Notice of Annual General Meeting/Proxy Form
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Victory Metals Limited
ACN 124 279 750
Notice of Annual General Meeting
The Annual General Meeting of the Company will be held at Suite 1, 295 Rokeby Rd, Subiaco
WA 6008 on Wednesday, 19 November 2025 at 10am (WST).
The Notice of Annual General Meeting should be read in its entirety. If Shareholders are in doubt as
to how to vote, they should seek advice from a suitably qualified professional advisor prior to voting.
Should you wish to discuss any matter, please do not hesitate to contact the Company
Secretary by telephone on +61 8 6557 8656.
Shareholders are urged to attend or vote by lodging the proxy form attached to the Notice.
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VICTORY METALS LIMITED
ACN 124 279 750
Notice of Annual General Meeting
Notice is given that the annual general meeting of Shareholders of Victory Metals Limited (Company) will
be held at Suite 1, 295 Rokeby Rd, Subiaco, Western Australia on Wednesday, 19 November 2025 at
10am (WST) (Meeting).
The Explanatory Memorandum provides additional information on matters to be considered at the
Meeting. The Explanatory Memorandum and the Proxy Form form part of the Notice.
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 as Shareholders on Monday,
17 November 2025 at 5pm (WST).
Terms and abbreviations used in this Notice and Explanatory Memorandum are defined in Schedule 1.
Agenda
1 Annual Report
To receive and consider the annual financial report of the Company for the financial year ended
30 June 2025 together with the declaration of the Directors, the Directors’ report, the
Remuneration Report and the auditor’s report.
The reports referred to above are included in the 2025 Annual Report sent to those
Shareholders who elected to receive a hard copy. A copy of the report is also available
on the Company's website at https://www.victorymetalsaustralia.com/investor-centre/annual-
reports/.
2 Resolutions
Resolution 1 – Adoption of Remuneration Report
To consider and, if thought fit, to pass with or without amendment, as a non-binding ordinary
resolution the following:
“That, for the purposes 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 2025.”
Resolution 2 – Re-election of Director – Kenneth Collerson
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
““That, for the purpose of clause 11.1 of the Constitution, Listing Rule 14.5 and for all other
purposes, Kenneth Collerson, a Director, retires by rotation, and being eligible, is re-elected as a
Director.”
Resolution 3 – Approval of 10% Placement Capacity
To consider and, if thought fit, to pass with or without amendment, as a special resolution the
following:
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“That, for the purposes of Listing Rule 7.1A and for all other purposes, approval is given for the
Company to issue up to that number of Equity Securities equal 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 otherwise on the terms and conditions set out in the Explanatory Memorandum.”
Resolution 4 – Renewed Approval of Employee Securities Incentive Plan
To consider and, if thought fit, to pass without or without amendment, as an ordinary resolution
the following:
“That, for the purposes of Listing Rule 7.2 Exception 13(b) and for all other purposes, approval is
given for the renewed approval of the employee incentive scheme of the Company known as the
"Employee Incentive Securities Plan" first approved on 9 November 2022 and the issue of up to
2,851,721 Securities under that plan.”
Resolution 5 – Ratification of prior issue of May Placement Shares
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
"That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and
ratify the prior issue of 5,136,986 Shares to the May Placement Participants each at an issue
price of $0.73 on the terms and conditions set out in the Explanatory Memorandum."
Resolution 6 – Ratification of prior issue of May Placement Options
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
"That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and
ratify the prior issue of 1,800,000 Options to the May Placement Participants on the terms and
conditions set out in the Explanatory Memorandum."
Resolution 7 – Ratification of prior issue of August Placement Shares
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
"That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and
ratify the prior issue of 8,518,519 Shares to the August Placement Participants each at an issue
price of $1.35 on the terms and conditions set out in the Explanatory Memorandum."
Resolution 8 – Ratification of prior issue of Broker Options
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
"That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and
ratify the prior issue of 1,000,000 Options to Bell Potter Securities Limited on the terms and
conditions set out in the Explanatory Memorandum."
Resolution 9 – Ratification of prior issue of Shares To Alannah MacTiernan
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
"That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and
ratify the prior issue of 900,000 Shares to Ms Alannah MacTiernan on the terms and conditions
set out in the Explanatory Memorandum."
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Resolution 10 – Approval for Directors to participate in the Placement
To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary
resolution the following:
"That, for the purposes of Listing Rule 10.11, sections 195(4) and 208 of the Corporations Act
and for all other purposes, Shareholders approve and authorise the issue of:
(a) up to 273,973 Shares to Brendan Clark (or his nominees); and
(b) up to 68,493 Shares to James Bahen (or his nominees),
on the terms and conditions set out in the Explanatory Memorandum."
