GLOBAL LITHIUM RESOURCES LIMITED - Proxy Solicitation & Information Statement 2021

GENERAL MEETING

Global Lithium Resources Limited (" Company ") advises that a General Meeting of Shareholders will be held at 10:00am (AWST) on Monday, 20 December 2021, at the Pan Pacific Hotel, Meeting Room 5, 207 Adelaide Terrace, Perth, Western Australia.

Please see attached a Notice of General Meeting and a letter to shareholders advising further details of the meeting and accessing meeting documents.

Approved by the board of Global Lithium Resources Limited.

For more information:

Jamie Wright

Victoria Humphries

Managing Director Media & Investor Relations [email protected] [email protected] +61 8 6103 7488 +61 (0) 431 151 676

About Global Lithium

Global Lithium Resources Limited (ASX:GL1, Global Lithium) is an emerging lithium exploration company with a primary focus on the 100%-owned Marble Bar Lithium Project (MBLP) in the Pilbara region of Western Australia.

Global Lithium has defined a maiden Inferred Mineral Resource of 10.5Mt @ 1.0% Li2O at its Archer deposit, confirming the MBLP as a significant new greenfields Lithium discovery.

Directors

Warrick Hazeldine Non-Executive Chairman Jamie Wright Managing Director Dr Dianmin Chen Non-Executive Director Capital Structure Shares on issue: 151,579,589 fully paid ordinary shares (subject to completion of the Capital Raising) Options on issue: 4,780,614 options with an exercise price of $0.30 per option and an expiry of 6 May 2025

Performance Rights: 5,000,000 performance rights, subject to certain performance milestones

Competent Persons Statement:

Information on historical exploration results and Mineral Resources presented in this Announcement, together with JORC Table 1 information, is contained in the Independent Geologists Report within the Company’s Prospectus dated 22 March 2021, which was released as an announcement on 4 May 2021.

The Company confirms that it is not aware of any new information or data that materially affects the information in the relevant market announcements, and that the form and context in which the Competent Persons findings are presented have not been materially modified from the original announcements.

Where the Company refers to Mineral Resources in this announcement (referencing previous releases made to the ASX), it confirms that it is not aware of any new information or data that materially affects the information included in that announcement and all material assumptions and technical parameters underpinning the Mineral Resource estimate with that announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Persons findings are presented have not materially changed from the original announcement.

==> picture [135 x 99] intentionally omitted <==

19 November 2021

Dear Shareholder,

General Meeting - Notice and Proxy Form

Notice is given that a General Meeting ( Meeting ) of Shareholders of Global Lithium Resources Limited (ACN 626 093 150) ( Company ) will be held as follows:

Time and date: 10:00am (AWST), Monday, 20 December 2021

Location: Pan Pacific Hotel, Meeting Room 5, 207 Adelaide Terrace, Perth, 6000

As permitted by the Corporations Act 2001 (Cth), the Company will not be dispatching physical copies of the Notice of Meeting unless the shareholder has made a valid election to receive documents in hard copy. Instead, the Notice of Meeting and accompanying explanatory statement ( Meeting Materials ) are being made available to shareholders electronically and can be viewed and downloaded at the following link: www.globallithium.com.au/investors/notice-of-gm/

For those shareholders that have not elected to receive notices by email, a copy of your personalised Proxy Form is enclosed for your convenience. Please complete and return the attached Proxy Form to the Company’s share registry, Computershare, using any of the following methods:

Online:	*www.investorvote.com.au*
By mail:	Computershare Investor Services Pty Limited GPO Box 242 MELBOURNE VICTORIA 3001
By fax:	+61 (3) 9473 2555 – Outside Australia or 1800783447 – Within Australia

Your proxy voting instruction must be received by 10:00am (Perth time) on Saturday, 18 December 2021, 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. The Company strongly encourages all shareholders to submit their personalised Proxy Form as instructed prior to the Meeting.

The Meeting Materials should be read in its entirety. If shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

Authorised for release by: The Board of Global Lithium Resources Limited

Kevin Hart

Company Secretary

Global Lithium Resources Limited ABN: 58 626 093 150 Registered Office: Suite 8, 7 The Esplanade, Mt Pleasant, Western Australia 6153 Tel: (08)9316 9100 • Fax: (08)9315 5475 • Web: www.globallithiumresources.com.au

==> picture [135 x 100] intentionally omitted <==

GLOBAL LITHIUM RESOURCES LIMITED ACN 626 093 150

NOTICE OF GENERAL MEETING

Notice is given that the Meeting will be held at:

TIME : 10.00am DATE : Monday, 20 December 2021 PLACE : Pan Pacific Hotel, meeting room 5 207 Adelaide Terrace Perth, WA, 6000

The business of the Meeting affects your shareholding and your vote is important.

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 10.00am on Saturday, 18 December 2021.

BUSINESS OF THE MEETING

AGENDA

1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES – LISTING RULE 7.1

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 19,771,250 Shares on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement applies to this Resolution. Please see below.

2. RESOLUTION 2 – APPROVAL TO ISSUE SHARES TO YIBIN TIANYI

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 16,699,794 Shares on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement applies to this Resolution. Please see below.

