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GOLDEN CROSS RESOURCES LTD — Proxy Solicitation & Information Statement 2015
Sep 15, 2015
64971_rns_2015-09-15_b4da726d-a19e-4e8c-adac-607008654dbf.pdf
Proxy Solicitation & Information Statement
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GOLDEN CROSS RESOURCES LTD
ABN 65 063 075 178
22 Edgeworth David Ave Hornsby NSW 2077 Phone (02) 9472 3500 Fax (02) 9482 8488
ASX ANNOUNCEMENT - 16 September, 2015
The Company's lawyers were advised at 3.10 p.m. (AEST) today by lawyers acting for Mr Ian Buchhorn that:
- Mr Buchhorn, in his capacity as a director of the Company, is seeking to $(a)$ convene an Extraordinary General Meeting of the Company, on Thursday 22 October, 2015 (EGM);
- for that purpose, Mr Buchhorn will be arranging for the dispatch to all $(b)$ shareholders of the Company of a Notice of EGM, on Friday 18 September, 2015 (EGM); and
- $(c)$ the purpose of the EGM will be to seek shareholders' approval of the appointment of Messrs Neil Fearis, Robert Thomson and Mark Sykes to the board of the Company.
A copy of the Notice of EGM is attached to this announcement, and otherwise is available on the Company's website or will be sent to any shareholder by the Company, at no charge, upon request.
City Hart
Carl Hoyer Company Secretary Golden Cross Resources Limited

GOLDEN CROSS RESOURCES LTD
ABN 65 063 075 178
Notice of General Meeting convened under rule 12.1(b) of the Company's Constitution and section 249CA of the Corporations Act
A General Meeting of Golden Cross Resources Limited will be held at 2pm (Australian Eastern Standard Time) on 22 October 2015 at History House, 133 Macquarie Street, Sydney, NSW 2000.
This Notice of General Meeting should be read in its entirety. If Shareholders are in any doubt as to how they should vote, they should seek advice from their professional advisors prior to voting.
This Meeting is convened by Mr Ian Buchhorn, a Director of the Company. Please contact Mr Buchhorn on +61 8 6500 9201 or [email protected] if you wish to discuss any matter concerning the Meeting.
8 September 2015
Dear Fellow Shareholder
Appointment of three additional Independent Directors
As a Director and fellow Shareholder of Golden Cross Resources Limited (GCR or the Company), I am exceptionally optimistic about the potential of the Company's Copper Hill project. All drilling, metallurgical and mining studies initiated by me as a Director of the Company over the last 18 months confirm the project's substantial potential.
However, I am most concerned about the poor corporate governance of GCR and lack of feasibility progress at Copper Hill resulting from the decisions of a majority of GCR's Directors. For that reason, I have called a Shareholder meeting to consider resolutions appointing three additional independent Directors who will work for the interests of all Shareholders. I urge you to carefully read the accompanying Notice of Meeting and to contact me on +61 8 6500 9201 or [email protected] if you have any queries.
Vote in favour of ALL Resolutions that will: ✔ Provide GCR with an independent Board Progress Copper Hill towards Feasibility Study √ Improve corporate governance
Background
In February 2014 and with the approval of GCR Shareholders, Heron Resources Limited (Heron) invested \$1.9 million in GCR to acquire a 19.9% interest in the Company, and I joined GCR's Board of Directors. In 2014 GCR undertook a highly successful resource drilling program that I had initiated with intercepts which included 104 metres at 0.92% copper and 2.63g/t gold in GCHD470. The drilling culminated in a positive Scoping Study in April 2015.
Funding opportunities for GCR since 2014
Since Heron's investment in GCR, the Company's other major shareholder HQ Mining and its nominees on the GCR Board have consistently opposed my efforts to introduce new directors and investors into the Company to help fund further development of Copper Hill. Separately, a proposal was received from a group of investors arranged by a well-known Australian project developer who had expressed an interest in investing in GCR.
The project developer is an experienced metallurgical engineer and resource company manager with an impressive track record in developing resource projects. He undertook due diligence on GCR and Copper Hill, noting several potential project improvements.
On 4 August 2015 GCR's Board considered competing funding proposals from the project developer's investors and from HQ Mining (who, as they already hold 23.4% of GCR, can only invest further equity funds in the Company with Shareholder approval or pursuant to a rights issue).
