AI assistant
STRIKE RESOURCES LIMITED — Proxy Solicitation & Information Statement 2021
Feb 11, 2021
65855_rns_2021-02-11_ff384f9c-d0bf-42b0-aa7b-6ac1bdaf4a68.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer

NOTICE OF GENERAL MEETING & EXPLANATORY STATEMENT
Time and Date of Meeting: 12:00 noon (Perth time)
on Wednesday, 17 March 2021
Place of Meeting: Strike Resources Limited Level 2 31 Ventnor Avenue West Perth, Western Australia
IMPORTANT NOTICE
It is recommended that shareholders read this Notice of General Meeting and Explanatory Statement in full and if there is any matter that you do not understand, you should contact your financial adviser, stockbroker or solicitor for advice.
The Chairman of the General Meeting will vote open proxies received in favour of Resolution 1 (Ratification of $3 Million / 30 Million Share Placement) and Resolution 2 (Approval to Issue 60 Million New Shares) considered at the General Meeting.
The Chairman of the General Meeting will call a Poll on voting on Resolutions 1 and 2.
This Notice of General Meeting and Explanatory Statement is dated 12 February 2021.

STRIKE RESOURCES LIMITED A.B.N. 94 088 488 724
PRINCIPAL & REGISTERED OFFICE: SHARE REGISTRY:
Level 2 31 Ventnor Avenue West Perth, Western Australia 6005
T | (08) 9214 9700 F | (08) 9214 9701 E | [email protected] W | www.strikeresources.com.au
Advanced Share Registry Limited Western Australia – Main Office 110 Stirling Highway Nedlands, Western Australia 6009 PO Box 1156, Nedlands Western Australia 6909 Local T | 1300 113 258 T | (08) 9389 8033 F | (08) 6370 4203
New South Wales – Branch Office Suite 8H, 325 Pitt Street Sydney, New South Wales 2000 PO Box Q1736 Queen Victoria Building NSW 1230
T | (02) 8096 3502
NOTICE OF GENERAL MEETING
Notice is given that a General Meeting of shareholders of Strike Resources Limited A.B.N. 94 088 488 724 (ASX:SRK) (Strike or SRK or Company) will be held at Strike Resources Limited, Level 2, 31 Ventnor Avenue, West Perth, Western Australia, at 12:00 noon (Perth time) on Wednesday, 17 March 2021.
AGENDA
BUSINESS
1. Resolution 1 - Ratification of $3 Million / 30 Million Share Placement
To consider, and if thought fit, to pass the following as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, shareholders ratify and approve the previous issue of 30,000,000 fully-paid, ordinary shares in the capital of the Company at an issue price of $0.10 per share (raising $3,000,000 gross) pursuant to offers exempt from disclosure under section 708 of the Corporations Act 2001 (Cth), and otherwise on the terms and conditions set out in the Explanatory Statement accompanying this Notice."
Voting Exclusion: The Company will disregard any votes cast on Resolution 1 by a person who participated in the issue and any person associated with those persons.
2. Resolution 2 – Approval to Issue 60 Million New Shares
To consider, and if thought fit, to pass the following as an ordinary resolution:
"That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, shareholders approve and authorise the Directors of the Company to issue up to 60,000,000 fullypaid, ordinary shares in the capital of the Company to raise capital, on the terms and conditions set out in the Explanatory Statement accompanying this Notice.
Voting Exclusion: The Company will disregard any votes cast in favour of Resolution 2 by or on behalf of:
- (a) a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the entity); and
- (b) an associate of that person.
However, the Company need not disregard a vote if:
- (a) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or
- (b) it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.
DATED THIS 12th DAY OF FEBRUARY 2021
BY ORDER OF THE BOARD,
VICTOR HO COMPANY SECRETARY
EXPLANATORY STATEMENT
- This Explanatory Statement is provided to Strike shareholders pursuant to and in satisfaction of the Corporations Act 2001 (Cth) (Corporations Act) and the Listing Rules of the Australian Securities Exchange (operated by ASX Limited) (ASX).
- This Explanatory Statement is intended to be read in conjunction with the Notice of General Meeting (Meeting Document).
- Shareholders should read this Meeting Document in full to make an informed decision regarding the resolution considered at this general meeting.
