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CASPIN RESOURCES LIMITED — Proxy Solicitation & Information Statement 2021
Aug 10, 2021
64694_rns_2021-08-10_94cdf149-85db-4d85-8db8-b7b8376b5ac1.pdf
Proxy Solicitation & Information Statement
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CASPIN RESOURCES LIMITED
ACN 641 813 587
NOTICE OF GENERAL MEETING
A general meeting of Caspin Resources Limited ACN 641 813 587 will be held at 945 Wellington Street, West Perth WA 6005, Western Australia on Friday, 10 September 2021 at 10:00am (AWST).
The Company advises Shareholders that the Meeting will be held in compliance with the Australian and Western Australian governments’ restrictions on public gatherings (if any).
Due to the present COVID-19 situation, it may not be possible for Shareholders to physically attend the Meeting. As a result, the Company strongly encourages all Shareholders to vote by directed proxy in lieu of attending the meeting in person. Proxy Forms for the Meeting should be lodged before 10:00am (AWST) on Wednesday 8 September 2021.
Shareholders can also submit and are encouraged to submit any questions in advance of the Meeting by emailing the questions to [email protected] by no later than 5:00pm (AWST) on Friday 3 September 2021.
If the above arrangements with respect to the Meeting change, Shareholders will be updated via the ASX Market Announcements Platform and on the Company’s website at https://www.caspin.com.au/.
This Notice of Meeting and the accompanying Explanatory Memorandum and Proxy Form should be read in their entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting.
Should you wish to discuss any matter please do not hesitate to contact the Company Secretary by telephone on + 61 8 9322 7600.
CASPIN RESOURCES LIMITED ACN 641 813 587
NOTICE OF GENERAL MEETING
Notice is hereby given that a general meeting of Shareholders of Caspin Resources Limited ACN 641 813 587 ( Company ) will be held at 945 Wellington Street, West Perth WA 6005, Western Australia on Friday 10 September 2021 at 10:00am (AWST) ( Meeting ).
The Explanatory Memorandum to this Notice provides additional information on matters to be considered at the Meeting. The Explanatory Memorandum and the Proxy Form form part of this Notice.
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 as Shareholders on Wednesday 8 September 2021 at 5pm (AWST).
Terms and abbreviations used in this Notice and Explanatory Memorandum are defined in Section 5.
AGENDA
1 RESOLUTION 1 – RATIFICATION OF ISSUE OF PLACEMENT SHARES
To consider and, if thought fit, to pass, with or without amendment, the following as an ordinary resolution :
" That, pursuant to and in accordance with Listing Rule 7.4 and for all other purposes, Shareholders ratify and approve the prior issue by the Company of 9,206,514 Shares as detailed in the Explanatory Memorandum ."
Voting Exclusion
The Company will disregard any votes cast in favour of this Resolution by or on behalf of:
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(a) a person who participated in the issue of the Shares the subject of this Resolution; or
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(b) an associate of any of those persons.
However, this does not apply to a vote cast in favour of this Resolution by:
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(a) a person as proxy or attorney for a person who is entitled to vote on this Resolution, in accordance with directions given to the proxy or attorney to vote on this 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 this Resolution, in accordance with a direction given to the Chair to vote on this Resolution as the Chair decides; or
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(c) a Shareholder 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 Shareholder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on this Resolution; and
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(ii) the Shareholder votes on this Resolution in accordance with directions given by the beneficiary to the Shareholder to vote in that way.
2 RESOLUTION 2 – ISSUE OF SHARES TO RELATED PARTY
To consider and, if thought fit, to pass, with or without amendment, the following as an ordinary resolution :
" That, pursuant to and in accordance with Listing Rule 10.11 and for all other purposes, Shareholders authorise and approve the issue of 542,274 Shares to Atasa Holdings Pty Ltd ACN 628 056 422 as trustee for the TS3A Family Trust at an issue price of $1.00 per Share, on the terms and conditions in the Explanatory Memorandum ."
Voting Exclusion
The Company will disregard any votes cast in favour of this Resolution by or on behalf of:
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(a) Atasa Holdings Pty Ltd ACN 628 056 422 as trustee for the TS3A Family Trust, Ms Sze Man (Simone) Suen, Mr Tjandra Pramoko, Arend Adi Promoko, Aiden Adi Pramoko and Alisha Adi Pramoko , and any other person who will obtain a material benefit as a result of the issue of the Shares pursuant to this Resolution, except a benefit solely by reason of being a holder of Shares; or
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(b) an associate of any of those persons.
