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BLAZE MINERALS LIMITED — Proxy Solicitation & Information Statement 2025
Jul 17, 2025
64535_rns_2025-07-17_272140ef-4ba8-409d-a649-99b681be7157.pdf
Proxy Solicitation & Information Statement
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Dear Shareholder,
Notice is given that a General Meeting ( Meeting ) of Shareholders of Blaze Minerals Limited (ASX: BLZ) ( Blaze or the Company ) will be held as follows:
Time and date: 9:00am (Perth time) on 20 August 2025
Location: Level 2, 330 Churchill Avenue Subiaco WA 6008
In accordance with the Corporations Act 2001 (Cth) , the Company will not be dispatching physical copies of the Notice of General Meeting ( Notice ) to shareholders unless a shareholder has previously requested a hard copy. Instead, a copy of the Notice is available at the following link on ASX: https://www.asx.com.au/markets/trade-ourcash-market/announcements.blz
If you have nominated an email address and have elected to receive electronic communications from the Company, you will also receive an email to your nominated email address with a link to an electronic copy of the Notice.
In order to receive electronic communications from the Company in the future, please update your shareholder details online at https://investor.automic.com.au/#/home and log in with your unique shareholder identification number and postcode (or country for overseas residents).
You may vote by attending the Meeting in person, by proxy or by appointing an authorised representative.
Shareholders are encouraged to vote online or by returning the enclosed proxy form. Instructions on completing this process, including the final date for proxy voting instructions to be received are set out on the form.
Yours sincerely
Rhys Waldon Company Secretary Blaze Minerals Limited .
- ENDS –
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ACN: 074 728 019 | Registered Office: Level 3, 88 William Street, Perth WA 6000 Telephone: +61 8 9463 2463 | [email protected] | blazelimited.com.au
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BLAZE MINERALS LIMITED ACN 074 728 019 NOTICE OF GENERAL MEETING
Notice is given that the Meeting will be held at:
TIME : 9:00am (WST) DATE : 20 August 2025 PLACE : Level 2, 330 Churchill Avenue Subiaco WA 6008
The business of the Meeting affects your shareholding and your vote is important.
This Notice 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 18 August 2025.
B U S I N ES S OF TH E M EE T I N G
AGENDA
1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES UNDER TRANCHE 1 OF 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 Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 164,463,878 Shares on the terms and conditions set out in the Explanatory Statement.”
2. RESOLUTION 2 – APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF 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 Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 1,046,536,122 Shares on the terms and conditions set out in the Explanatory Statement.”
3. RESOLUTION 3 – APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF PLACEMENT TO MR MATHEW WALKER
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 50,000,000 Shares to Mr Mathew Walker (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
4. RESOLUTION 4 – APPROVAL TO ISSUE OPTIONS TO CPS CAPITAL IN CONSIDERATION FOR LEAD MANAGER SERVICES
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 290,000,000 Options to CPS Capital Group Pty Ltd (or its nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
5. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE OF SECURITIES TO ADT DRILLING LIMITED IN CONSIDERATION FOR DRILLING SERVICES
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 47,052,194 Shares and and 23,526,097 Options to ADT Drilling Limited (or its nominee) on the terms and conditions set out in the Explanatory Statement.”
6. RESOLUTION 6 – APPROVAL TO ISSUE OPTIONS TO MR MATHEW WALKER
To consider and, if thought fit, to pass the following resolution as an ordinary resolution :
“That, for the purposes of section 208 of the Corporations Act, Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 50,000,000 Options to Mr Mathew Walker (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
7. RESOLUTION 7 – APPROVAL TO ISSUE OPTIONS TO MR DAVID PRENTICE
To consider and, if thought fit, to pass the following resolution as an ordinary resolution :
“That, for the purposes of section 208 of the Corporations Act, Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 5,000,000 Options
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to Mr David Prentice (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
8. RESOLUTION 8 – APPROVAL TO ISSUE OPTIONS TO MR SIMON COXHELL
To consider and, if thought fit, to pass the following resolution as an ordinary resolution :
“That, for the purposes of section 208 of the Corporations Act, Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 5,000,000 Options to Mr Simon Coxhell (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
9. RESOLUTION 9 – APPROVAL TO ISSUE OPTIONS TO CPS CAPITAL IN CONSIDERATION FOR CORPORATE ADVISORY SERVICES
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 50,000,000 Options to CPS Capital Group Pty Ltd (or its nominee(s)) on the terms and conditions set out in the Explanatory Statement.”
