UNION STAR METALS LTD — AGM Information 2020

Dec 15, 2020

2ND ADDENDUM TO NOTICE OF ANNUAL GENERAL MEETING

Accompanied by an Explanatory Statement & Proxy Form

This 2[nd] addendum to the notice of annual general meeting and explanatory statement should be read in their entirety.

If you are in doubt as to how you should vote, you should seek advice from your accountant, solicitor or other professional advisor prior to voting.

General Meeting to be held at the offices of Blackwall Legal, Level 26, 140 St Georges Terrace Perth WA on Tuesday, 29 December 2020 at 11.00am WST

Thred Limited

ACN 124 541 466

(to be renamed PVW Resources Limited )

If you wish to discuss this 2[nd] addendum to the notice of annual general meeting or the accompanying documents, please do not hesitate to contact the company secretary on +61 411 649 551.

2[nd] Addendum to Notice of Annual General Meeting

Thred Limited ( company ) refers to:

• (a) the notice of annual general meeting dated 20 November 2020 ( notice of meeting ) in respect of the Annual General Meeting scheduled to be held at the offices of Blackwall Legal, Level 26, 140 St Georges Terrace Perth WA on Tuesday, 22 December 2020 at 11.00am WST; and

• (b) the addendum to the notice of meeting dated 4 December 2020 ( 1[st] addendum ).

The directors of the company have determined to issue this further addendum to the notice of meeting ( 2[nd] addendum ), for the purposes set out below.

Definitions in this 2[nd] addendum have the same meaning as in the notice of meeting . The notes on pages 6 to 9 of the notice of meeting apply to this 2[nd] addendum .

Change to notice of meeting

By this 2[nd] addendum , the date of the meeting is changed from Tuesday, 22 December 2020 to Tuesday, 29 December 2020. The time and place of the meeting remain the same. The deadline for lodgment of proxies and the snapshot date are amended accordingly.

Amended resolution

By this 2[nd] addendum , resolution 4 is amended to increase the maximum amount to be raised under the public offer from $2.5 million to $4.5 million, as detailed below. The directors have decided to increase the amount raised under the public offer due to the unexpectedly high level of interest in the public offer demonstrated since the prospectus was lodged on 7 December 2020.

Explanatory statement – supplementary information

By this 2[nd] addendum , the explanatory statement is amended as set out in the explanatory statement to this 2[nd] addendum .

Replacement proxy form

Accompanying this 2[nd] addendum is a replacement proxy form .

If you have already completed and returned a proxy form which was annexed to the notice of meeting or the 1[st] addendum , and you do not wish to change your original vote on resolution 4 , you do not need to take any action as the earlier submitted proxy form will be accepted by the company .

If you wish to change your vote counted by proxy in respect of resolution 4 , you MUST use this replacement proxy form enclosed with this 2[nd] addendum to vote on ALL resolutions . In the event that a shareholder provides a replacement proxy form accompanying this 2[nd] addendum , any proxy form dispatched with the original notice of meeting or the 1[st] addendum which has been completed by the shareholder will be disregarded.

If you have not yet completed and returned a proxy form and you wish to vote on the resolutions in the notice of meeting as supplemented by the 1[st] addendum and this 2[nd] addendum , being resolutions 1 to 20 , please complete and return the replacement proxy form enclosed with this 2[nd] addendum .

No other changes

Other than the changes set out in the 1[st] addendum and this 2[nd] addendum , there are no other changes to the information provided in the notice of meeting .

Enquiries

Shareholders are invited to contact the company on +61 411 649 551 if they have any queries in respect of the matters set out in this 2[nd] addendum .

By order of the Board of directors

Joe Graziano Company Secretary

16 December 2020

Explanatory statement to 2[nd] Addendum to Notice of Annual General Meeting

Change to notice of meeting

The notice of meeting is amended as follows:

• Notice is hereby given that the annual general meeting of Thred Limited ACN 124 541 466 ( company ) will be held at the offices of Blackwall Legal, Level 26, 140 St Georges Terrace Perth WA on Tuesday, 29 December 2020 at 11.00am WST .

