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NEX METALS EXPLORATION LIMITED Proxy Solicitation & Information Statement 2022

Jun 2, 2022

65427_rns_2022-06-02_65b6d7a6-3c9b-4a92-96d8-f2f87385d225.pdf

Proxy Solicitation & Information Statement

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NEX Metals Explorations Ltd ACN 124 706 449

of 45 Guthrie Street, Osborne Park WA 6017

Notice of General Meeting

Explanatory Statement

and

Proxy Form

Date of Meeting

4 July 2022

Time of Meeting 8.00 am (AWST)

Place of Meeting

The Meeting will be conducted as a hybrid meeting at Goodearth Hotel, 195 Adelaide Terrace, Perth, WA, 6000 and as a virtual meeting, accessible online.

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.

IMPORTANT INFORMATION REGARDING COVID-19 :

Due to the COVID-19 pandemic, and in accordance with the Corporations Amendment (Meetings and Documents) Bill 2021 (Cth) , and section 249R of the Corporations Act, 2001 (Cth), the Company considers that it is appropriate to hold the Meeting as a hybrid meeting.

The Meeting will be held at Goodearth Hotel, 195 Adelaide Terrace, Perth, WA, 6000 and as a virtual meeting. If you wish to virtually attend the AGM, please refer to the Meeting ID and Shareholder ID on your personalised proxy form to login to the meeting at www.advancedshare.com.au/virtual-meeting.

The Notice of Meeting and other information regarding the Meeting will be provided electronically and to allow shareholders to participate in the AGM using the online facility which facilitates direct voting and questions.

This Notice of Meeting can be accessed on the Company’s website at https://www.nexmetals.com

Shareholders are also strongly encouraged to lodge their completed Proxy Forms in accordance with the instructions in this Notice of Meeting.

Contents

Contents
Venue and Voting Information 1
Notice of General Meeting – Agenda and Resolutions 4
Notice of General Meeting – Explanatory Statement 6
Schedule 1: Definitions 10
Proxy Form 11

Important Information for Shareholders about the Company’s General Meeting

Given the uncertainty surrounding the COVID-19 pandemic, by the time this Notice is received by Shareholders, circumstances may have changed, however, this Notice is given based on circumstances as at the date of lodgement with the ASX.

Accordingly, should circumstances change, the Company will make an announcement on the ASX market announcements platform and on the Company’s website at www.nexmetals.com.

Shareholders are urged to monitor the ASX announcements platform and the Company’s website.

In accordance with the Corporations Amendment (Meetings and Documents) Bill 2021 (Cth) (Bill), and section 249R of the Corporations Act 2001 (Cth), the Company considers that it is appropriate to hold the Meeting as a hybrid meeting.

Venue and Voting Information

The General Meeting of the Shareholders to which this Notice of Meeting relates will be held at 8.00 am (AWST) on 4 July 2022 at Goodearth Hotel, 195 Adelaide Terrace, Perth, WA, 6000 and as a virtual meeting.

The Meeting will be accessible to all Shareholders via a live webinar, which will allow Shareholders to participate in the Meeting.

If you are a Shareholder and you wish to participate at the Meeting, please use the Meeting ID and Shareholder ID on the Proxy Form to login to the Meeting at www.advanceshare.com.au/virtual-meeting.

Please contact Advanced Share Registry on +61 (8) 9389 8033 if you have any queries or problems logging into the Meeting portal.

Voting virtually at the Meeting

To vote at the Meeting, you are encouraged to appoint a proxy, preferably the Chair of the Meeting ( Chair ), to vote on your behalf at the Meeting as this will simplify the voting procedures for the Meeting. Alternatively, you will be able to record your vote during the Meeting through an online poll .

Voting by poll

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All resolutions at the Meeting will be voted on by poll and Shareholders who are entitled to vote may vote either prior to the Meeting by appointing a proxy or by poll during the Meeting (such a poll to be taken electronically). Shareholders who wish to vote by poll during the Meeting will be able to submit their online poll votes immediately after the Chair calls for a vote on the Resolutions. Shareholders can do this by clicking the poll button on their screen. The outcome of each Resolution will not be determined until after the conclusion of the Meeting to allow the Chair sufficient time to check poll votes.