Dated: 4 July 2025
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Voting Prohibition Statements
| Resolutions 6 to 8 – Approval to issue Options to Company Directors |
In accordance with section 224 of the Corporations Act, a vote on this Resolution must not be cast (in any capacity) by or on behalf of a related party of the Company to whom the Resolution would permit a financial benefit to be given, or an associate of such a related party (Resolutions 6 to 8 Excluded Parties). However, the above prohibition does not apply if the vote is cast by a person as proxy appointed by writing that specifies how the proxy is to vote on the Resolution and it is not cast on behalf of a Resolutions 6 to 8 Excluded Parties. In accordance with section 250BD of the Corporations Act, 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. Provided the Chair is not a Resolutions 6 to 8 Excluded Parties, 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. |
|---|---|
Voting Exclusion Statements
In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the Resolution set out below by or on behalf of the following persons:
| Resolution 1 – Ratification of prior issue of Shares under Tranche 1 of Placement |
Professional or sophisticated investors or any other person who participated in the issue or an associate of that person or those persons. |
|---|---|
| Resolution 2 – Approval to issue Shares under Tranche 2 of Placement |
Professional or sophisticated investors or any other 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). |
| Resolution 3 – Approval to issue Shares under Tranche 2 of Placement to Mr Mathew Walker |
Mr Mathew Walker (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (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. |
| Resolution 4 – Approval to issue Options to CPS Capital in consideration for Lead Manager Services |
CPS Capital (or its nominees) or any other 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). |
| Resolution 5– Ratification of prior issue of Securities to ADT Drilling Limited in consideration for drilling services |
ADT Drilling Limited or any other person who participated in the issue or an associate of that person or those persons. |
| Resolution 6 – Approval to issue Options to Mr Mathew Walker |
Mr Mathew Walker (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (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. |
| Resolution 7 – Approval to issue Options to Mr David Prentice |
Mr David Prentice (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (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. |
| Resolution 8 – Approval to issue Options to Mr Simon Coxhell |
Mr Simon Coxhell (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (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. |
| Resolution 9 – Approval to issue Options to CPS Capital in consideration for Corporate Advisory Services |
CPS Capital (or its nominees) or any other 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). |
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However, this does not apply to a vote cast in favour of the Resolution by:
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(a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or
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(b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or
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(c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:
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(i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and
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(ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way.
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:
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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 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:
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if proxy holders vote, they must cast all directed proxies as directed; and
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any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed.
Voting in person
To vote in person, attend the Meeting at the time, date and place set out above.
You may still attend the Meeting and vote in person even if you have lodged appointed a proxy. If you have previously submitted a Proxy Form, your attendance will not revoke your proxy appointment unless you actually vote at the Meeting for which the proxy is proposed to be used, in which case, the proxy’s appointment is deemed to be revoked with respect to voting on that Resolution.
Please bring your personalised Proxy Form with you as it will help you to register your attendance at the Meeting. If you do not bring your Proxy Form with you, you can still attend the Meeting but representatives of the Company will need to verify your identity. You can register on the day of the Meeting from 15 minutes prior to the commencement of the Meeting.
Should you wish to discuss the matters in this Notice please do not hesitate to contact the Company Secretary on +61 8 6245 0222.
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E X P L A N A T O R Y S T A T EM E N 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 PLACEMENT
1.1 General
On 18 June 2025, the Company announced that it had received binding commitments from professional and sophisticated investors ( Placement Participants ) to raise $2,422,000 (before costs) under a two-tranche share placement ( Placement ). The use of the funds raised under the Placement is set out in Section 1.2.
The first tranche of the Placement comprised an issue of 164,463,878 Shares which were issued for $0.002 per Share to raise $328,928 ( Tranche 1 ). The Tranche 1 Shares were issued on 26 June 2025 pursuant to the Company’s placement capacity under ASX Listing Rules 7.1.
The second tranche of the Placement will comprise the issue of up to 1,096,536,122 Shares, which includes 1,046,536,122 Shares to be issued professional and institutional investors and a further 50,000,000 Shares to be issued to a Company Director, all to be issued for $0.002 per Share to raise a total of $2,019,402 ( Tranche 2 ).
The issue of the Tranche 2 Shares to professional and sophisticated investors is subject to Shareholder approval under Resolution 2 for the purposes of Listing Rule 7.1.
The issue of Tranche 2 Shares to the Company Director is subject to Shareholder approval under Resolution 3 for the purposes of Listing Rule 10.11.
1.2 Use of Funds
Funds raised from the Placement, along with existing cash, are intended to be applied towards:
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USE OF FUNDS AMOUNT ($)
Acquisition of the Loulombo Project 1,842,000
Exploration costs (drilling and assays) on the Loulombo Project 500,000
Further exploration costs 240,000
Costs of the Placement 177,000
General working capital 208,000
TOTAL 2,967,000
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Further details in respect of the Loulombo Project and the Placement are set out in the Company’s announcement on its ASX platform released on 18 June 2025.
1.3 Lead Manager Mandate
The Company engaged CPS Capital Group Pty Ltd ( CPS Capital ) to act as lead manager in relation to the Placement ( Lead Manager Mandate ).
The fees payable by the Company to CPS under the Mandate are:
(a) a cash payment equivalent to 7% (exclusive of GST) of the gross funds raised under the Placement; and
(b) 290,000,000 Options exercisable at $0.005 per Option and expiring on 30 November 2027, to be issued at a cost of $0.00001 each Option.
The Options will be issued on the terms and conditions in Schedule 1. The issue of the Options is subject to Shareholder approval under Resolution for the purposes of Listing Rule 7.1.
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2. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES UNDER TRANCHE 1 OF PLACEMENT
2.1 General
This Resolution seeks Shareholder ratification for the purposes of Listing Rule 7.4 for the issue of 164,463,878 Shares to the Placement Participants.
2.2 Listing Rule 7.1
Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that period.
