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First Quantum Minerals Ltd Proxy Solicitation & Information Statement 2025

Mar 27, 2025

43944_rns_2025-03-27_159b1ccf-2ee9-46c4-8ab0-100ba8ce55f2.pdf

Proxy Solicitation & Information Statement

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NOTICE OF ANNUAL GENERAL MEETING

Date: Thursday, May 8, 2025
Time: 9:00 a.m., Eastern Daylight Time
In Person: Blake, Cassels & Graydon LLP, 40^{th} Floor, 199 Bay Street, Suite 4000, Commerce Court West, Toronto, Ontario M5L 1A9
Live Audio Webcast: https://meetnow.global/MULQ5UK

Dear Shareholders

We encourage you to attend First Quantum's AGM which is being held via audio webcast and in person which allows all Shareholders, regardless of geographic location, to have an opportunity to participate at the Meeting. At the Meeting Shareholders will be considering the following matters:

  1. To receive the audited consolidated financial statements of the Company for the fiscal year ended December 31, 2024 together with the report of the Company's Auditor thereon;
  2. To fix the number of Directors to be elected at ten (10);
  3. To elect the Company's Directors for the coming year;
  4. To re-appoint PricewaterhouseCoopers LLP ("PwC"), as auditor of the Company to hold office until the conclusion of the next annual general meeting of Shareholders of the Company and to authorize the Directors to fix their remuneration;
  5. To consider, and if deemed appropriate, approve by ordinary resolution the adoption of the Company's amended and restated long-term incentive plan ("LTIP"), as more particularly described in the accompanying management information circular (the "Circular");
  6. To consider, and if deemed advisable, approve the non-binding advisory resolution on the approach to executive compensation; and
  7. To transact any other business properly brought before the Meeting or any adjournments thereof.

Accompanying this Notice of Meeting is the Circular where you can find more information on how to vote your common shares in the Company.

You are entitled to vote at the Meeting if you were a Shareholder as at the close of business on March 17, 2025.

Shareholders are encouraged to vote on the matters before the Meeting by completing the form of proxy and lodging it with the Company's transfer agent, Computershare Investor Services Inc., 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1, no later than 9:00 a.m. (Eastern Daylight Time) on Tuesday, May 6, 2025. Registered Shareholders and duly appointed Proxyholders can attend the meeting in person or participate in and listen to the presentation, vote and submit questions during the Meeting by visiting the following URL: https://meetnow.global/MULQ5UK.

$13^{\text{th}}$ day of March, 2025.

ON BEHALF OF THE BOARD OF DIRECTORS

Sarah E. H. Comber
Corporate Secretary

NOTICE AND MANAGEMENT INFORMATION CIRCULAR

2025 ANNUAL GENERAL MEETING OF SHAREHOLDERS