You may still attend the Meeting via the webinar if you have completed a Proxy Form but the person you have appointed as proxy will cast your vote on your behalf.

Voting by proxy

Shareholders can appoint the Chair as their proxy and provide specific instructions on how the Shareholder's vote is to be exercised on each item of business. The Chair must follow your instructions. If a person other than the Chair is appointed as proxy, the proxy will revert to the Chair in the absence of the appointed proxy holder's attendance at the Meeting. Lodgement instructions (which include the ability to lodge proxies electronically) are set out in the Proxy Form attached to the Notice of Meeting.

Completed Proxy Forms should be returned to the address set out below as soon as possible, and in any event, must be received by no later than 8.00 am (AWST) on 2 July 2022, being no less than 48 hours before the commencement of the Meeting. Any proxy voting instructions received after that time will not be valid for the Meeting.

Chair's voting intentions

The Chair intends to exercise all available proxies against Resolutions 1-6 unless the Shareholder has expressly indicated a different voting intention. If the Chair is appointed as your proxy and you have not specified the way the Chair is to vote on Resolutions 1 to 6 by signing and returning the Proxy Form, you are considered to have provided the Chair with an express authorisation for the Chair to vote the proxy in accordance with the Chair's intention.

Participation

Shareholders will be able to participate at the Meeting by using their personalised log-in on the Proxy Form. The Meeting portal is open to submit questions prior to the Meeting and during the Meeting. Shareholders can also submit any questions in advance of the Meeting by emailing questions to the Company Secretary at [email protected] no later than 8.00am (AWST) on 2 July 2022.

Shareholders will also have the opportunity to submit questions during the Meeting in respect to the formal items of business, however it would be preferable for any questions to be submitted to the Company in advance of the Meeting. In order to ask a question during the Meeting, please follow the instructions from the Chair. The Chair will attempt to respond to the questions during the Meeting. Shareholders are limited to a maximum of two questions each (including any submitted in advance of the Meeting). The Chair will request prior to a Shareholder asking a question that they identify themselves (including the entity name of their shareholding and the number of Shares they hold).

Your vote is important

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

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Voting by proxy

To vote by proxy, please use one of the following methods:

Online Lodge the Proxy Form online at (www.advancedshare.com.au) by following the
instructions: Login to the website using the holding details as shown on the Proxy Form.
Click on ‘View Meetings’ – ‘Vote’. To use the online lodgment facility, Shareholders will
need their holder number (Securityholder Reference Number (SRN) or Holder
Identification Number(HIN))as shown on the front of the ProxyForm.
By post Advanced Share Registry Limited
110 StirlingHwy,Nedlands,WA,6009 or PO Box 1156,Nedlands,WA,6909
By hand Advanced Share Registry Limited
110 StirlingHwy,Nedlands,WA,6009

Your Proxy instruction must be received not later than 48 hours before the commencement of the Meeting.

Proxy Forms received later than this time will be invalid.

The Notice of Meeting and the Explanatory Statement are important documents and should be read in their entirety. The Resolutions to be considered at the Meeting are important and have implications for the future of your Company and your investment.

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NOTICE OF GENERAL MEETING

Notice is hereby given that the General Meeting of Shareholders of Nex Metals Explorations Ltd ( NME or the Company ) will be held on 4 July 2022 commencing at 8.00 am (AWST) and will be held at Goodearth Hotel, 195 Adelaide Terrace, Perth, WA, 6000 and virtually via an online Meeting platform provided by the Company’s share registry, Advanced Share Registry.

The Explanatory Statement to this Notice of Meeting provides additional information on matters to be considered at the General Meeting. The Explanatory Statement and the Proxy Form forms part of this Notice of Meeting.

