GLOBAL LITHIUM RESOURCES LIMITED — Major Shareholding Notification 2021

May 5, 2021

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme GLOBAL LITHIUM RESOURCES LIMITED ACN/ARSN 626 093 150 1. Details of substantial holder (1) Name GLOBAL LITHIUM RESOURCES LIMITED ACN/ARSN (if applicable) 626 093 150 The holder became a substantial holder on 18/03/21

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Persons’ votes (5)	Voting power (6)
Fully paid ordinary shares	18,647,295	18,647,295	14.15%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
GLOBAL LITHIUM RESOURCESLIMITED	Refer to Annexure A	18,647,295 Ordinary Shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
GLOBAL LITHIUM RESOURCES LIMITED	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A

5. Consideration

holder became a substantial holder is as follows:

Holder of relevant interest GLOBAL LITHIUM RESOURCES LIMITED	Date of acquisition	Consideration (9)	Consideration (9)	Class and number of securities
		Cash	Non-cash
	18 March 2021	Nil	See terms of the attached Escrow Deed annexed to this notice and marked AnnexureB	18,647,295 Ordinary Shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
N/A	N/A
esses resses of persons named in this form are as follows: Name Address Refer to Annexure A Refer to Annexure A
Name	Address
Refer to Annexure A	Refer to Annexure A

7. Addresses

The addresses of persons named in this form are as follows:

Signature

print name: Kevin Hart Capacity: Company Secretary sign here Date: 06 / 05 / 2021

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

• (2) See the definition of “associate” in section 9 of the Corporations Act 2001.

• (3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

(7) Include details of:

• (a any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, ) a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting ) powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of “relevant agreement” in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write “unknown”.

• (9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

ANNEXURE A

Global Lithium Resources Limited (ACN 626 093 150)

This is Annexure A of two (2) pages referred to in Form 603 (Notice of Initial Substantial Holder)

1. DETAILS OF RELEVANT INTERESTS

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Global Lithium Resources Limited (Company)	The Company has entered into escrow deeds (Escrow Deeds) with certain shareholders of the Company (Escrowed Shareholders) with respect to certain Shares held by those Escrowed Shareholders (Escrowed Shares), as disclosed to the ASX in the prospectus released on the ASX platform on 4 May 2021. The restrictions on the disposal of the Escrowed Shares under the Escrow Deeds give the Company a relevant interest in the Escrowed Shares under section 608(1)(c) of the Corporations Act. The Company has no right to acquire the Escrowed Shares or to control the voting rights attached to the Escrowed Shares.	18,647,295 Ordinary Shares

2. DETAILS OF PRESENT REGISTERED HOLDERS

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Global Lithium Resources Limited	Bright Element Pty Ltd	Bright Element Pty Ltd	3,833,334 Ordinary Shares
Global Lithium Resources Limited	Yan Wu	Yan Wu	3,114,584 Ordinary Shares
Global Lithium Resources Limited	Jianzhong Sun	Jianzhong Sun	3,000,000 Ordinary Shares
Global Lithium Resources Limited	CL Seah Holding Pty Ltd ATF Seah Family Trust	CL Seah Holding Pty Ltd ATF Seah Family Trust	1,916,667 Ordinary Shares
Global Lithium Resources Limited	Golden Hope Pty Ltd ATF The William Family Trust	Golden Hope Pty Ltd ATF The William Family Trust	1,916,667 Ordinary Shares
Global Lithium Resources Limited	Qin Li	Qin Li	1,250,000 Ordinary Shares
Global Lithium Resources Limited	Bo Ji	Bo Ji	750,000 Ordinary Shares

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Global Lithium Resources Limited	Jie Qui	Jie Qui	718,750 Ordinary Shares
Global Lithium Resources Limited	Xiaping Chen	Xiaping Chen	575,000 Ordinary Shares
Global Lithium Resources Limited	David Linton Stannard	David Linton Stannard	420,833 Ordinary Shares
Global Lithium Resources Limited	Nigel Austin Cantwell	Nigel Austin Cantwell	287,501 Ordinary Shares
Global Lithium Resources Limited	John Kenneth Sinnott	John Kenneth Sinnott	199,167 Ordinary Shares
Global Lithium Resources Limited	Changshun Jia	Changshun Jia	191,667 Ordinary Shares
Global Lithium Resources Limited	Thomas James Dronfield	Thomas James Dronfield	173,125 Ordinary Shares
Global Lithium Resources Limited	John Jingzhong Chen	John Jingzhong Chen	150,000 Ordinary Shares
Global Lithium Resources Limited	Dr Yan-Hui Yang	Dr Yan-Hui Yang	150,000 Ordinary Shares