The issue does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of the issue.
2.3 Listing Rule 7.4
Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule.
The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue.
2.4 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the issue will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of the issue.
If this Resolution is not passed, the issue will be included in calculating the Company’s 15% limit in Listing Rule 7.1, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of the issue.
2.5 Technical information required by Listing Rules 7.4 and 7.5
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REQUIRED INFORMATION DETAILS
Names of persons to Professional and sophisticated investors who were identified
whom Securities were through a bookbuild process, which involved CPS Capital
issued or the basis on seeking expressions of interest to participate in the capital
which those persons raising from non-related parties of the Company.
were identified/selected
The Company confirms that no Material Persons were issued
more than 1% of the issued capital of the Company.
Number and class of 164,463,878 Shares were issued.
Securities issued
Terms of Securities The Shares were fully paid ordinary shares in the capital of
the Company issued on the same terms and conditions as
the Company’s existing Shares.
Date(s) on or by which 26 June 2025.
the Securities were issued
Price or other $0.002 per Share.
consideration the
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REQUIRED INFORMATION DETAILS
Company received for
the Securities
Purpose of the issue, Refer to Section 1.2 for details of the proposed use of funds.
including the intended
use of any funds raised by
the issue
Voting Exclusion A voting exclusion statement applies to this Resolution.
Statement
Compliance The issue did not breach Listing Rule 7.1.
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3. RESOLUTION 2 – APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF PLACEMENT
3.1 General
This Resolution seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of up to 1,046,536,122 Shares to unrelated Placement Participants at an issue price of $0.002 per Share to raise up to $2,093,072.24.
3.2 Listing Rule 7.1
A summary of Listing Rule 7.1 is set out in Section 2.2 above.
The proposed issue does not fall within any of the exceptions set out in Listing Rule 7.2 and exceeds the 15% limit in Listing Rule 7.1. It therefore requires the approval of Shareholders under Listing Rule 7.1.
3.3 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the Company will be able to proceed with the issue. In addition, the issue will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1.
If this Resolution is not passed, the Company will not be able to proceed with the issue and may be required to raise additional funds from alternative sources.
- 3.4 Technical information required by Listing Rule 7.3
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REQUIRED INFORMATION DETAILS
Names of persons to Professional and sophisticated investors who will be identified
whom Securities will be through a bookbuild process, which will involve CPS Capital
issued or the basis on seeking expressions of interest to participate in the capital
which those persons raising from non-related parties of the Company.
were or will be
The Company confirms that no Material Persons will be issued
identified/selected
more than 1% of the issued capital of the Company other than
substantial holder Jason Peterson and his associates, who are
proposed to be issued a total of 66,974,855 Shares under
Tranche 2 of the Placement as follows:
(a) 56,604,555 Shares to Sunset Capital Management Pty
Ltd (of which Jason Peterson
is trustee); and
(b) 10,370,300 Shares to Celtic Capital Pty Ltd Capital No. 2 A/C> (of which Jason Peterson is a
director).
Number of Securities and Up to 1,046,536,122 Shares will be issued.
class to be issued
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REQUIRED INFORMATION DETAILS
Terms of Securities The Shares 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.
Date(s) on or by which The Company expects to issue the Shares within 5 Business Days
the Securities will be of the Meeting. In any event, the Company will not issue any
issued Shares later than three months after the date of the Meeting
(or such later date to the extent permitted by any ASX waiver
or modification of the Listing Rules).
Price or other $0.002 per Share.
consideration the
Company will receive for
the Securities
Purpose of the issue, Refer to Section 1.2 for details of the proposed use of funds.
including the intended
use of any funds raised
by the issue
Summary of material The Shares are not being issued pursuant to an agreement.
terms of agreement to
issue
Voting exclusion A voting exclusion statement applies to this Resolution.
statement
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4. RESOLUTION 3 – APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF PLACEMENT TO MR MATHEW WALKER
4.1 General
This Resolution seeks Shareholder approval for purposes of Listing Rule 10.11 for the issue of 50,000,000 Shares to Mr Mathew Walker (or his nominee(s)), to enable his participation in the Company’s capital raising activities on the same terms as unrelated participants.
4.2 Chapter 2E of the Corporations Act
Chapter 2E of the Corporations Act requires that 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:
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(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
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(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 constitutes giving a financial benefit and the proposed recipient is a related party of the Company by virtue of being a Director.
The Directors (other than Mr Mathew Walker 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 because the Shares will be issued to Mr Mathew Walker (or their nominee(s)) on the same terms as Shares issued to non-related party participants in the capital raising and as such the giving of the financial benefit is on arm’s length terms.
4.3 Listing Rule 10.11
Listing Rule 10.11 provides that unless one of the exceptions in Listing Rule 10.12 applies, a listed company must not issue or agree to issue equity securities to:
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10.11.1
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a related party;
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10.11.2 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (30%+) holder in the company;
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10.11.3 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (10%+) holder in the company and who has nominated a director to the board of the company pursuant to a relevant agreement which gives them a right or expectation to do so;
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10.11.4 an associate of a person referred to in Listing Rules 10.11.1 to 10.11.3; or
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10.11.5 a person whose relationship with the company or a person referred to in Listing Rules 10.11.1 to 10.11.4 is such that, in ASX’s opinion, the issue or agreement should be approved by its shareholders,
unless it obtains the approval of its shareholders.
