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PILOT ENERGY LIMITED — AGM Information 2021
Feb 7, 2021
65558_rns_2021-02-07_8961d09c-f7a7-407b-8536-366d4f278267.pdf
AGM Information
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PILOT ENERGY LIMITED ABN 86 115 229 984
NOTICE OF ANNUAL GENERAL MEETING EXPLANATORY MEMORANDUM
AND
PROXY FORM
Date of Meeting Wednesday, 10 March 2021
Time of Meeting 9.00am (AEDT) Place of Meeting To be held virtually via Lumi Online Platform
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PILOT ENERGY LIMITED
ABN 86 115 229 984
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the Annual General Meeting of shareholders of Pilot Energy Limited (" Company ") will be held at 9.00am (AEDT) on Wednesday, 10 March 2021.
In order to determine voting entitlements, the register of Shareholders will be closed at 7:00pm (AEDT) on 8 March 2021.
An Explanatory Statement containing information in relation to each of the Resolutions to be put to the Meeting accompanies this Notice.
ATTENDING THE MEETING VIRTUALLY
Due to the current circumstances relating to COVID-19 and the associated restrictions on travel and public gatherings, the Treasurer has introduced temporary modifications to the Corporations Act 2001 (Cth) to allow the Notice of Meeting and other information regarding the Meeting to be provided electronically and to allow Shareholders to participate in the Meeting using the online facility which facilitates direct voting and questions. Consistent with Corporations (Coronavirus Economic Response) Determination (No.1) 2020, the Company has elected to host the Meeting virtually, through the Lumi online platform ( Lumi ), to ensure all Shareholders are still able to attend and participate in the Meeting.
Shareholders will be able to view the meeting presentations and listen to the meeting live, submit questions to the Chairman in real time and vote on Resolutions through Lumi.
Shareholders who wish to participate in the Meeting online may do so:
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(a) From their computer, by entering the URL into their browser: https://web.lumiagm.com/338475902.
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(b) From their mobile device by either entering the URL in their browser: https://web.lumiagm.com/338475902 or by using the Lumi app, which is available by downloading the app from the Apple App Store or Google Play Store.
If you choose to participate in the Meeting online or through the app, you can log in to the meeting by entering:
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(a) Your username, which is your Voting Access Code (VAC), which can be located on the first page of your proxy form or Notice of Meeting email.
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(b) Your password, which is the postcode registered to your holding if you are an Australian shareholder. Overseas shareholders should refer to the user guide for their password details.
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(c) If you have been nominated as a third-party proxy, please contact Boardroom on 1300 737 760.
Attending the meeting online enables Shareholders to view the Meeting live and to also ask questions and cast direct votes at the appropriate times whilst the meeting is in progress.
More information regarding participating in the Meeting online can be found in the Online Voting User Guide attached.
AGENDA
ORDINARY BUSINESS
Financial Statements and Reports
To receive and consider the annual financial report for the Company for the financial year ended 30 September 2020 together with the declaration of the Directors, the Directors' Report, the Remuneration Report and the Auditor's Report.
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Resolution 1: Adoption of the Remuneration Report
To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution :
“ That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report contained within the Company’s annual financial report for the financial year ended 30 September 2020 .”
Note 1: the vote on this resolution is advisory only and does not bind the Directors of the Company.
Note 2: If 25% or more of votes that are cast are voted against the adoption of the Remuneration Report at two consecutive annual general meetings, Shareholders will be required to vote at the second of those annual general meetings on a resolution (a "spill resolution") that another meeting be held within 90 days at which all of the Company's Directors (other than the Managing Director and CEO) must stand for re-election.
Voting Prohibition Statement:
The Company will disregard any votes cast on Resolution 1 by or on behalf of:
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(a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or
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(b) an associate or Closely Related Party of a member of the Key Management Personnel.
However, this does not apply to a vote cast on Resolution 1 by:
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(a) a person as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with directions given to the proxy or attorney to vote on the resolution in that way; or
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(b) the Chair of the meeting 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
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(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:
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(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
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(ii) the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way.
