy is to vote on this Resolution. However, the above prohibition does not apply if: (a) the proxy is the Chair; and

(b) the appointment expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with remuneration of a member of the Key Management Personnel.

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3. RESOLUTION 3 – ISSUE OF NEW OPTIONS TO PARTICIPANTS IN THE OPTION PLACEMENT

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 92,499,998 Options on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast in favour of the Resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person (or those persons). However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

4. RESOLUTION 4 – ISSUE OF LEAD MANAGER OPTIONS TO CICERO CORPORATE

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 3,857,204 Options on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast in favour of the Resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person (or those persons), namely Cicero corporate Pty Ltd (or its nominees). However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

Dated: 17 April 2019

By order of the Board

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Josh Puckridge

Director

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Voting in person

To vote in person, attend the Meeting at the time, date and place set out above.

Voting by proxy

To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.

In accordance with section 249L of the Corporations Act, Shareholders are advised that:

• each Shareholder has a right to appoint a proxy;

• the proxy need not be a Shareholder of the Company; and

• a Shareholder who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints 2 proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.

Shareholders and their proxies should be aware that changes to the Corporations Act made in 2011 mean that:

• if proxy holders vote, they must cast all directed proxies as directed; and

• any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on +61 8 6489 1600 .

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EXPLANATORY STATEMEN T

This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions.

1. BACKGROUND TO RESOLUTIONS

1.1 Acquisition

As announced on 5 April 2019, the Company has conditionally agreed to acquire six prospecting licences and two exploration licences located in Western Australia ( Tenements ) ( Acquisition ). Refer to the announcement released on 5 April 2019 for further details in respect of the Acquisition and the Tenements.

The Acquisition will be implemented through the settlement of an asset sale agreement between the Company and the registered holders of the Tenements, being Simon Coxhell and his controlled entity Coxsrocks Pty Ltd (ACN 111 457 231) ( Vendors ) ( Acquisition Agreement ).

The consideration payable under the Acquisition Agreement comprises the issue of a total of 2,713,404 Shares to the Vendors (or their nominees) ( Consideration Shares ) and the payment of $100,000 to the Vendors (or their nominees). In addition, the Company has agreed to pay a royalty to the Vendors of 2% of the net smelter return from three of the Tenements, being P37/8725, E37/1164 and E37/1165.

The Directors have considered ASX Listing Rule 10.1 does not apply in the current circumstances. Accordingly, Shareholder approval is only sought for the issue of the Consideration Shares under ASX Listing Rule 10.11.

Resolution 1 seeks Shareholder approval for the issue of the Consideration Shares.

1.2 Issue of Related Party Options

As announced on 5 April 2019, Vendor, Mr Simon Coxhell has been appointed as a non-executive director of the Company.

The Company has agreed, subject to obtaining Shareholder approval in accordance with Resolution 2, to issue 10,000,000 Options ( Related Party Options ) to Mr Simon Coxhell (or his nominee) as a performance linked incentive component in Mr Coxhell’s remuneration package to motivate and reward his performance as a Director. The Related Party Options will be exercisable at $0.05 on or before 31 March 2022.

The Company considers that the issue of the Related Party Options is a reasonable and appropriate method to provide cost effective remuneration as the non-cash form of this benefit will allow the Company to spend a greater proportion of its cash reserves on its operations than it would if alternative cash forms of remuneration were given to Mr Coxhell. In addition, the Company considers that the issue of the Related Party Options will align the interests of Mr Coxhell with those of the Shareholders.

Resolution 2 seeks Shareholder approval for the issue of the Related Party Options.

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1.3 Entitlement Offer and Option Placement

As announced on 5 April 2019, the Company is proposing to conduct an entitlement offer of one Option for every two Shares held by eligible Shareholders ( Entitlement Offer ).

In addition, the Company is proposing to issue of up to 92,499,998 Options ( New Options ) at an issue price of $0.001 per New Option to raise up to $92,500 ( Option Placement ). The New Options will be exercisable at $0.05 on or before 31 March 2022.

Former holders of Options which were exercisable at $0.08 expired on 1 March 2019 ( Expired Options ) will be eligible to apply for New Options. The Directors reserve the right, at their absolute discretion, to issue any New Options not taken up under the Option Placement to unrelated parties.