The issue falls within Listing Rule 10.11.1 and does not fall within any of the exceptions in Listing Rule 10.12. It therefore requires the approval of Shareholders under Listing Rule 10.11.
4.4 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the Company will be able to proceed with the issue within one month after the date of the Meeting (or such later date as permitted by any ASX waiver or modification of the Listing Rules) and will raise additional funds which will be used in the manner set out in Section 1.2. As approval pursuant to Listing Rule 7.1 is not required for the issue (because approval is being obtained under Listing Rule 10.11), the issue will not use up any of the Company’s 15% annual placement capacity.
If this Resolution is not passed, the Company will not be able to proceed with the issue and the Company will not raise a further $50,000 under the capital raising.
4.5 Technical Information required by Listing Rule 10.13 and section 219 of the Corporations Act
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REQUIRED
DETAILS
INFORMATION
Name of the Mr Mathew Walker (or his nominee(s))
persons to whom
Securities will be
issued
Categorisation Mr Mathew Walker falls within the category set out in Listing Rule
under Listing Rule 10.11.1 as he is a related party of the Company by virtue of being
10.11 a Director.
Any nominee(s) of the proposed recipients who receive
Securities may constitute ‘associates’ for the purposes of Listing
Rule 10.11.4.
Number of Securities The maximum number of Shares to be issued (being the nature
and class to be of the financial benefit proposed to be given) is 50,000,000.
issued
Terms of Securities The Shares 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.
Date(s) on or by The Company expects to issue the Shares within 5 Business Days
which the Securities of the Meeting. In any event, the Company will not issue any
will be issued Shares later than one month after the date of the Meeting (or
such later date to the extent permitted by any ASX waiver or
modification of the Listing Rules).
Price or other $0.002 per Share.
consideration the
Company will
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REQUIRED
DETAILS
INFORMATION
receive for the
Securities
Purpose of the issue, Refer to Section 1.2 for details of the proposed use of funds.
including the
intended use of any
funds raised by the
issue
Summary of The Shares are not being issued under an agreement.
material terms of
agreement to issue
Voting exclusion Voting exclusion statements apply to this Resolution.
statements
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5. RESOLUTION 4 – APPROVAL TO ISSUE OPTIONS TO LEAD MANAGER IN CONSIDERATION FOR PROVIDING LEAD MANAGER SERVICES
5.1 General
This Resolution seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of 290,000,000 Options in consideration for lead manager services provided by CPS Capital (or its nominee(s)).
5.2 Listing Rule 7.1
A summary of Listing Rule 7.1 is set out in Section 2.2 above.
The proposed issue falls within exception 17 of Listing Rule 7.2. Under Listing Rule 7.2 (Exception 17), if the issue of securities is subject to prior shareholder approval, it does not count toward the 15% placement limit set by Listing Rule 7.1. The proposed issue therefore requires the approval of Shareholders under Listing Rule 7.1.
5.3 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the Company will be able to proceed with the issue. In addition, the issue will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1.
If this Resolution is not passed, the Company will not be able to proceed with the issue and may be required to compensate CPS in another form as consideration for the lead manager services provided.
5.4 Technical information required by Listing Rule 7.3
| REQUIRED INFORMATION | DETAILS |
|---|---|
| Names of persons to whom Securities will be issued or the basis on which those persons were or will be identified/selected |
CPS Capital (or its nominee(s)). |
| Number of Securities and class to be issued |
290,000,000 Options will be issued. |
| Terms of Securities | The Options will be issued on the terms and conditions set out in Schedule 1. |
| Date(s) on or by which the Securities will be issued |
The Company expects to issue the Options within 5 Business Days of the Meeting. In any event, the Company will not issue any Options later than three months after the date of |
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REQUIRED INFORMATION DETAILS
the Meeting (or such later date to the extent permitted by
any ASX waiver or modification of the Listing Rules).
Price or other Each Option will be issued for $0.00001 each.
consideration the
Company will receive for
the Securities
Purpose of the issue, The purpose of the issue is to satisfy the Company’s
including the intended obligations under the Lead Manager Mandate.
use of any funds raised
by the issue
Summary of material The Options are being issued under the Lead Manager
terms of agreement to Mandate, a summary of the material terms of which is set
issue out in Section 1.3
Voting exclusion A voting exclusion statement applies to this Resolution.
statement
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6. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE OF SECURITIES TO ADT DRILLING LIMITED IN CONSIDERATION FOR DRILLING SERVICES
6.1 Background
ADT Drilling Limited provides drilling services for the Company at the Company’s Ugandan Projects.
In consideration for drilling services provided to the Company for the period from January 2025 to April 2025, the Company issued ADT Drilling Limited 47,052,194 Shares and 23,526,097 Options exercisable at $0.01 each and expiring on 31 December 2027 in lieu of $188,209 of fees owing for this period.
6.2 General
This Resolution seeks Shareholder ratification for the purposes of Listing Rule 7.4 for the issue of 47,052,194 Shares and 23,526,097 Options to ADT Drilling Limited on 20 June 2025 in consideration for drilling services provided.