Resolution 2: Election of Director – Mr Bradley Lingo
To consider, and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That for the purposes of Rule 3.3 of the Constitution, ASX Listing Rule 14.4 and all other purposes, Mr Bradley Lingo, a Director who, was appointed since the last Annual General Meeting of the Company, retires and being eligible, is elected as a Director.”
Resolution 3: Election of Director – Mr Daniel Chen
To consider, and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That for the purposes of Rule 3.3 of the Constitution, ASX Listing Rule 14.4 and all other purposes, Mr Daniel Chen, a Director who was appointed since the last Annual General Meeting of the Company, retires and being eligible, is elected as a Director.”
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Resolution 4: Re-Election of Director – Mr Michael Lonergan
To consider, and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :
“That in accordance with Rule 3.6 of the Constitution and for all other purposes, Mr Michael Lonergan who retires as a Director by rotation and being eligible, is re-elected as a Director.”
By Order of the Board
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Lisa Dadswell Company Secretary
Dated: 8 February 2021
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ENT I T L E MENT T O ATT E N D AND V O T E
The Company may specify a time, not more than 48 hours before the Meeting, at which a “snap-shot” of Shareholders will be taken for the purposes of determining Shareholder entitlements to vote at the Annual General Meeting.
The Company’s Directors have determined that all Shares of the Company that are quoted on ASX at 7:00pm (AEDT) on 8 March 2021 shall, for the purposes of determining voting entitlements at the Annual General Meeting, be taken to be held by the persons registered as holding the Shares at that time.
VOTING IN PERSON
To vote in person, attend the Meeting at the time, date and using the link set out above.
VOTING BY PROXY
To vote by proxy, please complete and sign the Proxy Form accompanying this notice 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:
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(a) each Shareholder has a right to appoint a proxy;
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(b) the proxy need not be a member of the Company; and
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(c) a Shareholder who is entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints two 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.
The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy Forms.
CORPORATE REPRESENTATIVE
Body corporate Members may attend and vote during the meeting via corporate representative by using the Lumi website or the Lumi app using the Voting Access Code found on the Proxy Form. Only one login per body corporate with voting rights will be permitted and any other people from the body corporate wishing to attend should register as guests to attend the meeting. By entering the body corporate’s Voting Access Code, you will be taken to have certified pursuant to section 250D of the Corporations Act that you have been validly appointed as the body corporate’s representative to exercise all or any of the powers the body corporate may exercise at the AGM.
ENQUIRIES
Shareholders are invited to contact the Company Secretary, Lisa Dadswell on +61 2 8016 2819 if they have any queries in respect of the matters set out in this document.
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PILOT ENERGY LIMITED
ABN 86 115 229 984
EXPLANATORY STATEMENT
This Explanatory Statement is intended to provide Shareholders with sufficient information to assess the merits of the Resolutions contained in the accompanying Notice of the Company. The Meeting will be held virtually via the Lumi online platform.
The Directors recommend Shareholders read this Explanatory Statement in full before making any decision in relation to the Resolutions.
The following information should be noted in respect of the various matters contained in the accompanying Notice.
FINANCIAL STATEMENTS AND REPORTS
The business of the Annual General Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 September 2020, together with the declaration of the Directors, the Directors’ Report, the Remuneration Report and the Auditor's Report.
A copy of the Company’s 2020 Annual Report is available on the Company’s ASX platform (ASX: PGY) and on the website www.pilotenergy.com.au. Alternatively, a hard copy will be made available upon request.
At the Annual General Meeting, Shareholders will have the opportunity to ask the Company’s auditor, MNSA Pty Ltd, questions in relation to the conduct of the audit, the Auditor’s Report, the Company’s accounting policies, and the independence of the auditor.
In addition to taking questions at the Meeting, written questions to the Chair about the management of the Company, or to the Company’s auditor about:
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(a) the preparation and content of the auditor’s report;
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(b) the conduct of the audit;
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(c) accounting policies adopted by the Company in relation to the preparation of the Annual Financial Statements; and
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(d) the independence of the auditor in relation to the conduct of the audit,
may be submitted no later than five business days before the meeting date to the Company Secretary.