• Lodgement of a proxy form

The proxy form (and any power of attorney or other authority, if any, under which it is signed) or a copy or facsimile which appears on its fact to be an authentic copy of the proxy form (and the power of attorney or other authority) must be lodged with the company no later than 11.00am WST on Sunday, 27 December 2020 being not later than 48 hours before the commencement of the meeting . Any proxy form received after that time will not be valid.

Proxy forms should be lodged in accordance with the directions on the proxy form accompanying the 2[nd] addendum .

• Voting entitlement (snapshot date)

For the purposes of determining voting and attendance entitlements at the meeting , shares will be taken to be held by the persons who are registered as holding the shares at 11.00am WST on Sunday, 27 December 2020 . Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the meeting .

Amended Resolution

Resolution 4 is amended as follows:

Agenda

resolution Approval for the issue of consideration shares to the PVW vendors

4 To consider and, if thought fit, pass with or without amendment the following resolution as an ordinary resolution :

That, subject to each of the other transaction resolutions being passed, the issue of up to 22,500,000 shares at an issue price of not less than $0.20 per share , to raise up to $4,500,000 under the public offer , is approved for the purposes of listing rule 7 .1.

Changes to explanatory statement

1. The explanatory statement is amended by

2. (a) replacing Section 4 with the following:

4. APPROVAL FOR THE ISSUE OF SHARES UNDER THE PUBLIC OFFER

4.1. Background to public offer

• 4.1.1. Resolution 4 seeks shareholder approval for the issue of shares under the public offer ( offer shares ) at an issue price of not less than $0.20. The public offer will be undertaken via the prospectus and will raise up to $4,500,000.

• 4.1.2. As noted in Schedule 2 , the acquisition is conditional on the company raising a minimum subscription of $2.5 million pursuant to the public offer . Further details of the public offer are set out in schedule 2 .

• 4.1.3. Resolution 4 takes effect subject to the passing of all other transaction resolutions .

4.2. Requirement for shareholder approval

• 4.2.1. Broadly speaking, and subject to a number of exceptions, listing rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that period. The issue of the offer shares does not fit within any of these exceptions.

• 4.2.2. Whilst the offer shares could be issued using the company’s 15% capacity, the company wishes to retain as much flexibility as possible to issue additional equity securities into the future without having to obtain shareholder approval under listing rule 7.1 . To do this, the company is asking shareholders to approve the issue of the offer shares under listing rule 7.1 so that it does not use up any of the 15% limit on issuing equity securities without shareholder approval set out in listing rule 7.1 .

• 4.2.3. If resolution 4 is passed, the issue of the offer shares can proceed without using up any of the company’s 15% limit on issuing equity securities without shareholder approval set out in listing rule 7.1 .

• 4.2.4. If resolution 4 is not passed, the company will not issue any offer shares and the acquisition will not proceed.

• 4.3. Required information – listing rule 7.3

Pursuant to listing rule 7.3 , the following information is provided in respect of resolution 4:

• (a) the maximum number of shares to be issued under the public offer is 22,500,000 shares;

• (b) the offer shares will be issued at completion , the date of which will be not more than 3 months after the date of the meeting (or such later date permitted by any ASX waiver or modification of the listing rules ) and it is intended to issue all offer shares on the same date;

• (c) the offer shares to be issued will be issued for $0.20 per offer share ;

• (d) the offer shares are being issued to:

• (i) enable the company to satisfy the assets test under listing rule 1.3.1 as part of the re-compliance requirements under listing rule 11.1.3 ; and

• (ii) fund its post- acquisition exploration activity (see the table at Section 14.1 of Schedule 2).

• (e) the offer shares to be issued under resolution 4 will be issued to subscribers under the public offer ( subscribers ); none of the subscribers will be related parties of the company except to the extent that they may become related parties of the company by reason of the acquisition ;

• (f) the offer shares to be 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

• (g) up to $4,500,000 will be raised by the issue of offer shares under resolution 4 .