3.	RESOLUTION 3 –	RELATED	PARTY	PARTICIPATION	IN	PLACEMENT	–
	WARRICK HAZELDINE

To consider and, if thought fit, to pass, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 135,135 Shares to Warrick Hazeldine (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

4. RESOLUTION 4 – RELATED PARTY PARTICIPATION IN PLACEMENT – DIANMIN CHEN

To consider and, if thought fit, to pass, the following resolution as an ordinary resolution :

“That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 270,270 Shares to Dianmin Chen (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

5368-02/2817678_12

5. RESOLUTION 5 – ISSUE OF OPTIONS TO RELATED PARTY – WARRICK HAZELDINE

To consider and, if thought fit, to pass, the following resolution as an ordinary resolution :

“That, for the purposes of section 195(4) and section 208 of the Corporations Act, Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 1,500,000 Options to Warrick Hazeldine (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

6. RESOLUTION 6 – ISSUE OF OPTIONS TO RELATED PARTY – DIANMIN CHEN

To consider and, if thought fit, to pass, the following resolution as an ordinary resolution :

“That, for the purposes of section 195(4) and section 208 of the Corporations Act, Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 3,000,000 Options to Dianmin Chen (or his nominee) on the terms and conditions set out in the Explanatory Statement.”

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

Dated: 15 November 2021

By order of the Board

==> picture [174 x 55] intentionally omitted <==

Kevin Hart Company Secretary

5368-02/2817678_12

Voting Prohibition Statements

Resolutions 3 and 4 – Related party participation in placement – Warrick Hazeldine and Dianmin Chen	In accordance with section 224 of the Corporations Act, a vote on this Resolution must not be cast (in any capacity) by or on behalf of a related party of the Company to whom the Resolution would permit a financial benefit to be given, or an associate of such a related party (Resolutions 3 and 4 Excluded Party). However, the above prohibition does not apply if the vote is cast by a person as proxy appointed by writing that specifies how the proxy is to vote on the Resolution and it is not cast on behalf of a Resolutions 3 and 4 Excluded Party. In accordance with section 250BD of the Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment, on this Resolution if: (a) the proxy is either: (i) a member of the Key Management Personnel; or (ii) a Closely Related Party of such a member; and (b) the appointment does not specify the way the proxy is to vote on this Resolution. Provided the Chair is not a Resolutions 3 and 4 Excluded Party, the above prohibition does not apply if: (a) the proxy is the Chair; and (b) the appointment expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with remuneration of a member of the Key Management Personnel.
Resolutions 5 & 6 – Issue of Options to Related Parties	In accordance with section 224 of the Corporations Act, a vote on this Resolution must not be cast (in any capacity) by or on behalf of a related party of the Company to whom the Resolution would permit a financial benefit to be given, or an associate of such a related party (Resolutions 5 & 6 Excluded Party). However, the above prohibition does not apply if the vote is cast by a person as proxy appointed by writing that specifies how the proxy is to vote on the Resolution and it is not cast on behalf of a Resolutions 5 & 6 Excluded Party. In accordance with section 250BD of the Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment, on this Resolution if: (a) the proxy is either: (i) a member of the Key Management Personnel; or (ii) a Closely Related Party of such a member; and (b) the appointment does not specify the way the proxy is to vote on this Resolution. Provided the Chair is not a Resolutions 5 & 6 Excluded Party, the above prohibition does not apply if: (a) the proxy is the Chair; and (b) the appointment expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with remuneration of a member of the Key Management Personnel.

Resolutions 3 and 4 –
Related party
participation in
placement – Warrick
Hazeldine and Dianmin
Chen

In accordance with section 224 of the Corporations Act, a vote on
this Resolution must not be cast (in any capacity) by or on behalf of
a related party of the Company to whom the Resolution would
permit a financial benefit to be given, or an associate of such a
related party (Resolutions 3 and 4 Excluded Party). However, the
above prohibition does not apply if the vote is cast by a person as
proxy appointed by writing that specifies how the proxy is to vote on
the Resolution and it is not cast on behalf of a Resolutions 3 and 4
Excluded Party.
In accordance with section 250BD of the Corporations Act, a
person appointed as a proxy must not vote, on the basis of that
appointment, on this Resolution if:
(a)
the proxy is either:
(i)
a member of the Key Management Personnel; or
(ii)
a Closely Related Party of such a member; and
(b)
the appointment does not specify the way the proxy is to
vote on this Resolution.
Provided the Chair is not a Resolutions 3 and 4 Excluded Party, the
above prohibition does not apply if:
(a)
the proxy is the Chair; and
(b)
the appointment expressly authorises the Chair to exercise
the proxy even though this Resolution is connected directly
or indirectly with remuneration of a member of the Key
Management Personnel.

Resolutions 5 & 6 – Issue
of Options to Related
Parties

In accordance with section 224 of the Corporations Act, a vote on
this Resolution must not be cast (in any capacity) by or on behalf of
a related party of the Company to whom the Resolution would
permit a financial benefit to be given, or an associate of such a
related party (Resolutions 5 & 6 Excluded Party). However, the
above prohibition does not apply if the vote is cast by a person as
proxy appointed by writing that specifies how the proxy is to vote on
the Resolution and it is not cast on behalf of a Resolutions 5 & 6
Excluded Party.
In accordance with section 250BD of the Corporations Act, a
person appointed as a proxy must not vote, on the basis of that
appointment, on this Resolution if:
(a)
the proxy is either:
(i)
a member of the Key Management Personnel; or
(ii)
a Closely Related Party of such a member; and
(b)
the appointment does not specify the way the proxy is to
vote on this Resolution.
Provided the Chair is not a Resolutions 5 & 6 Excluded Party, the
above prohibition does not apply if:
(a)
the proxy is the Chair; and
(b)
the appointment expressly authorises the Chair to exercise
the proxy even though this Resolution is connected directly
or indirectly with remuneration of a member of the Key
Management Personnel.

