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NEW MURCHISON GOLD LIMITED Proxy Solicitation & Information Statement 2019

Jan 20, 2019

65428_rns_2019-01-20_6aa2542b-c32c-485e-bf44-772a6100579b.pdf

Proxy Solicitation & Information Statement

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21 January 2019

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ASX/Media Announcement

AMENDED PROXY FORM

We refer to the lodgement of the Notice of Annual General Meeting including the Explanatory Memorandum and the Proxy Form on 17 January 2019 and attach an amended and replacement proxy form which includes the seven (7) resolutions that will be put to shareholders for their consideration at the Company’s 2018 Annual General Meeting of Thundelarra Limited to be held on Thursday 28 February 2019 at 10.30am WST.

For further Information please contact:

Frank DeMarte

Thundelarra Limited Company Secretary +61 8 9389 6927

THUNDELARRA LIMITED

Issued Shares: 646.1M ASX Codes: THX & THXOB

Thundelarra Limited | ABN: 74 950 465 654 | Level 2, 47 Stirling Highway, Nedlands WA 6009 | PO Box 333, Nedlands, WA, 6909 | www.thundelarra.com.au | [email protected] | Tel: +61 8 9389 6927 |

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Thundelarra Limited

Lodge your vote:

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Online:

www.investorvote.com.au

ACN 085 782 994

By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia

Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For Intermediary Online subscribers only (custodians) www.intermediaryonline.com

For all enquiries call:

(within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000

Proxy Form

XX

Vote and view the annual report online

  • Go to www.investorvote.com.au or scan the QR Code with your mobile device.

  • Follow the instructions on the secure website to vote.

Your access information that you will need to vote:

Control Number: 182400

SRN/HIN:

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

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For your vote to be effective it must be received by 10:30am (WST) Tuesday, 26 February 2019

How to Vote on Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

A proxy need not be a securityholder of the Company.

Signing Instructions for Postal Forms

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, 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 sign in the appropriate place to indicate the office held. Delete titles as applicable.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate securityholder or proxy is to attend the meeting you will need to provide the appropriate “Certificate of Appointment of Corporate Representative” prior to admission. A form of the certificate may be obtained from Computershare or online at www.investorcentre.com under the help tab, "Printable Forms".

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

GO ONLINE TO VOTE,or turn over to complete the form

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Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ‘ X ’) should advise your broker of any changes.

Proxy Form

Appoint a Proxy to Vote on Your Behalf

Please mark to indicate your directions

XX

I/We being a member/s of Thundelarra Limited hereby appoint

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the ChairmanPLEASE NOTE: Leave this box blank if OR you have selected the Chairman of the of the Meeting Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the Meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the Annual General Meeting of Thundelarra Limited to be held at the President’s Room, The Celtic Club, 48 Ord Street, West Perth, Western Australia on Thursday, 28 February 2019 at 10:30am (WST) and at any adjournment or postponement of that Meeting.

Chairman authorised to exercise undirected proxies on remuneration related resolutions : Where I/we have appointed the Chairman of the Meeting as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy on Resolutions 1 and 4 (except where I/we have indicated a different voting intention below) even though Resolutions 1 and 4 are connected directly or indirectly with the remuneration of a member of key management personnel, which includes the Chairman.

Important Note: If the Chairman of the Meeting is (or becomes) your proxy you can direct the Chairman to vote for or against or abstain from voting on Resolutions 1 and 4 by marking the appropriate box in step 2 below.

Items of Business

PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

For Again st
Abstain
Resolution 1 Non-Binding Resolution to adopt Remuneration Report
Resolution 2 Re-election of Mr Frank DeMarte as a Director
Resolution 3 Ratification of prior issue of Shares – Abbotts Gold Sale Agreement
Resolution 4 Approval to issue securities under Employee Share Option Plan
Resolution 5 Approval to issue Shares
Resolution 6 Change of company name
Resolution 7 Approval of Additional 10% Placement Capacity

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chairman of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

SIGN

Signature of Securityholder(s) This section must be completed.

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Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact
Contact Daytime / /
Name Telephone Date
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2 4 7 5 9 3 A

T H X