TRUE NORTH COPPER LIMITED — AGM Information 2021

Sep 27, 2021

DUKE EXPLORATION LIMITED ACN 119 421 868

NOTICE OF ANNUAL GENERAL MEETING

TIME : 10:00am (Brisbane time) DATE : Friday, 29 October 2021 PLACE : The meeting will be a virtual meeting and held online only. Shareholders can attend and participate in the meeting via the following link:

https://us02web.zoom.us/webinar/register/WN_T82QlZsLTFyo19RQV1UcaQ

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 7) 5447 7693 .

CONTENTS PAGE

Notice of Annual General Meeting (setting out the proposed resolutions)	4
Explanatory Statement (explaining the proposed resolutions)	6
Glossary	13
Proxy Form

IMPORTANT INFORMATION

TIME OF VIRTUAL MEETING

Notice is given that an Annual general meeting of the Shareholders to which this Notice of Meeting relates will be held online at 10:00am (Brisbane time) on Friday, 29 October 2021. The meeting will be webcast through a platform which allows Shareholders to be present during the Meeting. If you wish to virtually attend the Meeting (which will be broadcast as a live webinar), please pre-register in advance for the virtual meeting using the link here:

https://us02web.zoom.us/webinar/register/WN_T82QlZsLTFyo19RQV1UcaQ

After registering, you will receive a confirmation containing information on how to attend the virtual meeting on the day of the Meeting.

Shareholders will be able to vote and ask questions at the virtual meeting.

Shareholders are also encouraged to submit questions in advance of the Meeting to the Company.

Questions must be submitted in writing to agm@duke-exploration.com.au at least 48 hours before the Meeting.

The Company will also provide Shareholders with the opportunity to ask questions during the Meeting in respect to the formal items of business as well as general questions in respect to the Company and its business.

YOUR VOTE IS IMPORTANT

The business of the Annual General 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 Annual General Meeting are those who are registered Shareholders at 7:00pm (Brisbane time) on Wednesday, 27 October 2021.

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VOTING VIRTUALLY ON THE DAY OF THE MEETING

Shareholders who wish to vote virtually on the day of the Meeting will need to login to the Automic website ( https://investor.automic.com.au/#/home ) with their username and password.

Shareholders who do not have an account with Automic are strongly encouraged to register for an account as soon as possible and well in advance of the Meeting to avoid any delays on the day of the Meeting.

How do I create an account with Automic?

To create an account with Automic, please go to the Automic website ( https://investor.automic.com.au/#/home ), click on ‘register’ and follow the steps. Shareholders will require their holder number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) to create an account with Automic.

I have an account with Automic, what are the next steps?

Shareholders who have an existing account with Automic (Note: with a username and password) are advised to take the following steps to attend and vote virtually on the day of the Meeting:

1. Login to the Automic website ( https://investor.automic.com.au/#/home ) using your username and password.

2. ( Registration on the day ) If registration for the virtual meeting is open, click on ‘Meeting open for registration’ and follow the steps.

3. ( Live voting on the day ) If live voting for the virtual meeting is open, click on ‘Meeting open for voting’ and follow the steps.

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.

Shareholders who wish to participate and vote at the AGM are strongly encouraged to complete and submit their proxies as early as possible.

To vote by proxy:

1. please complete and sign the enclosed Proxy Form, and deliver the Proxy Form:

2. a. by hand to:

Automic Group Level 5, 126 Phillip Street, Sydney NSW 2000; or

• b. by post to:

Automic Group GPO Box 5193, Sydney NSW 2001;

1. please lodge the Proxy Form online at https://investor.automic.com.au/#/loginsah by following the below instructions: Login to the Automic website using the holding details as shown on the Proxy Form. Click on ‘Meetings’ –‘Vote’.

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VOTING BY PROXY (continued)

To use the online lodgement facility, Shareholders will need their holder number Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the front of the Proxy Form. Your proxy instruction must be received not later than 48 hours before the commencement of the Meeting. Proxy Forms received later than this time will be invalid.

In accordance with section 249L of the Corporations Act, members are advised that:

• each member has a right to appoint a proxy;

• the proxy need not be a member of the Company; and

• a member who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints 2 proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.

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NOTICE OF ANNUAL GENERAL MEETING

Notice is given that an Annual General Meeting (“Meeting”) of Shareholders of Duke Exploration Limited (“Duke Exploration” or “the Company”) will be held online at 10:00am (Brisbane time) on Friday, 29 October 2021. The meeting will be webcast through a platform which allows Shareholders to be present during the Meeting.

