MAGONTEC LIMITED — AGM Information 2020

Jun 23, 2020

MINUTES OF THE ANNUAL GENERAL MEETING OF MEMBERS OF THE COMPANY

Held at 11:00 am on Friday 10 May 2019 in Offices of Boardroom Pty Limited Level 12 225 George St Sydney

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BOARD PRESENT: Mr N Andrews, Executive Chairman
Mr A Labuschagne Non-Executive Director
Mr A Malhotra Independent Director
Apologies from:
Mr K Xie, Non-Executive Director
Mr Shun Li (alternate director for Mr K Xie)
Mr Z Li, Non-Executive Director
Mr R Kaye, Independent Director
MAGONTEC SENIOR Mr Xunyou Tong (President Magontec Asia)
EXECUTIVES IN Mr Derryn Chin Chief Financial Officer (CFO)
ATTENDANCE: Mr John Talbot, Company Secretary
Ms Chloe Hua, Board Secretary and Financial Accountant
QSLM and OTHER Mr Qiuping Yu Vice President Qinghai Salt Lake Industries Co Ltd
EXECUTIVES IN Mr Peng Yang CFO of Keweier Metal Co Limited a significant Magontec
ATTENDANCE shareholder.
MEMBERS’ IN A list of members who attended the meeting has been noted by the share registry
ATTENDANCE: provider.
OPENING: Mr Andrews opened the meeting at 11:00am.
Mr Andrews chaired the meeting except in relation to Items 5 and 6 of the formal
business where Mr Atul Malhotra acted as Chairman.
PRELIMINARIES: After welcoming members, the Chairman introduced the Company directors to the
meeting.
The Chairman also welcomed and introduced to the meeting the Company’s guests,
Mr Qiuping Yu Vice President Qinghai Salt Lake Industries Co Ltd, and Mr Peng
Yang CFO of Keweier Metal Co Limited a significant Magontec shareholder.
The Chairman also introduced to the meeting the following people -
 Magontec senior executives - Mr Xunyou Tong (President Magontec Asia) , Mr
Derryn Chin Chief Financial Officer, Mr John Talbot Company Secretary, Ms
Chloe Hua Board Secretary and Financial Accountant; and
 Mr Greg Boston representing Camphin Boston - the Company's Auditor.
The Chairman noted that a quorum was present (at least 3 members present in
person or by proxy).
The Chairman advised that the minutes of the previous Annual General Meeting of
members held on Thursday 10 May 2018 had been signed as a correct record. The
Chairman noted that those minutes and a record of Directors’ interests in the shares
of the Company are available upon request.
PROXIES: The Chairman said that a number of valid proxies had been received from
Shareholders and those proxy details would be displayed later and the Company
would be releasing the details to the Australian Stock Exchange Limited after the
closure of the meeting. The Chairman also stated that the proxy voting form
provides that as Chair of the meeting he is empowered to vote all undirected
proxies in favour of all Items of business.
CHAIRMAN ADDRESS: The Chairman addressed the members after which questions from the floor where
invited and discussion ensued. Matters raised by shareholders and discussed
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included –
1. Possibility of paying a small dividend?
a. The Chairman indicated he would raise the matter with the Board
for discussion.
2. What is the likelihood of QSLM resolving the delivery issues by August and
whether external consultants/experts are involved in the identification and
implementation of solutions?
a. The Chairman confirmed that Hatch remains involved as a
consultant.
b. He expressed the opinion that the high profile and importance of
the QSLM project will compel a solution to be found.
c. He also spoke of the nickel contamination issues.
d. The Chairman expressed his confidence that QSLM has focussed
its energies and are working very hard to solve the issues
associated with liquid Mg delivery.
3. In relation to the declared strategy to invest in a new recycling facility what
is the likely cost, location and timing of such an investment?
a. The Chairman explained that location of such plant would almost
certainly be in eastern China.
b. A possible site has been identified and preliminary discussions held
with the owner of that site.
c. But nothing is finalised or approved.
d. He explained that an investment in a new recycling plant is not
something the Company would want to undertake until the rate of
production output at the Magontec Qinghai plant requires recycling
as a product offering to alloy customers as a means of encouraging
sales.
4. What confidence does the Company have that it understands the issues
within QSLM causing the delivery delays?
a. The Chairman explained the significant human resources the
Company already has located at Qinghai.
b. Among these people is a very competent General Manager who
has developed strong relationships with the QSLM management
team that allows him to have a very good understanding of the
QSLM issues.
c. Magontec’s representation on a project committee with QSLM
personnel provides periodic information on project progress.
d. These communication avenues coupled with the Chairman’s own
visits to the site provides for an appropriate grasp on the issues
causing the delivery delay.
5. Observation by a shareholder of the possible benefit to the share price of a
small dividend payment to shareholders and that shareholders maybe
reluctant to provide a contribution to further capital needs until they see a
dividend.
a. The Chairman said he would discuss that observation with the
Board.
ITEM I Shareholders were given the opportunity to raise questions with respect to the
Financial Report and reports and statements for the twelve-month reporting period ended 31
Directors’ and Audit Report December 2018 .
ITEM 2 The Chairman stated shareholders are entitled to vote on the question whether the
Adoption of Remuneration Remuneration Report as contained in the Annual Report for the twelve-month
Report (advisory only reporting period ended 31 December 2018 is to be adopted. Shareholders should
resolution) note, however, that this is an "advisory only" resolution, which does not bind the
Directors of the Company.
After the resolution had been moved and seconded, and discussions allowed, it was
resolved to adopt the Remuneration Report.
ITEM 3 Confirmation of Mr After the resolution had been moved and seconded, and discussions allowed, it was
Atul Malhotra as an resolved that Mr Atul Malhotra be confirmed as an Independent Director of the
Independent Director of the Company.
Company (ordinary
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resolution)	resolution)
ITEM 4Re-election of Non- executive Director Mr Willie Andre Labuschagne (ordinary resolution) After the resolution had been moved and seconded, and discussions allowed, it was resolved that Mr Willie Andre Labuschagne be re-appointed as a Non-executive Director of the Company.
At this stage of proceedings Mr Andrews transferred conduct of the meeting to Mr Atul Malhotra a member of Magontec’s Remuneration and Appointments Committee.
ITEM 5Confirm the issue of 3,272,727 Performance Rights to the Executive Chairman Mr Nicholas Andrews (ordinary resolution) After the resolution had been explained by Mr Malhotra, and the resolution moved and seconded, discussion ensued. The subsequent discussion examined the nature and purpose of Performance Rights, the affect of their issue on the equity interests of existing shareholders and the justification for their issue to Mr Andrews. After allowing an appropriate time for these matters to be aired it was resolved that the issue of 3,272,727 Performance Rights be approved.
ITEM 6Change of Rules to the Incentive plan for the Magontec global management group (ordinary resolution) After the resolution had been explained by Mr Malhotra, subsequently moved and seconded, and discussion allowed, it was resolved that the proposed amendment to the Constitution be approved.
Mr Malhotra returned conduct of the meeting to Mr Andrews
GENERAL DISCUSSION: OTHER BUSINESS:	No general discussion took place. The Chairman advised there was no further general business and the meeting formally closed at 12:20pm.