5368-02/2817678_12

Voting Exclusion Statements

In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the resolution set out below by or on behalf of the following persons:

Resolution 1 – Ratification of prior issue of Shares	A person who participated in the issue or is a counterparty to the agreement being approved (namely those who participated in the Placement) or an associate of that person or those persons.
Resolution 2 – Approval to issue Shares to Yibin Tianyi	A person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) (namely Yibin Tianyi) or an associate of that person (or those persons).
Resolution 3 – Related party participation in placement – Warrick Hazeldine	Warrick Hazeldine (or his nominee) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons.
Resolution 4 – Related party participation in placement – Dianmin Chen	Dianmin Chen (or his nominee) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons.
Resolution 5 – Issue of Options to Related Party – Warrick Hazeldine	Warrick Hazelldine (or his nominee) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons.
Resolution 6 – Issue of Options to Related Party – Dianmin Chen	Dianmin Chen (or his nominee) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons.

However, this does not apply to a vote cast in favour of the Resolution by:

(a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or
(b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or
(c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:
(i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the resolution; and
(ii) the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

Voting by proxy

To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.

In accordance with section 249L of the Corporations Act, Shareholders are advised that:

each Shareholder has a right to appoint a proxy;
the proxy need not be a Shareholder of the Company; and
a Shareholder who is entitled to cast two (2) or more votes may appoint two (2) proxies and may specify the proportion or number of votes each proxy is appointed to exercise.

5368-02/2817678_12

If the member appoints two (2) proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.

Shareholders and their proxies should be aware that:

if proxy holders vote, they must cast all directed proxies as directed; and
any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed.

Voting in person

To vote in person, attend the Meeting at the time, date and place set out above.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on +61 8 9316 9100.

5368-02/2817678_12

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions.

1. BACKGROUND TO RESOLUTIONS 1 TO 4

1.1 General

As announced on 1 November 2021, the Company secured funding of $13.6 million by a placement of 36,876,449 Shares at an issue price of $0.37 per Share ( Placement Shares ) to professional and sophisticated investors ( Placement ).

The Company completed the issue of 19,771,250 Placement Shares to institutional and sophisticated investors under the Placement on 8 November 2021 pursuant to its existing placement capacity under Listing Rule 7.1.

As part of the Placement, subject to Shareholder approval, the lithium chemical arm of Contemporary Amperex Technology Co. Limited (the world’s largest EV battery producer), Yibin Tianyi, applied for 16,699,794 Placement Shares for a 9.9% interest in Global Lithium. In addition and also subject to Shareholder approval, Company Directors Warrick Hazeldine and Dianmin Chen collectively applied for a total of 405,405 Placement Shares.

The Company is seeking:

(a) Resolution 1 : Shareholder ratification for the issue of 19,771,250 Placement Shares issued to institutional and sophisticated investors under the Placement;
(b) Resolution 2 : Shareholder approval for the issue of 16,699,794 Placement Shares to Yibin Tianyi (or its nominee) under the Placement;
(c) Resolution 3 : Shareholder approval for the issue of 135,135 Placement Shares to Warrick Hazeldine under the Placement; and
(d) Resolution 4 : Shareholder approval for the issue of 270,270 Placement Shares to Dianmin Chen under the Placement.

1.2 Use of funds

The Placement funds will be directed towards accelerating exploration activities at the Marble Bar Lithium Project, including:

(a) further lithium resource extension, targeting and regional exploration drilling;
(b) initial exploration drilling along the southern extension of the greenstone belt, where historical drilling has identified lithium mineralisation 15km from the Archer deposit;
(c) further exploration at the Company’s under-explored gold prospects, including the emerging Twin Veins project;
(d) completion of the preliminary metallurgical test work program; and (e) potential consideration of additional complimentary growth options.

5368-02/2817678_12

1.3 Lead Manager

The Company entered into a mandate to engage the services of Argonaut Securities Pty Limited (ACN 108 330 650) ( Argonaut ) and Euroz Hartleys Limited (ACN 104 195 057)( Joint Lead Managers ), to manage the issue of the Placement Shares ( Mandate ).

Under the Mandate, the Company agreed to pay the Joint Lead Managers:

(a) a management fee of $272,886 (being, 2% of the amount raised under the issue of the Placement Shares); and
(b) a selling fee of $545,771 (being, 4% of the amount raised under the issue of the Placement Shares) ( Selling Fee ).

The management and selling fees was split equally between the Joint Lead Managers.

Under the Mandate, the Joint Lead Managers were granted a first right of refusal to be appointed by the Company to act as joint lead manager in respect of any equity raising on standard industry terms for 12 months from the date of the announcement of the Placement.

The Mandate otherwise contains provisions considered standard for an agreement of its nature (including representations and warranties and confidentiality provisions).

2. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES – LISTING RULE 7.1

2.1 General

On 8 November 2021, the Company issued 19,771,250 Placement Shares at an issue price of $0.37 per Share to raise $7.3 million ( Tranche 1 Placement Shares ).

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that period.

Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%.

The Company is seeking approval to increase its limit to 25% at the annual general meeting to be held on 25 November 2021 and therefore, the additional 10% capacity was not available at the time of the issue of the Tranche 1 Placement Shares.

The issue of the Placement Shares does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of issue of the Placement Shares.

Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not

5368-02/2817678_12

reduce the company’s capacity to issue further equity securities without shareholder approval under that rule.

The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Placement Shares.

Resolution 1 seeks Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Placement Shares.

2.2 Technical information required by Listing Rule 14.1A

If Resolution 1 is passed, the Placement Shares will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Placement Shares.

If Resolution 1 is not passed, the Placement Shares will be included in calculating the Company’s 15% limit in Listing Rule 7.1, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Placement Shares.

