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DUBBER CORPORATION LIMITED Proxy Solicitation & Information Statement 2023

Aug 6, 2023

64795_rns_2023-08-06_041184e5-fa54-4056-8994-fbfeb192d894.pdf

Proxy Solicitation & Information Statement

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ASX Announcement ASX: DUB

7 August 2023

2023 General Meeting Letter to Shareholders and Proxy

Dubber Corporation Limited (ASX: DUB) ( Dubber or Company ) attaches the following documents in relation to its General Meeting (“EGM”), being held at 2.00PM AEST on Wednesday 6 September 2023:

  • EGM Letter to Shareholders; and

  • Proxy Form.

This announcement has been approved for release to ASX by Mr Steve McGovern on behalf of the Dubber Board of Directors.

About Dubber:

Dubber enables communication service providers to unlock the potential of the network - turning every conversation into an exponential source of value for differentiated innovation, retention, and revenue. Listed on the ASX, Dubber is the clear market leader in conversational intelligence and unified conversational recording - embedded at the heart of over 185 Service Provider networks and services.

For more information, please visit Dubber on www.dubber.net or contact:

Investors Media Simon Hinsley Terry Alberstein [email protected] [email protected] +61 (0) 401 809 653 +61 (0) 458 484 921

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DUBBER CORPORATION LIMITED | ABN 64 089 145 424 L5-7, 2 Russell Street, Melbourne VIC 3000 Australia

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7 August 2023

Dear shareholder

September 2023 General Meeting

Dubber Corporation Limited ( Company ) (ASX:DUB) advises that a General Meeting of Shareholders will be held at 2:00pm (AEST) on Wednesday, 6 September 2023 as a hybrid (physical and virtual) meeting ( Meeting ).

In accordance with Part 1.2AA of the Corporations Act 2001, the Company will be dispatching physical copies of the Notice of General Meeting ( Notice ) only to shareholders who have elected to receive the Notice in physical form.

Shareholders who have provided an email address and have elected to receive electronic communications from the Company will receive an email to their nominated email address with a link to an electronic copy of the Notice and the proxy voting form.

Otherwise, a personalized proxy voting form will be printed and dispatched to Shareholders.

Notice of General Meeting

The full Notice is available:

  1. at www.dubber.net/investors/investor-centre by clicking the ASX Information tab

  2. at www.asx.com.au/markets/company/DUB, or

  3. by contacting the Company Secretary at [email protected]

Attending in person

To attend in person, please arrive at the Meeting venue at least 30 minutes before the time on the date set out above.

Attending virtually

The Company is pleased to also provide Shareholders with the opportunity to attend and participate in the Meeting as a virtual meeting through an online meeting platform powered by Automic.

Shareholders that have an existing account with Automic will be able to watch, listen, and vote online.

Shareholders who do not have an account with Automic are strongly encouraged to register for an account as soon as possible and well in advance of the Meeting to avoid any delays on the day of the Meeting. An account can be created via the following link investor.automic.com.au and then clicking on “Register” and following the prompts. Shareholders will require their holder number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) to create an account with Automic.

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DUBBER CORPORATION LIMITED | ABN 64 089 145 424 Levels 5-7, 2 Russell Street, Melbourne Vic. 3000

Your Vote is Important

The business of the General Meeting affects your shareholding and your vote is important. All resolutions will be decided on a poll. The poll will be conducted based on votes submitted by proxy and at the Meeting.

Shareholders attending the Meeting virtually and wishing to vote on the day of the Meeting can find further instructions on how to do so in the Notice. Alternatively, shareholders are strongly encouraged to complete and submit their vote by proxy by using one of the following methods:

Online Lodge the Proxy Form online athttps://investor.automic.com.au/#/loginsah by
following the instructions: Login to the Automic website using the holding details as
shown on the Proxy Form. Click on ‘View Meetings’ – ‘Vote’. To use the online
lodgement facility, Shareholders will need their holder number (Securityholder
Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the
front of the Proxy Form.
For further information on the online proxy lodgement process please see the Online
Proxy Lodgement Guide at https://www.automicgroup.com.au/virtual-agms/
By post Automic, GPO Box 5193, Sydney NSW 2001
By hand Automic, Level 5, 126 Phillip Street, Sydney NSW 2000
By email Completing the enclosed Proxy Form and emailing it to:
[email protected]

Your Proxy instruction must be received not later than 48 hours before the commencement of the Meeting.