However, this does not apply to a vote cast in favour of this Resolution by:
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(a) a person as proxy or attorney for a person who is entitled to vote on this Resolution, in accordance with directions given to the proxy or attorney to vote on this 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 this Resolution, in accordance with a direction given to the Chair to vote on this Resolution as the Chair decides; or
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(c) a Shareholder 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 Shareholder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on this Resolution; and
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(ii) the Shareholder votes on this Resolution in accordance with directions given by the beneficiary to the Shareholder to vote in that way.
Dated 3 August 2021
BY ORDER OF THE BOARD
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Steven Wood Company Secretary
CASPIN RESOURCES LIMITED ACN 641 813 587
EXPLANATORY MEMORANDUM
1 INTRODUCTION
This Explanatory Memorandum has been prepared for the information of Shareholders in connection with the business to be conducted at the Meeting to be held at 945 Wellington Street, West Perth WA 6005, Western Australia on Friday 10 September 2021 at 10:00am (AWST) ( Meeting ).
This Explanatory Memorandum should be read in conjunction with and forms part of the accompanying Notice. The purpose of this Explanatory Memorandum is to provide information to Shareholders in deciding whether or not to pass the Resolutions set out in the Notice.
A Proxy Form is located at the end of the Explanatory Memorandum.
This Explanatory Memorandum does not take into account the individual investment objectives, financial situation and needs of individual Shareholders or any other person. Accordingly, it should not be relied on solely in determining how to vote on the Resolutions and Shareholders should seek their own financial or legal advice.
Certain statements in this Explanatory Memorandum relate to the future. These statements reflect views only as of the date of this Explanatory Memorandum. While the Company believes that the expectations reflected in the forward looking statements are reasonable, neither the Company nor any other person gives any representation, assurance or guarantee that the occurrence of an event expressed or implied in any forward looking statements in this Explanatory Memorandum will actually occur.
2 ACTION TO BE TAKEN BY SHAREHOLDERS
Shareholders should read the Notice and this Explanatory Memorandum carefully before deciding how to vote on each Resolution.
2.1 Proxies
A Proxy Form is attached to the Notice. This is to be used by Shareholders if they wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited to attend the Meeting or, if they are unable to attend, are invited to sign and return the Proxy Form to the Company in accordance with the instructions thereon. Lodgment of a Proxy Form will not preclude a Shareholder from attending and voting at the Meeting (however, please refer to the comments on the cover of this Notice regarding the COVID-19 situation).
To be valid, your Proxy Form (and any power of attorney under which it is signed) must be received at any of the addresses given below by 10:00am (AWST) on Wednesday 8[th] , September 2021 , being at least 48 hours before the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.
Online: Use your computer or smartphone to appoint a proxy at https://investor.automic.com.au/#/loginsah or scan the QR code on your Proxy Form using your smartphone and follow the relevant instructions
By Mail: Automic GPO Box 5193 Sydney NSW 2001
By Email: [email protected] By Fax: +61 2 8583 3040 By Hand: Automic Level 5, 126 Phillip Street Sydney NSW 2000
In accordance with section 249L of the Corporations Act, Shareholders are advised that:
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(a) a member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy;
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(b) a proxy need not be a member of the Company; and
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(c) a member of the Company 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, but where the proportion or number is not specified, each proxy may exercise half of the votes.
The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy Forms.
3 RESOLUTION 1 – RATIFICATION OF ISSUE OF PLACEMENT SHARES
3.1 Background
On 22 July 2021, the Company announced that it had issued 9,206,514 Shares to existing and new strategic, institutional and sophisticated investors at an issue price of $1.00 per Share for a capital raising of $9,206,514 (before costs) (the Placement Shares ).
The Company issued the Placement Shares without prior Shareholder approval pursuant to its 15% annual placement capacity under Listing Rule 7.1.
Resolution 1 seeks Shareholder ratification and approval of the prior issue by the Company of the Placement Shares, for the purpose of Listing Rule 7.4 and for all other purposes.
Resolution 1 is an ordinary resolution.