The Explanatory Statement provides additional information on matters to be considered at the Annual General Meeting. The Explanatory Statement and the Proxy Form are part of this Notice of Meeting.

Terms and abbreviations used in this Notice of Meeting are defined in the Glossary.

AGENDA

ORDINARY BUSINESS

Financial Statements and Reports

To receive and consider the annual financial report of the Company for the financial year ended 30 June 2021 together with the declaration of the directors, the directors’ report, and the auditor’s report.

1. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT

To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution :

“That, for the purpose of Section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company’s annual financial report for the financial year ended 30 June 2021.”

Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.

Voting Exclusion Statement:

A vote on this Resolution must not be cast (in any capacity) by or on behalf of any of the following persons:

• (a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or

• (b) a Closely Related Party of such a member.

However, a person (the Voter ) described above may vote on this Resolution as a proxy vote if the vote is not cast on behalf of a person described above and either:

• (a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on the Resolution; or

• (b) the voter is the Chair and the appointment of the Chair as proxy:

• (i) does not specify the way the proxy is to vote on this Resolution; and

• (ii) expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel for the Company, or if the Company is part of a consolidated entity, for the entity.

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2. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – TOKO KAPEA

To consider and, if thought fit, to pass the following resolution as an ordinary resolution :

“That, for the purpose of clause 17.5 of the Constitution and for all other purposes, Mr Toko Kapea, a Director, retires by rotation, and being eligible, is re-elected as a Director.”

3. RESOLUTION 3 – APPROVAL OF 10% PLACEMENT FACILITY

To consider and, if thought fit, to pass with or without amendment, the following resolution as a special resolution :

“That pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of Equity Securities up to 10% of the issued capital of the Company (at the time of issue) calculated in accordance with the formula prescribed in Listing Rule 7.1A.2 and on the terms and conditions in the Explanatory Memorandum.”

Voting Exclusion Statement: The Company will disregard any votes cast on this Resolution by a person who may participate in the 10% Placement Facility and a person who may obtain a benefit, except a benefit solely in the capacity of a security holder, 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.

Explanatory Notes

If you wish to appoint a member of the Key Management Personnel (which includes each of the directors and the Chair) as your proxy, please read the voting exclusion above and in the Proxy Form carefully. Shareholders are encouraged to direct their proxies how to vote.

How the Chair will vote available proxies - The Chair of the Meeting intends to vote all available proxies in favour of all of the Resolutions set out in the Notice. The Proxy Form expressly authorises the Chair to exercise undirected proxies in favour of remuneration related resolutions (Resolution 3).

Default to the Chair – Any directed proxies that are not voted on a poll at the Meeting will automatically default to the Chair of the Meeting, who is required to vote proxies as directed.

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 7 pm AEST on 27 October 2021.

DATED: 22 SEPTEMBER 2021

BY ORDER OF THE BOARD

PAUL FREDERIKS COMPANY SECRETARY

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EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of the Shareholders in connection with the business to be conducted at the Annual General Meeting to be held online at 10:00am (Brisbane time) on Friday, 29 October 2021.

The purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions in the Notice of Meeting.

FINANCIAL STATEMENTS AND REPORTS

In accordance with the requirements of the Company’s Constitution and the Corporations Act 2001 (Cth) ( Corporations Act ), the Company’s audited financial statements for the financial year ended 30 June 2021, together with the report of the auditor thereon will be tabled at the Meeting, and shareholders will have the opportunity of discussing the Report and making comments and raising queries in relation to the Report.

1. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT

1.1 General

The Corporations Act requires that at a listed company’s annual general meeting, a resolution that the remuneration report be adopted must be put to the shareholders. However, such a resolution is advisory only and does not bind the Directors or the Company.

The Remuneration Report sets out the Company’s remuneration arrangements for the Directors and senior management of the Company. The Remuneration Report is part of the Directors’ report contained in the annual financial report of the Company for the financial year ending 30 June 2021.

A reasonable opportunity will be provided for discussion of the Remuneration Report at the Annual General Meeting.

1.2 Voting Consequences

Under the Corporations Act, if at least 25% of the votes cast on Resolution 1 are voted against adoption of the Remuneration Report at the Annual General Meeting, and then again at the Company's 2022 annual general meeting, the Company will be required to put to Shareholders a resolution proposing the calling of an extraordinary general meeting to consider the appointment of directors of the Company ( Spill Resolution ).

