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REDIVIUM LIMITED — Proxy Solicitation & Information Statement 2013
Apr 29, 2013
65703_rns_2013-04-29_75ac738d-2ebe-463d-8607-d34ca1c6717a.pdf
Proxy Solicitation & Information Statement
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HANNANS REWARD LIMITED ACN 099 862 129
NOTICE OF GENERAL MEETING
TIME: 10:00am (WST)
DATE: 6 June 2013
PLACE: The Park Business Centre 45 Ventnor Avenue WEST PERTH WA 6005
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.
Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (+61 8) 9324 3388.
CONTENTS PAGE
| Business of the Meeting (setting out the proposed resolutions) | 2 |
|---|---|
| Explanatory Statement (explaining the proposed resolutions) | 4 |
| Glossary | 10 |
Proxy Form
IMPORTANT INFORMATION
TIME AND PLACE OF MEETING
Notice is given that the Meeting of the Shareholders to which this Notice of Meeting relates will be held at 10:00am (WST) on 6 June 2013 at:
The Park Business Centre 45 Ventnor Avenue WEST PERTH WA 6005
YOUR VOTE IS IMPORTANT
The business of the Meeting affects your shareholding and your vote is important.
VOTING ELIGIBILITY
The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 10:00am (WST) on 4 June 2013.
VOTING IN PERSON
To vote in person, attend the Meeting at the time, date and place set out above.
VOTING BY PROXY
To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.
BUSINESS OF THE MEETING
AGENDA
1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE – PLACEMENT
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the allotment and issue of 126,334,403 Shares on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion: The Company will disregard any votes cast on this Resolution by a person who participated in the issue and any associates of those persons. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
2. RESOLUTION 2 – PLACEMENT TO DIRECTORS – DAMIAN HICKS
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to allot and issue up to 2,500,000 Shares to Damian Hicks (or his nominee) on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion Statement: The Company will disregard any votes cast on this Resolution by Damian Hicks (and his nominee) and any of their associates. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
3. RESOLUTION 3 – PLACEMENT TO DIRECTORS – MARKUS BACHMANN
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to allot and issue up to 10,000,000 Shares to Markus Bachmann (or his nominee) on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion Statement: The Company will disregard any votes cast on this Resolution by Markus Bachmann (and his nominee) and any of their associates. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
4. RESOLUTION 4 – PLACEMENT TO DIRECTORS – JONATHAN MURRAY
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to allot and issue up to 2,500,000 Shares to Jonathan Murray (or his nominee) on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion Statement: The Company will disregard any votes cast on this Resolution by Jonathan Murray (and his nominee) and any of their associates. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
5. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE – OCTOBER 2012 PLACEMENT
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the allotment and issue of 15,058,824 Shares on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion: The Company will disregard any votes cast on this Resolution by a person who participated in the issue and any associates of those persons. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
6. RESOLUTION 6 – FUTURE PLACEMENT OF SHARES
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to allot and issue up to 200,000,000 Shares on the terms and conditions set out in the Explanatory Statement."
Voting Exclusion: The Company will disregard any votes cast on this Resolution by any person who may participate in the proposed issue and a person who might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if the Resolution is passed and any associates of those persons. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
DATED: 29 APRIL 2013
BY ORDER OF THE BOARD
DAMIAN HICKS MANAGING DIRECTOR
EXPLANATORY STATEMENT
This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions which are the subject of the business of the Meeting.
1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE - PLACEMENT
1.1 Background
As announced to ASX on 25 March 2013, the Company issued 126,334,403 Shares at an issue price of $0.02 per Share to raise $2,526,688.
The issue was the first of two tranches of a placement undertaken by the Company (Placement). The first tranche, the subject of this Resolution 1, was issued to institutional and sophisticated investors. The second tranche, the subject of Resolutions 2 to 4, (inclusive) will be issued to Directors of the Company following receipt of Shareholder approval.
Patersons Securities Limited acted as lead manager to the Placement.