1. ORDINARY RESOLUTION 1 – RATIFICATION OF $3 MILLION / 30 MILLION SHARE PLACEMENT
Resolution 1 seeks shareholder ratification of the previous issue by the Company of a total of 30,000,000 fully paid ordinary shares at $0.10 per share (raising $3,000,000 gross) to professional and institutional investors entitled to accept offers of securities under section 708 of the Corporations Act.
The Company announced on 25 November 20201 that it had undertaken a placement of 40 million shares at $0.10 per share to raise a total of $4 million (the Placement). The Placement was managed by Canaccord Genuity (Australia) Limited ABN 19 075 071 466 (AFSL 234 666) (Canaccord) and was made to professional and sophisticated investors. Canaccord received a commission on the gross funds raised under the Placement3,4 and 1,000,000 Broker's Options (with an exercise price of $0.15 and 3 year term expiring on 30 November 2023)2.
The Placement was undertaken in two tranches with:
- (a) 10 million shares issued on 25 November 20203 (Tranche 1); and
- (b) 30 million shares issued on 1 December 20204 (Tranche 2).
On 1 December 2020, the Company applied for quotation of the 40 million Placement shares on ASX. 5
The Placement issue price of $0.10 per share represented a discount of ~16.67% to the $0.12 closing price of the Company's shares on 20 November 2020 (the trading day prior to the Company requesting a trading halt, pending an announcement in relation to the completion of the Placement) and a discount of ~3% to the ~$0.1031 volume weighted average price (VWAP) of the Company's shares on ASX over the one month preceding the trading halt requested by the Company on 23 November 20206. Over the three months ending on 20 November 2020, the Company's shares traded on ASX within a range of $0.087 to $0.175 with a VWAP of ~$0.1314 per share.
The $4 million funds raised under the Placement, after expenses of the issue, are being applied towards the costs of advancement of exploration, evaluation and development of the Company's Paulsens East Iron Ore Project and other resource projects and for general working capital purposes. The latest details on the Company's resource projects are in the 31 December 2020 Quarterly Activities and Cash Flow Report released on ASX on 1 February 2021. 7
Tranche 1 (10 million shares) of the Placement issue was completed within the approval obtained from shareholders to issue up to 60 million new shares to wholesale
- 4 Refer Strike's ASX Announcements dated 1 December 2020: Proposed Issue of Securities – SRK
- 5 Refer Strike's ASX Announcements dated 1 December 2020: Appendix 2A - Application for Quotation of 40M Shares and 1 December 2020: Section 708A Cleansing Statement – Issue of 40M Shares
- 6 Refer Strike's ASX Announcement dated 23 November 2020: Trading Halt
- 7 Refer also Strike's ASX Announcement dated 4 December 2020: Annual General Meeting Presentation
1 Refer Strike's ASX Announcement dated 25 November 2020: Completion of \$4 Million Capital Raising
2 Refer Strike's ASX Announcement dated 1 December 2020: Proposed Issue of Securities
3 Refer Strike's ASX Announcements dated 1 December 2020: Update - Proposed Issue of Securities – SRK
investors (subject to a minimum price8) during a 3 month period after the date of the General Meeting (on 2 September 2020)9, without using up the Company's 15% placement capacity and without the need to seek prior shareholder approval (pursuant to Listing Rule 7.1).
Tranche 2 (30 million shares) of the Placement issue was completed within the Company's general 15% placement capacity (pursuant to Listing Rule 7.1).
ASX Listing Rule 7.1 provides, in summary, that a listed company may not issue or agree to issue equity securities in any 12 month period which exceed 15% of the number of fully paid ordinary securities of the company on issue at the beginning of the 12 month period, except with the prior approval of shareholders (15% Placement Capacity).
ASX Listing Rule 7.1 also provides that shareholders may approve the issue of shares during a 3 month period after the general meeting (where approval was obtained), without using up the Company's 15% Placement Capacity or without seeking prior shareholder approval (Additional 3 Month Placement Capacity).
The issue of 40,000,000 shares under the Placement comprised approximately 19.31% of the Company's pre-Placement total issued share capital of 207,134,268 shares with:
- 10,000,000 Tranche 1 shares (4.83%) issued within the Company's Additional 3 Month Placement Capacity; and
- 30,000,000 Tranche 2 shares (14.48%) issued within the Company's 15% Placement Capacity.