The primary purpose of the Option Placement is to reward holders of Expired Options for their ongoing commitment and loyalty to the Company, some having held the Expired Options for nearly three years.

The Entitlement Offer and the Option Placement (together, the Offers ) will be undertaken through the issue of a prospectus, which is expected to be released shortly.

The indicative timetable for the Option Placement is set out below:

Action	Date*
Date for determining eligibility for New Options_**_	5 April 2019
General Meeting of Shareholders to approve the issue of Options under the Option Placement	20 May 2019
Lodgement of the prospectus with the ASIC and ASX	20 May 2019
Opening Date of the Option Placement	29 May 2019
Closing Date of the Option Placement	10 June 2019

* The Directors reserve the right to bring forward or extend the Closing Date of the Option Placement at any time after the Opening Date of the Option Placement without notice.

** Holders of Expired Options will be able to apply for New Options

The Company will apply the funds raised from the Option Placement towards meeting the expenses of preparing and lodging the prospectus with the ASIC and the ASX, working capital and administration costs.

Resolution 3 seeks Shareholder approval for the issue of the New Options.

1.4 Lead Manager Options

The Company has engaged Cicero Corporate Pty Ltd ( Cicero ) to act as lead manager to the Entitlement Offer and the Option Placement pursuant to a lead manager mandate ( Lead Manager Mandate ).

In accordance with the terms of the Lead Manager Mandate, the Company has agreed to issue up to 3,857,204 Options to Cicero (or its nominee) in consideration for service provided in connection with the Entitlement Offer ( Lead Manager

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Options ). The Lead Manager Options will be exercisable at $0.05 on or before 31 March 2022.

Resolution 4 seeks Shareholder approval for the issue of the Lead Manager Options.

2. RESOLUTION 1 – ISSUE OF CONSIDERATION SHARES TO MR SIMON COXHELL

Resolution 1 seeks Shareholder approval for the issue of the Consideration Shares to the Vendors (or their nominees).

2.1 Chapter 2E of the Corporations Act

For a public company, or an entity that the public company controls, to give a financial benefit to a related party of the public company, the public company or entity must:

• (a) obtain the approval of the public company’s members in the manner set out in sections 217 to 227 of the Corporations Act; and

• (b) give the benefit within 15 months following such approval,

unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 of the Corporations Act.

The issue of the Consideration Shares constitutes giving a financial benefit. Mr Simon Coxhell is a related party of the Company by virtue of being a Director and Coxsrocks Pty Ltd (ACN 111 457 231) is a related party of the Company as it is controlled by Simon Coxhell.

The Directors (other than Mr Simon Coxhell who has a material personal interest in the Resolution) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the issue of the Consideration Shares because the agreement to issue the Consideration Shares reached as part of the Acquisition Agreement is considered reasonable consideration for the Acquisition and was negotiated on an arm’s length basis.

2.2

ASX Listing Rule 10.11

ASX Listing Rule 10.11 also requires shareholder approval to be obtained where an entity issues, or agrees to issue, securities to a related party, or a person whose relationship with the entity or a related party is, in ASX’s opinion, such that approval should be obtained unless an exception in ASX Listing Rule 10.12 applies.

As Resolution 1 involves the issue of Shares to a related party of the Company, Shareholder approval pursuant to ASX Listing Rule 10.11 is required unless an exception applies. It is the view of the Directors that the exceptions set out in ASX Listing Rule 10.12 do not apply in the current circumstances.

2.3 Technical Information required by ASX Listing Rule 10.13

Pursuant to and in accordance with ASX Listing Rule 10.13, the following information is provided in relation to issue of the Consideration Shares:

• (a) the Shares will be issued to Vendors (or their nominees);

• (b) the maximum number of Shares to be issued is 2,713,404;

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• (c) the Shares will be issued no later than 1 month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules);

• (d) the Shares will be issued for nil cash consideration;

• (e) the Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares; and

• (f) no funds will be raised from the issue as the Shares are being issued in consideration for the Acquisition.

Approval pursuant to ASX Listing Rule 7.1 is not required for the issue of the Consideration Shares as approval is being obtained under ASX Listing Rule 10.11. Accordingly, the issue of Consideration Shares to Vendors (or their nominees) will not be included in the use of the Company’s 15% annual placement capacity pursuant to ASX Listing Rule 7.1.