4.4. Directors’ recommendation

The directors unanimously recommend that shareholders vote in favour of resolution 4 and refer to the advantages of the proposed acquisition as set out in paragraph 8 of Schedule 2 . Shareholders should refer to the information set out in Schedule 2 in respect of the proposed acquisition and its impact on the company in determining how to vote.”; and

• (b) replacing Section 5.3(e)(ii) with the following:

“ CPS has agreed to place, on a best endeavours basis, up to 22,500,000 shares at an issue price of $0.20, to raise up to $4,500,000.”

1. Schedule 2 of the explanatory statement is amended by:

2. (a) amending paragraph 10.2(a) to read : “raise up to $4,500,000 by the issue of up to 22,500,000 offer shares at an issue price of $0.20 per share ; and”

3. (b) replacing the table in paragraph 14.1 with the following table:

Sources of funds	min. subscription	max. subscription
	amount	amount
	$2,500,000	$4,500,000
Cash on hand of the_company_and_PVW_	2,300,000	2,300,000
Funds raised under the_public offer_	2,500,000	4,500,000
Total funds available	4,800,000	6,800,000
Use of funds
Exploration of Leonora Gold Project	1,175,000	1,750,000
Exploration of Tanami Gold Project	1,750,000	2,450,000
Exploration of Kalgoorlie Gold Project	500,000	700,000
Administration expenses	800,000	1,150,000
Working capital	100,000	150,000
Expenses associated with the_acquisition_	475,000	600,000
(including expenses of the_offers_)
Total use of funds	4,800,000	6,800,000

(c) amending paragraph 15.1(c) to read:

“ Dilution : The company currently has 23,858,545 shares on issue (on a post- consolidation basis). The company proposes to issue 24,242,424 shares to the PVW vendors and up to 22,500,000 shares in a public offer . If the public offer is fully subscribed, the existing shareholders will retain approximately 33.6% of the issued capital of the company . There is also a risk that the interests of shareholders will be further diluted as a result of future raisings required in order to fund the development of the business.”

1. Schedule 5 of the explanatory statement is amended by replacing the table and notes in Schedule 5 with the following table and notes:

	THD audited as at 30June 2020	PVW audited as at 30June 2020	Pro forma adjustment	Pro forma as at 30 June 2020
	A$	A$	A$	A$
ASSETS
Current Assets
Cash and cash equivalents	2,288,868	285,797	3,893,000	6,467,665
Receivables	17,503	64,263	(52,752)	29,014
Other assets	39,190	-	-	39,190
Total Current Assets	2,345,561	350,060	3,840,248	6,535,869
Non-Current Assets
Plant & equipment	-	7,714	-	7,714
Total Non-Current Assets	-	7,714	-	7,714
TOTAL ASSETS	2,345,561	357,774	3,840,248	6,543,583
LIABILITIES
Current Liabilities
Trade and otherpayables	96,353	253,399	(217,817)	131,935
Borrowings	28,859	-	-	8,010
Provisions	-	8,010	-	28,859
Total Current Liabilities	125,212	261,409	(217,817)	168,804
Non-Current Liabilities
Provisions	-	300,000	-	300,000
Total Non-Current Liabilities	-	300,000	-	300,000
TOTAL LIABILITIES	125,212	561,409	(217,817)	686,621
NET ASSETS	2,220,349	(203,635)	3,622,431	5,639,145
EQUITY
Issued capital	35,758,537	3,776,911	8,166,213	47,701,661
Reserves	760,579	163,008	(504,487)	419,100
Accumulated losses	(34,298,770)	(4,143,554)	(4,039,295)	(42,481,609)
Non-controllinginterest	3	-	-	3
TOTAL EQUITY	2,220,349	(203,635)	3,622,431	5,639,145

Accounting for acquisition

1. The acquisition is deemed to be a reverse acquisition whereby PVW is deemed to be the “acquirer” for accounting purposes. Therefore, the equity balances of the company are eliminated on consolidation.