2.3 Technical information required by Listing Rule 7.5

Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in relation to Resolution 1:

(a) The Tranche 1 Placement Shares were issued to professional and sophisticated investors who are clients of the Joint Lead Managers. The recipients were identified through a bookbuild process, which involved the Joint Lead Managers seeking expressions of interest to participate in the capital raising from non-related parties of the Company.
(b) in accordance with paragraph 7.4 of ASX Guidance Note 21, the Company confirms that none of the recipients were:
(i) related parties of the Company, members of the Company’s Key Management Personnel, substantial holders of the Company, advisers of the Company or an associate of any of these parties; and
(ii) issued more than 1% of the issued capital of the Company;
(c) 19,771,250 Tranche 1 Placement Shares were issued and the Tranche 1 Placement Shares issued were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares;
(d) the Tranche 1 Placement Shares were issued on 8 November 2021;
(e) the issue price was $0.37 per Tranche 1 Placement Shares. The Company has not and will not receive any other consideration for the issue of the Placement Shares;
(f) the purpose of the issue of the Tranche 1 Placement Shares was to raise funds to be applied for the purposes identified in Section 1.2; and

5368-02/2817678_12

(g) the Tranche 1 Placement Shares were not issued under an agreement.

3. RESOLUTION 2 – APPROVAL TO ISSUE SHARES TO YIBIN TIANYI

3.1 General

As noted at Section 1.1 above, the Company is seeking Shareholder approval to issue up to 16,699,794 Shares to Yibin Tianyi (or its Nominee) at an issue price of $0.37 per Share to raise up to $6,178,924 ( Tianyi Placement Shares ).

As summarised in Section 2.1 above, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that period.

The proposed issue of the Tianyi Placement Shares falls within exception 17 of Listing Rule 7.2. It therefore requires the approval of Shareholders under Listing Rule 7.1.

3.2 Technical information required by Listing Rule 14.1A

If Resolution 2 is passed, the Company will be able to proceed with the issue of the Tianyi Placement Shares. In addition, the issue of the Tianyi Placement Shares will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1.

If Resolution 2 is not passed, the Company will not be able to proceed with the issue of the Tianyi Placement Shares. In addition, the Company will not be able to raise the $6.1 million that Yibin Tianyi has committed, which means the Company will have to find additional sources of capital for the expenditure detailed in Section 1.2.

Resolution 2 seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of the Tianyi Placement Shares.

3.3 Technical information required by Listing Rule 7.1

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to Resolution 2:

(a) the Tianyi Placement Shares will be issued to Yibin Tianyi (or its Nominee);
(b) in accordance with paragraph 7.2 of ASX Guidance Note 21, the Company confirms following the issue of the Tianyi Placement Shares, Yibin Tianyi will be a substantial holder of the Company who will hold 9.9% of the issued capital of the Company;
(c) the maximum number of Tianyi Placement Shares to be issued is 16,699,794. The Tianyi Placement Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares;
(d) the Tianyi Placement Shares will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules) and it is intended that issue of the Tianyi Placement Shares will occur on the same date;

5368-02/2817678_12

(e) the issue price of the Tianyi Placement Shares will be $0.37 per Tianyi Placement Share. The Company will not receive any other consideration for the issue of the Tianyi Placement Shares;
(f) the purpose of the issue of the Tianyi Placement Shares is to raise capital, which the Company intends to apply as detailed in Section 1.2;
(g) the Tianyi Placement Shares are not being issued under an agreement; and
(h) the Tianyi Placement Shares are not being issued under, or to fund, a reverse takeover.

4. RESOLUTIONS 3 AND 4 – ISSUE OF SHARES TO RELATED PARTIES – WARRICK HAZELDINE AND DIANMIN CHEN

4.1 General

As set out in Section 1.1 above, Directors Warrick Hazeldine and Dianmin Chen wish to participate in the Placement on the same terms as unrelated participants in the Capital Raising ( Participation ).

Accordingly, Resolution 3 seeks Shareholder approval for the issue of 135,135 Shares to Warrick Hazeldine and Resolution 4 seeks Shareholder approval for the issue of 270,270 Shares to Dianmin Chen.

4.2 Chapter 2E of the Corporations Act

For a public company, or an entity that the public company controls, to give a financial benefit to a related party of the public company, the public company or entity must:

(a) obtain the approval of the public company’s members in the manner set out in sections 217 to 227 of the Corporations Act; and
(b) give the benefit within 15 months following such approval,

unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 of the Corporations Act.

The Participation will result in the issue of Shares which constitutes giving a financial benefit and Warrick Hazeldine and Dianmin Chen are related parties of the Company by virtue of being Directors.

The Directors consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the Director Participation because the Shares will be issued to Messrs Warrick Hazeldine and Dianmin Chen on the same terms as Shares will be issued to non-related party participants in the Public Offer and as such the giving of the financial benefit is on arm’s length terms.

4.3 Listing Rule 10.11

Listing Rule 10.11 provides that unless one of the exceptions in Listing Rule 10.12 applies, a listed company must not issue or agree to issue equity securities to: 10.11.1 a related party;

5368-02/2817678_12

10.11.2 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (30%+) holder in the company;
10.11.3 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (10%+) holder in the company and who has nominated a director to the board of the company pursuant to a relevant agreement which gives them a right or expectation to do so;
10.11.4 an associate of a person referred to in Listing Rules 10.11.1 to 10.11.3; or
10.11.5 a person whose relationship with the company or a person referred to in Listing Rules 10.11.1 to 10.11.4 is such that, in ASX’s opinion, the issue or agreement should be approved by its shareholders,

unless it obtains the approval of its shareholders.

As the Participation involves the issue of Shares to related parties of the Company, Shareholder approval pursuant to ASX Listing Rule 10.11 is required unless an exception applies. It is the view of the Directors that the exceptions set out in ASX Listing Rule 10.12 do not apply in the current circumstances.

Resolutions 3 to 4 seek the required Shareholder approval for the issue of the Shares under Listing Rule 10.11.

