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Resolute Mining Limited AGM Information 2025

May 14, 2025

10548_rns_2025-05-14_ae5166d8-0682-4290-b108-b38316dd5a0f.pdf

AGM Information

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RESOLUTE MINING LIMITED CHAIRMAN’S SCRIPT

AGM to be held on Thursday, 15 May 2025 at Flame Tree Boardroom Liberty Westralia Square 2 offices, Perth

SLIDE / ITEM /
RESOLUTION
CHAIRMAN’S SCRIPT
SLIDE 1 <<Chris Eger speaking>>
Good afternoon ladies and gentlemen. My name is Chris Eger, and I am
the Managing Director and Chief Executive Officer of Resolute Mining
Limited. I would like to warmly welcome you all to our offices for Resolute’s
2025 Annual General Meeting.
I thank you for taking the time to attend today and will now pass over to
Andrew Wray, Chairman of Resolute, to open the meeting.
SLIDE 1 <<Andrew Wray speaking>>
Thank you, Chris. Good afternoon ladies and gentlemen. My name is
Andrew Wray, and I am the Chairman of Resolute Mining Limited.
I would like to warmly welcome you all to our annual general meeting.
On behalf of the Board and staff at Resolute, I would like to welcome those
shareholders who have made time to attend today’s meeting.
As a courtesy to all shareholders and guests present, could I ask that all
mobile phones be turned off to avoid disrupting the meeting?
Quorum As it has turned 2.00pm, and I am informed that a quorum is present, I
declare the meeting open.
<< Quorum = 2 or more members present and entitled to vote>>
Registration If you have not already, can you please ensure you have registered with
the Computershare representatives outside the room, even if you are not
a shareholder, and have obtained an admission card.
Introductions -
Directors
I would now like to introduce my fellow directors:
•Non-Executive Directors, Mr Adrian Reynolds, Mr Simon Jackson,
Ms Sabina Shugg, Mr Keith Marshall and Ms Adrienne Parker; and

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CHAIRMAN’S SCRIPT
•Mr Chris Eger, our Managing Director and Chief Executive Officer.
Introductions -
Executives
I would also like to introduce Resolute’s executive team:
•Bruce Mowat, our Executive General Manager – Exploration; and
•Bianca Depres, our General Counsel.
Company
Secretaries
I would also like to introduce Resolute’s Company Secretaries:
•Sam Wright, and Thomas May
Auditors I would also like to welcome Philip Teale, who is in attendance today
representing Ernst & Young, the Company’s auditors, and is available to
take questions from shareholders.
Share Registry Welcome and thank you also to Nicole Lewis, Rachel Crane and Leslie
Ng as representatives of our share registry, Computershare, who is also
in attendance today.
Apologies I note that no apologies have been received prior to the meeting.
Are there any apologies to be noted?
Voting In the interests of equitably representing the views of shareholders, we
intend to call a poll in relation to each of the resolutions to be considered
at this meeting.
The poll will be conducted at the end of the meeting.
Each person who signed in today will have received either a Green voting
card, a Yellow card or a White card.
If you are holding a green voting card you, may vote and ask questions.
Those holding a Yellow card may only ask questions and cannot vote.
White cards are for visitors, who may not ask questions or vote.
I will outline the poll procedures prior to conducting the poll.
The results of the poll will be released to the Australian Securities
Exchange after the meeting has concluded.
Voting Exclusions We refer you to the Notice of Meeting for details of voting exclusions on
particular resolutions. Ifyou do not have a copyand would like one,