3. RESOLUTION 2 – ISSUE OF OPTIONS TO MR SIMON COXHELL

3.1 General

Resolution 2 seeks Shareholder approval for the grant of the Related Party Options to Mr Simon Coxhell (or his nominee).

3.2 Chapter 2E of the Corporations Act and ASX Listing Rule 10.11

A summary of Chapter 2E of the Corporations Act and ASX Listing Rule 10.11 is set out in Sections 2.1 and 2.2 above respectively.

The grant of Related Party Options constitutes giving a financial benefit and Mr Coxhell is a related party of the Company by virtue of being a Director.

The Directors (other than Mr Coxhell who has a material personal interest in the Resolution) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the grant of Related Party Options because the agreement to grant the Related Party Options, reached as part of the remuneration package for Mr Coxhell, is considered reasonable remuneration in the circumstances and was negotiated on an arm’s length basis.

As the grant of the Related Party Options involves the issue of securities to a related party of the Company, Shareholder approval pursuant to ASX Listing Rule 10.11 is required unless an exception applies. It is the view of the Directors that the exceptions set out in ASX Listing Rule 10.12 do not apply in the current circumstances.

3.3 Technical Information required by ASX Listing Rule 10.13

Pursuant to and in accordance with ASX Listing Rule 10.13, the following information is provided in relation to Resolution 2:

• (a) the Related Party Options will be granted to Mr Coxhell (or his nominee);

• (b) the number of Related Party Options to be issued is 10,000,000;

• (c) the Related Party Options will be granted no later than 1 month after the date of the Meeting (or such later date to the extent permitted by any

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ASX waiver or modification of the ASX Listing Rules) and it is intended that issue of the Options will occur on the same date/progressively;

• (d) the Related Party Options will be issued for nil cash consideration; accordingly no funds will be raised; and

• (e) the terms and conditions of the Related Party Options are set out in Schedule 1.

Approval pursuant to ASX Listing Rule 7.1 is not required for the grant of the Related Party Options as approval is being obtained under ASX Listing Rule 10.11. Accordingly, the grant of Related Party Options to Mr Coxhell (or his nominee) will not be included in the use of the Company’s 15% annual placement capacity pursuant to ASX Listing Rule 7.1.

4. RESOLUTION 3 – ISSUE OF NEW OPTIONS TO PARTICIPANTS IN THE OPTION PLACEMENT

4.1 General

Resolution 3 seeks Shareholder approval for the issue of up to 92,499,998 New Options under the Option Placement. Further details of the Option Placement are set out in Section 1.3.

ASX Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue more equity securities during any 12 month period than that amount which represents 15% of the number of fully paid ordinary securities on issue at the commencement of that 12 month period.

The effect of this Resolution will be to allow the Company to issue the New Options pursuant to the Option Placement during the period of 3 months after the Meeting (or a longer period, if allowed by ASX), without using the Company’s 15% annual placement capacity.

4.2 Technical information required by ASX Listing Rule 7.1

Pursuant to and in accordance with ASX Listing Rule 7.3, the following information is provided in relation to the Option Placement:

• (a) the maximum number of New Options to be issued is 92,499,998;

• (b) the New Options will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that issue of the New Options will occur on the same date;

• (c) the issue price will be $0.001 per New Option;

• (d) former holders of Expired Options at 5.00pm on 28 February 2019 will be able to apply for New Options. The Directors also reserve the right to, at their absolute discretion, issue any New Options not taken up by former holders of Expired Options under the Option Placement to unrelated parties. No related parties of the Company will participate in the Option Placement;

• (e) subscribers for New Options under the Option Placement must subscribe for a minimum of 10,000 New Options per subscriber;

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• (f) the New Options will be issued on the terms and conditions set out in Schedule 1; and

• (g) the Company intends to use the funds raised from the Option Placement to meet the expenses of preparing and lodging the prospectus for the Option Placement, working capital and administration costs.

5. RESOLUTION 4 – ISSUE OF LEAD MANAGER OPTIONS TO CICERO CORPORATE

5.1 General

Resolution 4 seeks Shareholder approval for the issue of the Lead Manager Options. Further details of the engagement of Cicero and the issue of the Lead Manager Options are set out in Section 1.4.

A summary of ASX Listing Rule 7.1 is set out in Section 4.1 above.