The Chair intends to exercise all available undirected proxies in favour of Resolution 1.
3.2 Listing Rules 7.1 and 7.4
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 securities it had on issue at the start of that period ( 15% Placement Capacity ).
The issue of the Placement Shares does not fit within any of these exceptions and, as it has not yet been approved by the Company's Shareholders, it effectively uses up the majority of the 15% Placement Capacity 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 22 July 2021.
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 into the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1.
To this end, Resolution 1 seeks Shareholder ratification and approval to the issue of the Placement Shares under and for the purposes of Listing Rule 7.4 (and for all other purposes).
If Resolution 1 is passed, the issue of the Placement Shares will be excluded in calculating the Company’s 15% Placement Capacity in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12 month period following 22 July 2021.
If Resolution 1 is not passed, the Placement Shares will be included in calculating the Company’s 15% Placement Capacity in Listing Rule 7.1, effectively decreasing the number of Equity Securities it can issue without Shareholder approval over the 12 month period following 22 July 2021.
3.3 Specific information required by Listing Rule 7.5
In accordance with Listing Rule 7.5, the following information is provided in relation to the issue of the Placement Shares the subject of Resolution 1:
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(a) A total of 9,206,514 Placement Shares were issued on 22 July 2021 in consideration for an issue price of $1.00 per Placement Share, for a capital raising of $9,206,514 (before costs).
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(b) The Placement Shares were issued to existing and new strategic, institutional and sophisticated investors who are clients of Ashanti Capital Pty Ltd (which acted as Lead Manager of the issue) and clients of Foster Stockbroking Pty Limited (which acted as CoManager of the issue). None of these investors are related parties of the Company. Certain existing major Shareholders participated, such as Chalice Mining Ltd, which was issued 901,079 of the Placement Shares, and Tinci (HK) Limited, which was issued 1,969,189 of the Placement Shares.
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(c) The Placement Shares issued are fully paid ordinary shares in the Company, which rank equally with all other fully paid ordinary shares on issue in the Company.
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(d) The purpose of the issue of the Placement Shares, and the intended use of the funds raised from the issue, was to fund the costs of advancing exploration by the Company at the Yarawindah Brook and Mount Squires Projects, the costs of the offer and general working capital. The above intended use of funds is indicative only and will be subject to modification on an ongoing basis depending on the results obtained from the Company's activities and other factors relevant to the Board's discretion as to usage of funding. Ashanti Capital Pty Ltd was paid $552,390.84 by the Company for services as Lead Manager of the issue of the Placement Shares, which included the remuneration for Foster Stockbroking Pty Limited for services as Co-Manager of the issue.
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(e) A voting exclusion statement is included in the Notice for Resolution 1.
3.4 Board Recommendation
The Directors recommend that Shareholders vote in favour of Resolution 1.
4 RESOLUTION 2 – ISSUE OF SHARES TO RELATED PARTY
4.1 Background
When the Company announced the capital raising involving the Placement Shares on 14 July 2021 (the subject of Resolution 1), it also announced the proposal to issue additional Shares to a related party of the Company at the same issue price as the Placement Shares ($1.00 per Share), subject to prior Shareholder approval. That approval is being sought pursuant to Resolution 2.
In accordance with Listing Rule 10.11 and for all other purposes, Resolution 2 seeks Shareholder approval for the issue of 542,274 Shares (the Atasa Placement Shares ) to Atasa Holdings Pty Ltd ACN 628 056 422 as trustee for the TS3A Family Trust ( Atasa ) in consideration for an issue price of $1.00 per Share, for a capital raising of $542,274 (before costs).
Atasa is a related party of the Company, including because Atasa is controlled by a Director (Ms Sze Man (Simone) Suen) and her spouse (Mr Tjandra Pramoko) who are the directors of Atasa Holdings Pty Ltd and each hold 50% of the shares in that company and are beneficiaries of the TS3A Family Trust. Their children are also beneficiaries in the TS3A Family Trust. Full particulars of the beneficiaries of the TS3A Family Trust are Simone Suen, Tjandra Pramoko and their children, being Arend Adi Promoko, Aiden Adi Pramoko and Alisha Adi Pramoko.