Whilst prior shareholder approval (under ASX Listing Rule 7.1) was not required for the issue of the Tranche 2 (30 million) shares (within the 15% Placement Capacity) under the Placement, the effect of the issue was to reduce the Company's capacity to issue additional securities in the future without prior shareholder approval as permitted under ASX Listing Rule 7.1.
The Company therefore wishes to seek shareholder ratification and approval of the 30 million Tranche 2 Placement shares for the purposes of ASX Listing Rule 7.4 in order to refresh the Company's capacity to issue up to 15% of the securities of the Company on issue in a 12 month period under ASX Listing Rule 7.1.
By ratifying the issue of the Tranche 2 Placement shares, the Company will retain the flexibility to issue equity securities in the future of up to the 15% annual placement capacity set out in ASX Listing Rule 7.1 without the requirement to obtain prior shareholder approval.
ASX Listing Rule 7.5 sets out a number of matters which must be included in a notice of meeting requesting shareholder approval under ASX Listing Rule 7.4. In accordance with ASX Listing Rule 7.4, the following information is provided to shareholders to assist them to assess whether to approve Resolution 1:
- (a) 30,000,000 shares were issued by the Company upon settlement of the Tranche 2 Placement. Settlement was completed on 30 November 2020 with shares issued on 1 December 20204,5;
- (b) The shares were issued at a price of $0.10 per share;
- (c) The shares are ordinary, fully-paid shares issued on the same terms and conditions as the shares currently on issue by the Company;
- (d) The shares were issued and allotted to professional and sophisticated investor clients of Canaccord entitled to accept offers of securities under section 708 of the Corporations Act. None of the recipients are related parties or associates of the Company; and
- (e) The funds raised from the Placement (after paying expenses of the issue) will be applied towards the costs of advancement of exploration, evaluation and development of the Company's Paulsens East Iron Ore Project and other resource projects and for general working capital purposes.
8 Being at least 80% of the volume weighted average market price (as defined in the ASX Listing Rules) of Strike shares over the 5 days on which sales were recorded prior to the date of issue
9 Refer Strike's Notice of General Meeting, Explanatory Statement and Proxy Form dated and released on ASX on 30 July 2020 and Strike's ASX Announcement dated 2 September 2020: Results of General Meeting
At the Company's Annual General Meeting (AGM) held on 4 December 202010, shareholders also approved:
- A '10% Placement Facility' pursuant to ASX Listing Rule 7.1A, which permits the issue of 'Equity Securities' (as defined under the ASX Listing Rules, which includes a share, a right to a share, an option over an issued or unissued security and a convertible security) representing up to 10% of the Company's issued share capital over a 12 month period after the AGM; and
- The issue of up to 60 million shares during the 3 month period after the AGM, without using up the Company's 15% Placement Capacity or without seeking prior shareholder approval (pursuant to ASX Listing Rule 7.1) – this approval expires on 3 March 2021.
Shareholder Approval
If shareholders approve Resolution 1, the Company will have the capacity to issue new shares under its refreshed 15% Placement Capacity (within 12 months after the General Meeting, all things being equal). 15% of the Company's current total issued share capital of 247,134,268 shares is 37,070,140 shares.
If shareholders do not approve Resolution 1, the Company will not have any capacity to issue new shares within its 15% Placement Capacity.
The Company will regain its 15% Placement Capacity on or about 30 November 2021 (being 12 months after the completion of the Tranche 2 Placement) or when shareholders have approved a resolution ratifying the Placement at another general meeting prior to this 12 month anniversary.
If shareholders do not approve Resolution 1 at this General Meeting, the Directors may seek approval again at another general meeting or at the 2021 AGM (to be held on or before the end of November 2021).
Directors' Recommendations
The Directors believe that a refreshment of the Company's capacity to issue up to 15% of the securities of the Company on issue in a 12 month period under ASX Listing Rule 7.1 is in the best interests of the Company and unanimously recommend that shareholders vote in favour of Resolution 1.
The Chairman of the General Meeting will call a Poll on voting on Resolution 1.
Voting Exclusion
In accordance with ASX Listing Rules 7.5 and 14.11, the Company will disregard any votes cast on Resolution 1 by any person who participated in the Tranche 2 Placement issue and 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 is cast by the person chairing the meeting as a 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. ORDINARY RESOLUTION 2 – APPROVAL TO ISSUE 60 MILLION NEW SHARES
Resolution 2 seeks prior shareholder approval for the Company to issue up to 60 million fully paid ordinary shares for the purposes of ASX Listing Rule 7.1.