Funds raised from the Placement will be used to advance exploration at the Company's 100% owned Pahtohavare copper-gold project in northern Sweden, and more specifically to:
- (a) continue data validation and interpretation of historical data at the Central, Southern and South-Eastern orebodies;
- (b) continue interpretation of the recent geophysical survey over anomalies at the Southern and South-Eastern orebodies; and
- (c) complete an extensive drill program at the Central orebody to:
- (i) test geological, geochemical geophysical targets prospective for copper-gold mineralisation;
- (ii) test extensions to known copper-gold mineralisation; and
- (iii) confirm existing mineralisation through twin hole drilling to allow for release of a maiden JORC mineral resource.
1.2 General
Resolution 1 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of the 126,334,403 Shares (Ratification).
ASX Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue more equity securities during any 12 month period than that amount which represents 15% of the number of fully paid ordinary securities on issue at the commencement of that 12 month period.
ASX Listing Rule 7.1A provides that a company may seek Shareholder approval at its annual general meeting to allow it to issue Securities up to 10% of its issued capital, provided that it is an eligible entity (Eligible Entity).
An Eligible Entity is one that, as at the date of the relevant annual general meeting:
- (a) is not included in the S&P/ASX 300 Index; and
- (b) has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000.
At the time approval was obtained, the Company was an Eligible Entity as it was not included in the S&P/ASX 300 Index and had a market capitalisation of $12,000,000.
ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1 and 7.1A. It provides that where a company in general meeting ratifies the previous issue of securities made pursuant to ASX Listing Rule 7.1 or 7.1A (and provided that the previous issue did not breach ASX Listing Rule 7.1 or 7.1A) those securities will be deemed to have been made with shareholder approval for the purpose of ASX Listing Rule 7.1 and 7.1A.
By ratifying this issue, the Company will retain the flexibility to issue equity securities in the future up to the 15% annual placement capacity set out in ASX Listing Rule 7.1 and up to the 10% annual placement capacity set out in ASX Listing Rule 7.1A without the requirement to obtain prior Shareholder approval.
1.3 Technical information required by ASX Listing Rule 7.4
Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to the Ratification:
- (a) 126,334,403 Shares were allotted on the following basis:
- (i) 69,777,112 Shares issued pursuant to Listing Rule 7.1; and
- (ii) 56,557,291 Shares issued pursuant to Listing Rule 7.1A;
- (b) the issue price was at an average of $0.02 per Share (rounded down to the nearest cent). The average price was calculated upon the basis of:
- (i) 69,777,112 Shares issued at $0.0124 per Share pursuant to Listing Rule 7.1; and
- (ii) 56,557,291 Shares issued at $0.0289 per Share pursuant to Listing Rule 7.1A;
- (c) the Shares issued were all fully paid ordinary shares in the capital of the Company, issued on the same terms and conditions as the Company's existing Shares;
- (d) the Shares were allotted and issued to institutional and sophisticated investor clients of Patersons Securities Limited. None of these subscribers are related parties of the Company; and
- (e) the funds raised from this issue were used for the expansion of exploration activities on the Company's Pahtohavare copper/gold project. Refer to section 1.1 above for further detail.
2. RESOLUTIONS 2, 3 AND 4 – PLACEMENT TO DIRECTORS
2.1 General
As stated in Section 1.1 above, as part of the Placement the Company is seeking to issue a tranche of Shares to its Directors. Specifically, the Company is seeking to issue a total of 15,000,000 Shares to Damian Hicks, Markus Bachmann and Jonathan Murray (together, the Directors) in order to raise $300,000.
Resolutions 2 to 4 (inclusive) seeks Shareholder approval for the in the allotment and issue of up to a total of 15,000,000 Shares upon the following basis:
- (a) 2,500,000 Shares to Damian Hicks (or his nominee);
- (b) 10,000,000 Shares to Markus Bachmann (or his nominee); and
- (c) 2,500,000 Shares to Jonathan Murray (or his nominee),
(Participation).