2. The value of the consideration shares should be the notional number of equity instruments that the PVW shareholders would have had to issue to the company to give shareholders the

same percentage ownership in the combined entity. This usually equates to the market capitalisation of the company . The pre-acquisition equity balances of the company are eliminated against this increase in share capital on consolidation and the balance is deemed to be the amount paid for the listed status of the company which goes to the income statement as a share-based payment or cost of ASX listing (or accumulated losses in the pro forma).

Pro forma

The pro-forma financial information contains the following pro-forma adjustments, based on the public offer being fully subscribed:

1. The acquisition by Thred of 100% of the issued share capital of PVW , satisfied by the issue of 24,242,424 shares at A$0.20 per share (on a post- consolidation basis). As the acquisition is required to be accounted for as a reverse acquisition the pro-forma financial information has therefore been prepared as a continuation of the business and operations of PVW .

2. The consolidation of the company’s capital on the basis that every 75 shares be consolidated into 1 share .

3. The issue of 22,500,000 shares at an issue price of A$0.20 each to raise A$4,500,000 before costs pursuant to the prospectus . Costs of the public offer under the broker mandate are estimated to be 6% of the amount raised, which is to be offset against the contributed equity.

4. Costs of the acquisition are to be expensed through accumulated losses.

5. The issue of 484,848 shares (on a post- consolidation basis) to CPS in consideration for services provided regarding the acquisition . As these relate to costs of the acquisition , they have been fully netted off against share capital.

6. The issue of 2,400,000 options (on a post- consolidation basis) to the current directors with an exercise price of A$0.30 per option and an expiry date of 3 years after the issue date. As these relate to costs of the acquisition, they have been expensed.

7. The issue of 3,200,000 performance rights (on a post-consolidation basis) to the proposed directors . The performance rights will have various performance milestones to be achieved and have an expiry date five years after issue of the performance rights . As the performance rights are remuneration-related, they have been expensed.

8. The issue of 3,630,278 ordinary shares of PVW in settlement of outstanding fees payable to the PVW directors and the company secretary, at an issue price of $0.06, totalling $217,817. This expense has been fully netted off against share capital.

9. Schedule 6 of the explanatory statement is amended by replacing the “shares” table in Schedule 6 with the following table:

shares	number (minimum subscription)	%	number (maximum subscription)	%
shares already on issue	23,858,545	39.1	23,858,545	33.6
shares to be issued: consideration shares to PVW vendors to CPS under the public offer	24,242,424 484,848 12,500,000	39.6 0.8 20.5	24,242,424 484,848 22,500,000	34.0 0.7 31.7
total shares on issue	61,085,818	100.0	71,085,818	100.0

LODGE YOUR PROXY APPOINTMENT ONLINE

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ONLINE PROXY APPOINTMENT

www.advancedshare.com.au/investor-login

MOBILE DEVICE PROXY APPOINTMENT

Lodge your proxy by scanning the QR code below, and enter your registered postcode. It is a fast, convenient and a secure way to lodge your vote.

2020 ANNUAL GENERAL MEETING PROXY FORM

I/We being shareholder(s) of Thred Limited and entitled to attend and vote hereby:

APPOINT A PROXY

 PLEASE NOTE: If you leave the section blank, the Chairman of the Meeting will be your proxy.

The Chairman of  PLEASE NOTE: If you leave the section blank, the OR the Meeting Chairman of the Meeting will be your proxy. or failing the individual(s) or body corporate(s) named, or if no individual(s) or body corporate(s) named, the Chairman of the Meeting, as my/our proxy to act generally at the Meeting on my/our behalf, including to vote in accordance with the following directions (or, if no directions have been given, and to the extent permitted by law, as the proxy sees fit), at the Annual General Meeting of the Company to be held at the offices of Blackwall Legal, Level 26, 140 St Georges Terrace Perth WA on 29 December 2020 at 11.00am WST and at any adjournment or postponement of that Meeting.