RESOLUTION 1: ADOPTION OF REMUNERATION REPORT
General
The Corporations Act requires that at a listed company’s annual general meeting, a resolution that the Remuneration Report be adopted must be put to the Shareholders. However, such a resolution is advisory only and does not bind the Directors or the Company.
The Remuneration Report sets out the Company’s remuneration arrangements for the Directors and senior management of the Company. The Remuneration Report is part of the Directors’ Report contained in the annual financial report of the Company for a financial year.
The chair of the Meeting must allow a reasonable opportunity for its shareholders to ask questions about, or make comments on, the Remuneration Report at the Annual General Meeting.
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Voting consequences
A company is required to put to its shareholders a resolution proposing the calling of another meeting of shareholders to consider the appointment of directors of the company (Spill Resolution) if, at two consecutive annual general meetings, at least 25% of the votes cast on a remuneration report resolution are voted against adoption of the remuneration report and at the first of those annual general meetings a Spill Resolution was not put to vote. If required, the Spill Resolution must be put to vote at the second of those annual general meetings.
If more than 50% of votes cast are in favour of the Spill Resolution, the company must convene a shareholder meeting (Spill Meeting) within 90 days of the second annual general meeting.
All of the directors of the company who were in office when the directors' report (as included in the company’s annual financial report for the most recent financial year) was approved, other than the managing director of the company, will cease to hold office immediately before the end of the Spill Meeting but may stand for reelection at the Spill Meeting.
Following the Spill Meeting those persons whose election or re-election as directors of the company is approved will be the directors of the company.
Proxy restrictions
Shareholders appointing a proxy for Resolution 1 should note the following:
(a) If you appoint a member of the Key Management Personnel (other than the Chair) as your proxy
If you elect to appoint a member of the Key Management Personnel (other than the Chair) whose remuneration details are included in the Remuneration Report, or a Closely Related Party of that member, you must direct the proxy how they are to vote . Undirected proxies granted to these persons will not be voted and will not be counted in calculating the required majority if a poll is called on this Resolution.
- (b) If you appoint the Chair as your proxy
If you elect to appoint the Chair where he/she is also a member of the Key Management Personnel whose remunerations details are included in the Remuneration Report, or a Closely Related Party of such a member, you must direct the Chair how they are to vote. Undirected proxies granted to these persons will be voted in favour of all Resolutions.
(c) If you appoint any other person as your proxy
You do not need to direct your proxy how to vote, and you do not need to tick any further acknowledgement on the Proxy Form. Undirected proxies granted to these persons will be voted at their discretion.
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RESOLUTIONS 2 & 3: ELECTION OF DIRECTORS – MR BRADLEY LINGO AND MR DANIEL CHEN
General
ASX Listing Rule 14.4 provides that a director appointed since the last annual general meeting of the Company must retire and seek election at the next annual general meeting of the company.
Rule 3.3 of the Company’s Constitution also requires that any person appointed as a Director by the Board:
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(a) automatically retires at the next annual general meeting and is eligible for re-election at that annual general meeting; and
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(b) is not taken into account in deciding the rotation or retirement of Directors of the number of them to retire by rotation at that general meeting.
Each of Mr Lingo and Mr Chen was appointed as a Director by the Board on 15 May 2020 and 15 September 2020 respectively. As their appointments were after the Company’s last annual general meeting, each of Mr Lingo and Mr Chen must retire and seek election at the Meeting.
About Mr Brad Lingo
Brad has extensive experience in developing and implementing business strategy to create and maximize value in the Australian and International oil, gas and energy markets. Throughout his 30-year career, Brad has held a number of senior executive roles namely at Drillsearch, Commonwealth Bank of Australia, Sunshine Gas and Epic Energy – all focused on developing and implementing focused business development strategies aimed at growing and delivering shareholder value.
About Mr Daniel Chen
Daniel has over 17 years of business, project management and leadership experience, predominantly with Fortune Top 200 companies in port, maritime and logistic industries. He has led several global implementation projects in Asia, Europe and Oceania throughout his career thus far.