ASX Listing Rule 7.1 provides that a listed company must not, subject to certain exceptions, issue or agree to issue equity securities in excess of its 15% Placement Capacity without the approval of shareholders.
The effect of Resolution 2 (if passed) will be to allow the Directors the flexibility and timeliness to issue up to 60 million shares during the 3 month period after this General Meeting, without using up the Company's 15% Placement Capacity (assuming Resolution 1 has been passed) or without seeking prior shareholder approval.
10 Refer Strike's Notice of Annual General Meeting, Explanatory Statement and Proxy Form dated 20 October 2020 (and released on ASX on 4 November 2020) and
Strike's ASX Announcement dated 4 December 2020: Results of 2020 Annual General Meeting
An issue of 60,000,000 shares will represent approximately 24.28% of the Company's current total issued share capital of 247,134,268 shares.
For completeness, the Company notes that:
- The Company may issue new shares at any time (without prior shareholder approval under ASX Listing 7.1), within its 15% Placement Capacity.
- If shareholders do not approve Resolution 2, the Company can still proceed to issue new shares but any such issue will need to be within its 15% Placement Capacity.
- The Company has limited capacity to issue new shares within its 15% Placement Capacity (as explained in Section 1 of the Explanatory Statement). However, the Company's 15% Placement Capacity will be refreshed if shareholders approve Resolution 1 at this General Meeting.
- If shareholders approve Resolution 1 and Resolution 2 at this General Meeting, the Company will have the capacity to issue new shares under its refreshed 15% Placement Capacity (within 12 months after the General Meeting, all things being equal) as well as the capacity to issue up to 60 million new shares (within 3 months after the General Meeting).
- The Company also has capacity under its '10% Placement Facility' pursuant to ASX Listing Rule 7.1A (as explained in Section 1 of the Explanatory Statement).
- The Company also has capacity to issue up to 60 million shares up to 3 March 2020, pursuant to shareholder approval (for the purposes of ASX Listing Rule 7.1) at the 4 December 2020 AGM.
Information Requirements under the ASX Listing Rules
ASX Listing Rule 7.3 sets out a number of matters which must be included in a notice of meeting requesting shareholder approval under Listing Rule 7.1. In accordance with ASX Listing Rule 7.3, the following information is provided to shareholders to assist them to assess whether to approve Resolution 2:
(1) The names of the persons to whom the Company will issue shares or the basis upon which those persons will be identified or selected
The Company is not presently able to identify the persons to whom the Company will issue new shares. The Company proposes to issue new shares only to wholesale (ie. sophisticated or professional) investors and in circumstances where the Company is not required to issue a disclosure document, pursuant to section 708, section 761G and section 761GA of the Corporations Act.
The Company may enter into a mandate with an appropriate firm to assist in a proposed issue of new shares to these investors, in consideration for a fee (including a fee based on a percentage of funds raised).
The Company will not issue new shares to related parties (or their associates) as this will require further shareholder approval(s) under the Corporations Act and or ASX Listing Rules (as applicable).
(2) The number and class of shares the Company will issue
The Company proposes to issue up to a maximum of 60 million fully paid ordinary shares.
The Company will apply for quotation on ASX in respect of any new shares issued.
(3) The date(s) on or by which the Company will issue the shares
The Company is not presently able to identify the dates(s) on which the Company will issue new shares.
The Company may issue new shares only within a 3 month period after the date of the General Meeting, as prescribed in ASX Listing Rule 7.3.4.
(4) The price the Company will receive for the shares
The Company is not presently able to fix the issue price (or other consideration the Company will receive) in respect of the issue of new shares.
The Company proposes to issue new shares at a cash minimum price that is at least 80% of the volume weighted average market price (VWAMP) (as defined in the ASX Listing Rules) for the Company's shares over the 5 days on which sales in the shares were recorded (Trading Days) prior to the date agreement is reach in respect of the issue of the new shares (Minimum Price).
(5) The purpose of the share issue (intended use of the funds raised)
Funds raised from the issue of new shares (after paying expenses of the issue) will be applied towards the costs of advancement of exploration, evaluation and development of the Company's Paulsens East Iron Ore Project (Western Australia), Apurimac Iron Ore Project (Peru) and other resource projects and for general working capital purposes.