Chairman’s voting intentions in relation to undirected proxies: The Chairman intends to vote all undirected proxies in favour of all Resolutions. In exceptional circumstances, the Chairman may change his/her voting intentions on any Resolution. In the event this occurs, an ASX announcement will be made immediately disclosing the reasons for the change.

Chairman authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chairman of the Meeting as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy on Resolutions 1 and 6 to 14 (except where I/we have indicated a different voting intention below) even though these resolutions are connected directly or indirectly with the remuneration of a member(s) of key management personnel, which includes the Chairman.

VOTING DIRECTIONS

	2020 ANNUAL GENERAL MEETING PROXY FORM I/We beingshareholder(s)of Thred Limited and entitled to attend and vote hereby:
STEP 1	APPOINT A PROXY The Chairman of the Meeting OR PLEASE NOTE:If you leave the section blank, the Chairman of the Meeting will be your proxy. or failing the individual(s) or body corporate(s) named, or if no individual(s) or body corporate(s) named, the Chairman of the Meeting, as my/our proxy to act generally at the Meeting on my/our behalf, including to vote in accordance with the following directions (or, if no directions have been given, and to the extent permitted by law, as the proxy sees fit), at the Annual General Meeting of the Company to be held atthe offices of Blackwall Legal, Level 26, 140 St Georges Terrace Perth WA on 29 December 2020 at 11.00am WSTand at any adjournment or postponement of that Meeting. Chairman’s voting intentions in relation to undirected proxies:The Chairman intends to vote all undirected proxies in favour of all Resolutions. In exceptional circumstances, the Chairman may change his/her voting intentions on any Resolution. In the event this occurs, an ASX announcement will be made immediately disclosing the reasons for the change. Chairman authorised to exercise undirected proxies on remuneration related resolutions:Where I/we have appointed the Chairman of the Meeting as my/our proxy (or the Chairman becomes my/our proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy on Resolutions 1 and 6 to 14 (except where I/we have indicated a different voting intention below) even though these resolutions are connected directly or indirectly with the remuneration of a member(s)of keymanagementpersonnel,which includes the Chairman.
	VOTING DIRECTIONS
	Resolutions For Against Abstain*
	1 Adoption of Remuneration Report ◼ ◼ ◼
	2 Approval for change to nature and scale of activities ◼ ◼ ◼
	3 Consolidation ◼ ◼ ◼
	4 Approval for the issue of shares under thepublic offer ◼ ◼ ◼
	5 Approval for the issue of shares to CPS ◼ ◼ ◼
	6 Approval for the issue of options to David Wheeler ◼ ◼ ◼
	7 Approval for the issue of options to Joe Graziano ◼ ◼ ◼
	8 Approval for the issue of options to Sol Majteles ◼ ◼ ◼
2	9 Approval for the issue ofperformance rights to David Wheeler ◼ ◼ ◼
P	10 Approval for the issue ofperformance rights to George Bauk ◼ ◼ ◼
TE	11 Approval for the issue of performance rights to Colin McCavana ◼ ◼ ◼
S	12 Approval for the issue of offer shares to David Wheeler ◼ ◼ ◼
	13 Approval for the issue of offer shares to George Bauk ◼ ◼ ◼
	14 Approval for the issue of offer shares to Colin McCavana ◼ ◼ ◼
	15 Election of director – Joe Graziano ◼ ◼ ◼
	16 Election of director – George Bauk ◼ ◼ ◼
	17 Election of director – Colin McCavana ◼ ◼ ◼
	18 Change of company’s name ◼ ◼ ◼
	19 Amendment to constitution ◼ ◼ ◼
	20 Approval for the issue of consideration shares to the PVW vendors ◼ ◼ ◼
	* 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 computingthe required majorityon apoll. 
	SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED
	Shareholder 1(Individual) Joint Shareholder 2(Individual) Joint Shareholder 3(Individual)
3	Sole Director and Sole CompanySecretary Director/CompanySecretary (Delete one) Director
STEP	This form should be signed by the shareholder. If a joint holding, all the shareholders should sign. If signed by the shareholder’s attorney, the power of
	attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed
	in accordance with the company’s constitution and the Corporations Act 2001(Cth).
	Email Address
	Please tick here to agree to receive communications sent by the Company via email. This may include meeting notifications, dividend remittance, and selected announcements.