Ms Suen (who is a non-executive director of the Company) has a relevant interest in the following securities in the Company as at the date of this Notice:
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(a) 6,818 Shares held in her own name;
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(b) 2,915,158 Shares held by Atasa;
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(c) 780,000 Shares held by Atasa which are subject to 24-month escrow, until 25 November 2022; and
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(d) 400,000 unlisted options held by Atasa ($0.30 exercise price per option, five-year expiry from date of issue and subject to 24-month escrow from date of ASX quotation).
This comprises 4.99% of all Shares on issue on an undiluted basis as at the date of this Notice (which would increase to 5.50% of all Shares if Atasa's options above are exercised into Shares).
If Resolution 2 is approved at the Meeting and the Atasa Placement Shares are issued, Ms Suen's relevant interests in Shares would increase to 5.68% of all Shares on issue on an undiluted basis (which would increase to 6.18% of all Shares if Atasa's options above are exercised into Shares), excluding the impact of any other issues of securities in the Company or other acquisitions of relevant interests by Ms Suen.
The Board considers that, if the Atasa Placement Shares are issued, Ms Suen will not cease to be an independent Director, as her potential increased relevant interest in Shares arising from that issue is not material and will not interfere with her capacity to bring an independent judgement to bear on issues before the Board and to act in the best interests of the Company as a whole .
Resolution 2 is an ordinary resolution.
The Chair intends to exercise all available undirected proxies in favour of Resolution 2.
4.2 Listing Rule 10.11
Listing Rule 10.11 provides that unless one of the exceptions in Listing Rule 10.12 applies, a listed company (such as the Company) must not issue or agree to issue Equity Securities to:
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10.11.1 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 of the Atasa Placement Shares falls within Listing Rule 10.11.1 (because Atasa is a related party of the Company, as detailed above) and does not fall within any of the exceptions in Listing Rule 10.12. It therefore requires the approval of the Company’s Shareholders under Listing Rule 10.11.
Resolution 2 seeks the required Shareholder approval, pursuant to Listing Rule 10.11 (and for all other purposes).
As Shareholder approval is sought under Listing Rule 10.11, approval under Listing Rule 7.1 is not required. Accordingly, if Resolution 2 is passed, the issue of the Atasa Placement Shares will not reduce the Company's 15% Placement Capacity for the purposes of Listing Rule 7.1.
If Resolution 2 is passed, the Company will be able to proceed with the issue of the Atasa Placement Shares to Atasa.
If Resolution 2 is not passed, the Company will not be able to proceed with the issue of the Atasa Placement Shares to Atasa and the Company may consider issuing the Atasa Placement Shares to third parties who are not related parties of the Company and do not otherwise fall within Listing Rule 10.11, in which case that issue would reduce the Company's 15% Placement Capacity by whichever number of Shares are issued.
4.3 Chapter 2E of 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 way 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 of the Atasa Placement Shares constitutes giving a financial benefit to related parties of the Company as:
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(a) Atasa is a related party of the Company as detailed above;
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(b) Ms Simone Suen is a related party of the Company due to being a Director;
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(c) Mr Tjandra Pramoko is a related party of the Company by reason of being Ms Suen's spouse; and
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(d) Arend Adi Promoko, Aiden Adi Pramoko and Alisha Adi Pramoko, the children of Ms Simone Suen and Mr Tjandra Pramoko.
The Board (excluding Ms Suen, due to her personal interest in Resolution 2) considers that Shareholder approval under section 208 of the Corporations Act is not required because the exception in section 210 of the Corporations Act applies to the proposed issue of Atasa Placement Shares pursuant to Resolution 2. The Atasa Placement Shares will be issued to Atasa on the same terms as non-related party participants in the Placement Shares (the subject of Resolution 1) and as such the giving of the financial benefit to related parties of the Company pursuant to Resolution 2 will be on arm's length terms. Accordingly, Shareholder approval is not being sought for the purposes of Section 208 of the Corporations Act.
4.4 Specific information required by Listing Rule 10.13
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The following additional information is provided to Shareholders for the purposes of Resolution 2:
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(a) The Atasa Placement Shares are proposed to be issued to Atasa.
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(b) Atasa is a related party of the Company (falling within Listing Rule 10.11.1) for the reasons given above in this Section 4.
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(c) A total of 542,274 Atasa Placement Shares are proposed to be issued pursuant to Resolution 2 in consideration for an issue price of $1.00 per Atasa Placement Share, for a capital raising of $542,274 (before costs).