AGENDA

ORDINARY BUSINESS

To consider and, if thought fit, pass the following Resolutions as ordinary Resolutions:

Resolution 1 – Removal of Mr Kenneth Allen as a director

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

“That pursuant to, and in accordance with, section 203D of the Corporations Act 2001 (Cth) and the Company’s Constitution, Mr Kenneth Allen be removed as a director of the Company with effect from the end of the Meeting.”

Resolution 2 –Removal of Mr Thomas Francis Percy QC as a director

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

“That pursuant to, and in accordance with, section 203D of the Corporations Act 2001 (Cth) and the Company’s Constitution, Mr Thomas Francis Percy be removed as a director of the Company with effect from the end of the Meeting.”

Resolution 3 – Removal of Mr Hock Hoo Chua as a director

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

“That pursuant to, and in accordance with, section 203D of the Corporations Act 2001 (Cth) and the Company’s Constitution, Mr Hock Hoo Chua be removed as a director of the Company with effect from the end of the Meeting.”

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Resolution 4 – appointment of Alexander James Neuling as a director

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

“That, for the purposes of the Company’s Constitution and for all other purposes, Mr Alexander James Neuling, having consented to act, be appointed as a director of the Company with effect from the end of the Meeting.”

Resolution 5 – appointment of Justin Charles Barton as a director

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

“That, for the purposes of the Company’s Constitution and for all other purposes, Mr Justin Charles Barton, having consented to act, be appointed as a director of the Company with effect from the end of the Meeting.”

Resolution 6 – appointment of Kevin David O’Sullivan as a director

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

“That, for the purposes of the Company’s Constitution and for all other purposes, Mr Kevin David O’Sullivan, having consented to act, be appointed as a director of the Company with effect from the end of the Meeting.”

Voting at General Meeting

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the General Meeting are those who are registered Shareholders of the Company at 5.00 pm (AWST) on 2 July 2022. Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the General Meeting.

Proxy and Voting Entitlement Instructions are included on the Proxy Form accompanying this Notice of Meeting.

BY ORDER OF THE BOARD

Kenneth Allen Company Secretary Nex Metals Explorations Ltd 3 June 2022

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EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of Shareholders of Nex Metals Explorations Ltd ( NME or the Company ) in connection with the business to be conducted at the General Meeting of Shareholders to be held on 4 July 2022 at 8.00am at Goodearth Hotel, 195 Adelaide Terrace, Perth, WA, 6000 and as a virtual meeting.

The purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions in the Notice of Meeting.

The Directors also note the position taken by Metalicity in relation to the proposed resolutions as set out in its Notice of General Meeting and Explanatory Statement dated 24 March 2022.

1. BACKGROUND

On 27 January 2022, in accordance with the Company’s Constitution and Listing Rule 3.13.1, the Company lodged with the ASX a notice calling for nominations of director candidates from Shareholders.

On 11 February 2022 the Company received nominations from Metalicity Limited ( Metalicity ) for three external candidates to be appointed to the Board.

On 17 February 2022, Metalicity gave notice to the Company of its intention to move resolutions for the removal of Kenneth Allen, Thomas Francis Percy, and Hock Hoo Chua as Directors of the Company, and any person appointed as a Director between 17 February 2022 and the commencement of the Meeting (other than Alexander Neuling, Justin Barton and Kevin O’Sullivan). This notice was formally required for the purposes of section 203D(2) of the Corporations Act to enable Resolutions 1, 2, 3 and 7 to be put to Shareholders at the meeting.

On 3 March 2022, the Company announced its Notice of Annual General Meeting ( AGM Notice ).

On 24 March 2022, Metalicity announced a notice of general meeting ( section 249 Meeting ) requisitioned pursuant to section 249F of the Corporations Act ( section 249F Notice ).

Section 249F of the Corporations Act provides that members with at least 5% of the votes that may be cast at a general meeting may call, and arrange to hold, a general meeting at their expense. The members calling the meeting must pay the expenses of calling and holding the meeting. Metalicity is a major Shareholder of the Company and holds at least 5% of the votes that may be cast at a general meeting of the Company (approximately 33.14% of the issued capital of the Company at the date of the section 249F Notice). Metalicity was therefore entitled to convene the Meeting under section 249F of the Corporations Act (subject to issuing a valid Notice of Meeting). The section 249F Notice included resolutions to remove Kenneth Allen, Thomas Francis Percy QC,

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and Hock Hoo Chua as Directors of the Company and to appoint James Neuling, Justin Charles Barton, and Kevin David O’Sullivan ( MCT Proposed Directors ).