Highlights include development of the world’s first fully automated container terminal, regional procurement responsibilities for an annual spend of USD 200 million, and working with multiple global supply chain providers to reengineer existing processes to improve operational efficiency. Recently, Daniel has advised Orient Energy and Denison Gas in Australia on various corporate initiatives.
Further information on Mr Brad Lingo and Mr Daniel Chen can be found in the Company’s Annual Report.
Director Independence
Having regard to the ASX Corporate Governance Principles, the Board considers Mr Brad Lingo and Mr Daniel Chen to be non-independent Directors.
Directors Recommendations
The Directors unanimously:
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(a) with Mr Brad Lingo abstaining, recommend that Shareholders vote in favour of Resolution 2; and
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(b) with Mr Daniel Chen abstaining, recommend that Shareholders vote in favour of Resolution 3.
RESOLUTION 4: RE - ELECTION OF DIRECTOR – MR MICHAEL LONERGAN
General
Other than a Director appointed by the Board, the managing Director or an alternate Director, Rule 3.6 of the Constitution requires that one-third of the Directors to retire and seek election at each annual general meeting by rotation.
As each of Mr Brad Lingo and Mr Daniel Chen was appointed as Directors by the Board, being the only Director subject to retirement by rotation, Mr Michael Lonergan must retire from office and seek for re-election.
Mr Michael Lonergan is eligible and has offered himself for re-election.
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About Mr Michael Lonergan
Michael is a Petroleum Geophysicist with over 33 years of domestic and international oil and gas experience. He has held senior technical and project management roles during his career, having worked for Delhi Petroleum, Oil Company of Australia, Origin Energy, Rohöl-Aufsuchungs Aktiengesellschaft, Mosaic Oil, AGL and Pangaea Resources.
Director Independence
Having regard to the ASX Corporate Governance Principles, the Board considers Mr Michael Lonergan to be a non- independent Director.
Directors Recommendations
The Directors, with Mr Michael Lonergan abstaining, unanimously recommends that Shareholders vote in favour of Resolution 4.
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GLOSSARY
AEDT means Australian Eastern Daylight Time (Sydney, Australia).
Annual General Meeting or Meeting means the meeting convened by this Notice.
ASX means ASX Limited (ACN 008 624 691) or the Australian Securities Exchange, as the context requires.
ASX Listing Rules means the Listing Rules of ASX.
Board means the board of Directors.
Closely Related Party of a member of the Key Management Personnel means:
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(a) a spouse or child of the member;
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(b) a child of the member’s spouse;
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(c) a dependent of the member or the member’s spouse;
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(d) anyone else who is one of the member’s f10
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(e) ly and may be expected to influence the member, or be influenced by the member, in the member’s dealing with the entity;
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(f) a company the member controls; or
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(g) 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 Pilot Energy Limited ABN 86 115 229 984.
Constitution means the Company’s constitution.
Directors means the current directors of the Company.
Explanatory Statement means the explanatory statement accompanying the Notice.
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.
Meeting means the Company’s 2021 annual general meeting the subject of this Notice.
Notice or Notice of Meeting or Notice of Annual General Meeting means this notice of Annual General Meeting including the Explanatory Statement and the Proxy Form.
Resolutions means the resolutions set out in the Notice of Meeting, or any one of them, as the context requires.
Share or Ordinary Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a holder of a Share.
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Instructions for Completing ‘Appointment of Proxy’ Form
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Appointing a Proxy : A member with two or more votes entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies to attend and vote on a poll on their behalf. The appointment of a second proxy must be done on a separate copy of the Proxy Form. Where more than one proxy is appointed, such proxy must be allocated a proportion of the member’s voting rights. If a member appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half the votes. A duly appointed proxy need not be a member of the Company.
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Proxy vote if appointment specifies way to vote : Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does :
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(a) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e., as directed);
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(b) if the proxy has 2 or more appointments that specify different ways to vote on the resolution - the proxy must not vote on a show of hands;
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(c) if the proxy is the chair of the meeting at which the resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e., as directed); and
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(d) if the proxy is not the chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e., as directed).