2.2 Chapter 2E of the Corporations Act
For a public company, or an entity that the public company controls, to give a financial benefit to a related party of the public company, the public company or entity must:
- (a) obtain the approval of the public company's members in the manner set out in sections 217 to 227 of the Corporations Act; and
- (b) give the benefit within 15 months following such approval,
unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 of the Corporations Act.
The Participation will result in the issue of Shares which constitutes giving a financial benefit and the Directors are related parties of the Company by virtue of being Directors.
In respect of Resolution 2, the Directors (other than Damian Hicks who has a material personal interest in Resolution 2) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the Participation because the Shares will be issued to Damian Hicks on the same terms as Shares issued to non-related party participants in the Placement and as such the giving of the financial benefit is on arm's length terms.
In respect of Resolution 3, the Directors (other than Markus Bachmann who has a material personal interest in Resolution 3) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the Participation because the Shares will be issued to Markus Bachmann on the same terms as Shares issued to non-related party participants in the Placement and as such the giving of the financial benefit is on arm's length terms.
In respect of Resolution 4, the Directors (other than Jonathan Murray who has a material personal interest in Resolution 4) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the Participation because the Shares will be issued to Jonathan Murray on the same terms as Shares issued to non-related party participants in the Placement and as such the giving of the financial benefit is on arm's length terms.
2.3 ASX Listing Rule 10.11
ASX Listing Rule 10.11 also requires shareholder approval to be obtained where an entity issues, or agrees to issue, securities to a related party, or a person whose relationship with the entity or a related party is, in ASX's opinion, such that approval should be obtained unless an exception in ASX Listing Rule 10.12 applies.
As the Placement involves the issue of Shares to a related party of the Company, Shareholder approval pursuant to ASX Listing Rule 10.11 is required unless an exception applies. It is the view of the Directors that the exceptions set out in ASX Listing Rule 10.12 do not apply in the current circumstances.
2.4 Technical Information required by ASX Listing Rule 10.13
Pursuant to and in accordance with ASX Listing Rule 10.13, the following information is provided in relation to the Participation:
- (a) the Shares will be allotted and issued to:
- (i) Damian Hicks (or his nominee);
- (ii) Markus Bachmann (or his nominee); and
- (iii) Jonathan Murray (or his nominee);
- (b) the maximum number of Shares to be issued is 15,000,000 and they will be issued on the following basis;
- (i) 2,500,000 Shares to Damian Hicks (or his nominee);
- (ii) 10,000,000 Shares to Markus Bachmann (or his nominee);
- (iii) 2,500,000 Shares to Jonathan Murray (or his nominee);
- (c) the Shares will be issued no later than 1 month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that allotment will occur on the same date;
- (d) the issue price will be $0.02 per Share, being the same as all other Shares issued under the Placement;
- (e) the Shares issued will be fully paid ordinary shares in the capital of the Company, issued on the same terms and conditions as the Company's existing Shares; and
- (f) the funds raised will be used for the same purposes as all other funds raised under the Placement as set out in section 1.1 of this Explanatory Statement.
Approval pursuant to ASX Listing Rule 7.1 is not required for the Participation as approval is being obtained under ASX Listing Rule 10.11. Accordingly, the issue of Shares to the Directors (or their respective nominees) will not be included in the use of the Company's 15% annual placement capacity pursuant to ASX Listing Rule 7.1.
3. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE – OCTOBER 2012 PLACEMENT
3.1 Background
As announced to ASX on 31 October 2012, the Company completed a placement for the issue of 15,058,824 Shares at an issue price of $0.017 per Share to raise $256,000 to sophisticated investors.
Funds raised from the placement were applied to the following ends:
- (a) completion of a scoping study for the Rakkurijoki JORC iron inferred resource, the most advanced deposit within the Kiruna Iron Project, located in Sweden; and
- (b) continued exploration on the Company's extensive portfolio of coppergold projects in Sweden and Norway.
3.2 General
Resolution 5 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of those Shares (Ratification).
A summary of ASX Listing Rules 7.1 and 7.4 is set out in section 1.2 above.
By ratifying this issue, the Company will retain the flexibility to issue equity securities in the future up to the 15% annual placement capacity set out in ASX Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.