Shareholder Approval
If shareholders approve Resolution 2, the Company will have the capacity to issue up to 60 million new shares (in one or more tranches) to wholesale (ie. sophisticated or professional) investors (subject to the Minimum Price) during the 3 month period after the General Meeting. Any share issue (and the issue price related thereto) will be determined by the Directors at their absolute discretion at the relevant time (subject to the terms and conditions of shareholder approval of Resolution 2 set out in this Explanatory Statement).
If shareholders do not approve Resolution 2, the Company will generally not have any capacity to issue new shares without prior shareholder approval (other than as permitted in the prescribed Listing Rule 7.2 exceptions to Listing Rule 7.1).
If shareholders approve Resolution 1 but fails to approve Resolution 2, the Company will have the capacity to issue new shares under its refreshed 15% Placement Capacity (within 12 months after the General Meeting, all things being equal) (as outlined above in Section 1 of the Explanatory Statement).
Directors' Recommendation
The Directors believe that allowing the Company the flexibility and timeliness to issue up to 60 million shares during the 3 month period after this General Meeting, without using up the Company's 15% Placement Capacity (assuming Resolution 1 has been passed) or without seeking prior shareholder approval, is in the best interests of the Company and unanimously recommend that shareholders vote in favour of Resolution 2.
The Chairman of the General Meeting will call a Poll on voting on Resolution 2.
Voting Exclusion
A voting exclusion applies to Resolution 2 in the terms set out in the Notice of General Meeting:
The Company will disregard any votes cast in favour of the resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the entity) and an associate of that person.
However, the Company need not disregard a vote if it is cast by a person as 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 the direction on the proxy form to vote as the proxy decides.
TIME AND PLACE OF MEETING AND HOW TO VOTE
Venue
The General Meeting of the shareholders of Strike Resources Limited will be held at:
| Strike Resources Limited | commencing | 12:00 noon (Perth time) |
|---|---|---|
| Level 2, 31 Ventnor Avenue | Wednesday, 17 March 2021 | |
| West Perth, Western Australia |
Voting Rights (subject to the voting exclusions noted in the Notice of General Meeting)
- At any meeting of the shareholders, each shareholder entitled to vote may vote in person or by proxy or by power of attorney or, in the case of a shareholder which is a corporation, by representative.
- Every person who is present in the capacity of shareholder or the representative of a corporate shareholder shall, on a show of hands, have one vote.
- Every shareholder who is present in person, by proxy, by power of attorney or by corporate representative shall, on a poll, have one vote in respect of every fully paid share held by him or her.
Voting in Person
To vote in person, attend the General Meeting on the date and at the venue set out above.
Voting by Proxy
To vote by proxy, please complete and sign the Proxy Form enclosed with this Notice of General Meeting as soon as possible and return it to the Company, either:
- • Online https://www.advancedshare.com.au/Investor-Login: Log on to the Share Registry website with your Holder Reference Number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on your Proxy Form
- • By Facsimile: (08) 6370 4203 (Advanced Share Registry)
- • By Mail: Advanced Share Registry, PO Box 1156, Nedlands WA 6909, or
- • By Hand Delivery: Advanced Share Registry at either:
- Perth Office: 110 Stirling Highway, Nedlands, Western Australia; or
- Sydney Office: Suite 8H, 325 Pitt Street**,** Sydney, New South Wales,
so that it is received not later than 12:00 noon (Perth time) on Monday, 15 March 2021.
Proxies received after that time will not be effective.
Bodies Corporate
A body corporate may appoint an individual as its authorised corporate representative to exercise any of the powers the body may exercise at meetings of a company's shareholders. A properly executed original (or certified copy) of the appropriate "Certificate of Appointment of Corporate Representative" should be produced for admission to the General Meeting. Previously lodged "Certificates of Appointment of Corporate Representative" will be disregarded by the Company.
Voting by Attorney
A shareholder may appoint an attorney to vote on his or her behalf. For an appointment to be effective for the General Meeting, the instrument effecting the appointment (or a certified copy of it) must be received by the Company at its registered office or one of the Share Registry's addresses listed above for the receipt of proxy appointments at least 48 hours before the General Meeting. Previously lodged Powers of Attorney will be disregarded by the Company.