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Transfer of non-chair proxy to chair in certain circumstances : Section 250BC of the Corporations Act provides that, if:
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(a) an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members;
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(b) the appointed proxy is not the chair of the meeting;
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(c) at the meeting, a poll is duly demanded on the resolution; and
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(d) either of the following applies:
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(i) the proxy is not recorded as attending the meeting;
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(ii) the proxy does not vote on the resolution,
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the chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.
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Signing Instructions :
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(a) Individual : Where the holding is in one name, the member must sign.
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(b) Joint Holding : Where the holding is in more than one name, all of the members should sign.
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(c) Power of Attorney : If you have not already provided the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.
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(d) Companies : Where the company has a sole director who is also the sole company secretary, that person must sign. Where the company (pursuant to Section 204A of the Corporations Act) does not have a company secretary, a sole director can also sign alone. Otherwise, a director jointly with either another director or a company secretary must sign. Please sign in the appropriate place to indicate the office held.
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Attending the Meeting : Completion of a Proxy Form will not prevent individual members from attending the Annual General Meeting in person if they wish. Where a member completes and lodges a valid Proxy Form and attends the Annual General Meeting in person, then the proxy’s authority to speak and vote for that member is suspended while the member is present at the Annual General Meeting.
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Voting in person :
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(a) A Shareholder that is an individual may attend and vote in person at the Meeting. If you wish to attend the Meeting, please bring the attached proxy form to the Meeting to assist in registering your attendance and number of votes. Please arrive 15 minutes prior to the start of the Meeting to facilitate this registration process.
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(b) A Shareholder that is a corporation may appoint an individual to act as its representative to vote at the Meeting in accordance with Section 250D of the Corporations Act. The appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission. A form of the Certificate is enclosed with this Notice of Meeting
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Return of Proxy Form : To vote by proxy, please complete and sign the enclosed Proxy Form and return the Proxy Form (and any Power of Attorney under which it is signed):
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(a) By mail to Boardroom Pty Limited, GPO Box 3993, Sydney NSW 2001, Australia. (b) By fax to +61 2 9290 9655.
so that it is received by 9.00am (AEDT) on 8 March 2021. Proxy Forms received later than this time will be invalid.
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All Correspondence to:
By Mail Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001 Australia By Fax: +61 2 9290 9655 Online: www.boardroomlimited.com.au By Phone: (within Australia) 1300 737 760 (outside Australia) +61 2 9290 9600
YOUR VOTE IS IMPORTANT
For your vote to be effective it must be recorded before 9:00am (AEDT) on Monday 8 March 2021.
| | TO | VOTE ONLINE | BY SMARTPHONE |
|---|---|---|---|
| STEP | 1: | VISIThttps://www.votingonline.com.au/pilotagm2021 | |
| STEP | 2: | Enter your Postcode OR Country of Residence (if outside Australia) | |
| STEP | 3: | Enter your Voting Access Code (VAC): |
Scan QR Code using smartphone QR Reader App
TO VOTE BY COMPLETING THE PROXY FORM
STEP 1 APPOINTMENT OF PROXY
Indicate who you want to appoint as your Proxy.
If you wish to appoint the Chair of the Meeting as your proxy, mark the box. If you wish to appoint someone other than the Chair of the Meeting as your proxy please write the full name of that individual or body corporate. If you leave this section blank, or your named proxy does not attend the meeting, the Chair of the Meeting will be your proxy. A proxy need not be a securityholder of the company. Do not write the name of the issuer company or the registered securityholder in the space.
Appointment of a Second Proxy
You are entitled to appoint up to two proxies to attend the meeting and vote. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by contacting the company’s securities registry or you may copy this form.
STEP 3 SIGN THE FORM
The form must be signed as follows: Individual: This form is to be signed by the securityholder.
Joint Holding : where the holding is in more than one name, all the securityholders should sign.
Power of Attorney: to sign under a Power of Attorney, you must have already lodged it with the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form when you return it.
Companies: this form must be signed by a Director jointly with either another Director or a Company Secretary. Where the company has a Sole Director who is also the Sole Company Secretary, this form should be signed by that person. Please indicate the office held by signing in the appropriate place.