4.4 Technical information required by Listing Rule 14.1A

If Resolutions 3 and 4 are passed, the Company will be able to proceed with the issue of Shares to Warrick Hazeldine and Dianmin Chen under the Placement within one month after the date of the Meeting (or such later date as permitted by any ASX waiver or modification of the Listing Rules). As approval pursuant to Listing Rule 7.1 is not required for the issue of the Shares (because approval is being obtained under Listing Rule 10.11), the issue of the Shares will not use up any of the Company’s 15% annual placement capacity.

If Resolutions 3 and 4 are not passed, the Company will not be able to proceed with the issue of the Shares to Warrick Hazeldine and Dianmin Chen and the Company will not raise the $150,000 from Warrick Hazeldine and Dianmin Chen to apply towards the planned expenditure outlined in Section 1.2.

4.5 Technical Information required by Listing Rule 10.13

Pursuant to and in accordance with Listing Rule 10.13, the following information is provided in relation to Resolutions 3 and 4:

(a) the Shares will be issued to the following persons:
(i) Warrick Hazeldine (or their nominee) pursuant to Resolution 3; and
(ii) Dianmin Chen (or their nominee) pursuant to Resolution 4; each of whom falls within the category set out in Listing Rule 10.11.1 by virtue of being a Director;
(b) the maximum number of Shares to be issued is 405,405 comprising:

5368-02/2817678_12

  - (i) 135,135 Shares to Warrick Hazeldine (or his nominee) pursuant to Resolution 3; and

  - (ii) 270,270 Shares to Dianmin Chen (or his nominee) pursuant to Resolution 4;

(c) the Shares will be issued no later than 1 month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules) and it is intended that issue of the Shares will occur on the same date;
(d) the issue price will be $0.37 per Share, being the same as all other Shares issued under the Placement, with all funds raised under the Placement to be spent in accordance with the use of funds detailed at Section 1.2;
(e) the Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares; and
(f) the funds raised will be used for the same purposes as all other funds raised under the Placement as set out in Section 1.2 of this Explanatory Statement.

5. RESOLUTIONS 5 & 6 – ISSUE OF OPTIONS TO RELATED PARTIES – WARRICK HAZELDINE AND DIANMIN CHEN

5.1 General

The Company has agreed, subject to obtaining Shareholder approval, to issue an aggregate of 6,700,000 Options ( Options ) to Warrick Hazeldine and Dianmin Chen (or their nominees) ( Related Parties ) on the terms and conditions set out below.

Resolutions 5 and 6 seek Shareholder approval for the issue of the Options to the Related Parties.

5.2 Chapter 2E of the Corporations Act

A summary of Chapter 2E of the Corporations Act is set out in Section 4.2 above.

The issue of Options to the Related Parties constitutes giving a financial benefit and each of the Related Parties is a related party of the Company by virtue of being a Director.

As the Options are proposed to be issued to all of the Directors other than Jamie Wright who is not receiving Options, the “non-interested director”, the Directors are unable to form a quorum to consider whether one of the exceptions set out in sections 210 to 216 of the Corporations Act applies to the issue of the Options. Accordingly, Shareholder approval for the issue of Options to the Related Parties is sought in accordance with Chapter 2E of the Corporations Act.

5.3 Listing Rule 10.11

A summary of Listing Rule 10.11 is set out in Section 4.3 above.

The issue of Options falls within Listing Rule 10.11.1 and does not fall within any of the exceptions in Listing Rule 10.12. It therefore requires the approval of Shareholders under Listing Rule 10.11.

5368-02/2817678_12

Resolutions 5 & 6 seek the required Shareholder approval for the issue of the Options under and for the purposes of Chapter 2E of the Corporations Act and Listing Rule 10.11.

5.4 Technical information required by Listing Rule 14.1A

If Resolutions 5 & 6 are passed, the Company will be able to proceed with the issue of the Options to the Related Parties within one month after the date of the Meeting (or such later date as permitted by any ASX waiver or modification of the Listing Rules). As approval pursuant to Listing Rule 7.1 is not required for the issue of the Options (because approval is being obtained under Listing Rule 10.11), the issue of the Options will not use up any of the Company’s 15% annual placement capacity.

If Resolutions 5 & 6 are not passed, the Company will not be able to proceed with the issue of the Options and will consider alternative means of remuneration for the Directors, including by the payment of cash.

5.5 Technical Information required by Listing Rule 10.13 and section 219 of the Corporations Act

Pursuant to and in accordance with Listing Rule 10.13 and section 219 of the Corporations Act, the following information is provided in relation to Resolutions 5 & 6:

(a) the Options will be issued to the following persons:
(i) Warrick Hazeldine (or his nominee) pursuant to Resolution 5; and
(ii) Dianmin Chen (or his nominee) pursuant to Resolution 6,
each of whom falls within the category set out in Listing Rule 10.11.1 by virtue of being a Director;
(b) the maximum number of Options to be issued to the Related Parties (being the nature of the financial benefit proposed to be given) is 4,500,000 comprising:
(i) 1,500,000 Options to Warrick Hazeldine (or his nominee) pursuant to Resolution 5; and
(ii) 3,000,000 Options to Dianmin Chen (or his nominee) pursuant to Resolution 6;
(c) the terms and conditions of the Options being issued to Warrick Hazeldine and Dianmin Chen are set out in Schedule 1;
(d) the Options will be issued no later than 1 month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules) and it is intended that issue of the Options will occur on the same date;
(e) the issue price of the Options will be nil. The Company will not receive any other consideration in respect of the issue of the Options (other than in respect of funds received on exercise of the Options);
(f) the purpose of the issue of the Options is to provide a performance linked incentive component in the remuneration package for the

5368-02/2817678_12

Related Parties to align the interests of the Related Parties with those of Shareholders, to motivate and reward the performance of the Related Parties in their roles as Directors and to provide a cost effective way from the Company to remunerate the Related Parties, which will allow the Company to spend a greater proportion of its cash reserves on its operations than it would if alternative cash forms of remuneration were given to the Related Parties;