On 31 March 2022, the Company held its Annual General Meeting ( AGM ). At the AGM, Shareholders voted in favour of the reappointment of Mr Thomas Francis Percy QC and voted against the appointment of the MCT Proposed Directors.

On 29 April 2022, NME announced a postponement of the section 249F Meeting . The reasons for the postponement were set out in the ASX announcement.

On 23 May 2022, NME announced a further postponement of the s249F Meeting. The reasons for the further postponement were set out in the ASX announcement.

2. REASONS FOR CALLING THE MEETING

NME does not wish to interfere with Metalicity’s ability to call a meeting of members of NME for the purpose of putting its proposed resolutions to a vote at the same.

However, for the reasons NME has previously outlined in the notices postponing the section 249F Meeting, it is concerned that where a meeting of NME’s members is called and held further to Metailicity’s Notice of Meeting, this may result in NME members being confused and misled, and the proxy and voting integrity of the meeting being compromised. As previously explained, this may cause substantial injustice that cannot be appropriately remedied.

The purpose of this Notice is to ensure that Metalicity’s resolutions can be promptly put to a vote by NME’s members in a manner that addresses each of NME’s concerns as previously outlined.

On this basis, the notice of meeting contains identical resolutions (1 to 6) as Metalicity’s section 249F Notice with the exception of resolution 7 which Metalicity no longer seeks to put to a vote of NME’s members.

The Company will use its share registry, Advanced Share Registry, to assist in respect of receipt and recording of proxies, the conduct of the meeting, the polls, voting and vote counting, and assist the Chair as required.

The Chair intends to vote undirected proxies against Resolutions 1 to 6.

3. REMOVAL OF EXISTING DIRECTORS (RESOLUTIONS 1 TO 3)

3.1 Background

Resolutions 1 to 3 concern the removal of Kenneth Allen, Thomas Francis Percy QC, and Hock Hoo Chua ( Existing Directors ) from the Board of the Company with effect from the end of the Meeting.

3.2 Section 203D(1)

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Section 203D(1) of the Corporations Act provides that a company may by resolution remove a director from office despite anything in the company's constitution (if any), or an agreement between the company and the director, or an agreement between any or all members of the company and the director.

Under section 203D(2) of the Corporations Act, notice of intention to move a resolution for the removal of a director must be given to the company at least 2 months before the meeting is to be held. As set out at Section 1, Metalicity has given notice to the Company of its intention to move Resolutions 1 to 3 for the removal of the Existing Directors.

3.3 Information regarding the Existing Directors

Information regarding the background and experience of each of the Existing Directors can be found in the Company’s 2021 Annual Report announced to the ASX on 30 November 2021.

3.4 Voting recommendations

Resolutions 1 to 3 are ordinary resolutions and will be passed if approved by more than 50% of the total votes cast on the relevant resolution, by Shareholders present online or by proxy and entitled to vote.

(a) Metalicity’s Recommendations in relation to resolutions for removal of Existing Directors

Metalicity is in favour of the removal of the Existing Directors. Metalicity’s reasons for seeking to change the Board are set out in section 1.3 of the section 249F Notice and its letter accompanying that section 249F Notice.

Metalicity recommends that Shareholders vote FOR Resolutions 1 to 3.

(b) Board Recommendations in relation to resolutions for removal of Existing Directors

The Board is against the removal of the Existing Directors.

The Directors unanimously recommends that Shareholders vote AGAINST Resolutions 1 to 3 (with each candidate abstaining from making a recommendation in respect of their own removal).

