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RTG Mining Inc. Declaration of Voting Results & Voting Rights Announcements 2019

May 23, 2019

47130_rns_2019-05-23_819db729-d7bd-48b1-8b90-f9bcb59f8305.pdf

Declaration of Voting Results & Voting Rights Announcements

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RTG MINING INC. REPORT OF VOTING RESULTS Under Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations

May 24, 2019

RTG Mining Inc. ("RTG" or "the Company") held its Annual General Meeting on 24 May at 10:30am Perth, Western Australia time.

A total of 281,094,800 shares were voted by proxy prior to the Meeting, representing approximately 58.69% of the issued and outstanding shares of the Company and 7,015 were available to be voted at the meeting by corporate representative but were not voted as all resolutions were passed by a show of hands.

The resolutions voted on were in accordance with the Notice of Meeting previously provided to Shareholders.

The results of voting on each motion was as follows:

Resolution 1 – Appoint BDO Audit (WA) Pty Ltd as auditors of the Company for the ensuing year and to authorize the directors to fix the auditor's remuneration: The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 2 – To set the number of Directors at five (5):

The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 3.1 – Election of Mr. Michael Carrick as a director of the Company: The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 3.2 – Election of Ms. Justine Magee as a director of the Company: The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 3.3 – Election of Mr. Robert Scott as a director of the Company: The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 3.4 – Election of Mr. David Cruse as a director of the Company: The motion was carried unanimously on a show of hands as an ordinary resolution.

Resolution 3.5 – Election of Mr. Phillip Lockyer as a director of the Company: The motion was carried unanimously on a show of hands as an ordinary resolution. The Company advises that the proxy votes were received as follows:

RESOLUTIONS NUMBER OFSHARES PERCENTAGEOFVOTESCASTFOR AND AGAINST
FOR AGAINST WITHHELD INVALID NON VOTE FOR AGAINST
Resolution 1–To appoint BDO Audit (WA) Pty Ltd asauditors of the Company for the ensuing year and toauthorise the Directors to fix the auditor's remuneration 281,094,800 0 0 0 0 100% 0%
Resolution 2–To setthe number of Directors of theCompany at five (5)for the ensuing year 279,463,787 0 0 0 1,631,013 100% 0%
Resolution 3.1–Election of Mr. Michael Carrick as aDirector of the Company 279,463,787 0 0 0 1,631,013 100% 0%
Resolution 3.2–Election of Ms. Justine Magee as aDirector of the Company 279,463,787 0 0 0 1,631,013 100% 0%
Resolution 3.3–Election of Mr. Robert Scott as a Directorof the Company 279,463,787 0 0 0 1,631,013 100% 0%
Resolution 3.4–Election of Mr. David Cruse as a Directorof the Company 279,463,787 0 0 0 1,631,013 100% 0%
Resolution 3.5–Election of Mr. Phillip Lockyer as aDirector of the Company 279,459,787 4,000 0 0 1,631,013 100% 0%

ABOUT RTG MINING INC

RTG Mining Inc. is a mining and exploration company listed on the main board of the Toronto Stock Exchange, Australian Securities Exchange and the OTCQB Venture Market. RTG is focused on a proposal with a landowner lead consortium to secure an exploration licence at the high tonnage copper-gold Panguna Project in Bougainville PNG and the high grade copper/gold/magnetite Mabilo Project in the Philippines, while also identifying major new projects which will allow the Company to move quickly and safely to production.

RTG has an experienced management team which has to date developed seven mines in five different countries, including being responsible for the development of the Masbate Gold Mine in the Philippines through CGA Mining Limited, and has B2Gold as one of its major shareholders in the Company. B2Gold is a member of both the S&P/TSX Global Gold and Global Mining Indices.

ENQUIRIES

Australian Contact US Contact President & CEO – Justine Magee Investor Relations – Jaime Wells

Tel: +61 8 6489 2900 +1 970 640 0611
Fax: +61 8 6489 2920
Email: [email protected] [email protected]