Results of Voting On Resolutions

The result of voting on the resolutions put to the 2019 AGM, is shown below in accordance with ASX Listing Rule 3.13.2.

Ordinary Business

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Ordinary Business
To adopt the 2018 Remuneration Report The resolution was approved by a simple
Resolution 2 (advisory only resolution) majority - show of hands.
To confirm Mr Atul Malhotra as a Director of the The resolution was approved by a simple
Resolution 3 Company (ordinary resolution) majority - show of hands.
To re-elect Mr Willie Andre Labuschagne as a The resolution was approved by a simple
Resolution 4 Director (ordinary resolution) majority - show of hands.
Issue of 3,272,727 Performance Rights to the
Executive Chairman Mr Nicholas Andrews The resolution was approved by a simple
Resolution 5 (ordinary resolution) majority - show of hands.
Change of Rules to the Incentive plan for the
Magontec global management group (ordinary The resolution was approved by a simple
Resolution 6 resolution) majority - show of hands.
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Proxy Voting Statistics

Further information, as required by section 251AA(2) of the Corporations Act 2001 (Cth) in relation to the 2019 AGM, is shown below.

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Total Number of
Decided by Proxy Votes
Resolution Show of exercisable by FOR AGAINST OPEN VOTES ABSTAIN
Hands (S) or proxies validly
Poll (P) appointed [(1)]
Held By Unusable in
Proxy favour
Holders
2. To adopt the Remuneration Report as per 31 S
December 2018 Annual Report 815,651,463 794,544,514 3,429,737 17,677,212 12,142,465
3. To confirm Mr Atul Malhotra as a Director of S
the Company 505,722,995 477,822,980 492,881 27,407,134 342,325,356
4. To re-elect Mr Willie Andre Labuschagne as a S
Director 845,873,997 625,775,637 [2] 43,816,519 27,407,334 148,874,507 2,174,248
5. Issue of Performance Rights to the Executive S
Chairman Mr Nicholas Andrews 832,141,970 773,113,604 31,870,423 27,157,943 15,906,325
6. Change of Rules to the Incentive plan for the S
Magontec global management group 820,494,075 762,638,507 [2] 30,574,929 17,397,666 9,882,973 17,183,026
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Notes 1. Aggregate of “For”, “Against”, “Open Votes”.

2. Excludes “Unusable in favour”

13 May 2019

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Nicholas Andrews Executive Chairman