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE MEETING, PLEASE BRING THIS FORM WITH YOU. THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.

CHANGE OF ADDRESS

This form shows your address as it appears on Company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes.

APPOINTMENT OF A PROXY

If you wish to appoint the Chairman as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman, please write that person’s name in the box in Step 1. A proxy need not be a shareholder of the Company. A proxy may be an individual or a body corporate.

CORPORATE REPRESENTATIVES

If a representative of a nominated corporation is to attend the Meeting the appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission in accordance with the Notice of Meeting. A Corporate Representative Form may be obtained from Advanced Share Registry.

SIGNING INSTRUCTIONS ON THE PROXY FORM

Individual:

Where the holding is in one name, the security holder must sign.

Joint Holding:

DEFAULT TO THE CHAIRMAN OF THE MEETING

If you leave Step 1 blank, or if your appointed proxy does not attend the Meeting, then the proxy appointment will automatically default to the Chairman of the Meeting.

VOTING DIRECTIONS – PROXY APPOINTMENT

You may direct your proxy on how to vote by placing a mark in one of the boxes opposite each resolution of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any resolution by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given resolution, your proxy may vote as they choose to the extent they are permitted by law. If you mark more than one box on a resolution, your vote on that resolution will be invalid.

Where the holding is in more than one name, all of the security holders should sign.

Power of Attorney:

If you have not already lodged the Power of Attorney with Advanced Share Registry, please attach the original or a certified photocopy of the Power of Attorney to this form when you return it. Companies:

Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held.

LODGE YOUR PROXY FORM

PROXY VOTING BY KEY MANAGEMENT PERSONNEL

If you wish to appoint a Director (other than the Chairman) or other member of the Company’s key management personnel, or their closely related parties, as your proxy, you must specify how they should vote on Resolutions 1 and 6 to 14, by marking the appropriate box. If you do not, your proxy will not be able to exercise your vote for Resolutions 1 and 6 to 14.

PLEASE NOTE: If you appoint the Chairman as your proxy (or if they are appointed by default) but do not direct them how to vote on a resolution (that is, you do not complete any of the boxes “For”, “Against” or “Abstain” opposite that resolution), the Chairman may vote as they see fit on that resolution.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning Advanced Share Registry Limited or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and

• (b) return both forms together.

COMPLIANCE WITH LISTING RULE 14.11

This Proxy Form (and any power of attorney under which it is signed) must be received at an address given below by 11.00am WST on 27 December 2020, being not later than 48 hours before the commencement of the Meeting. Proxy Forms received after that time will not be valid for the scheduled Meeting.

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ONLINE PROXY APPOINTMENT www.advancedshare.com.au/investor-login BY MAIL Advanced Share Registry Limited 110 Stirling Hwy, Nedlands WA 6009; or PO Box 1156, Nedlands WA 6909 BY FAX +61 8 6370 4203 BY EMAIL admin@advancedshare.com.au IN PERSON Advanced Share Registry Limited 110 Stirling Hwy, Nedlands WA 6009 ALL ENQUIRIES TO Telephone: +61 8 9389 8033

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In accordance to Listing Rule 14.11, if you hold shares on behalf of another person(s) or entity/entities or you are a trustee, nominee, custodian or other fiduciary holder of the shares, you are required to ensure that the person(s) or entity/entities for which you hold the shares are not excluded from voting on resolutions where there is a voting exclusion. Listing Rule 14.11 requires you to receive written confirmation from the person or entity providing the voting instruction to you and you must vote in accordance with the instruction provided.

By lodging your proxy votes, you confirm to the company you a that you are in compliance with Listing Rule 14.11.