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Champion Iron Limited Proxy Solicitation & Information Statement 2022

Jul 28, 2022

47202_rns_2022-07-27_803a1819-3ab7-4755-8e98-db0f6a196274.pdf

Proxy Solicitation & Information Statement

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PROXY FORM

REGISTERED OFFICE: 1[ST] FLOOR 91 EVANS STREET ROZELLE NSW 2039

CHAMPION IRON LIMITED

(the “ Company ”)

SHARE REGISTRY: TSX TRUST COMPANY All Correspondence to: 301 – 100 Adelaide Street West Toronto, Ontario M5H 4H1 Canada FOR ALL ENQUIRIES CALL: (within Canada and the US) 1-866-600-5869 FACSIMILE:

416-595-9593

SECTION A: Appointment of Proxy

I/We, the above named, being registered holders of the Company and entitled to attend and vote hereby appoint:

The meeting Chair OR

The name of the person you are appointing (if this person is someone other than the Chair of the meeting)

or failing the person named, or if no person is named, the Chair of the meeting, as my/our Proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the Proxy sees fit (to the extent permitted by law) at the Annual General Meeting of the Company to be held at 6:00 pm (Montréal time) on 24 August 2022 (which corresponds to 8:00 am on 25 August 2022 in Sydney) at the offices of McCarthy Tétrault LLP, Suite 2500, 1000 de La Gauchetière Street West, Montréal, Québec, H3B0A2 and at any adjournment of that meeting (the “Meeting”).

Chair authorised to exercise proxies on remuneration related matters: If I/we have appointed the Chair of the Meeting as my/our proxy (or the Chair of the Meeting becomes my/our proxy by default), I/we expressly authorise the Chair of the Meeting, to the extent permitted by law, to exercise my/our proxy in respect of Resolution 1 notwithstanding that the resolution is connected directly or indirectly with the remuneration of a member of the key management personnel of the Company.

SECTION B: Voting Directions to your Proxy

Please mark "X" in the box to indicate your voting directions to your Proxy.

Voting restrictions for each of the resolutions are described in the Notice of Meeting and its Explanatory Statement.

For Against Abstain*

  • ORDINARY BUSINESS 1. Remuneration Report 2. Appointment of Director – Michael O’Keeffe 3. Appointment of Director – David Cataford 4. Appointment of Director – Andrew J. Love 5. Appointment of Director – Gary Lawler 6. Appointment of Director – Michelle Cormier 7. Appointment of Director – Wayne Wouters 8. Appointment of Director – Jyothish George
  1. Appointment of Director – Louise Grondin

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SPECIAL BUSINESS

  1. Approval of Amendments to the Company’s Constitution

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The Chair of the Meeting intends to vote undirected proxies, able to be voted, in FAVOUR of all the resolutions. In exceptional circumstances, the Chair of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

*If you mark the Abstain box for a particular item, you are directing your Proxy not to vote on your behalf on a ballot and your votes will not be counted in computing the required majority on a ballot.

SECTION C: Please Sign Below

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----- Start of picture text ----- Individual or Security Holder Security Holder 2 Security Holder 3Sole Director and Sole Company Secretary Director Director / Company SecretaryProxies must be received by TSX Trust Company no later than 6:00 pm (Montreal time) on 22 August 2022.----- End of picture text -----

This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.

ONLINE PROXY SERVICE

  1. Go to www.voteproxyonline.com 2. Enter the 12 digit Control Number to access the voting area. CONTROL NUMBER:

NOTES

1. Name and Address

Request for Financial Statements

In accordance with securities regulations, security holders may elect to receive Annual Financial Statements, Interim Financial Statements, and MD&As.

Instead of receiving the financial statements by mail, you may choose to view these documents on SEDAR at www.sedar.com.

I am a security holder of the Company, and as such request the following:

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Annual Financial Statements with MD&A

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Interim Financial Statements with MD&A

If you are casting your vote online and wish to receive financial statements, please complete the online request for financial statements following your voting instructions.

If the cut-off time has passed, please fax this side to 416-595-9593.

FISCAL YEAR – 2022

This is the name and address on the Share Register of the Company. If this information is incorrect, please make corrections on this form. Shareholders sponsored by a broker should advise their broker of any changes. Please note that you cannot change ownership of your shares using this form.

2. Appointment of a Proxy

If the person you wish to appoint as your Proxy is someone other than the Chair of the Meeting please write the name of that person in Section A.

If you leave this section blank, or your named Proxy does not attend the meeting, the Chair of the Meeting will be your Proxy. A Proxy need not be a shareholder of the Company.

mailto:[email protected]

3 . Directing your Proxy how to vote

To direct the Proxy how to vote place an "X" in the appropriate box across each item in Section B. Where more than one Proxy is to be appointed and the proxies are to vote differently, then two s eparate forms must be used to indicate voting intentions. http://www.securitytransfer.com.au/

4. Appointment of a Second Proxy

You are entitled to appoint up to two (2) persons as proxies to attend the meeting and vote on a resolution. If you wish to appoint a second Proxy, an additional Proxy form may be obtained by telephoning the Company's share registry 1-866-600-5869 or you may photocopy this form.

To appoint a second Proxy you must:

  • (a) On each of the Proxy forms, state the percentage of your voting rights or number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each Proxy may exercise, each Proxy may exercise half of your votes; and

  • (b) Return both forms in the same envelope.

5. 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 of the Shareholders must sign.

Power of Attorney: to sign under Power of Attorney you must have already lodged this document with the Company's share registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the company has a sole director who is also the sole company secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a company secretary, a sole director may sign alone. Otherwise this form must be signed by a director jointly with either another director or company cecretary. Please indicate the office held in the appropriate place.

If a representative of the corporation is to attend the meeting the appropriate "Certificate of Appointment of Corporate Representative” should be lodged with the Company before the meeting. A form of the certificate may be obtained from the Company's share registry.

6. Lodgement of Proxy

Proxy forms (and any Power of Attorney under which it is signed) must be received by TSX Trust Company no later than 6:00 pm (Montreal time) on August 22, 2022, being 48 hours before the time for holding the meeting. Any Proxy form received after that time will not be valid for the scheduled meeting.

For assistance, please contact TSX Trust Company:

Mail: TSX Trust Company 301 – 100 Adelaide Street West Toronto, ON M5H 4H1 Canada Telephone: (416) 342-1091 Facsimile: (416) 595-9593 Email: [email protected]