If more than 50% of Shareholders vote in favour of the Spill Resolution, the Company must convene the extraordinary general meeting ( Spill Meeting ) within 90 days of the second annual general meeting. All of the Directors who were in office when the Company's 2022 Directors' report was approved, other than the managing director of the Company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting. Following the Spill Meeting those persons whose election or re-election as Directors is approved will be the Directors of the Company.

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At the Company’s previous annual general meeting, there was no such resolution put to shareholders as the Company was unlisted. Accordingly, the Spill Resolution is not a relevant consideration for this Annual General Meeting.

1.3 Proxy Restrictions

Shareholders appointing a proxy for Resolution 1 should note the following:

Chairman authorised to exercise undirected proxies on remuneration related resolutions : Where Shareholders have appointed the Chair of the Meeting as their proxy, the Chair will vote in favour of Resolution 1 “Adoption of Remuneration Report” unless the Shareholder has expressly indicated a different voting intention. This is so notwithstanding that the resolution is connected directly or indirectly with the remuneration of a member of Key Management Personnel, which includes the Chair.

2. RESOLUTION 2 - RE-ELECTION OF DIRECTOR – TOKO KAPEA

Clause 17.5 of the Constitution requires that at the Company's annual general meeting in every year, one-third of the Directors for the time being, or, if their number is not a multiple of 3, then the number nearest one-third (rounded upwards in case of doubt), shall retire from office, provided always that no Director (except a Managing Director) shall hold office for a period in excess of 3 years, or until the third annual general meeting following his or her appointment, whichever is the longer, without submitting himself or herself for re-election.

The Directors to retire at an annual general meeting are those who have been longest in office since their last election, but, as between persons who became Directors on the same day, those to retire shall (unless they otherwise agree among themselves) be determined by drawing lots.

A Director who retires by rotation under clause 17.5 of the Constitution is eligible for re-election.

Resolution 2 seeks approval for the election of Mr Toko Kapea, who retires in accordance with clause 17.5 of the Company's Constitution and, being eligible, offers himself for re-election as a Director of the Company, with effect from the end of the meeting.

Mr Kapea has been a director of the Company since 11 July 2017. Mr Kapea is the non-executive Chairman of the Company and is considered by the Board to be independent. Details of Mr Kapea’s qualifications and experience are available in the Annual Report.

Current directors, Mr Condon, Mr McAleese and Mr Frederiks support the reelection of Mr Kapea as a director.

3. RESOLUTION 3 – APPROVAL OF 10% PLACEMENT CAPACITY

3.1 General

ASX Listing Rule 7.1A provides that “Eligible Entities” (as defined in paragraph 3.3 below) may seek Shareholder approval to issue “Equity Securities” (as defined in paragraph 3.2(b) below) up to 10% of its issued share capital through placements over a 12 month period after the Meeting ( '10% Placement Facility '). The 10%

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Placement Facility is in addition to the Company's 15% placement capacity under Listing Rule 7.1.

3.2 Conditions of Approval

Approval under Listing Rule 7.1A is subject to the following:

• (a) shareholder approval by way of a special resolution at an annual general meeting; and

• (b) the company qualifying as an 'Eligible Entity'. A company is an Eligible Entity if the company is outside the S&P/ASX 300 Index and has a market capitalisation of $300 million or less.

The Company is an Eligible Entity as defined above.

The Company is now seeking Shareholder approval by way of a special resolution to have the ability to issue Equity Securities under the 10% Placement Facility.

The effect of this Resolution 3 will be to allow the Directors to issue the Equity Securities under Listing Rule 7.1A during the 10% Placement Period up to 12 months after the Meeting, without subsequent Shareholder approval and without using the Company’s 15% placement capacity under Listing Rule 7.1.

Resolution 3 is a special resolution and therefore requires approval of 75% of the votes cast by Shareholders present and eligible to vote (in person, by proxy, by attorney or, in the case of a corporate Shareholder, by a corporate representative).

3.3 Equity Securities

'Equity Securities' to be issued under the 10% Placement Facility must be in the same class as an existing quoted class of equity securities of the Company. As at the date of this Notice the Company has one class of quoted equity securities, being its ordinary shares. The class of Equity Securities which is the subject of this Resolution 3 relates only to ordinary shares.

3.4 Minimum Issue Price

The minimum price at which the Equity Securities may be issued for the purposes of Listing Rule 7.1A.3 is 75% of the volume weighted average price for Equity Securities in that particular class calculated over the 15 Trading Days on which trades in that class were recorded immediately before:

• (a) the date on which the price at which the Equity Securities are to be issued is agreed; or

• (b) if the Equity Securities are not issued within five (5) Trading Days of the date in paragraph (a), the date on which the Shares are issued.