Page 1
Despite my objections due to HQ Mining's conflict of interest in the matter, its nominees on the GCR Board voted against the competing proposal, and in doing so ensured that HQ Mining's proposal prevailed. Despite my requests, HQ Mining's nominees refused to give reasons why they considered HQ Mining's funding proposal to be superior.
I have attempted to convene GCR Board meetings to address the funding delays and lack of Board independence, but unfortunately the other Directors have declined to attend.
This Board deadlock can therefore now only be resolved by you, the GCR Shareholders, supporting the addition of three independent, suitably qualified Directors.
Way Forward for GCR
I have strongly recommended to the Board a focussed Copper Hill drilling and metallurgical program to progress the project towards feasibility study. However, the other Directors have opposed all of my planned work programs at Copper Hill, to the extent that some \$0.5 million has been spent by GCR since 30 April this year without a single drill hole or assay being completed at Copper Hill.
GCR urgently requires an independent Board with the commercial and technical skills to advance Copper Hill and to act in the best interests of all Shareholders.
As a Director of GCR and a Shareholder absolutely committed to the Company, its people and its projects, I have no option but to call a meeting of Shareholders to allow you to decide whether you wish HQ Mining, with only 23.4% of GCR and no Australian mine development skills, to control the destiny of your Company.
Credentials of the three new director nominees
Mr Neil Fearis, Mr Rob Thomson and Mr Mark Sykes are each highly regarded and well experienced mining company directors. Collectively they have the skills required to bring Copper Hill into production. Most significantly, they are all independent and can be relied upon to make decisions that reflect the best interests of all Shareholders. Brief summaries of their careers are in section 2 of the attached Explanatory Memorandum.
If you want an independent Board with the skills to progress Copper Hill and who will act in the best interests of all Shareholders, then I urge you to vote in favour of all Resolutions at the forthcoming Shareholder meeting.
Please contact me on +61 8 6500 9201 or [email protected] if you wish to discuss.
Yours faithfully
$9 - B - U$
lan Buchhorn, Director Golden Cross Resources Limited
Golden Cross Resources Limited - Notice of Meeting
Golden Cross Resources Limited ABN 65 063 075 178
Notice of General Meeting
Notice is hereby given that a General Meeting of the Shareholders of Golden Cross Resources Limited will be held at 2 pm (AEST) on 22 October 2015 at History House, 133 Macquarie Street, Sydney, NSW 2000 (Meeting). The Meeting is called by Mr Ian Buchhorn, a Director of the Company, in accordance with rule 12.1(b) of the Company's Constitution and section 249CA of the Corporations Act.
The Explanatory Memorandum and Proxy Form which accompany this Notice provide additional information on matters to be considered at the Meeting and form part of this Notice.
Shareholders are urged to vote by attending the Meeting in person or by returning a completed Proxy Form. Instructions on how to complete a Proxy Form are set out in the Explanatory Memorandum.
Proxy Forms can be returned to Link Market Services by no later than 2pm (AEST) on 19 October 2015, using the details set out in the Proxy Form. Alternatively, Proxy Forms can be returned to the Company by no later than 2pm (AEST) on 20 October 2015.
Terms used in this Notice and Explanatory Memorandum are defined in SCHEDULE 1 of the Explanatory Memorandum.
Agenda
RESOLUTION 1 APPOINTMENT OF DIRECTOR - MR NEIL FEARIS
To consider, and if thought fit, to pass the following as an ordinary resolution:
"That in accordance with rule 16.5 of the Company's Constitution, Mr Neil Fearis be appointed as a director of the Company with immediate effect."
RESOLUTION 2 APPOINTMENT OF DIRECTOR - MR ROBERT THOMSON
To consider, and if thought fit, to pass the following as an ordinary resolution:
"That in accordance with rule 16.5 of the Company's Constitution, Mr Robert Thomson be appointed as a director of the Company with immediate effect."
RESOLUTION 3 APPOINTMENT OF DIRECTOR - MR MARK SYKES
To consider, and if thought fit, to pass the following as an ordinary resolution:
"That in accordance with rule 16.5 of the Company's Constitution, Mr Mark Sykes be appointed as a director of the Company with immediate effect."