(g) the Options are unquoted Options. The Company has agreed to issue the Options to the Related Parties subject to Shareholder for the following reasons:
(i) the Options are unquoted; therefore, the issue of the Options has no immediate dilutionary impact on Shareholders;
(ii) the deferred taxation benefit which is available to the Related Parties in respect of an issue of Options is also beneficial to the Company as it means the Related Parties are not required to immediately sell the Options to fund a tax liability (as would be the case in an issue of Shares where the tax liability arises upon issue of the Shares) and will instead, continue to hold an interest in the Company; and
(iii) it is not considered that there are any significant opportunity costs to the Company or benefits foregone by the Company in issuing the Options on the terms proposed;
(h) the number of Options to be issued to each of the Related Parties has been determined based upon a consideration of:
(i) current market standards and/or practices of other ASX listed companies of a similar size and stage of development to the Company;
(ii) the remuneration of the Related Parties and with respect to Dianmin Chen his role in securing Yibin Tianyi as a cornerstone investor in the Company; and
(iii) incentives to attract and retain the service of the Related Parties who have appropriate knowledge and expertise, while maintaining the Company’s cash reserves.

The Company does not consider that there are any significant opportunity costs to the Company or benefits foregone by the Company in issuing the Options upon the terms proposed;

(i) the total remuneration package for each of the Related Parties for the previous financial year and the proposed total remuneration package for the current financial year are set out below:

Related Party	Current Financial Year	Previous Financial Year
Warrick Hazeldine	577,5731	$53,359
Dianmin Chen	1,010,1082	$170,251

5368-02/2817678_12

Notes:

Comprising Directors’ fees of $92,000, a superannuation payment of $nil and share-based payments of $485,573 (including an increase of $464,535, being the value of the Options).
Comprising Directors’ fees of $60,000, a superannuation payment of $nil and share-based payments of $950,108 (including an increase of $929,070, being the value of the Options).
(j) the value of the Options and the pricing methodology is set out in Schedule 2;
(k)
the Options are not being issued under an agreement;
(l) the relevant interests of the Related Parties in securities of the Company as at the date of this Notice are set out below:

Related Party	Shares1	Options	Performance Rights
Warrick Hazeldine	260,1352	Nil	1,000,000
Dianmin Chen	9,386,9373	Nil	1,000,000

Notes:

Fully paid ordinary shares in the capital of the Company (ASX:GL1).
Comprising 125,000 Shares currently held and 135,135 Shares subject to the passing of Resolution 3.
Comprising 9,116,667 Shares currently held and 270,270 Shares subject to the passing of Resolution 4.
With respect to one third of the performance rights for each Director (1,666,666 rights in total) for the tranche 3 performance rights hurdle being the achievment of a vwap over 30 consective trading days of at least 40 cents has been met and the rights vested.
(m) if the Options issued to the Related Parties are exercised, a total of 4,500,000 Shares would be issued. This will increase the number of Shares on issue from 151,579,589 being the total number of Shares on issue as at the date of this Notice) to 156,079,589 (assuming that no Shares are issued and no convertible securities vest or are exercised) with the effect that the shareholding of existing Shareholders would be diluted by an aggregate of 2.88%, comprising 0.96% by Warrick Hazeldine and 1.92% by Dianmin Chen;

The market price for Shares during the term of the Options would normally determine whether the Options are exercised. If, at any time any of the Options are exercised and the Shares are trading on ASX at a price that is higher than the exercise price of the Options, there may be a perceived cost to the Company.

(n) the trading history of the Shares on ASX in the 12 months before the date of this Notice is set out below:

	Price	Date
Highest	$0.81	2 November 2021
Lowest	$0.24	21 May 2021

5368-02/2817678_12

	Price	Date
Last	$0.625	12 November 2021

(o) Jamie Wright acknowledges that the issue of the Options to the nonexecutive Directors of the Company, Warrick Hazeldine and Dianmin Chen ( Non-Executive Directors ), is contrary to Recommendation 8.2 of the 4th edition of the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations. However, Jamie Wright considers the issue of Options to the Non-Executive Directors to be reasonable in the circumstances for the reasons set out in Sections 5.5(f) and 5.5(g);
(p) Jamie Wright recommends that Shareholders vote in favour of Resolutions 5 to 6 for the reasons set out in Sections 5.5(f) and 5.5(g). In forming their recommendation, Jamie Wright considered the experience of the Related Parties, the current market price of Shares, the current market standards and practices when determining the number of Options to be issued to each of the Related Parties, as well as the exercise price and expiry date of those Options;
(q) each Director (other than Jamie Wright) has a material personal interest in the outcome of Resolutions 5 to 6 on the basis that the Directors (other than Jamie Wright) (or their nominees) are to be issued Options on the same terms and conditions should Resolutions 5 to 6 be passed. For this reason, the Directors (other than Jamie Wright) do not believe that it is appropriate to make a recommendation on Resolutions 5 and 6 of this Notice; and
(r) the Board is not aware of any other information that is reasonably required by Shareholders to allow them to decide whether it is in the best interests of the Company to pass Resolutions 5 and 6.

5368-02/2817678_12

GLOSSARY

$ means Australian dollars.

Argonaut means Argonaut Securities Pty Limited (ACN 108 330 650).

ASIC means the Australian Securities & Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires.

Board means the current board of directors of the Company.

Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

Chair means the chair of the Meeting.

Closely Related Party of a member of the Key Management Personnel means:

(a) a spouse or child of the member;
(b) a child of the member’s spouse;
(c) a dependent of the member or the member’s spouse;
(d) anyone else who is one of the member’s family and may be expected to influence the member, or be influenced by the member, in the member’s dealing with the entity;
(e) a company the member controls; or
(f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the definition of ‘closely related party’ in the Corporations Act.

