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FBR LTD — AGM Information 2021
Nov 17, 2021
64901_rns_2021-11-17_14688304-2899-4bcc-a03b-bf46c55e5b32.pdf
AGM Information
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ABN 58 090 000 276 122 Sultana Road West High Wycombe, Western Australia 6057 +61 8 9380 0240 www.fbr.com.au
18 November 2021
Dear Shareholder,
Annual General Meeting – Notice and Proxy form
FBR Limited (ASX:FBR) (“ FBR ” of “ the Company” ) hereby gives notice that the Company’s Annual General Meeting ( AGM ) of Shareholders will be held as a virtual meeting on 20 December 2021 at 10.00 am (AWST).
Given the current circumstances with the COVID-19 pandemic, and to protect the health and safety of Shareholders, staff and advisors, the Board has made the decision that it will hold the 2021 AGM as a virtual (online) meeting.
The Notice of Meeting ( NOM ) is important and should be read in its entirety. If you are in doubt as to the course of action you should follow, you should consult your financial adviser, lawyer, accountant or other professional adviser. If you have any difficulties obtaining a copy of the NOM please contact the Company’s share registry, Computershare Investor Services Pty Ltd on, 1300 850 505 (within Australia) or +61 3 9415 4000 (overseas).
Shareholders are encouraged to vote online at www.investorvote.com.au or by returning the attached proxy form by:
Post to: Computershare Investor Services Pty Limited GPO Box 242 Melbourne Vic 3001
Or
Fax to: 1800 783 447 within Australia or +61 3 9473 2555 outside Australia
Even if you plan to attend the AGM online, we encourage you to submit a directed proxy vote as early as possible so that your vote will be counted if for any reason you cannot attend (for example if there is an issue with your internet on the day of the AGM).
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Your proxy voting instruction must be received by 10.00 am (AWST) on Saturday, 18 December 2021, being not less than 48 hours before the commencement of the Meeting. Any proxy voting instructions received after that time will not be valid for the Meeting.
In order to participate, Shareholders and proxy holders will need a desktop or mobile/tablet device with internet access to log onto the online platform on the morning of the AGM and provide their details (including their Shareholder Reference Number (SRN) or Holder Identification Number (HIN) as applicable) to be verified as a Shareholder or proxy holder.
We recommend logging onto our online platform at least 15 minutes prior to the scheduled start time.
An Online Meeting Guide containing further information regarding virtual Meeting attendance is available on the FRR website https://www.fbr.com.au/view/investor-centre.
As the ongoing situation regarding the management of COVID-19 continues, FBR will continue to update Shareholders in due course by way of further ASX announcements if changing circumstances will impact planning or the arrangements for the AGM, and the details will also be made available on our website at https://www.fbr.com.au/view/investor-centre.
The Directors of FBR appreciate the understanding of shareholders under the current circumstances.
For and on behalf of the Board,
Aidan Flynn
Company Secretary
Need assistance?
Phone:
1300 850 505 (within Australia) +61 3 9415 4000 (outside Australia)
Online:
www.investorcentre.com/contact
FBR
MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030
YOUR VOTE IS IMPORTANT
For your proxy appointment to be effective it must be received by 10:00am (AWST) on Saturday, 18 December 2021.
Proxy Form
How to Vote on Items of Business
Lodge your Proxy Form:
XX
All your securities will be voted in accordance with your directions.
Online:
APPOINTMENT OF PROXY
Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on an item your vote will be invalid on that item.
Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.
Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.
Lodge your vote online at www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.
Your secure access information is
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Control Number: 999999
SRN/HIN: I9999999999 PIN: 99999
For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com
A proxy need not be a securityholder of the Company.
SIGNING INSTRUCTIONS FOR POSTAL FORMS
Individual: Where the holding is in one name, the securityholder must sign.
Joint Holding: Where the holding is in more than one name, all of the securityholders 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 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 can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held. Delete titles as applicable.
By Mail:
Computershare Investor Services Pty Limited GPO Box 242 Melbourne VIC 3001 Australia
By Fax:
1800 783 447 within Australia or +61 3 9473 2555 outside Australia
PARTICIPATING IN THE MEETING
Corporate Representative
If a representative of a corporate securityholder or proxy is to participate in the meeting you will need to provide the appropriate “Appointment of Corporate Representative”. A form may be obtained from Computershare or online at www.investorcentre.com/au and select "Printable Forms".
PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.
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MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030
Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ‘ X ’) should advise your broker of any changes.
I 9999999999
I ND
Proxy Form
Please mark
to indicate your directions
Step 1
Appoint a Proxy to Vote on Your Behalf
I/We being a member/s of FBR Ltd hereby appoint the Chairman OR of the Meeting
XX
PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman 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, and to the extent permitted by law, as the proxy sees fit) at the Annual General Meeting of FBR Ltd to be held as a virtual meeting on Monday, 20 December 2021 at 10:00am (AWST) and at any adjournment or postponement of that meeting.
Chairman authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chairman of the Meeting as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy on Resolutions 1, 4, 5 and 6 (except where I/we have indicated a different voting intention in step 2) even though Resolutions 1, 4, 5 and 6 are connected directly or indirectly with the remuneration of a member of key management personnel, which includes the Chairman. Important Note: If the Chairman of the Meeting is (or becomes) your proxy you can direct the Chairman to vote for or against or abstain from voting on Resolutions 1, 4, 5 and 6 by marking the appropriate box in step 2.
| Step 2Items of BusinessPLEASE NOTE:If you mark theAbstainbox for an item, you are directing your proxy not to vote on yourbehalf on a show of hands or a poll and your votes will not be counted in computing the required majority.ForAgainst Abstain | |
|---|---|
| Resolution 1Adoption of Remuneration Report | |
| Resolution 2Re-Election of Director – Mr Mark Pivac | |
| Resolution 3Re-Election of Director – Mr Grant Anderson | |
| Resolution 4Increase in maximum aggregate cap of non-executive Directors’ remuneration | |
| Resolution 5Extension of loan and escrow period on existing 25,000,000 Short Term Loan Funded Shares forMr Michael Pivac | |
| Resolution 6Extension of loan and escrow period on existing 25,000,000 Short Term Loan Funded Shares forMr Mark Pivac | |
| Resolution 7Approval of 10% Placement Facility |
For Against Abstain
The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chairman of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.
Step 3 Signature of Securityholder(s)
This section must be completed.
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----- Start of picture text ----- Individual or Securityholder 1 Securityholder 2 Securityholder 3 / /Sole Director & Sole Company Secretary Director Director/Company Secretary DateUpdate your communication details (Optional) By providing your email address, you consent to receive future NoticeMobile Number Email Address of Meeting & Proxy communications electronically----- End of picture text -----
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