3.5 Date of issue (10% Placement Capacity Period)

The date by which the Equity Securities may be issued pursuant to Listing Rule 7.1A.1 is the earlier of:

• (a) 12 months after the date of this Meeting (expected to be 29 October 2022); and

• (b) the date of approval by Shareholders of any transaction under ASX Listing Rules 11.1.2 (a significant change to the nature or scale of the Company’s activities) or 11.2 (disposal of the Company’s main undertaking),

(after which date, an approval under Listing Rule 7.1A ceases to be valid).

3.6 Risks associated with the Issue

The possible risks associated with an issue of Shares under Listing Rule 7.1A.2 may

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include:

• the market price for Equity Securities in that class may be significantly lower on the issue date than on the date of the approval under Listing Rule 7.1A; and

• the Equity Securities may be issued at a price that is at a discount to the market price for those Equity Securities on the issue date.

Listing Rule 7.3A.2 requires the Company to provide a table demonstrating the potential dilution effect based on three different assumed prices of the Company’s Shares and three different numbers of Shares on issue in the Company (Variable ‘A’ in Listing Rule 7.1 and 7.1A). For convenience, we will refer to the latter as Variable ‘A’.

Table A below shows the dilution of existing Shareholdings on the basis of the current market price of Shares and the current number of Shares for Variable 'A' calculated in accordance with the formula in Listing Rule 7.1A.2 as at the date of this Notice.

The table (*) also shows:

• two examples where Variable 'A' has increased by 50% and 100%. The number of ordinary Shares on issue may increase as a result of issues of ordinary Shares that do not require Shareholder approval or future specific placements under Listing Rule 7.1 that are approved at a future Shareholders' meeting; and

• two examples of where the issue price of ordinary Shares has decreased by 50% and increased by 100% as against the current market price.

Variable ‘A’ in Listing Rule 7.1A.2			Dilution
		$0.125	$0.25	$0.50
		50% decrease in Issue Price	Issue Price	100% Increase in Issue Price
Current Variable A	10% Voting Dilution	10,541,963	10,541,963	10,541,963
105,419,627 Shares		Shares	Shares	Shares
	Funds raised	$1,317,745	$2,635,491	$5,270,981
50% increase in current Variable A	10% Voting Dilution	15,812,944	15,812,944	15,812,944
158,129,441 Shares		Shares	Shares	Shares
	Funds raised	$1,976,618	$3,953,236	$7,906,472
100% increase in current Variable A	10% Voting Dilution	21,083,925	21,083,925	21,083,925
210,839,254 Shares		Shares	Shares	Shares
	Funds Raised	$2,635,491	$5,270,981	$10,541,963

*The number of Shares on issue (variable A in the formula) could increase as a result of the issue of Shares that do not require Shareholder approval (such as under a pro-rata rights issue or scrip issued under a takeover offer) or that are issued with Shareholder approval under Listing Rule 7.1.

The table has been prepared on the following assumptions:

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• (a) The Company issues the maximum number of Equity Securities available under the 10% Placement Facility;

• (b) No options (including any options issued under the 10% Placement Facility) are exercised into Shares before the date of the issue of the Equity Securities;

• (c) The 10% voting dilution reflects the aggregate percentage dilution against the issued share capital at the time of issue. This is why the voting dilution is shown in each example as 10%;

• (d) The table does not show an example of dilution that may be caused to a particular Shareholder by reason of placements under the 10% Placement Facility, based on that Shareholder’s holding at the date of the Meeting;

• (e) The table shows only the effect of issues of Equity Securities under Listing Rule 7.1A, not under the 15% placement capacity under Listing Rule 7.1;

• (f) The issue of securities under the 10% Placement Facility consists only of Shares; and

• (g) The issue price is $0.25, approximating the current share price.

3.7

The Purposes of Issue under 10% Placement Capacity

The purposes for which the Company may issue Equity Securities pursuant to Listing Rule 7.1A include the following:

• exploration and development activities on its mineral interests in Qld and NSW; and

• for ongoing future working capital purposes.

The Company may issue Shares for non-cash consideration for the acquisition of new resources assets. In such circumstances the Company will provide a valuation of the non-cash consideration as required by Listing Rule 7.1A.3.

The Company will comply with the disclosure obligations under Listing Rules 7.1A(4) and 3.10.5A upon issue of any Shares.