Proxy Forms received later than this time will be invalid.

Shareholders are requested to contact the Company Secretary, David Franks on +61 2 8072 1400 or [email protected] if they have any queries in respect of the Meeting.

Yours faithfully

David Franks Company Secretary Dubber Corporation Limited

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2

Proxy Voting Form If you are attending the virtual Meeting Dubber Corporation Limited | ACN 089 145 424 please retain this Proxy Voting Form for online Securityholder registration. [ReplaceNoImages] [EntityRegistrationDetailsLine1Envelope] [EntityRegistrationDetailsLine2Envelope] [HolderNumber] [EntityRegistrationDetailsLine3Envelope] Holder Number: [EntityRegistrationDetailsLine4Envelope] [HolderNumber] [EntityRegistrationDetailsLine5Envelope] [EntityRegistrationDetailsLine6Envelope] Your proxy voting instruction must be received by 2:00pm (AEST) on Monday, 4 September 2023, 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 Lodging your Proxy Voting Form: 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 Online: investor portal: https://investor.automic.com.au/#/home Shareholders sponsored by a broker should Use your computer or smartphone to advise their broker of any changes. appoint a proxy at STEP 1 – APPOINT A PROXY https://investor.automic.com.au/#/logi If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name nsah of that Individual or body corporate. A proxy need not be a Shareholder of the Company. Otherwise if or scan the QR code below using you leave this box blank, the Chair of the Meeting will be appointed as your proxy by default. your smartphone DEFAULT TO THE CHAIR OF THE MEETING Login & Click on ‘Meetings’. Use the Any directed proxies that are not voted on a poll at the Meeting will default to the Chair of the Meeting, Holder Number as shown at the top who is required to vote these proxies as directed. Any undirected proxies that default to the Chair of the of this Proxy Voting Form. 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. 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 BY MAIL: the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy Automic 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. GPO Box 5193 APPOINTMENT OF SECOND PROXY Sydney NSW 2001 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 IN PERSON: percentage or number, each proxy may exercise half the votes. You must return both Proxy Voting Forms Automic together. If you require an additional Proxy Voting Form, contact Automic Registry Services. Level 5, 126 Phillip Street SIGNING INSTRUCTIONS Individual : Where the holding is in one name, the Shareholder must sign. Sydney NSW 2000 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 BY EMAIL: a certified photocopy of the power of attorney to this Proxy Voting Form when you return it. [email protected] 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 FACSIMILE: +61 2 8583 3040 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.

All enquiries to Automic: WEBSITE: https://automicgroup.com.au/

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://automic.com.au.

PHONE: 1300 288 664 (Within Australia) +61 2 9698 5414 (Overseas)

STEP 1 – How to vote

VIRTUAL PARTICIPATION AT THE AGM:

APPOINT A PROXY: I/We being a Shareholder entitled to attend and vote at the General Meeting of Dubber The company is pleased to provide shareholders with the Corporation Limited, to be held at 2:00pm (AEST) on Wednesday, 6 September 2023 opportunity to attend and participate in a virtual Meeting virtually and at Punthill Little Bourke Apartment Hotel, Lonsdale Room, 11-17 Cohen Place, through an online meeting platform powered by Automic, Melbourne VIC 3000 hereby: where shareholders will be able to watch, listen, and vote online. 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 To access the virtual meeting: 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 1. Open your internet browser and go to directions, or, if no directions have been given, and subject to the relevant laws as the investor.automic.com.au proxy sees fit and at any adjournment thereof. 2. Login with your username and password or click “ register ” if you haven’t already created an account. Shareholders are encouraged to create an account The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair prior to the start of the meeting to ensure there is no is entitled to vote. delay in attending the virtual meeting 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. Further information on how to do this is set out in the Notice of Meeting. The Explanatory Notes that accompany and form part of the Notice of Meeting describe the various matters to be considered. STEP 2 – Your voting direction Resolutions For Against Abstain 1. Ratification of prior issue of shares – July 2023 placement (Tranche 1) 2. Approval for issue of shares – July 2023 placement (Tranche 2) 3. Approval for the issue of shares to Steve McGovern – July 2023 placement 4. Approval for the issue of shares to Peter Pawlowitsch – July 2023 placement 5. Approval for the issue of shares to Gerard Bongiorno – July 2023 placement 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).