Voting Entitlement
In accordance with section 1074E(2)(g)(i) of the Corporations Act and regulation 7.11.37 of the Corporations Regulations, the Company has determined that for the purposes of the General Meeting all shares in the Company will be taken to be held by the persons who held them as registered shareholders at midnight (Perth time) on 15 March 2021 (Voting Entitlement Time). Accordingly, share transfers registered after that time will be disregarded in determining entitlements to attend and vote at the meeting. Subject to the voting exclusions noted earlier in the Notice of General Meeting, each shareholder present has one vote on a show of hands, and one vote for every fully paid ordinary share held on a poll.
PROXY FORM General Meeting LODGE YOUR VOTE – PLEASE RETURN FORM
Strike Resources Limited A.B.N. 94 088 488 724
Online: https://www.advancedshare.com.au/investors/ By Mail: Advanced Share Registry, PO Box 1156, Nedlands WA 6909
By Facsimile: (08) 6370 4203
Web: www.strikeresources.com.au Telephone: (08) 9214 9700 Email: [email protected]
SHARE REGISTRY ENQUIRIES: 1300 113 258 or (08) 9389 8033 or (02) 8096 3502 or [email protected]
| Our Reference: SRK / {} |
|---|
| Shareholding as at 9 February 2021: {} |
| Current Election to Receive Hard Copy Annual Report: {} |
| Current Election to Receive Notice of Meeting: {} |
| {} |
A copy of the Notice of General Meeting and Explanatory Statement may be downloaded from the Company's website: http://strikeresources.com.au/ or via the Advanced Share Registry Investor Portal: https://www.advancedshare.com.au/Investor-Login or emailed upon request to [email protected] (see Note 1 overleaf)
A. Appointment of Proxy
I/we being a shareholder/s of Strike Resources Limited and entitled to attend and vote hereby appoint
| The Chair ofthe Meeting | OR | Write here the name of the person you are |
|---|---|---|
| appointing if this person is someone | ||
| other than the Chair of the Meeting. |
or failing the person named, or if no person is named, the Chair of the Meeting (by default), as my/our proxy to act generally at the meeting 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) at the General Meeting of Strike Resources Limited to be held at 12:00 noon (Perth time) on Wednesday, 17 March 2021 at Strike Resources Limited, Level 2, 31 Ventnor Avenue, West Perth, Western Australia, and at any adjournment of such General Meeting.
IMPORTANT:
Email: {}
The Company encourages shareholders to indicate their voting direction FOR or AGAINST, or to ABSTAIN, against the resolution in Section B.
If you leave Section A blank, or your named proxy does not attend the meeting, the Chair of the Meeting will be your proxy by default.
If the Chair of the Meeting becomes your proxy (by specific appointment or by default) you can direct the Chair of the Meeting to vote FOR or AGAINST, or to ABSTAIN from voting on the Resolution by marking the appropriate Voting Direction box in Section B below. However, note that under Section A, if the Chair of the Meeting is your proxy and you do not mark any of the Voting Direction boxes in Section B below you are, in effect, directing the Chair to vote "FOR" Resolution 1 and Resolution 2 as the Chair of the Meeting intends to vote undirected proxies in favour of Resolution 1 and Resolution 2.
If you mark the ABSTAIN box for a particular 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 on that resolution.
| B. Voting Directions to Your Proxy – please mark | to indicate your direction | |||
|---|---|---|---|---|
| RESOLUTIONS | FOR | AGAINST | ABSTAIN | |
| 1. | Ratification of $3 Million / 30 Million Share Placement | | | |
| 2. | Approval to Issue 60 Million New Shares | | | |
| If two proxies are being appointed, the proportion of voting rights this proxy represents is: | % |
* If you mark the abstain box for a particular item, you are directing your proxy not to vote on that item on a show of hands or on a poll and that your shares are not to be counted in computing the required majority on a poll.