6.3 Listing Rule 7.1
A summary of Listing Rule 7.1 is set out in Section 2.2 above.
The issue does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of the issue.
6.4 Listing Rule 7.4
A summary of Listing Rule 7.4 is set out in Section 2.2 above.
The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue.
6.5 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the issue will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of the issue.
If this Resolution is not passed, the issue will be included in calculating the Company’s 15% limit in Listing Rule 7.1, effectively decreasing the number of equity securities that the
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Company can issue without Shareholder approval over the 12 month period following the date of the issue.
6.6 Technical information required by Listing Rules 7.4 and 7.5
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REQUIRED INFORMATION DETAILS
Names of persons to ADT Drilling Limited, which provided drilling services at the
whom Securities were Ugandan Projects.
issued or the basis on
which those persons
were identified/selected
Number and class of 47,052,194 Shares and 23,526,097 Options were issued.
Securities issued
Terms of Securities The Shares were fully paid ordinary shares in the capital of
the Company issued on the same terms and conditions as
the Company’s existing Shares.
The Options were issued on the terms and conditions set out
in Schedule 2.
Date(s) on or by which 20 June 2025.
the Securities were
issued.
Price or other The Shares were issued at a deemed issue price of $0.004
consideration the per Share, in lieu of fees owing for drilling services provided
Company received for by ADT Drilling Limited. The Options were issued free
the Securities attaching on a one (1) for two (2) basis.
Purpose of the issue, The purpose of the issue was to provide ADT Drilling Limited
including the intended consideration for drilling services provided to the Company.
use of any funds raised
by the issue
Summary of material The Securities were not issued under an agreement.
terms of agreement to
issue
Voting Exclusion A voting exclusion statement applies to this Resolution.
Statement
Compliance The issue did not breach Listing Rule 7.1.
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7. RESOLUTIONS 6 TO 8 – APPROVAL TO ISSUE OPTIONS TO THE DIRECTORS
7.1 General
These Resolutions seek Shareholder approval for the purposes of Chapter 2E of the Corporations Act and Listing Rule 10.11 for the issue of an aggregate of 60,000,000 Options exercisable at $0.005 per Option and expiring on 30 November 2027, to Mr Mathew Walker, Mr David Prentice and Mr Simon Coxhell (together, the Directors ) (or their nominee(s)) on the terms and conditions set out below.
Further details in respect of the Options proposed to be issued are set out in the table below.
| QUANTUM | DIRECTOR | RESOLUTION | EXERCISE PRICE |
EXPIRY DATE |
|---|---|---|---|---|
| 50,000,000 | Mathew Walker | 6 | $0.005 | 30 November 2027 |
| 5,000,000 | David Prentice | 7 | $0.005 | 30 November 2027 |
| 5,000,000 | Simon Coxhell | 8 | $0.005 | 30 November 2027 |
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7.2 Director Recommendation
Each Director has a material personal interest in the outcome of these Resolutions on the basis that all of the Directors (or their nominee(s)) are to be issued Securities should these Resolutions be passed. For this reason, the Directors do not believe that it is appropriate to make a recommendation on these Resolutions.
7.3 Chapter 2E of the Corporations Act
A summary of Chapter 2E of the Corporations Act is set out in Section 4.2 above.
The issue constitutes giving a financial benefit and each of the proposed recipients is a related party of the Company by virtue of being a Director.
As Options are proposed to be issued to all of the Directors, the Directors are unable to form a quorum to consider whether one of the exceptions set out in sections 210 to 216 of the Corporations Act applies to the issue. Accordingly, Shareholder approval for the issue is sought in accordance with Chapter 2E of the Corporations Act.
7.4 Listing Rule 10.11
A summary of Listing Rule 10.11 is set out in Section 4.3 above.
The issue falls within Listing Rule 10.11.1 and does not fall within any of the exceptions in Listing Rule 10.12. It therefore requires the approval of Shareholders under Listing Rule 10.11.
7.5 Technical information required by Listing Rule 14.1A
If these Resolutions are passed, the Company will be able to proceed with the issue within one month after the date of the Meeting (or such later date as permitted by any ASX waiver or modification of the Listing Rules). As approval pursuant to Listing Rule 7.1 is not required for the issue (because approval is being obtained under Listing Rule 10.11), the issue will not use up any of the Company’s 15% annual placement capacity.
If these Resolutions are not passed, the Company will not be able to proceed with the issue and may seek to remunerate the Directors in an alternate manner.