3.8 The Company’s Allocation Policy

The Company's allocation policy is dependent on the prevailing market conditions at the time of any proposed issue pursuant to the 10% Placement Facility. The identity of allottees of Equity Securities will be determined on a caseby-case basis having regard to the factors including but not limited to the following:

• (a) the purpose of the issue;

• (b) the methods of raising funds that are available to the Company including but not limited to, rights issue or other issue in which existing Shareholders can participate;

• (c) the effect of the issue of the Equity Securities on the control of the Company;

• (d) the financial situation and solvency of the Company; and

• (e) advice from corporate, legal, financial and broking advisors (if applicable).

The allottees under the 10% Placement Facility have not been determined as at the date of this Notice but may include existing substantial Shareholders and/or new Shareholders who are not related parties or associates of a related party of

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the Company.

A voting exclusion statement is included in this Notice. At the date of this Notice, the Company has not approached any particular existing Shareholder or security holder or an identifiable class of existing security holder to participate in the issue of the Equity Securities. No existing Shareholder’s votes will therefore be excluded under the voting exclusion in this Notice.

3.9 Previous Approval under ASX Listing Rule 7.1A

The Company has not previously obtained Shareholder approval under Listing Rule 7.1A.

3.10 Equity Securities issued or expected to be issued in the 12 months prior to the Meeting

In the period following the July 2020 Annual General Meeting and to the date of this Notice, the Company has issued a total of 78,809,215 Equity Securities which represented 25.2% of the total Equity Securities on issue at the commencement of that 12 month period. This information is provided for compliance with ASX Listing Rule 7.3A.6.

The Company has not issued any Equity Securities under Listing Rule 7.1A.2 in the 12 months preceding the date of the Meeting. The details of issues of all Equity Securities in the 12 months preceding the date of the Meeting are as follows:

Date of issue	6 November 2020	18 June 2021	29 June 2021	20 July 2021
Number issued:	32,000,000	11,228,229 Shares	7,645,912 Shares	11,000,000 Shares
Class:	Ordinary Shares	Ordinary Shares	Ordinary Shares	Ordinary Shares
Summary of terms:	IPO	Placement	Share Purchase Plan	Placement
Names of persons who received securities or basis on which those persons was determined:	Participants in IPO via Prospectus disclosure document	Sophisticated Investors	Shareholders on the register as at 9 June 2021	Sophisticated Investors
Price:	$0.25	$0.36	$0.36	$0.36
Discount to market price (if any):	Nil	Nil	Nil	Nil
Total cash consideration received:	$8,000,000	$4,042,162	$2,752,528	$3,960,000
Amount of cash consideration spent:	$8,000,000	$300,000	-	-
Use of cash consideration	Funds have been expended on the Bundarra Copper Project, Prairie Creek Gold Project and general working capital purposes	Funds have been expended on the Bundarra Copper Project, Prairie Creek Gold Project and general working capital purposes	N/A	N/A
Intended use for remaining amount of cash (if any)	-	Remaining funds will be expended on the Bundarra Copper Project, Prairie Creek Gold Project and general working capital purposes	Remaining funds will be expended on the Bundarra Copper Project, Prairie Creek Gold Project and general working capital purposes	Remaining funds will be expended on the Bundarra Copper Project, Prairie Creek Gold Project and general working capital purposes
Current value of non-cash consideration	N/A	N/A	N/A	N/A

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3.11 Compliance with ASX Listing Rules 7.1A.4 and 3.10.5A

When the Company issues Equity Securities pursuant to the 10% Placement Capacity, it must give to ASX:

• (a) a list of the recipients of the Equity Securities and the number of Equity Securities issued to each recipient (not for release to the market), in accordance with Listing Rule 7.1A.4; and

• (b) the information required by Listing Rule 3.10.5A for release to the market.

3.12 Board Recommendation

The Board recommends that Shareholders vote in favour of this Resolution.

4. ENQUIRIES

Shareholders are requested to contact the Company Secretary on (+ 61 7) 5447 7693 if they have any queries in respect of the matters set out in these documents.

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GLOSSARY

Annual General Meeting or Meeting means the meeting convened by the Notice.

ASX means ASX Limited (ACN 008 624 691).

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.

Company means Duke Exploration Limited (ACN 119 421 868).

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.

Key Management Personnel has the same meaning as in the accounting standards and broadly includes those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company.

Notice or Notice of Meeting or Notice of Annual General Meeting means this notice of Annual general 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 of Meeting, 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.

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