3. ADDRESSES

Name	Address
Global Lithium Resources Limited	Suite 8, 7 The Esplanade, Mt Pleasant WA 6153
Bright Element Pty Ltd	1 UPPSALA PLACE, CANNING VALE WA 6155
Yan Wu	10 THORNBILL WAY, CHURCHLANDS WA 6018
Jianzhong Sun	12 ARCHBOLD ROAD, ROSEVILLE, NSW 2069
CL Seah Holding Pty Ltd ATF Seah Family Trust	13 BASSENDEAN PARADE, BASSENDEAN WA 6054
Golden Hope Pty Ltd ATF The William Family Trust	36 GWELUP STREET, KARRINYUP WA 6018
Qin Li	180/359 HAY STREET, PERTH WA 6000
Bo Ji	4 TROY STREET, APPLECROSS WA 6153
Jie Qui	ROOM 501, UNIT 3 BUILDING 7 BAZI AREA GOLOU DISTRICT, XUZHOU CITY JIANGSU, CHINA
Xiaping Chen	4 POLO CLOSE, WILLETTON WA 6155
David Linton Stannard	35 COMSTOCK WAY, WOODVALE WA 6026

Name	Address
Nigel Austin Cantwell	25 HELMSLEY STREET, SCARBOROUGH WA 6019
John Kenneth Sinnott	7 ANGUS COURT, DUNCRAIG WA 6023
Changshun Jia	49B 49B PANTON CRESCENT, KARRINYUP WA 6018
Thomas James Dronfield	17 BERNEDALE WAY, DUNCRAIG WA 6023
John Jingzhong Chen	27 JERSEY STREET, TURRAMURRA NSW 2074
Dr Yan-Hui Yang	12 BLOSSOM COURT, DONCASTER VIC 3108

Signature

print name: sign here	Kevin Hart Capacity:Company Secretary
	Date:06 / 05 / 2021

ANNEXURE B

Global Lithium Resources Limited (ACN 626 093 150)

This is Annexure B of Form 603 (Notice of Substantial Holder)

THE PARTY DESCRIBED IN ITEM 1 OF THE SCHEDULE

(Company)

and

THE PARTY DESCRIBED IN ITEM 2 OF THE SCHEDULE (Holder)

ESCROW (RESTRICTION) DEED

THIS DEED is made the

day of March 2021

BETWEEN

THE PARTY DESCRIBED IN ITEM 1 OF THE SCHEDULE ( Company );

AND

THE PARTY DESCRIBED IN ITEM 2 OF THE SCHEDULE ( Holder ).

RECITALS

• A. The Company intends to issue, or has issued the Restricted Securities to the Holder.

• B. The Holder will hold the Restricted Securities as set out in this Deed.

• C. It is a condition of the issue of the Restricted Securities that the Parties enter into this Deed.

IT IS AGREED as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

In this Deed:

ASX means ASX Limited (ACN 008 624 691) or the Australian Securities Exchange (as the context requires).

ASX Listing Rules means the listing rules of the ASX.

Business day has the meaning set out in the ASX Listing Rules.

Corporations Act means the Corporations Act 2001 (Cth).

Deed and this Deed means the deed constituted by this document.

Dispose has the meaning given to that term in the ASX Listing Rules.

Escrow Period means the period set out in Item 3 of the schedule.

Holding Lock has the meaning given to that term in Section 2 of the ASX Settlement Operating Rules.

Party means a party to this Deed.

PPSA means the Personal Property Securities Act 2009 (Cth).

Restricted Securities means the securities set out in Item 4 of the schedule and any securities attaching to or arising out of those securities.

Security Interest means any mortgage, pledge, lien, charge, assignment, hypothecation or security, or any other agreement or arrangement having a similar commercial or legal effect and includes an agreement to grant or create

any of those agreements or arrangements and iIt includes a security interest within the meaning of section 12 of the PPSA.

Share Registry means the entity engaged by the Company from time to time to maintain the register of members.

1.2 Interpretation

In this Deed:

• (a) headings are for convenience only and do not affect its interpretation;

• (b) no provision of this Deed will be construed adversely to a party because that party was responsible for the preparation of this Deed or that provision;

• (c) specifying anything after the words “include” or “for example” or similar expressions does not limit what else is included;

and, unless the context otherwise requires:

• (d) an obligation or liability assumed by, or a right conferred on, two or more parties binds or benefits all of them jointly and each of them severally;

• (e) the expression person includes an individual, the estate of an individual, a corporation, an authority, an association or joint venture (whether incorporated or unincorporated), a partnership and a trust;

• (f) a reference to any party includes that party’s executors, administrators, successors and permitted assigns, including any person taking by way of novation;

• (g) a reference to a body, other than a party to this Deed whether statutory or not:

• (i) which ceases to exist; or

• (ii) whose powers or functions are transferred to another body,

• is a reference to the body which replaces it or substantially succeed its powers or functions;

• (h) a reference to any document (including this Deed) is to that document as varied, novated, ratified or replaced from time to time;

• (i) a reference to any statute or to any statutory provision includes any statutory modification or re-enactment of it or any statutory provision substituted for it, and all ordinances, by-laws, regulations, rules and statutory instruments (however described) issued under it;

• (j) words importing the singular include the plural (and vice versa) and words indicating a gender include every other gender;

• (k) references to parties, clauses, schedules, exhibits or annexures are references to parties, clauses, schedules, exhibits and annexures to or of this Deed and a reference to this Deed includes any schedule, exhibit or annexure to this Deed;

• (l) where a word or phrase is given a defined meaning, any other part of speech or grammatical form of that word or phrase has a corresponding meaning;

• (m) a reference to time is to Western Standard Time as observed in Perth, Western Australia;

• (n) if a period of time is specified and dates from a given day or the day of an event, it is to be calculated exclusive of that day;

• (o) a reference to a day is to be interpreted as the period of time commencing at midnight and ending 24 hours later;

• (p) if an act prescribed under this Deed to be done by a party on or by a given day is done after 5.00pm on that day, it is taken to be done on the next day;

• (q) where an action is required to be undertaken on a day that is not a Business Day it shall be undertaken on the next Business Day;

• (r) a reference to a payment is to a payment by bank cheque or such other form of cleared funds the recipient otherwise allows in the relevant lawful currency specified;

• (s) a reference to $ or dollar is to the lawful currency of the Commonwealth of Australia; and

• (t) a reference to a party using or an obligation on a party to use reasonable endeavours or its best endeavours does not oblige that party to:

• (i) pay money:

  • (A) in the form of an inducement or consideration to a third party to procure something (other than the payment of immaterial expenses or costs, including costs of advisers, to procure the relevant thing); or

  • (B) in circumstances that are commercially onerous or unreasonable in the context of this Deed;

• (ii) provide other valuable consideration to or for the benefit of any person; or

• (iii) agree to commercially onerous or unreasonable conditions.

2. ESCROW RESTRICTIONS

2.1 Restrictions

• (a) Subject to clause 2.2, during the Escrow Period, the Holder must not do any of the following:

• (i) Dispose of, or agree or offer to Dispose of, the Restricted Securities;

• (ii) create, or agree or offer to create, any Security Interest in the Restricted Securities; or

• (iii) do, or omit to do, any act if the act or omission would have the effect of transferring effective ownership or control of the Restricted Securities.

• (b) The Parties acknowledge that, during the Escrow Period, the power to exercise, or control the exercise of, a right to vote attached to a Restricted Security will not be affected.

2.2 Exceptions to the Escrow

• (a) The Holder may during the Escrow Period:

• (i) indicate that it will accept an offer to buy or transfer;

• (ii) agree to transfer or sell; and

• (iii) transfer or sell,

• any Restricted Securities to a bidder pursuant to a takeover offer under Chapter 6 of the Corporations Act (whether the takeover offer is a full or proportional bid) where holders of at least 50% of the bid class securities in the capital of the Company that are not subject to escrow have accepted the takeover offer. The Holder acknowledges and agrees that the provisions of this Deed will continue to apply to the Restricted Securities in the event that such takeover offer does not become unconditional.

• (b) The Restricted Securities may be cancelled or transferred during the Escrow Period as part of a scheme of arrangement under Part 5.1 of the Corporations Act.

3. HOLDING LOCK

3.1 Acknowledgement

Subject to clause 2.2 of this Deed, the Parties acknowledge and agree that during the Escrow Period:

• (a) the Restricted Securities will be kept on the Company’s issuer sponsored sub-register and will be subject to a Holding Lock; and

• (b) the Company may apply the Holding Lock and prevent a transfer of the Restricted Securities by either:

• (i) requesting the Share Registry to apply the Holding Lock; or

• (ii) refusing to register a paper-based transfer document in respect of the Restricted Securities.

3.2 Notification

If the Company requests the Share Registry to apply a Holding Lock in respect of the Restricted Securities or refuses to register a transfer of the Restricted Securities in accordance with clause 3.1, the Company must inform the Holder in writing of such request or refusal and the reason(s) for it within 5 Business Days of the request or refusal.

4. CONSEQUENCES OF BREACHING THIS DEED

4.1 Prevention of breach

If it appears to the Company that the Holder may breach this Deed, the Company may take all steps necessary to prevent the breach or to enforce this Deed.

4.2 Consequence of breach

If the Holder breaches this Deed:

• (a) the Holder must take the steps necessary to rectify the breach;

• (b) the Company must take the steps necessary to enforce the Deed ; and

• (c) the Company must refuse to acknowledge any Disposal (including, without limitation, to register any transfer) of any of the Restricted Securities in breach of this Deed.