STEP 4 LODGEMENT
To appoint a second proxy you must:
(a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting rights or the number of securities 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. (b) return both forms together in the same envelope.
STEP 2 VOTING DIRECTIONS TO YOUR PROXY
To direct your proxy how to vote, mark one of the boxes opposite each item of business. All your securities will be voted in accordance with such a direction unless you indicate only a portion of securities are to be voted on any item by inserting the percentage or number that you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item for all your securities your vote on that item will be invalid.
Proxy which is a Body Corporate
Where a body corporate is appointed as your proxy, the representative of that body corporate attending the meeting must have provided an “Appointment of Corporate Representative” prior to admission. An Appointment of Corporate Representative form can be obtained from the company’s securities registry.
Proxy forms (and any Power of Attorney under which it is signed) must be received no later than 48 hours before the commencement of the meeting, therefore by 9:00am (AEDT) on Monday, 8 March 2021. Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy forms may be lodged using the enclosed Reply Paid Envelope or:
Online https://www.votingonline.com.au/pilotagm2021 By Fax + 61 2 9290 9655 By Mail Boardroom Pty Limited GPO Box 3993, Sydney NSW 2001 Australia In Person Boardroom Pty Limited Level 12, 225 George Street, Sydney NSW 2000 Australia
Attending the Meeting
No attendance will be permitted at the meeting. Refer to the Notice of Meeting for further information on participating in the virtual meeting .
Pilot Energy Limited ABN 86 115 229 984
Your Address
This is your address as it appears on the company’s share register. If this is incorrect, please mark the box with an “X” and make the correction in the space to the left. Securityholders sponsored by a broker should advise their broker of any changes. Please note, you cannot change ownership of your securities using this form.
PROXY FORM
STEP 1 APPOINT A PROXY
I/We being a member/s of Pilot Energy Limited (Company) and entitled to attend and vote hereby appoint:
the Chair of the Meeting (mark box)
OR if you are NOT appointing the Chair of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered securityholder) you are appointing as your proxy below
or failing the individual or body corporate named, or if no individual or body corporate is named, the Chair of the Meeting as my/our proxy at the Annual General Meeting of the Company to be held virtually at https://web.lumiagm.com/338475902 on Wednesday, 10 March 2021 at 9:00am (AEDT) and at any adjournment of that meeting, to act on my/our behalf and to vote in accordance with the following directions or if no directions have been given, as the proxy sees fit.
Chair of the Meeting authorised to exercise undirected proxies on remuneration related matters: If I/we have appointed the Chair of the Meeting as my/our proxy or the Chair of the Meeting becomes my/our proxy by default and I/we have not directed my/our proxy how to vote in respect of Resolution 1, I/we expressly authorise the Chair of the Meeting to exercise my/our proxy in respect of this Resolution even though Resolution 1 is connected with the remuneration of a member of the key management personnel for the Company.
The Chair of the Meeting will vote all undirected proxies in favour of all Items of business (including Resolution 1). If you wish to appoint the Chair of the Meeting as your proxy with a direction to vote against, or to abstain from voting on an item, you must provide a direction by marking the 'Against' or 'Abstain' box opposite that resolution.
| STEP 2 VOTING DIRECTIONS * If you mark the Abstain box for a particular item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your vote will not be counted in calculatingthe required majorityif apoll is called. |
|
|---|---|
For Against Abstain*
| Resolution | 1 | Adoption of the Remuneration Report |
|---|---|---|
| Resolution | 2 | Election of Director – Mr Bradley Lingo |
| Resolution | 3 | Election of Director – Mr Daniel Chen |
| Resolution | 4 | Re-Election of Director – Mr Michael Lonergan |
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STEP 3 SIGNATURE OF SECURITYHOLDERS
This form must be signed to enable your directions to be implemented.
Individual or Securityholder 1 Securityholder 2 Sole Director and Sole Company Secretary Director
Securityholder 3
Director / Company Secretary
Contact Name…………………………………………….... Contact Daytime Telephone………………………................................ Date / / 2021