Company means Global Lithium Resources Limited (ACN 626 093 150).

Constitution means the Company’s constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Directors means the current directors of the Company.

Explanatory Statement means the explanatory statement accompanying the Notice.

General Meeting or Meeting means the meeting convened by the Notice.

Joint Lead Managers means Argonaut Securities Pty Limited (ACN 108 330 650) and Euroz Hartleys Limited (ACN 104 195 057)

Key Management Personnel has the same meaning as in the accounting standards issued by the Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated group.

5368-02/2817678_12

Listing Rules means the Listing Rules of ASX.

Notice or Notice of Meeting means this notice of meeting including the Explanatory Statement and the Proxy Form.

Option means an option to acquire a Share with the terms and conditions set out in Schedule 1.

Optionholder means a holder of an Option.

Participation means the Participation of Warrick Hazeldine and Dianmin Chen in the Placement.

Placement has the meaning given in Section 1.1.

Placement Shares mean Shares issued under the Placement.

Proxy Form means the proxy form accompanying the Notice.

Related Parties means Warrick Hazeldine and Dianmin Chen (or their nominees).

Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.

Section means a section of the Explanatory Statement.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a registered holder of a Share.

Tianyi Placement Shares means the 16,699,794 Shares proposed to be issued to Yibin Tianyi under the Placement.

Tranche 1 Placement Shares means the Shares issued to professional and sophisticated investors under the Placement on 8 November 2021.

WST means Western Standard Time as observed in Perth, Western Australia.

5368-02/2817678_12

SCHEDULE 1 – TERMS AND CONDITIONS OF OPTIONS

The terms of the Options are as follows:

1. Entitlement

Each Option entitles the holder to subscribe for one Share upon exercise of the Option.

2. Issue Price

No cash consideration is payable for the issue of the Options.

3. Exercise Price

The Options will have an exercise price of $1.00 per Option (Exercise Price).

4. Expiry Date

The Options expire at 5.00 pm (WST) on the date that is 3 years after the date of acceptance of the offer of Options ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

5. Vesting

Subject to these terms and conditions, the Options will vest on issue.

6. Exercise Period

The Options are exercisable at any time and from time to time on or prior to the Expiry Date.

The Company will not apply for quotation of the Options on ASX.

7. Transferability of the Options

The Options are not transferable, except with the prior written approval of the Company.

8. Notice of Exercise

The Options may be exercised by notice in writing to the Company in the manner specified on the Option certificate (Notice of Exercise) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

Any Notice of Exercise of an Option received by the Company will be deemed to be a notice of the exercise of that Option as at the date of receipt of the Notice of Exercise and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ), unless the Optionholder intends to rely on the cashless exercise facility as described in paragraph 10. If the Optionholder intends to rely on the cashless exercise facility, this must be stated in the Exercise Notice.

5368-02/2817678_12

9. Cashless Exercise of Options

The Optionholder may elect not to be required to provide payment of the Exercise Price for the number of Options specified in an Exercise Notice but that on exercise of those Options the Company will transfer or issue to the Optionholder that number of Shares equal in value to the positive difference between the then Market Value of the Shares at the date of the Exercise Notice and the Exercise Price that would otherwise be payable to exercise those Options (with the number of Shares rounded down to the nearest whole Share).

Where Market Value means the volume weighted average price per Share traded on the ASX over the five (5) trading days immediately preceding the date of the Exercise Notice.

10. Timing of issue of Shares on exercise

Within 5 Business Days after the Exercise Date the Company will:

(a) allot and issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;
(b) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act; and
(c) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

11. Restrictions on transfer of Shares

If the Company is required but unable to give ASX a notice under paragraph 5.5(b), or such a notice for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, Shares issued on exercise of Options may not be traded and will be subject to a holding lock until 12 months after their issue unless the Company, at its sole discretion, elects to issue a prospectus pursuant to section 708A(11) of the Corporations Act.

12. Shares issued on exercise

Shares issued on exercise of the Options will rank equally with the then Shares of the Company.

13. Quotation of Shares on exercise

If admitted to the official list of ASX at the time, application will be made by the Company to ASX for quotation of the Shares issued upon the exercise of the Options in accordance with the Listing Rules.

14. Reconstruction of capital

If at any time the issued capital of the Company is reconstructed, all rights of an Option holder are to be changed in a manner consistent with the Corporations Act and the Listing Rules at the time of the reconstruction. Whenever the number of Shares to be issued on exercise of an Option or the Exercise Price is adjusted pursuant to these terms and conditions, the Company will give notice of the

5368-02/2817678_12

adjustment to the Option holder and ASX together with calculations on which the adjustment is based.

15. Participation in new issues

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options. An Option does not confer the right to a change in Exercise Price or in the number of underlying Shares over which the Option can be exercised. The Company will ensure that, for the purposes of determining entitlements to any such issue, the record date will be the minimum period required by the Listing Rules after the issue is announced. This will give Option holders the opportunity to exercise their Options prior to the date for determining entitlements to participate in any such issue.

16. Adjustment for bonus issues of Shares

If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment):

(a) the number of Shares which must be issued on the exercise of an Option will be increased by the number of Shares which the Option holder would have received if the Option holder had exercised the Option before the record date for the bonus issue; and
(b) no change will be made to the Exercise Price.

17. Cessation of employment

Where the holder (or the person who is entitled to be registered as the holder) of the Options is no longer employed, or their engagement is discontinued (for whatever reason), with the Company

(a) any unexercised Options that have vested as at the date of cessation of employment or engagement with the Company (Cessation Date) shall lapse if the holder does not exercise the Options within a period of 1 month after the Cessation date; and
(b) any unexercised Options that have not vested as at the Cessation Date shall immediately lapse upon the Cessation Date.