Dated: 8 September 2015 Signed by Ian Buchhorn Director, Golden Cross Resources Limited
Golden Cross Resources Limited - Notice of Meeting
Page 3
Golden Cross Resources Limited ABN 65 063 075 178
Explanatory Memorandum
INTRODUCTION
This Explanatory Memorandum has been prepared by Mr Ian Buchhorn (Convening Director), a Director of the Company, for the information of Shareholders in connection with the business to be conducted at the Meeting to be held at 2 pm (AEST) on 22 October 2015 at History House, 133 Macquarie Street, Sydney, NSW 2000. The purpose of this Explanatory Memorandum is to provide information to Shareholders to enable them to decide how to vote on the Resolutions set out in the Notice.
A Proxy Form is located at the end of this Explanatory Memorandum.
The Meeting has been called by the Convening Director in accordance with rule 12.1(b) of the Company's Constitution and section 249CA of the Corporations Act. The Convening Director has paid the costs of the Meeting (including the Notice of Meeting). The Company's Board of Directors have not approved this Explanatory Memorandum.
Please contact Ian Buchhorn on +61 8 6500 9201 or [email protected] if you wish to discuss any matter concerning the Meeting.
$\blacksquare$ ACTION TO BE TAKEN BY SHAREHOLDERS
Shareholders should read the Notice and this Explanatory Memorandum carefully before deciding how to vote on the Resolutions.
$1.1$ Proxies
All Shareholders are invited and encouraged to attend the Meeting. If a Shareholder is unable to attend in person, they can appoint a proxy to attend on their behalf by signing and returning the Proxy Form (attached to the Notice).
To ensure the integrity of the proxy voting process, the Convening Director has engaged Link Market Services to collect and collate Proxy Forms returned to it. It is a term of Link Market Services' engagement that it provides its services, including receipt and processing of proxies, with due care and skill. Link Market Services is under strict instructions at all times to safeguard the Proxy Forms against tampering, filtering or other inappropriate handling, and has entered into a deed poll in favour of all Shareholders under which it has undertaken to ensure that Proxy Forms received are handled properly and to hold Link Market Services accountable to Shareholders.
The Convening Director encourages Shareholders to complete a Proxy Form and direct their proxy to vote in favour of each Resolution.
Golden Cross Resources Limited - Notice of Meeting
So that completed Proxy Forms can be delivered to the Company by no later than 48 hours before the commencement of the Meeting, completed Proxy Forms must be returned to Link Market Services by no later than 2pm (AEST) on 19 October 2015. Any Proxy Form received by Link Market Services after that time will not be delivered to the Company and therefore not be valid for the Meeting.
A Proxy Form may be lodged with Link Market Services in the following ways:
| By Mail | Link Market Services Limited |
|---|---|
| Locked Bag A14 | |
| Sydney South NSW 1235 | |
| By Facsimile | +61 2 9287 0309 |
| By Hand | 1A Homebush Bay Drive |
| Rhodes NSW 2138 | |
| By Email | [email protected] |
Completed Proxy Forms may also be returned directly to the Company no later than 2pm (AEST) on 20 October 2015 at:
Golden Cross Resources Limited 22 Edgeworth David Avenue Hornsby NSW 2077 Australia
Shareholders lodging a Proxy Form are not precluded from attending and voting in person at the Meeting, but doing so will automatically revoke any Proxy Form previously lodged.
$1.2$ Corporate representatives
Shareholders who are bodies corporate may appoint a person to act as their corporate representative at the Meeting by providing that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as the body corporate's representative. The authority may be sent to Link Market Services or the Company in advance of the Meeting or handed in at the Meeting when registering as a corporate representative.
An appointment of corporate representative form is available from Link Market Services' website at www.linkmarketservices.com.au. Select the "Investor Services" tab and click on "Forms".
$1.3$ Eligibility to vote
In accordance with Regulation 7.11.37 of the Corporations Regulations, the Convening Director has determined that for the purposes of voting at the Meeting, those persons who are the registered holders of Shares at 7.00pm (AEST) on 20 October 2015 may attend and vote at the Meeting.