7.6 Technical Information required by Listing Rule 10.13 and section 219 of the Corporations Act
| REQUIRED INFORMATION |
DETAILS |
|---|---|
| Name of the persons to whom Securities will be issued |
The proposed recipients of the Options are set out in Section 7.1 above. |
| Categorisation under Listing Rule 10.11 |
Each of the proposed recipients falls within the category set out in Listing Rule 10.11.1 as they are a related party of the Company by virtue of being a Director. Any nominee(s) of the proposed recipients who receive Securities may constitute ‘associates’ for the purposes of Listing Rule 10.11.4. |
| Number of Securities and class to be issued |
The maximum number of Options to be issued under this Resolution (being the nature of the financial benefit proposed to be given) is 60,000,000 which will be allocated as set out in the table included at Section 7.1 above. |
| Terms of Securities | The Options will be issued on the terms and conditions set out in Schedule 1. |
| Date(s) on or by which the Securities will be issued |
The Company expects to issue the Securities within 5 Business Days of the Meeting. In any event, the Company will not issue any Securities later than one month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules). |
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| REQUIRED INFORMATION |
DETAILS |
|---|---|
| Price or other consideration the Company will receive for the Securities |
Each Option will be issued for $0.00001 each. |
| Purpose of the issue, including the intended use of any funds raised by the issue |
The purpose of the issue is to provide a performance linked incentive component in the remuneration package for the proposed recipients to align the interests of the proposed recipients with those of Shareholders, to motivate and reward the performance of the proposed recipients in their roles as Directors and to provide a cost effective way from the Company to remunerate the proposed recipients, which 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 the proposed recipients. |
| Consideration of type of Security to be issued |
The Company has agreed to issue the Options for the following reasons: (a) the issue of the Options has no immediate dilutionary impact on Shareholders; (b) the deferred taxation benefit which is available to the proposed recipients in respect of an issue of Options is also beneficial to the Company as it means the proposed recipients are not required to immediately sell the Options to fund a tax liability (as would be the case in an issue of Shares where the tax liability arises upon issue of the Shares) and will instead, continue to hold an interest in the Company; (c) the issue 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 the Directors; and (d) it is not considered that there are any significant opportunity costs to the Company or benefits foregone by the Company in issuing the Options on the terms proposed. |
| Consideration of quantum of Securities to be issued |
The number of Securities to be issued has been determined based upon a consideration of: (a) current market standards and/or practices of other ASX listed companies of a similar size and stage of development to the Company; (b) the remuneration of the proposed recipients; and (c) incentives to attract and ensure continuity of service of the proposed recipients who have appropriate knowledge and expertise, while maintaining the Company’s cash reserves. The Company does not consider that there are any significant opportunity costs to the Company or benefits foregone by the Company in issuing the Securities upon the terms proposed. |
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REQUIRED DETAILS
INFORMATION
Remuneration The total remuneration package for each of the proposed
recipients for the previous financial year and the proposed total
remuneration package for the current financial year, other than
the Options proposed to be issued under Resolutions 6 to 8, are
set out below:
Related Party Current Financial Year Previous Financial Year
ending 30 June 2026 ended 30 June 2025
Mathew Walker $250,000 $120,000
David Prentice $60,000 $60,000
Simon Coxhell $60,000 $84,000
Valuation The value of the Options and the pricing methodology is set out
in Schedule 3.
Summary of The Options are not being issued pursuant to an agreement.
material terms of
agreement to issue
Interest in Securities The relevant interests of the proposed recipients in Securities as
at the date of this Notice and following completion of the issue
are set out below:
As at the date of this Notice
RELATED PARTY SHARES OPTIONS
Mathew Walker 134,000,000 15,000,000
David Prentice Nil Nil
Simon Coxhell 5,000,000 21,482,757
Post issue
RELATED PARTY SHARES OPTIONS
Mathew Walker 134,000,000 65,000,000
David Prentice Nil 5,000,000
Simon Coxhell 5,000,000 26,482,757
Dilution If the Options issued under these Resolutions are exercised, a
total of 60,000,000 Shares would be issued. This will increase the
number of Shares on issue from 1,778,463,878 (being the total
number of Shares on issue as at the date of this Notice) to
1,838,463,878 (assuming that no Shares are issued and no other
convertible securities vest or are exercised) with the effect that
the shareholding of existing Shareholders would be diluted by an
aggregate of 3.37%, comprising 2.81% by Mathew Walker, 0.28%
by David Prentice and 0.28% by Simon Coxhell.
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RELATED PARTY SHARES OPTIONS
Mathew Walker 134,000,000 15,000,000
David Prentice Nil Nil
Simon Coxhell 5,000,000 21,482,757
Post issue
RELATED PARTY SHARES OPTIONS
Mathew Walker 134,000,000 65,000,000
David Prentice Nil 5,000,000
Simon Coxhell 5,000,000 26,482,757
Dilution If the Options issued under these Resolutions are exercised, a
total of 60,000,000 Shares would be issued. This will increase the
number of Shares on issue from 1,778,463,878 (being the total
number of Shares on issue as at the date of this Notice) to
1,838,463,878 (assuming that no Shares are issued and no other
convertible securities vest or are exercised) with the effect that
the shareholding of existing Shareholders would be diluted by an
aggregate of 3.37%, comprising 2.81% by Mathew Walker, 0.28%
by David Prentice and 0.28% by Simon Coxhell.