5. NOTICES

5.1 Notices in writing

Each notice authorised or required to be given to a Party shall be in legible writing and in English addressed to the Party’s address set out in clause 5.2 (or such other address nominated in accordance with clause 5.3).

5.2 Initial address of Parties

The initial address of the Parties shall be as set out in the schedule.

5.3 Change of Address

Each Party may from time to time change its address by giving notice pursuant to clause 5.1 to the other Parties.

5.4 Receipt of notice

Any notice given pursuant to this Deed will be conclusively deemed to have been received:

• (a) in the case of personal delivery, on the actual day of delivery;

• (b) if sent by mail, two Business Days from and including the day of posting; or

• (c) if sent by facsimile, when a facsimile confirmation receipt is received indicating successful delivery,

but if the delivery or receipt is on a day that is not a Business Day or is after 5:00 pm (addressee’s time) it is regarded as received at 9:00 am on the following Business Day.

6. FURTHER ASSURANCE

Each Party will promptly do and perform all further acts and execute and deliver all further documents (in form and content reasonably satisfactory to that Party) required by law or reasonably requested by the other Party to give effect to this Deed.

7. ENTIRE AGREEMENT

This Deed constitutes the entire understanding of the Parties with respect to the subject matter and replaces all other agreements (whether written or oral) between the Parties.

8. SEVERANCE

If any term or provision of this Deed is invalid, illegal or unenforceable such invalidity, illegality or unenforceability will not affect any other term or provision of this Deed.

9. VARIATION

This Deed may only be amended in writing signed by each of the Parties.

10. POWER OF ATTORNEY

The Holder hereby grants the Company power of attorney to make such amendments to this Deed as are necessary to comply with or satisfy the requirements and conditions of ASX, the Australian Securities & Investments Commission or both.

11. WAIVERS

Without limiting any other provision of this Deed, the Parties agree that:

• (a) failure to exercise or enforce, or a delay in exercising or enforcing, or the partial exercise or enforcement of, a right, power or remedy provided by law or under this Deed by a Party does not preclude, or operate as a waiver of, the exercise or enforcement, or further exercise or enforcement, of that or any other right, power or remedy provided by law or under this Deed;

(b) a waiver given by a Party under this Deed is only effective and binding on that Party if it is given or confirmed in writing by that Party; and

(c) no waiver of a breach of a term of this Deed operates as a waiver of another breach of that term or of a breach of any other term of this Deed.

12. GOVERNING LAW AND JURISDICTION

12.1 Jurisdiction

(a) Each Party irrevocably submits to the non-exclusive jurisdiction of the courts of Western Australia, and the courts competent to determine appeals from those courts, with respect to any proceedings which may be brought at any time relating to this Deed.

• (b) Each Party also irrevocably waives any objection it may now or in the future have to the venue of any proceedings, and any claim it may now or in the future have that any proceedings have been brought in an inconvenient forum, where the venue falls within clause (a).

12.2 Governing Law

This Deed is governed by and will be construed in accordance with the laws of Western Australia.

13. COUNTERPARTS

This Deed may be executed in any number of counterparts. All counterparts will be taken to constitute one instrument. Electronic or facsimile signatures are taken to be valid and binding to the same extent as original signatures.

SCHEDULE

Item 1 Company’s name and notice details

Global Lithium Resources Limited (ACN 626 093 150)

Address: Suite 8, 7 The Esplanade, Mt Pleasant WA 6153 Facsimile: +61 8 9315 5475 Attention: Dr. Dianmin Chen

Item 2 Holder’s name and notice details

«Entity» Address: «Level_and_Building», «Street», «Suburb_Postcode_State» Attention: «Long_Name»

Item 3 Escrow Period

12 months after the date on which quotation of the Restricted Securities commences.

Item 4 Particulars of Restricted Securities

«Total_Escrow» fully paid ordinary shares in the capital of the Company.

EXECUTED by the Parties as a deed.

EXECUTED AS A DEED by ) Global Lithium Resources Limited ) ACN 626 093 150 ) in accordance with section 127 of the ) Corporations Act 2001 (Cth): )

Signature of director

Signature of director/company secretary*

Name of director

Name of director/company secretary*

*please delete as applicable

EXECUTED AS A DEED by «Entity» ACN «ACN»

in accordance with section 127 of the Corporations Act 2001 (Cth):

) ) ) ) )

Signature of director Signature of director/company secretary*

Name of director Name of director/company secretary*

*please delete as applicable

SIGNED, SEALED AND DELIVERED by ) «ENTITY» )

in the presence of:

Signature of witness Signature of «Entity»

Name of witness