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RED SKY ENERGY LIMITED. — Proxy Solicitation & Information Statement 2020
Nov 22, 2020
65727_rns_2020-11-22_9b3c349a-4030-4803-98a9-3b66d5fdcad6.pdf
Proxy Solicitation & Information Statement
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20 November 2020
Dear Shareholder
RED SKY ENERGY LIMITED GENERAL MEETING – COVID-19 ARRANGEMENTS
Red Sky Energy Limited (“the Company”) advises that a General Meeting of the shareholders of the Company is scheduled to be held by virtual technology on 22 December 2020 at 11:00am (Melbourne time) (“the Meeting”).
In accordance with temporary modifications to the Corporations Act under the Corporations (Coronavirus Economic Response) Determination (No. 3) 2020, hard copies of the Notice of General Meeting are not being mailed to shareholders. The Notice of General Meeting can be viewed, accessed and downloaded via the following direct link to the ASX announcements platform of the Company:
https://www2.asx.com.au/markets/trade-our-cash-market/announcements.rog
The health and safety of members and personnel, and other stakeholders, is the highest priority and the Company is acutely aware of the current circumstances resulting from COVID-19. While the COVID-19 situation remains volatile and uncertain, based on the best information available to the Board at the time of the Notice of General Meeting, the Company intends to conduct the Meeting virtually via Zoom.
Shareholders are strongly encouraged to vote by lodging a directed proxy appointing the Chairman before 11.00am (Melbourne time) on 20 December 2020. A personalised proxy form is enclosed. Proxies can be lodged in accordance with the instructions in the personalised proxy form enclosed with this letter.
Arrangements for attendance by Zoom, with the ability to ask questions, can be made by contacting Pauline Moffatt, the joint Company Secretary, by email to [email protected] at least two business days before the meeting. Arrangements will be made for direct voting by way of a poll at the virtual Meeting by shareholders, proxies, corporate representatives and holders of powers of attorney.
In addition, the Company is happy to accept and answer questions submitted at least two business days prior to the Meeting by email to [email protected] .
Because the conditions and potential restrictions and other requirements for meetings relating to COVID19 are rapidly changing, if it becomes necessary or appropriate to make alternative arrangements to those set out in this Notice of the General Meeting the Company will announce the alternative arrangements to ASX. Shareholders are encouraged to check for announcements of the Company at the ASX website www2.asx.com.au, search code “ROG”.
The Company thanks shareholders for their ongoing support.
Yours faithfully
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Adrien Wing Director/Joint Company Secretary
RED SKY ENERGY LIMITED Level 2, 480 Collins Street ABN 94 099 116 275 Melbourne VIC 3000 Australia
P + 61(0)3 9614 0600
F + 61(0)3 9614 0550 www. redskyenergy.com.au
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LODGE YOUR PROXY APPOINTMENT ONLINE
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.
IMPORTANT NOTE: While the COVID-19 situation remains volatile and uncertain, based on the best information available to the Board at the time of the Notice, the Company intends to conduct the Meeting virtually. Shareholders are strongly encouraged to vote by lodging a directed proxy appointing the Chair as early as possible and in any event prior to the cut-off for proxy voting as set out in the Notice (being 11.00am (Melbourne time) on 22 December 2020)
2020 GENERAL MEETING PROXY FORM
I/We being shareholder(s) of Red Sky Energy Limited and entitled to attend and vote hereby:
APPOINT A PROXY
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The Chair of the PLEASE NOTE: If you leave the section blank, OR Meeting 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) are 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 virtually 22 December 2020 at 11.00am (Melbourne time) and at any adjournment or postponement of that Meeting.
CHAIR’S VOTING INTENTION IN RELATION TO UNDIRECTED PROXIES:
The Chair intends to vote undirected proxies in favour of the Resolution. In exceptional circumstances the Chair may change his/her voting intention on the Resolution. In the event this occurs an ASX announcement will be made immediately disclosing the reasons for the change.
VOTING DIRECTIONS
Resolution
1 Ratification of prior issue of Shares
For Against Abstain* ◼ ◼ ◼
- If you mark the Abstain box for the 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) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director 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
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Please tick here to agree to receive communications sent by the Company via email. This may include meeting notifications, dividend remittance, and selected announcements.
COVID-19: RED SKY ENERGY LIMITED GENERAL MEETING
The health and safety of members and personnel, and other stakeholders, is the highest priority and the Company is acutely aware of the current circumstances resulting from COVID-19. While the COVID-19 situation remains volatile and uncertain, based on the best information available to the Board at the time of the Notice, the Company intends to conduct the Meeting virtually via Zoom. Details of how shareholders can register to attend the Meeting are set out on the cover of the Notice. The Company is also happy to accept questions from shareholders ahead of the Meeting in accordance with the Notice. Shareholders are recommended to lodge their directed proxy form appointing the Chair ahead of the Meeting as early as possible and in any event prior to the cut-off for proxy voting as set out in this proxy form.
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.
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.
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.
SIGNING INSTRUCTIONS ON THE PROXY FORM
Individual:
Where the holding is in one name, the security holder must sign.
Joint Holding:
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 the 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.
PLEASE NOTE: If you appoint the Chair as your proxy (or if he is appointed by default) but do not direct him how to vote on a resolution (that is, you do not complete any of the boxes “For”, “Against” or “Abstain” opposite that resolution), the Chair may vote as he sees fit on that resolution.
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:
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(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
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(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.
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 11.00am (Melbourne time) on 20 December 2020, 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.
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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.