C. Change of Address and Annual Report & Notice of Meeting Communication Preferences
Mark if you want to make any changes to your address details (see Note 2 overleaf)
Mark if you wish to receive a printed Annual Report by post (see Note 3 overleaf)
Mark if you wish to receive your Notice of Meetings & Annual Reports by Email and specify your Email below
D. Please Sign Here This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented. Individual Shareholder / Joint Shareholder 1 Joint Shareholder 2 Joint Shareholder 3
{}
Contact Name Contact Daytime Telephone Date
| Sole Director and Sole Company Secretary or | Director | Director / Company Secretary |
|---|---|---|
| Power of Attorney or Executor | (Companies: Please sign in the appropriate place to indicate the office held) |
NOTES AND INSTRUCTIONS FOR COMPLETING PROXY FORM
-
- Accessing Notice of General Meeting and Explanatory Statement: Pursuant to the Federal Treasurer's Corporations (Coronavirus Economic Response) Determination (No. 3) 2020, a hard-copy Notice of General Meeting and Explanatory Statement have not been posted to shareholders and can be accessed via the Advanced Share Registry Investor Portal (where you can also vote online) (https://www.advancedshare.com.au/Investor-Login), the Company's website (http://strikeresources.com.au/) or posted/emailed to you upon request ([email protected] or (08) 9214 9700).
-
- Change of Address: Your pre-printed name and address is as it appears on the share register of the Company. If this information is incorrect, please mark the box at Section C of the proxy form and make the correction at the top of the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note that you cannot change ownership of your shares using this form.
-
- Receipt of Annual Reports: Companies are no longer required to mail out printed annual reports to shareholders. Instead, shareholders can now make an election as follows:
- (a) make a written request for a hard copy annual report to be mailed to you; or
- (b) make a written request for an electronic copy of the annual report to be emailed to you.
- If you wish to update your annual report election, please complete Section C of the Proxy Form.
-
- You may direct your proxy how to vote by marking one of the voting direction boxes opposition the resolution. If you do not mark a voting direction box your proxy may, to the extent permitted by law, vote as they choose. If you mark more than one voting direction box on a resolution your vote will be invalid on that resolution.
-
- 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.
-
- A shareholder of the Company entitled to attend and vote is entitled to appoint not more than two proxies. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the shareholder's voting rights. If the shareholder appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half of the votes.
-
- A proxy need not be a shareholder of the Company.
-
- If you mark the abstain box for a particular item, you are directing your proxy not to vote on that item on a show of hands or on a poll and that your shares are not to be counted in computing the required majority on a poll.
-
- If a representative of a company shareholder is to attend the meeting, a properly executed original (or certified copy) of the appropriate 'Appointment of Corporate Representative' should be produced for admission to the meeting. Previously lodged Appointments of Corporate Representative will be disregarded by the Company.
-
- Signing Instructions : You must sign this form as follows in the spaces provided at Section D:
| 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 must sign. | |||
| Companies: | This form must be signed in accordance with the Corporations Act, either as: | |||
| (a)a Sole Director and Sole Company Secretary OR a Sole Director (if no CompanySecretary exists); | ||||
| (b)two Directors; or | ||||
| (c)a Director or a Company Secretary. | ||||
| Please also sign in the appropriate place to indicate the office held. | ||||
| Power of Attorney: | If you are signing under a Power of Attorney, you declare that you have had no notice ofrevocation of the Power or the death or liquidation of the donor of the Power. The originalPower of Attorney (or a certified copy) must accompany the Proxy Form or must be receivedby the Company at its registered office or one of the Share Registry's addresses listedbelow for the receipt of proxy appointments at least 48 hours before the General Meeting.Previously lodged Powers of Attorney will be disregarded by the Company. | |||
| Deceased Estates: | All Executors must sign and a certified copy of a Grant of Probate or Letters ofAdministration must accompany the form. |
- Online Voting - https://www.advancedshare.com.au/Investor-Login :Log on to the Share Registry website with your Holder Reference Number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on your Proxy Form by the deadline specified below.
12. Lodgement of Proxy Form
This Proxy Form (and any Power of Attorney under which it is signed) must be received at the address/fax number below not later than 12:00 noon (Perth time) on Monday, 15 March 2021 (48 hours before the commencement of the meeting). Any Proxy Form received after that time will not be valid for the scheduled meeting.
Proxy Forms may be lodged by posting, delivery or facsimile to the Company's Share Registry below:
Advanced Share Registry PO Box 1156 Nedlands WA 6909
By Mail By Hand Delivery By Facsimile Advanced Share Registry 110 Stirling Highway Nedlands Western Australia
or Suite 8H, 325 Pitt Street Sydney New South Wales
Advanced Share Registry (08) 6370 4203
Proxy Forms received by Email will be disregarded by the Company.