3. APPOINTMENT OF PROPOSED DIRECTORS (Resolutions 4 to 6)

4.1 Background

Resolutions 4 to 6 seek the appointment of Alexander Neuling, Justin Barton and Kevin O’Sullivan ( Proposed Directors ) to the Board of the Company with effect from the end of the Meeting.

4.2 Clause 16.4(e) of the Constitution

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Clause 16.4(e) of the Constitution provides that a person is eligible for election to the office of Director at any meeting where that person is nominated in accordance with clause 16.4(d) of the Constitution.

Metalicity has nominated the Proposed Directors to be candidates for election as Directors at the Meeting for the purposes of clause 16.4(d) of the Constitution.

4.3 Information Regarding the Candidates

Information regarding the background and experience of each of the Proposed Directors can be found in the Company’s AGM Notice announced on 3 March 2022 and Metalicity’s section 249F Notice announced on 24 March 2022.

4.4 Voting recommendations

Resolutions 4, 5 and 6 are ordinary resolutions and will each be passed if approved by more than 50% of the total votes cast on the relevant resolution, by Shareholders present online or by proxy and entitled to vote.

(a) Metalicity’s Recommendations in relation to resolutions for appointment of Proposed Directors

Metalicity is in favour of the appointment of the Proposed Directors and recommends that Shareholders vote FOR Resolutions 4 to 6.

(b) Board Recommendations in relation to resolutions for appointment of Proposed Directors

For the reasons set out in its letter to Shareholders dated 24 March 2022, the Board does not endorse the appointment of the Proposed Directors. The Board recommends that Shareholders vote AGAINST Resolutions 4 to 6.

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SCHEDULE 1: DEFINITIONS

ASIC means the Australian Securities & Investments Commission.

ASX means ASX Limited ABN 98 008 624 691.

AWST means Western Standard Time, being the time in Perth, Western Australia.

Board means the board of Directors of the Company.

Chair means the Chairman of the Company.

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 this explanatory statement.

Listing Rules means the official listing rules of ASX.

Meeting means the meeting convened by the Notice of Meeting.

NME or the Company means Nex Metals Explorations Ltd ACN 124 706 449.

Notice or Notice of Meeting means the notice of annual general meeting which forms part of this Explanatory Statement.

Resolution means a Resolution contained in this Notice.

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

Shareholder means a holder of a Share.

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LODGE YOUR PROXY APPOINTMENT ONLINE

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ONLINE PROXY APPOINTMENT

www.advancedshare.com.au/investor-login

MOBILE DEVICE PROXY APPOINTMENT Lodge your proxy by scanning the QR code below, and enter your registered postcode. It is a fast, convenient and a secure way to lodge your vote.

GENERAL MEETING PROXY FORM
I/We being shareholder(s) of Nex Metals Explorations Ltd and entitled to attend and vote hereby:
STEP 1 APPOINT A PROXY
The Chair of
the Meeting
OR
PLEASE NOTE:If you leave the section blank, the Chair
of the Meeting will be your proxy.
or failing the individual(s) or body corporate(s) named, or if no individual(s) or body corporate(s) named, the Chair of the Meeting, as my/our proxy to act
generally at the Meeting on my/our behalf, including 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 General Meeting of the Company to be held at 8:00 am on 4 July 2022 at Goodearth Hotel, 195
Adelaide Terrace, Perth WA, 6000 andvirtuallyand at any adjournment or postponement of that Meeting.
Chair’s voting intentions in relation to undirected proxies: The Chair intends to vote undirected proxiesagainstResolutions 1-6 .
STEP 2 VOTING DIRECTIONS
Resolutions
For
Against
Abstain*
1
Removal of Mr Kenneth Allen as a Director of the Company


2
Removal of Mr Thomas Francis Percy QC as a Director of the Company


3
Removal of Mr Hock Hoo Chua as a Director of the Company


4
Appointment of external nominee, Alexander James Neuling, as a director of the Company


5
Appointment of external nominee, Justin Charles Barton, as a director of the Company


6
Appointment of external nominee, Kevin David O’Sullivan, as a director of the Company


* If you mark the Abstain box for a particular Resolution, 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.
SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
Shareholder 1(Individual)
Joint Shareholder 2(Individual)
Joint Shareholder 3(Individual)
3 Sole Director and Sole CompanySecretary
Director/CompanySecretary (Delete one)
Director
STEP This form should be signed by the shareholder. If a joint holding, all the shareholders should sign. If signed by the shareholder’s attorney, the power of
attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed
in accordance with the company’s constitution and the Corporations Act 2001 (Cth).
Email Address
Please tick here to agree to receive communications sent by the Company via email. This may include meeting notifications, dividend remittance,
and selected announcements.