18. Change of Control

Upon the occurrence of:

(a) a takeover bid under Chapter 6 of the Corporations Act having been made in respect of the Company and:
(i) having received acceptances for greater than 50% of the Company's shares on issue; and
(ii) having been declared unconditional by the bidder;
(b) any person acquires a Relevant Interest (as defined in the Corporations Act) more than 50% of the Shares by any other means; or

5368-02/2817678_12

(c) any merger transaction or scheme of arrangement is recommended by the Board and where such transaction would have the effect contemplated in paragraph 5.5(b) above,

19. Change of Control Event

Or the Board determines that such an event is likely to occur, the Board may in its discretion determine the manner in which any or all of the Options will be dealt with, including, without limitation, in a manner that allows the holder of the Options to participate in and/or benefit from any transaction arising from or in connection with the Change of Control Event.

5368-02/2817678_12

SCHEDULE 2 – VALUATION OF OPTIONS

The Options to be issued to the Related Parties pursuant to Resolutions 5 to 6 have been independently valued .

Using the Hoadleys ESO Model, a binomial options pricing model, and based on the assumptions set out below, the Options were ascribed the following value:

Assumptions:
Valuation date	10 November 2021
Market price of Shares	$0.60
Exercise price	$1.00
Expiry date (length of time from the date of acceptance of the offer)	3 years
Risk free interest rate	0.866%
Volatility (discount)	100%

Indicative value per Related Party Option	30.969 cents

Total Value of Options	$1,393,605
- Warrick Hazeldine (Resolution 5)	$464,535
- Dianmin Chen (Resolution 6)	$929,070

Note : The valuation noted above is not necessarily the market price that the Options could be traded at and is not automatically the market price for taxation purposes.

5368-02/2817678_12

==> picture [98 x 58] intentionally omitted <==

��

��

��

�� �� 

��

�� ��

��

==> picture [48 x 49] intentionally omitted <==

�� 186373

��

��

�� ��

��

�� ��

Samples/000001/000001

�� ��

��

�� 

��

�� 
��

�� ��

��

�� ��

��

�� �� �� ��

��

�� 

��
��
��
��

==> picture [92 x 151] intentionally omitted <==

��

�� ��

==> picture [514 x 69] intentionally omitted <==

----- Start of picture text -----

��
��
��
��
��
----- End of picture text -----

G L 1

2 8 2 9 7 2 A

AI assistant

GLOBAL LITHIUM RESOURCES LIMITED — Proxy Solicitation & Information Statement 2021

64989_rns_2021-11-18_62a4047c-527a-43f5-99e9-b1ec12fcb3f7.pdf

GENERAL MEETING

For more information:

Jamie Wright

Victoria Humphries

About Global Lithium

Directors

Competent Persons Statement:

General Meeting - Notice and Proxy Form

GLOBAL LITHIUM RESOURCES LIMITED ACN 626 093 150

NOTICE OF GENERAL MEETING

The business of the Meeting affects your shareholding and your vote is important.

BUSINESS OF THE MEETING

AGENDA

1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES – LISTING RULE 7.1

A voting exclusion statement applies to this Resolution. Please see below.

2. RESOLUTION 2 – APPROVAL TO ISSUE SHARES TO YIBIN TIANYI

A voting exclusion statement applies to this Resolution. Please see below.

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

4. RESOLUTION 4 – RELATED PARTY PARTICIPATION IN PLACEMENT – DIANMIN CHEN

5. RESOLUTION 5 – ISSUE OF OPTIONS TO RELATED PARTY – WARRICK HAZELDINE

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

6. RESOLUTION 6 – ISSUE OF OPTIONS TO RELATED PARTY – DIANMIN CHEN

Dated: 15 November 2021

By order of the Board

Voting Prohibition Statements

Voting Exclusion Statements

Voting by proxy

Voting in person

EXPLANATORY STATEMENT

1. BACKGROUND TO RESOLUTIONS 1 TO 4

1.1 General

1.2 Use of funds

1.3 Lead Manager

2. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF SHARES – LISTING RULE 7.1

2.1 General

2.2 Technical information required by Listing Rule 14.1A

2.3 Technical information required by Listing Rule 7.5

3. RESOLUTION 2 – APPROVAL TO ISSUE SHARES TO YIBIN TIANYI

3.1 General

3.2 Technical information required by Listing Rule 14.1A

3.3 Technical information required by Listing Rule 7.1

4.1 General

4.2 Chapter 2E of the Corporations Act

4.3

Listing Rule 10.11

4.4 Technical information required by Listing Rule 14.1A

4.5 Technical Information required by Listing Rule 10.13

5.1 General

5.2 Chapter 2E of the Corporations Act

5.3 Listing Rule 10.11

5.4 Technical information required by Listing Rule 14.1A

5.5 Technical Information required by Listing Rule 10.13 and section 219 of the Corporations Act

Notes:

Notes:

GLOSSARY

$ means Australian dollars.

1. Entitlement

2. Issue Price

3. Exercise Price

4. Expiry Date

5. Vesting

6. Exercise Period

7. Transferability of the Options

8. Notice of Exercise

9. Cashless Exercise of Options

10. Timing of issue of Shares on exercise

11.

Restrictions on transfer of Shares

12. Shares issued on exercise

13. Quotation of Shares on exercise

14. Reconstruction of capital

15.

Participation in new issues

16. Adjustment for bonus issues of Shares

17. Cessation of employment

18. Change of Control

19. Change of Control Event

GLOBAL LITHIUM RESOURCES LIMITED Proxy Solicitation & Information Statement 2021

��

��

��

��

��

��

��

��

��

��

��

��

��

��

��

��

��

��