$\overline{a}$ RESOLUTIONS 1 TO 3 - APPOINTMENT OF MESSRS FEARIS. THOMSON AND SYKES AS DIRECTORS
Rule 16.5 of the Company's Constitution provides that Shareholders may by ordinary resolution appoint any person as a new Director.
On 31 August 2015 the Convening Director (who is a Shareholder) delivered a notice to the Company that he intended to propose Messrs Fearis, Thomson and Sykes for election as Directors in accordance with Rules 16.5 and 17.4(a) of the Company's Constitution.
The reasons for the appointment are set out in the Convening Director's letter to Shareholders.
$2.1$ Mr Neil Fearis LL.B. (Hons), FAICD, F FIN
Mr Fearis has 36 years' experience as a commercial lawyer in the UK and Australia.
Mr Fearis practises principally in the areas of mergers and acquisitions, capital raisings and corporate law and governance. Mr Fearis is a member of several professional bodies associated with commerce and the law, including the Law Council of Australia, the International Bar Association, the Financial Services Institute of Australasia, and the Australian Institute of Company Directors.
Mr Fearis is currently and has formerly been a director of a number of ASX- and TSXlisted companies. Mr Fearis will bring to Golden Cross and Copper Hill the excellent corporate governance and industry-recognized imprimatur that moving from explorer to producer requires.
A copy of Mr Fearis's consent to act is attached to this Explanatory Memorandum.
$2.2$ Mr Robert Thomson B.Eng. (Mining), Master of Business Administration, FAuslMM, NSW Above Ground Managers (Metalliferous) Certificate, WA Quarry Managers (Open Cut) Metalliferous Certificate, Qld Managers Certificate (Open Cut) Metalliferous Mines
Mr Thomson has over 35 years' experience and commenced his career in mine operations in Zimbabwe then Australia in open cut and underground gold and coal mining with Lonrho, BHP and CRA. For more than 20 years he has worked as a Director, CEO and Engineer with startup and smaller listed companies focusing on the corporate, strategic implementation and project aspects for discovering, evaluating, setting up and leading the teams for implementation, financing, constructing and delivering into operations resource developments covering copper/gold concentrate (Climax Mining Philippines Didipio project development, CEO managing the approvals and BFS, early stage development followed by the successful merger with Oceana Gold), gold (One Asia Indonesia Pani and Awak Mas, Oxiana Laos Sepon, Kingsgate Thailand Chatree and Plutonic Operations WA), copper cathode (Finders Resources Wetar Island Indonesia, Nord/Girilambone JV NSW and
Cloncurry Mining Great Australia Qld), nickel/copper concentrate (Asian Mineral Resources Ban Phuc Vietnam) and coal (CRA NSW Maule's Creek and Vickery).
Mr Thomson is currently a director of One Asia Resources Limited and has previously been a director of Finders Resources Limited (ASX and previously AIM), Estrella Resources Limited (ASX), and Asian Mineral Resources Limited (TSX.V).
A copy of Mr Thomson's consent to act is attached to this Explanatory Memorandum.
B.Eng. (Mining), Master Minerals and Energy Economics $2.3$ Mr Mark Sykes
Mr Sykes is an experienced Mining Engineer with a wealth of operations and business development experience, during a career of some 24 years. Mr Sykes's career includes time with BHP in an operational capacity and with Mitsubishi Development in a senior corporate investment role. Mr Sykes has exposure to a broad range of commodities including coal, uranium, iron ore, platinum group metals and other minerals. Mr Sykes brings exceptional experience in areas of corporate and strategic development, transactional due diligence, operations, technical engineering and project management.
Mr Sykes is currently a director of Nickel Developments Limited and has previously been a director of Bass Metals Limited.
A copy of Mr Sykes's consent to act is attached to this Explanatory Memorandum.
$\overline{\mathbf{R}}$ FURTHER INFORMATION ABOUT THIS MEETING
Shareholders should contact the Convening Director, Ian Buchhorn, on +61 8 6500 9201 or [email protected] if they have any queries in respect to the matters set out in this Explanatory Memorandum or the Notice of Meeting generally.