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(d) The Atasa Placement Shares will be fully paid ordinary shares in the capital of the Company and will, from their time of issue, rank equally in all respects with the Company's Shares then on issue.
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(e) The Atasa Placement 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 Listing Rules).
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(f) The purpose of the issue of the Atasa Placement Shares, and the intended use of the funds raised from the issue, is the same as for Resolution 1, as detailed in Section 3.3(d), except that Ashanti Capital Pty Ltd will be paid an additional $32,536.44 by the Company for services as Lead Manager of the issue of the Atasa Placement Shares, which will include the remuneration for Foster Stockbroking Pty Limited for services as Co-Manager of the issue.
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(g) The issue of the Atasa Placement Shares is not intended to remunerate or incentivise Ms Suen (as it is a capital raising issue).
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(h) A voting exclusion statement is included in the Notice for Resolution 2.
4.5 Board Recommendation
Ms Suen declines to make a recommendation to Shareholders in relation to Resolution 2, due to her material personal interest in the outcome of the Resolution on the basis that Atasa is to be issued the Atasa Placement Shares should Resolution 2 be passed and Ms Suen has a material personal interest in Atasa as detailed above in this Section 4. The Directors other than Ms Suen recommend that Shareholders vote in favour of Resolution 2 as it will result in further funds being available to meet the costs of advancing exploration by the Company at the Yarawindah Brook and Mount Squires Projects (among other purposes detailed above).
5 DEFINITIONS
In this Notice, Explanatory Memorandum and Proxy Form:
$ means Australian Dollars (unless otherwise specified).
15% Placement Capacity has the meaning given in Section 3.2.
ASX means ASX Limited ACN 008 624 691 and, where the context permits, the Australian Securities Exchange operated by ASX.
Atasa has the meaning given in Section 4.1.
Atasa Placement Shares has the meaning given in Section 4.1.
AWST means Western Standard Time, being the time in Perth, Western Australia.
Board means the board of Directors of the Company.
Chair means the person appointed to chair the Meeting or any part of the Meeting.
Company means Caspin Resources Limited ACN 641 813 587.
Corporations Act means the Corporations Act 2001 (Cth).
Director means a director of the Company.
Equity Securities has the same meaning as in the Listing Rules.
Explanatory Memorandum means this explanatory memorandum.
Listing Rules means the listing rules of ASX.
Meeting has the meaning in the introductory paragraph of the Notice.
Notice or Notice of Meeting means this notice of general meeting and includes the Explanatory Memorandum and Proxy Form.
Placement Shares has the meaning given in Section 3.1.
Proxy Form means the proxy form attached to this Notice.
Resolution means a resolution contained in this Notice.
Section means a section contained in this Explanatory Memorandum.
Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a holder of one or more Shares.
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Caspin Resources | ACN 641 813 587
Proxy Voting Form
If you are attending the meeting in person, please bring this with you for Securityholder registration.
Holder Number:
Your proxy voting instruction must be received by 10.00am (WST) on Wednesday, 8 September 2021, 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
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/#/home Shareholders 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 KMP.
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Online:
Use your computer or smartphone to appoint a proxy at https://investor.automic.com.au/#/loginsah or 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.
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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 together. If you require an additional Proxy Voting Form, contact Automic Registry Services.
SIGNING INSTRUCTIONS
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.
CORPORATE REPRESENTATIVES
BY MAIL:
Automic
GPO Box 5193 Sydney NSW 2001
IN PERSON:
Automic
Level 5, 126 Phillip Street Sydney NSW 2000
BY EMAIL:
BY FACSIMILE: +61 2 8583 3040
All enquiries to Automic: WEBCHAT: https://automicgroup.com.au/
PHONE: 1300 288 664 (Within Australia) +61 2 9698 5414 (Overseas)
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://automic.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 Caspin Resources, to be held at 10.00am (WST) on Friday, 10 September 2021 at 945 Wellington Street, West Perth WA 6005 hereby: 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.
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STEP 2 – Your voting direction
Resolutions For Against Abstain 1. Resolution 1 – Ratification of Issue of Placement Shares 2. Resolution 2 – Issue of Shares to Related Party 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 Securityholder 2 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 of your communications despatched by the Company electronically (where legally permissible).
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