The effect of Resolution 4 will be to allow the Company to issue the Lead Manager Options during the period of 3 months after the Meeting (or a longer period, if allowed by ASX), without using the Company’s 15% annual placement capacity.

5.2 Technical information required by ASX Listing Rule 7.1

Pursuant to and in accordance with ASX Listing Rule 7.3, the following information is provided in relation to Resolution 4:

• (a) the maximum number of Lead Manager Options to be issued is 3,857,204;

• (b) the Lead Manager Options will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that issue of the Options will occur on the same date;

• (c) the Lead Manager Options will be issued for nil cash consideration;

• (d) the Lead Manager Options will be issued to Cicero (or its nominee), who is not a related party of the Company;

• (e) the Lead Manager Options will be issued on the terms and conditions set out in Schedule 1; and

• (f) no funds will be raised from the issue as the Lead Manager Options are being issued in consideration for lead manager services provided by Cicero as set out in Section 1.4 above.

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GLOSSARY

$ means Australian dollars.

Acquisition has the meaning given in Section 1.1.

Acquisition Agreement has the meaning given in Section 1.1.

ASIC means the Australian Securities & Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires.

ASX Listing Rules means the Listing Rules of ASX.

Board means the current board of directors of the Company.

Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

Chair means the chair of the Meeting.

Cicero has the meaning given in Section 1.4.

Closely Related Party of a member of the Key Management Personnel means:

• (a) a spouse or child of the member;

• (b) a child of the member’s spouse;

• (c) a dependent of the member or the member’s spouse;

• (d) anyone else who is one of the member’s family and may be expected to influence the member, or be influenced by the member, in the member’s dealing with the entity;

• (e) a company the member controls; or

• (f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the definition of ‘closely related party’ in the Corporations Act.

Company means Blaze International Limited (ACN 074 728 019).

Consideration Shares has the meaning given in Section 1.1.

Constitution means the Company’s constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Directors means the current directors of the Company.

Entitlement Offer has the meaning given in Section 1.3.

Expired Options has the meaning given in Section 1.3.

Explanatory Statement means the explanatory statement accompanying the Notice.

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General Meeting or Meeting means the meeting convened by 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.

Lead Manager Mandate has the meaning given in Section 1.4.

Lead Manager Options has the meaning given in Section 1.4.

New Options has the meaning given in Section 1.3.

Notice or Notice of Meeting means this notice of meeting including the Explanatory Statement and the Proxy Form.

Option means an option to acquire a Share.

Option Placement has the meaning given in Section 1.3.

Optionholder means a holder of an Option.

Proxy Form means the proxy form accompanying the Notice.

Related Party Options has the meaning given in Section 1.2.

Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.

Section means a section of the Explanatory Statement.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a registered holder of a Share.

Tenements has the meaning given in Section 1.1.

Vendors has the meaning given in Section 1.1.

WST means Western Standard Time as observed in Perth, Western Australia.

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SCHEDULE 1 – TERMS AND CONDITIONS OF OPTIONS

(a) Entitlement

Each Option entitles the holder to subscribe for one Share upon exercise of the Option.

(b) Exercise Price

Subject to paragraph (i), the amount payable upon exercise of each Option will be $0.05 ( Exercise Price ).

(c) Expiry Date

Each Option will expire at 5:00 pm (WST) on 31 March 2022 ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

(d) Exercise Period

The Options are exercisable at any time on or prior to the Expiry Date ( Exercise Period ).

(e) Notice of Exercise

The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate ( Notice of Exercise ) and 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.

(f) Exercise Date

A Notice of Exercise is only effective on and from the later of the date of receipt of the Notice of Exercise and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

(g) Timing of issue of Shares on exercise

Within 15 Business Days after the Exercise Date, the Company will:

• (i) issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;

• (ii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and

• (iii) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

If a notice delivered under (g)(ii) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being

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ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors.

(h)

Shares issued on exercise

Shares issued on exercise of the Options rank equally with the then issued shares of the Company.

(i)

Reconstruction of capital

If at any time the issued capital of the Company is reconstructed, all rights of an Optionholder are to be changed in a manner consistent with the Corporations Act and the ASX Listing Rules at the time of the reconstruction.

(j)

Participation in new issues

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options.

(k) Change in exercise price

An Option does not confer the right to a change in Exercise Price or a change in the number of underlying securities over which the Option can be exercised.

(l) Transferability

The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws.

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