SCHEDULE 1 DEFINITIONS
In this Notice and Explanatory Memorandum:
| ASX | means ASX Limited or the Australian Securities Exchange operated by ASX Limited, as the context requires. |
|
|---|---|---|
| AEST | means Australian Eastern Standard Time. | |
| Board | means the board of Directors. | |
| Chairman | means the Chairman of the Company. | |
| Constitution | means the constitution of the Company as amended from time to time. |
|
| Corporations Act | means the Corporations Act 2001 (Cth) as amended. | |
| Convening Director | means Mr Ian Buchhorn, a Director. | |
| Director | means a director of the Company. | |
| Explanatory Memorandum | means this explanatory memorandum. | |
| Link Market Services | means Link Market Services Limited (ACN 083 214 537). | |
| Listing Rule | means the listing rules of the ASX. | |
| Meeting | means the meeting convened by this Notice (as adjourned from time to time). |
|
| Notice | means this notice of meeting. | |
| Proxy Form | means the proxy form attached to this Notice. | |
| Resolution | means a resolution set out in the Notice. | |
| Share | means an ordinary share in Golden Cross Resources Limited. |
|
| Shareholder | means a holder of a Share. |
Golden Cross Resources Limited - Notice of Meeting
4 August 2015
The Directors Golden Cross Resources Limited
Consent to Act as an Officeholder
Pursuant to section 201D of the Corporations Act 2001 and rule 17.4(a)(v) of the Company's constitution and for all other purposes, I, Neil Christian Fearis, hereby consent to act as a director of Golden Cross Resources Limited.
I set out my details below:
| Full Name | NEIL CHRISTIAN FEARIS |
|---|---|
| Usual Residential Address | 5 WALTER STREET, CLAREMONT, WA 6010 |
| Date of Birth | 02.06.51 |
| Place of Birth | KNUTSFORD, UK |
I undertake to notify you of any change in the particulars listed above as soon as practicable and in accordance with the Corporations Act.
N C FEARIS
Dated: 4 August 2015
Consent to act as director (template) (KPC00107001-001)
4 August 2015
The Directors Golden Cross Resources Limited
Consent to Act as an Officeholder
Pursuant to section 201D of the Corporations Act 2001 and rule 17.4(a)(v) of the Company's constitution and for all other purposes, I, Robert Peter Thomson, hereby consent, and am willing, to act as a director of Golden Cross Resources Limited.
I set out my details below:
| Full Name | Robert Peter Thomson |
|---|---|
| Usual Residential Address | 12 Primrose Ave, Sandringham, NSW 2219 |
| Date of Birth | April 25, 1954 |
| Place of Birth | Thames, New Zealand |
I undertake to notify you of any change in the particulars listed above as soon as practicable and in accordance with the Corporations Act.
Robert Peter Thomson
. . . . . . . . . . . . . . . . . . . .
Consent to act as director (template) (KPC00107001-001)
CONSENT TO ACT AS DIRECTOR
- Golden Cross Resources Limited ABN 98 008 624 691 (Company) $T0$
- I, Mark Richard Sykes, CONSENT to act as a director of the Company, a company registered under the $\mathbf{1}$ Corporation Act 2001 (Cth) (Act), effective from the date of my appointment as recorded and approved in the Company minutes.
- $\overline{2}$ In accordance with section 205B of the Act, I give notice of the following personal details:
- given name(s) and family name: $(a)$
Mark Richard Sykes
former given name(s) and family name(s), if any: $(b)$
n/a
date of birth: $(c)$
15th March 1969
$(d)$ place of birth (town, State and, if outside Australia, country):
Yarram, Victoria
usual residential address: $(e)$
39 Coolaroo Road, Lane Cove North, NSW 2066
-
- For the purposes of sections 191 and 192 of the Act and to enable the information to be recorded in the minutes. I confirm that I do not have an interest in a matter which may or does relate to the affairs of the Company.
-
- I undertake to notify the Company of any change in the particulars listed above within 7 days of the change, as required by section 205C of the Act.
-
- I undertake to give the Company any information affecting me or relating to me that it needs, or will need, to comply with chapter 6 of the Act. I also undertake to give the information to the Company as soon as practicable after I become aware that it needs, or will need, the information. I am aware that the information will be given by the Company to the directors in accordance with section 205F of the Act.