Trading history The trading history of the Shares on ASX in the 12 months before
the date of this Notice is set out below:
Price Date
Highest 0.7 cents 2, 6 & 9 Decemeber 2024
Lowest 0.2 cents Various dates between 12 March 2025
and 3 July 2025
Last 0.3 cents 3 July 2025
Other information The Board is not aware of any other information that is
reasonably required by Shareholders to allow them to decide
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| REQUIRED INFORMATION |
DETAILS |
|---|---|
| whether it is in the best interests of the Company to pass these Resolutions. |
|
| Voting exclusion statements |
Voting exclusion statements apply to these Resolutions. |
| Voting prohibition statements |
Voting prohibition statements apply to these Resolutions. |
8. RESOLUTION 9 – APPROVAL TO ISSUE OPTIONS TO CPS CAPITAL IN CONSIDERATION FOR CORPORATE ADVISORY SERVICES
8.1 General
This Resolution seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of 50,000,000 Options in consideration for corporate advisory services provided by CPS Capital (or its nominee(s)).
8.2 Listing Rule 7.1
A summary of Listing Rule 7.1 is set out in Section 2.2 above.
The proposed issue does not fall within any of the exceptions set out in Listing Rule 7.2 and exceeds the 15% limit in Listing Rule 7.1. It therefore requires the approval of Shareholders under Listing Rule 7.1.
8.3 Technical information required by Listing Rule 14.1A
If this Resolution is passed, the Company will be able to proceed with the issue. In addition, the issue will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1.
If this Resolution is not passed, the Company will not be able to proceed with the issue and may be required to remunerate CPS Capital in another manner.
8.4 Technical information required by Listing Rule 7.3
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REQUIRED INFORMATION DETAILS
Names of persons to whom CPS Capital (or its nominee(s)).
Securities will be issued or
the basis on which those
persons were or will be
identified/selected
Number of Securities and 50,000,000 Options will be issued pursuant to this
class to be issued Resolution.
Terms of Securities The Options will be issued on the terms and conditions set
out in Schedule 1.
Date(s) on or by which the The Company expects to issue the Securities within 5
Securities will be issued Business Days of the Meeting. In any event, the Company
will not issue any Securities later than three months after
the date of the Meeting (or such later date to the extent
permitted by any ASX waiver or modification of the
Listing Rules).
Price or other consideration Each Option will be issued for $0.00001 each.
the Company will receive
for the Securities
Purpose of the issue, The purpose of the issue is to provide consideration for
including the intended use corporate advisory services provided by CPS Capital.
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| REQUIRED INFORMATION | DETAILS |
|---|---|
| of any funds raised by the issue |
|
| Summary of material terms of agreement to issue |
The Options are not being issued under an agreement. |
| Voting exclusion statement | A voting exclusion statement applies to this Resolution. |
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G L O S S A R Y
$ means Australian dollars.
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.
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.
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 Minerals Limited (ACN 074 728 019).
Corporations Act means the Corporations Act 2001 (Cth).
Directors means the current directors of the Company.
Explanatory Statement means the explanatory statement accompanying 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.
Listing Rules means the Listing Rules of ASX.
Material Person means a related party of the Company, member of the Key Management Personnel, substantial holder of the Company, adviser of the Company or associate of any of these parties.
Meeting means the meeting convened by the Notice.
Notice means this notice of meeting including the Explanatory Statement and the Proxy Form.
Option means an option to acquire a Share.
Proxy Form means the proxy form accompanying the Notice.
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.
Security means a Share or Option (as applicable).
Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a registered holder of a Share.
WST means Western Standard Time as observed in Perth, Western Australia.
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S C H E D U L E 1 – TE R M S A N D C O N D I T I O N S O F O P T I O N S
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1. Entitlement Each Option entitles the holder to subscribe for one Share upon
exercise of the Option.
2. Exercise Price The amount payable upon exercise of each Option will be $0.005
( Exercise Price ).
3. Expiry Date Each Option will expire at 5:00 pm (WST) on 30 November 2027( Expiry
Date ).
An Option not exercised before the Expiry Date will automatically
lapse on the Expiry Date
4. Exercise Period The Options are exercisable at any time between the Issue Date and
the Expiry Date ( Exercise Period ).
5. Exercise Notice The Options may be exercised during the Exercise Period by notice in
writing to the Company in the manner specified on the Option
certificate ( Exercise Notice ) 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.
6. Exercise Date An Exercise Notice is only effective on and from the later of the date
of receipt of the Exercise Notice and the date of receipt of the
payment of the Exercise Price for each Option being exercised in
cleared funds ( Exercise Date ).
7. Timing of issue of Within five Business Days after the Exercise Date, the Company will:
Shares on exercise
(a) issue the number of Shares required under these terms and
conditions in respect of the number of Options specified in
the Exercise Notice and for which cleared funds have been
received by the Company;
(b) 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
(c) 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 7(b) 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 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.
8. Shares issued on Shares issued on exercise of the Options rank equally with the then
exercise issued shares of the Company.
9. Reorganisation If there is a reorganisation of the issued share capital of the Company
(including any subdivision, consolidation, reduction, return or
cancellation of such issued capital of the Company), the rights of the
holder will be changed to the extent necessary to comply with the
ASX Listing Rules applicable to a reorganisation of capital at the time
of the reorganisation.
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| 10. | 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. |
|---|---|---|
| 11. | Change in exercise price/Adjustment for rights issue |
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. |
| 12. | 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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S C H E D U L E 2 – TE R M S A N D C O N D I T I O N S O F D R I L L I N G O PT I O N S
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1. Entitlement Each Option entitles the holder to subscribe for one Share upon
exercise of the Option.