3.3 Technical information required by ASX Listing Rule 7.4
Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to the Ratification:
- (a) 15,058,824 Shares were allotted;
- (b) the issue price was $0.017 per Share;
- (c) the Shares issued were all fully paid ordinary shares in the capital of the Company, issued on the same terms and conditions as the Company's existing Shares;
- (d) the Shares were allotted and issued to sophisticated investors, who were existing shareholders of the Company and determined at the discretion of the Directors. None of these subscribers are related parties of the Company; and
- (e) the funds raised from this issue were used for the completion of a scoping study on the Rakkurijoki iron project.
4. RESOLUTION 6 – FUTURE PLACEMENT OF SHARES
4.1 General
Resolution 6 seeks Shareholder approval for the allotment and issue of up to 200,000,000 Shares (Future Placement).
Funds raised from the Future Placement will be applied towards further exploration and development of the copper-gold and iron projects in Sweden and for general working capital purposes.
A summary of ASX Listing Rules 7.1 and 7.4 is set out in section 1.2 above.
The effect of Resolution 6 will be to allow the Company to issue the Shares pursuant to the Future Placement during the period of 3 months after the Meeting (or a longer period, if allowed by ASX), without using the Company's 15% annual placement capacity.
4.2 Technical information required by ASX Listing Rule 7.1
Pursuant to and in accordance with ASX Listing Rule 7.3, the following information is provided in relation to the Future Placement:
- (a) the maximum number of Shares to be issued is 200,000,000;
- (b) the Shares will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that allotment will occur on the same date;
- (c) the issue price will be not less than 80% of the average market price of a Share in the 5 days prior to the issue;
- (d) The Directors will determine to whom the Shares will be issued but these persons will not be related parties of the Company;
- (e) the Shares issued will be fully paid ordinary shares in the capital of the Company, issued on the same terms and conditions as the Company's existing Shares; and
- (f) the Company intends to use the funds raised from the Future Placement towards further exploration and development of the copper-gold and iron projects in Sweden and for general working capital purposes.
GLOSSARY
$ means Australian dollars.
ASIC means the Australian Securities and Investments Commission.
ASX means ASX Limited.
ASX Listing Rules means the Listing Rules of ASX.
Board means the current board of directors of the Company.
Business Day means Monday to Friday inclusive, except New Year's Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.
Chair means the chair of the Meeting.
Company means Hannans Reward Limited (ACN 099 862 129).
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 the explanatory statement accompanying the Notice.
General Meeting or Meeting means the meeting convened by 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.
Notice or Notice of Meeting means this notice of meeting including the Explanatory Statement and the Proxy Form.
Proxy Form means the proxy form accompanying the Notice.
Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.
Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a holder of a Share.
WST means Western Standard Time as observed in Perth, Western Australia.
PROXY FORM
APPOINTMENT OF PROXY HANNANS REWARD LIMITED ACN 099 862 129
GENERAL MEETING
| I/We | ||||
|---|---|---|---|---|
| of | ||||
| appoint | being a Shareholder entitled to attend and vote at the Meeting, herebyName of proxy | |||
| OR | the Chair as my/our proxy |
or failing the person so named or, if no person is named, the Chair, or the Chair's nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit, at the Meeting to be held at The Park Business Centre, 45 Ventnor Avenue, West Perth, WA 6005, on 6 June 2013 at 10.00am (WST) and at any adjournment thereof.
The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote.
| Voting on business of the Meeting | FOR | AGAINST | ABSTAIN |
|---|---|---|---|
| Resolution 1 – Ratification of Prior Issue - Placement | |||
| Resolution 2 – Placement to Directors – Damian Hicks | |||
| Resolution 3 – Placement to Directors – Markus Bachmann | |||
| Resolution 4 – Placement to Directors – Jonathan Murray | |||
| Resolution 5 – Ratification of Prior Issue – October 2012 Placement | |||
| Resolution 6 – Future Placement of Shares | |||
Please note: If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.