Date 4 August 2015
$1-\beta$
SIGNED:
Signature of Director
Mark Sykes Name

Golden Cross Resources Ltd ABN 65 063 075 178
| BY MAR Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia |
|---|
| BY FAX +61 29287 0309 |
| BY HAND Link Market Services Limited 1A Homebush Bay Drive, Rhodes NSW 2138 |
| BY EMAIL Scan and email to: [email protected] |
| TO THE COMPANY 22 Edgeworth David Avenue Hornsby NSW 2077 Australia |

X99999999999
PROXY FORM
I/We being a member(s) of Golden Cross Resources Ltd and entitled to attend and vote hereby appoint:
APPOINT A PROXY
A 5
e.
51
STEP3
Please write the name of the person or body corporate you are appointing as your proxy
or failing the person or body corporate named, or if no person or body corporate is named, lan Buchhorn, as my/our proxy to act on my/our
behalf (including to vote in accordance with the following directions or, if no dire
lan Buchhorn intends to vote undirected proxies in favour of each item of business.
VOTING DIRECTIONS
Please sign and return the proxy to Link Market Services Limited by no later than 2:00pm (AEST) on Monday, 19 October 2015 or to
the Company by no later than 2:00pm (AEST) on Tuesday, 20 October 2015. Please read the voting instructions overleaf before marking any boxes with an $\boxtimes$
Resolutions
For Against Abstain*
- 1 Appointment of Director-Nail Faaris 2 Appointment of Director -
Robert Thomson - 3 Appointment of Director-
Mark Sykes
* If you mark the Abstain box for a particular them, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your
votes will not be counted in computing the required majority on a poll. $\bigcirc$
| SIGNATURE OF SHAREHOLDERS - THIS MUST BE COMPLETED Shareholder 1 (Individual) |
Joint Shareholder 2 (Individual) | ||
|---|---|---|---|
| Sole Director and Sole Company Secretary This form should be signed by the shareholder. If a joint holding, either shareholder may a |
Director/Company Secretary (Delete one) |
This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder's attorney, the power of attorney must have been previously noted by the registry or a certified
GCR PRX1501N
Joint Shareholder 3 (Individual)
Director
Martin Maria Maria Maria Martin Maria Maria Maria Maria Maria Maria Maria Maria Maria Maria Maria Maria Maria
HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM
YOUR NAME AND ADDRESS
This is your name and address as it appears on the Company's share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.
APPOINTMENT OF PROXY
If you wish to appoint lan Buchhorn as your proxy, mark the box in Step 1. If you wish to appoint someone other than Ian Buchhorn as your proxy, please write the name of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company,
VOTES ON ITEMS OF BUSINESS - PROXY APPOINTMENT
You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.
APPOINTMENT OF A SECOND PROXY
You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the Company's share registry or you may copy this form and return them both together.
To appoint a second proxy you must:
- (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and
- (b) return both forms together.
SIGNING INSTRUCTIONS
You must sign this form as follows in the spaces provided:
Individual: where the holding is in one name, the holder must sign Joint Holding: where the holding is in more than one name, either shareholder may sign
Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this decument for notation, 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 indicate the office held by signing in the appropriate place.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to attend the Meeting the appropriate "Certificate of Appointment of Corporate Representative" should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the Company's share registry or online at www.linkmarketservices.com.au.
LODGEMENT OF A PROXY FORM
This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm (AEST) on Monday, 19 October 2015 or to the Company by no later than 2:00pm (AEST) on Tuesday, 20 October 2015. Any Proxy Form received after that time will not be valid for the scheduled Meeting.
Proxy Forms may be lodged using the reply paid envelope or:
BY MAIL $\Box$
Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia
BY FAX 昌
+61 29287 0309
BY HAND $\mathbf{A}$
delivering it to Link Market Services Limited* 1A Homebush Bay Drive Rhodes NSW 2138
* During business hours (Monday to Friday, 9:00am-5:00pm)
RY FMAIL $\mathcal{A}_{\mathfrak{A}}$
Scan and email to: [email protected]
TO THE COMPANY** 22 Edgeworth David Avenue Hornsby NSW 2077 Australia
** By no later than 2:00pm (AEST) on Tuesday, 20 October 2015
IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE GENERAL MEETING. PLEASE BRING THIS FORM WITH YOU. THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.