2. Exercise Price Subject to paragraph 10, the amount payable upon exercise of each
Option will be $0.01 ( Exercise Price ).
3. Expiry Date Each Option will expire at 5:00 pm (WST) on 31 December 2027 ( Expiry
Date ). An Option not exercised before the Expiry Date will
automatically lapse on the Expiry Date.
4. Exercise Period The Options are exercisable at any time on or prior to the Expiry Date
( Exercise Period ).
5. Exercise Notice 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.
6. 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 ).
7. Timing of issue of Within 15 Business Days after the Exercise Date, the Company will:
Shares on exercise
(a) allot and 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;
(b) 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
(c) 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 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.
8. Shares issued on Shares issued on exercise of the Options rank equally with the then
exercise issued shares of the Company.
9. Quotation of If admitted to the official list of ASX at the time, application will be
Shares on exercise made by the Company to ASX for quotation of the Shares issued
upon exercise of the Options.
10. Reconstruction of If at any time the issued capital of the Company is reconstructed, all
capital 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.
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| 11. | 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. |
|---|---|---|
| 12. | 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. |
| 13. | Transferability | The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws |
22
S C H E D U L E 3 – V A L U A T I O N O F O P TI O N S
The Options to be issued pursuant to Resolutions 6 to 8 have been valued by internal management .
Using the Black & Scholes option model and based on the assumptions set out below, the Options were ascribed the following value:
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ASSUMPTIONS:
Valuation date 4 July 2025
Market price of Shares 0.3 cents
Exercise price 0.5 cents
Expiry date (length of time from issue) 2.25 years
Risk free interest rate 3.32%
Volatility (discount) 137%
Indicative value per Option 0.19 cents
Total Value of Options $114,000
- Mathew Walker (Resolution 6) $95,000
- David Prentice (Resolution 7) $9,500
- Simon Coxhell (Resolution 8) $9,500
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Note: The valuation noted above is not necessarily the market price that the Options could be traded at and is not automatically the market price for taxation purposes.
23
Proxy Voting Form If you are attending the Meeting in person, please bring this with you for Securityholder registration.
Blaze Minerals Limited | ABN 15 074 728 019
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Your proxy voting instruction must be received by 9.00am (AWST) on Monday, 18 August 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
| SUBMIT YOUR PROXY | |
|---|---|
| Complete the form overleaf in accordance with the instructions set out below. YOUR NAME AND ADDRESS The name and address shown above is as it appears on the Company’s share register. If this information is incorrect, and you have an Issuer Sponsored holding, you can update your address through the investor portal:https://investor.automic.com.au/#/homeShareholders sponsored by a broker should advise their broker of any changes. STEP 1 – APPOINT A PROXY If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name of that Individual or body corporate. A proxy need not be a Shareholder of the Company. Otherwise if you leave this box blank, the Chair of the Meeting will be appointed as your proxy by default. 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 tth If i dditil P Vti F tt Ati Rit Si |
Lodging your Proxy Voting Form: |
| Online Use your computer or smartphone to appoint a proxy at https://investor.automic.com.au/#/loginsahor scan the QR code below using your smartphone Login & Click on ‘Meetings’. Use the Holder Number as shown at the top of this Proxy Voting Form. BY MAIL: Automic GPO Box 5193 Sydney NSW 2001 IN PERSON: Automic Level 5, 126 Phillip Street Sydney NSW 2000 |
|
| BY EMAIL: [email protected] 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) |
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
BY EMAIL:
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.
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)
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.
STEP 1 - How to vote
APPOINT A PROXY:
I/We being a Shareholder entitled to attend and vote at the General Meeting of Blaze Minerals Limited, to be held at 9.00am (AWST) on Wednesday, 20 August 2025 at Level 2, 330 Churchill Avenue, Subiaco WA 6008 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 Resolutions 6, 7 and 8 (except where I/we have indicated a different voting intention below) even though Resolutions 6, 7 and 8 are 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 | For | Against Abstain |
||
| 1 | RATIFICATION OF PRIOR ISSUE OF SHARES UNDER TRANCHE 1 OF PLACEMENT | |||
| 2 | APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF PLACEMENT | |||
| 3 | APPROVAL TO ISSUE SHARES UNDER TRANCHE 2 OF PLACEMENT TO MR MATHEW WALKER | |||
| 4 | APPROVAL TO ISSUE OPTIONS TO CPS CAPITAL IN CONSIDERATION FOR LEAD MANAGER SERVICES | |||
| 5 | RATIFICATION OF PRIOR ISSUE OF SECURITIES TO ADT DRILLING LIMITED IN CONSIDERATION FOR | |||
| DRILLING SERVICES | ||||
| 6 | APPROVAL TO ISSUE OPTIONS TO MR MATHEW WALKER | |||
| 7 | APPROVAL TO ISSUE OPTIONS TO MR DAVID PRENTICE | |||
| 8 | APPROVAL TO ISSUE OPTIONS TO MR SIMON COXHELL | |||
| 9 | APPROVAL TO ISSUE OPTIONS TO CPS CAPITAL IN CONSIDERATION FOR CORPORATE ADVISORY | |||
| SERVICES | ||||
| 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). |