Important for Resolutions 2 to 4 (inclusive)
If you have not directed your proxy how to vote as your proxy in respect of Resolutions 2 to 4 (inclusive) and the Chair is, or may by default be, appointed your proxy, you must mark the box below.
I/we direct the Chair to vote in accordance with his/her voting intentions (as set out above) on Resolutions 2 to 4 (inclusive) (except where I/we have indicated a different voting intention above) and expressly authorise that the Chair may exercise my/our proxy even though Resolutions 2 to 4 (inclusive) are connected directly or indirectly with the remuneration of a member of the Key Management Personnel and acknowledge that the Chair may exercise my/our proxy even if the Chair has an interest in the outcome of Resolutions 2 to 4 (inclusive) and that votes cast by the Chair for Resolutions 2 to 4, (inclusive) other than as proxy holder, will be disregarded because of that interest.
If the Chair is, or may by default be, appointed your proxy and you do not mark this box and you have not directed the Chair how to vote, the Chair will not cast your votes on Resolutions 2 to 4 (inclusive) and your votes will not be counted in calculating the required majority if a poll is called on Resolutions 2 to 4 (inclusive).
| If two proxies are being appointed, the proportion of voting rights this proxy represents is | % | ||
|---|---|---|---|
| Signature of Shareholder(s): | Date: __________________ | ||
| Individual or Shareholder 1 | Shareholder 2 | Shareholder 3 | |
| Sole Director/Company Secretary | Director | Director/Company Secretary | |
| Contact Name: ______________________________________ Contact Ph (daytime): __________________________ |
Instructions for Completing 'Appointment of Proxy' Form
-
- (Appointing a proxy): A Shareholder entitled to attend and cast a vote at the Meeting is entitled to appoint a proxy to attend and vote on their behalf at the Meeting. If a Shareholder is entitled to cast 2 or more votes at the Meeting, the Shareholder may appoint a second proxy to attend and vote on their behalf at the Meeting. However, where both proxies attend the Meeting, voting may only be exercised on a poll. The appointment of a second proxy must be done on a separate copy of the Proxy Form. A Shareholder who appoints 2 proxies may specify the proportion or number of votes each proxy is appointed to exercise. If a Shareholder appoints 2 proxies and the appointments do not specify the proportion or number of the Shareholder's votes each proxy is appointed to exercise, each proxy may exercise one-half of the votes. Any fractions of votes resulting from the application of these principles will be disregarded. A duly appointed proxy need not be a Shareholder.
-
- (Direction to vote): A Shareholder may direct a proxy how to vote by marking one of the boxes opposite each item of business. The direction may specify the proportion or number of votes that the proxy may exercise by writing the percentage or number of Shares next to the box marked for the relevant item of business. Where a box is not marked the proxy may vote as they choose subject to the relevant laws. Where more than one box is marked on an item the vote will be invalid on that item.
3. (Signing instructions):
- · (Individual): Where the holding is in one name, the Shareholder must sign.
- · (Joint holding): Where the holding is in more than one name, all of the Shareholders should sign.
- · (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 Proxy Form when you return it.
- · (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. In addition, if a representative of a company is appointed pursuant to Section 250D of the Corporations Act to attend the Meeting, the documentation evidencing such appointment should be produced prior to admission to the Meeting. A form of a certificate evidencing the appointment may be obtained from the Company.
-
- (Attending the Meeting): Completion of a Proxy Form will not prevent individual Shareholders from attending the Meeting in person if they wish. Where a Shareholder completes and lodges a valid Proxy Form and attends the Meeting in person, then the proxy's authority to speak and vote for that Shareholder is suspended while the Shareholder is present at the Meeting.
-
- (Return of Proxy Form): To vote by proxy, please complete and sign the enclosed Proxy Form and return by:
- (a) post to Hannans Reward Limited, PO Box 1227, West Perth, WA 6872; or
- (b) facsimile to the Company on facsimile number +61 8 9324 3366; or
- (c) email to the Company at [email protected],
so that it is received not less than 48 hours prior to commencement of the Meeting.
Proxy Forms received later than this time will be invalid.