NEX METALS EXPLORATIONS LTD - ANNUAL GENERAL MEETING

The Company has determined that Shareholders will be able to attend and participate in the Meeting at 8:00 am on 4 July 2022 at Goodearth Hotel, 195 Adelaide Terrace, Perth WA, 6000 or through an online platform provided by Advanced Share Registry.

To facilitate such participation, voting on each Resolution will occur by a poll rather than a show of hands.

A live webcast and electronic voting via www.advancedshare.com.au/virtual-meeting will be offered to allow Shareholders to attend the Meeting and vote online. Please refer to the Meeting ID and Shareholder ID on the proxy form to login to the website. Shareholders may submit questions ahead of the Meeting via the portal.

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

CHANGE OF ADDRESS

This form shows your address as it appears on 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.

APPOINTMENT OF A PROXY

If you wish to appoint the Chair as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chair, please write that person’s name in the box in Step 1. A proxy need not be a shareholder of the Company. A proxy may be an individual or a body corporate.

DEFAULT TO THE CHAIR OF THE MEETING

If you leave Step 1 blank, or if your appointed proxy does not attend the Meeting, then the proxy appointment will automatically default to the Chair of the Meeting.

VOTING DIRECTIONS – PROXY APPOINTMENT

You may direct your proxy on how to vote by placing a mark in one of the boxes opposite each resolution 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 resolution 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 a given resolution, your proxy may vote as they choose to the extent they are permitted by law. If you mark more than one box on a resolution, your vote on that resolution 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 Advanced Share Registry Limited or you may copy this form and return them both together.

To appoint a second proxy you must:

  • (a) on each 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.

COMPLIANCE WITH LISTING RULE 14.11

In accordance to Listing Rule 14.11, if you hold shares on behalf of another person(s) or entity/entities or you are a trustee, nominee, custodian or other fiduciary holder of the shares, you are required to ensure that the person(s) or entity/entities for which you hold the shares are not excluded from voting on resolutions where there is a voting exclusion. Listing Rule 14.11 requires you to receive written confirmation from the person or entity providing the voting instruction to you and you must vote in accordance with the instruction provided.

Joint Holding:

Where the holding is in more than one name, all of the security holders should sign.

Power of Attorney:

If you have not already lodged the Power of Attorney with Advanced Share Registry, please attach the original or 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 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.

LODGE YOUR PROXY FORM

This Proxy Form (and any power of attorney under which it is signed) must be received at an address given below by 8.00 am (AWST) on 2 July 2022, being not later than 48 hours before the commencement of the Meeting. Proxy Forms received after that time will not be valid for the scheduled Meeting.

ONLINE PROXY APPOINTMENT

www.advancedshare.com.au/investor-login

BY MAIL Advanced Share Registry Limited 110 Stirling Hwy, Nedlands WA 6009; or PO Box 1156, Nedlands WA 6909

BY FAX +61 8 6370 4203 BY EMAIL [email protected] IN PERSON Advanced Share Registry Limited 110 Stirling Hwy, Nedlands WA 6009

ALL ENQUIRIES TO Telephone: +61 8 9389 8033

By lodging your proxy votes, you confirm to the company that you are in compliance with Listing Rule 14.11.

CORPORATE REPRESENTATIVES

If a representative of a nominated 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 Corporate Representative Form may be obtained from Advanced Share Registry.

SIGNING INSTRUCTIONS ON THE PROXY FORM

Individual:

Where the holding is in one name, the security holder must sign.