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SLIDE / ITEM /
RESOLUTION
CHAIRMAN’S SCRIPT
please speak to one of the Computershare representatives in
attendance now.
Proxies The proxies are available for inspection and the proxies received for
each resolution will be shown on the screen.
Undirected proxies that default to the Chairman of the Meeting will be
voted in FAVOUR of the resolutions, including where the resolutions are
connected directly or indirectly with the remuneration of Key
Management Personnel.
Format
of
the
meeting
There will be an opportunity to ask questions relating to each resolution
as it is considered. Prior to asking a question, please raise your yellow
or green card, state your name and whether you are a shareholder in
your own right or are present as an attorney, proxy or corporate
representative of a shareholder and the name of that shareholder.
Please ensure that questions pertain directly to the resolution being
considered at that time.
Notice of Meeting I have been advised by the Company Secretary that the Notice of
Meeting has been properly circulated and I will therefore take the Notice
of Meeting as read.
If there is anyone who, for any reason, is unable to read the resolutions
on the screen, please let me know, and I will be pleased to read each
resolution aloud as it arises.
Minutes
of
the
Previous AGM
The minutes of the previous AGM were approved by the Board and
signed by my predecessor. A copy is available should any member wish
to see them.
Annual Report The first item on today’s agenda relates to consideration of the Annual
Report of the Company and its controlled entities for the year ended 31
December 2024, which includes the Financial Report, the Directors’
Report and the Auditor’s Report.
It is not necessary to formally pass these reports however as shareholders
have gathered here today, and we have the full Board and auditors in
attendance, it is a convenient time to ask shareholders whether they wish
to address any matters in those documents.

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SLIDE / ITEM /
RESOLUTION
CHAIRMAN’S SCRIPT
The Annual Report details the Company’s approach to governance,
disclosure issues and management. It includes the remuneration report
and it details the Company’s approach to sustainability.
I now invite shareholders to comment or ask questions on the reports.
Questions may also be asked of the auditors in relation to the conduct of
the audit, the content of the audit report, accounting policies adopted by
the Company and the independence of the auditor in carrying out the
audit.
If any shareholders have a question or comment, please raise your yellow
or green card and begin by clearly stating your name.
<< Pause for questions >>
Any questions at all?
<< Pause for discussion >>
Poll Procedures As I advised earlier, we will conduct a poll in relation to each of the
Resolutions to be considered at this meeting.
The persons entitled to vote in each poll are:
•all shareholders;
•representatives and attorneys of shareholders; and
•proxyholders,
who hold green voting cards and are not otherwise excluded from voting.
If you are here in more than one of those capacities, you will have been
issued with as many green voting cards as you have separate capacities.
On this card you will find a series of boxes for voting. Please indicate on
your card how you wish to vote by ticking or marking the appropriate
square for the respective resolution(s). You must mark either the ‘For’ ,
‘Against’ or Abstain for your vote to count.
IF YOU HAVE ALREADY VOTED your proxy prior to this meeting, you do
not need to vote again. If you have questions about this, please talk to one
of the Computershare representatives present today.
If you are a proxyholder, a summary of the votes to which you are entitled
has been provided with the green voting card. If you only have directed
votes,you need to do nothingother than writeyour name, sign and submit

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SLIDE / ITEM /
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CHAIRMAN’S SCRIPT
the voting card. Votes at your discretion or ‘open’ votes are shown in the
column titled “Open” on your 'proxy summary' and can be cast at your
discretion by marking either for, against or abstain.
Once you have finished marking your card, please place it in one of the
ballot boxes circulating the room after all resolutions have been read. If
there are any aspects regarding the voting on which you are uncertain,
please do not hesitate to ask the Computershare staff who will be
circulating the ballot boxes after reading all resolutions.
Remuneration Report
SLIDE 2
Resolution 1:
Adoption of
Remuneration
Report
We now move toResolution 1on the Agenda which relates to the
adoption of the Remuneration Report for the year ended 31 December
2024.
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 9.
I now move Resolution 1 as follows:
<< That, for the purposes of section 250R(2) of the Corporations
Act and for all other purposes, the Remuneration Report for the
financial year ended 31 December 2024 be adopted. >>
The proxies received for Resolution 1 are displayed on the screen and
show 96.68% of votes in favour of the Resolution.
Are there any questions or comments?
<< Direct any questions to Keith Marshall as Chair of Rem Co >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Re-election of Mr Adrian Reynolds as a Director
SLIDE 3 We now move toResolution 2on the Agenda which seeks approval for
Resolution 2:
Re-election of Mr
Simon Jackson
as a Director
the re-election of Mr Simon Jackson as a Director.
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 9.
I now move Resolution 2 as follows:

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CHAIRMAN’S SCRIPT
<< That, Mr Simon Jackson, a Director, who retires by rotation
pursuant to and in accordance with article 3.6 of the Constitution,
being eligible for re-election pursuant to article 3.5(a) of the
Constitution, and for all other purposes, is re-elected as a Director.>>
The proxies received for Resolution 2 are displayed on the screen and
show 94.78% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Election of Mr Keith Marshall as a Director
SLIDE 4
Resolution 3:
Election of Ms
Sabina Shugg as
a Director
We now move toResolution 3on the Agenda which seeks approval for
the re-election of Ms Sabina Shugg as a Director.
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 9.
I now move Resolution 3 as follows:
<< That, Ms Sabina Shugg, a Director appointed in accordance with
article 3.3 of the Constitution, who retires and is eligible for election
pursuant to Listing Rule 14.4 and article 3.3(a) of the Constitution,
and for all other purposes, is re-elected as a Director. >>
The proxies received for Resolution 3 are displayed on the screen and
show 97.01% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Election of Ms Adrienne Parker as a Director
SLIDE 5 We now move toResolution 4on the Agenda which seeks approval for
the election of Mr Andrew Wray as a Director.

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CHAIRMAN’S SCRIPT
Resolution 4:
Election
of
Mr
Andrew Wray as a
Director
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 9.
I now move Resolution 4 as follows:
<< That, Mr Andrew Wray, a Director appointed in accordance with
article 3.3 of the Constitution, who retires and is eligible for election
pursuant to Listing Rule 14.4 and article 3.3(a) of the Constitution,
and for all other purposes, is elected as a Director. >>
The proxies received for Resolution 4 are displayed on the screen and
show 87.39% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Election of Mr Chris Eger as a Director
SLIDE 6
Resolution 5:
Election
of
Mr
Chris Eger
<< That, Mr Chris Eger, a Director appointed in accordance with
article 3.3 of the Constitution, who retires and is eligible for election
pursuant to Listing Rule 14.4 and article 3.3(a) of the Constitution,
and for all other purposes, is elected as a Director. >>
The proxies received for Resolution 9 are displayed on the screen and
show 99.82% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Approval of FY25 Performance Rights to Mr Chris Eger
SLIDE 7
Resolution 6:
Approval of FY25
grant
of
We now move toResolution 6on the Agenda which seeks approval for
the grant of FY25 performance rights to Mr Chris Eger.
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 10.

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Performance
Rights to Mr Chris
Eger
I now move Resolution 6 as follows:
<< That, for the purposes of Listing Rules 10.14 and section 200E of
the Corporations Act, and for all other purposes, Shareholders
approve the issue of 4,618,283 Performance Rights to Mr Chris Eger
(or his nominee) under the Plan, in accordance with the terms and
conditions described in the Explanatory Memorandum. >>
The proxies received for Resolution 6 are displayed on the screen and
show 99.33% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Approval of potential termination benefits under the Plan
SLIDE 8
Resolution 7:
Potential
termination
benefits under the
Plan
We now move toResolution 7on the Agenda which seeks approval of
potential termination benefits under the Plan
There is a detailed explanation of this resolution in the Notice of Meeting,
commencing on page 15.
I now move Resolution 7 as follows:
<< That, for the purposes of Part 2D.2 of the Corporations Act,
Listing Rule 10.19 and for all other purposes, approval be given to
the Company to provide a benefit to each Key Officeholder under the
Plan in connection with the person ceasing to hold that office, on the
terms and conditions described in the Explanatory Memorandum. >>
The proxies received for Resolution 7 are displayed on the screen and
show 99.22% of votes in favour of the Resolution.
Are there any questions or comments?
<< Andrew Wray to answer any questions >>
If there are no [further] questions, I will now put the resolution to a poll.
Please complete your voting card for this resolution.
Poll
Poll Voting Now that all resolutions have been read, please ensure you have
completed your voting card per my earlier instructions and kindly lodge
your voting cards in the ballot boxes circulating the room.

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CHAIRMAN’S SCRIPT
If you have any questions, please ask a Computershare representative.
Poll Closure Have all persons who intend to vote now voted?
<<pause>>
As it appears as though everyone has now voted,I declare the Poll
closed.
Rather than adjourn the meeting, I will ask the Share Registry and our
Company Secretary to calculate the poll results and to announce them to
ASX when that is completed following close of the meeting.
Meeting Close
Meeting Close <<Andrew Wray speaking>>
Thank you for your participation in today’s Annual General Meeting.
I now declare the meeting closed.

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