Resolution 11 – Approval to issue Performance Rights to Directors
To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary
resolution the following:
"That, under and for the purposes of Listing Rule 10.14, sections 195(4) and 208 of the
Corporations Act and for all other purposes, Shareholders approve and authorise the issue of up
to 2,250,000 Performance Rights as follows:
(a) up to 1,100,000 Performance Rights to Mr Brendan Clark (or his nominees);
(b) up to 500,000 Performance Rights to Prof. Kenneth Collerson (or his nominees); and
(c) up to 650,000 Performance Rights to Mr James Bahen (or his nominees).
on the terms and conditions set out in the Explanatory Memorandum."
Voting exclusions
Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:
Resolution 4: by or on behalf of a person who is eligible to participate in the employee incentive
scheme, or any of their respective associates;
Resolution 5: by or on behalf or on behalf of any person who participated in the issue of the May
Placement Shares, or any of their respective associates;
Resolution 6: by or on behalf or on behalf of any person who participated in the issue of the May
Placement Options, or any of their respective associates;
Resolution 7: by or on behalf any person who participated in the issue of the August Placement
Shares, or any of their respective associates;
Resolution 8: by or on behalf of any person who participated in the issue of the Broker Options, or
any of their respective associates;
Resolution 9: by or on behalf of any person who participated in the issue of the Shares, or any of
their respective associates;
Resolution 10(a): by or on behalf of Mr Brendan Clark (or his nominee) and any other person who
will obtain a material benefit as a result of the issue of the Shares (except a benefit solely by
reason of being a Shareholder), or an associate of those persons;
Resolution 10(b): by or on behalf of Mr James Bahen (or his nominee) and any other person who
will obtain a material benefit as a result of the issue of the Shares (except a benefit solely by
reason of being a Shareholder), or an associate of those persons;
Resolution 11(a), (b)or (c): by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2
or 10.14.3 who is eligible to participate in the employee incentive scheme in question, or any of
their respective associates;
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The above voting exclusions do not apply to a vote cast in favour of the relevant Resolution by:
(a) a person as proxy or attorney for a person who is entitled to vote, in accordance with
directions given to the proxy or attorney to vote on the Resolution in that way; or
(b) the Chair as proxy or attorney for a person who is entitled to vote, in accordance with a
direction given to the Chair to vote on the Resolution as the Chair decides; or
(c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf
of a beneficiary provided the following conditions are met:
(i) the beneficiary provides written confirmation to the holder that the beneficiary is
not excluded from voting, and is not an associate of a person excluded from
voting, on the Resolution; and
(ii) the holder votes on the Resolution in accordance with directions given by the
beneficiary to the holder to vote in that way.
Voting prohibitions
Resolution 1: In accordance with section 250R of the Corporations Act, a vote on this
Resolution must not be cast (in any capacity) by or on behalf of a member of the Key
Management Personnel details of whose remuneration are included in the Remuneration Report,
or a Closely Related Party of such a member.
A vote may be cast by such person if the vote is not cast on behalf of a person who is excluded
from voting on this Resolution, and:
(a) the person is appointed as a proxy by writing that specifies the way the proxy is to vote on
this Resolution; or
(b) the voter is the Chair and the appointment of the Chair as proxy does not specify the way
the proxy is to vote on this Resolution and expressly authorises the Chair to exercise the
proxy even if this Resolution is connected directly or indirectly with the remuneration of a
member of the Key Management Personnel.
Resolution 4 and Resolution 11(a) to (c) (inclusive): In accordance with section 250BD of the
Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment,
on these Resolutions if:
(a) the proxy is either a member of the Key Management Personnel or a Closely Related
Party of such member; and
(b) the appointment does not specify the way the proxy is to vote on the Resolutions.
However, the above prohibition does not apply if:
(a) the proxy is the Chair; and
(b) the appointment expressly authorises the Chair to exercise the proxy even though the
Resolutions are connected directly or indirectly with remuneration of a member of the Key
Management Personnel.
Further, in accordance with section 224 of the Corporations Act, a vote on the Resolutions
comprising Resolution 10 and Resolution 11 must not be cast (in any capacity) by or on behalf of
a related party of the Company to whom the Resolutions comprising Resolution 10 and
Resolution 11 would permit a financial benefit to be given, or an associate of such a related party.
However, the above prohibition does not apply if:
(a) it is cast by a person as a proxy appointed by writing that specifies how the proxy is to
vote on the Resolutions comprising Resolution 10 and Resolution 11; and
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(b) it is not cast on behalf of a related party of the Company to whom the Resolutions
comprising Resolution 10 and Resolution 11 would permit a financial benefit to be given,
or an associate of such a related party.
Please note: If the Chair is a person referred to in the section 224 Corporations Act voting
prohibition statement above, the Chair will only be able to cast a vote as proxy for a person who
is entitled to vote if the Chair is appointed as proxy in writing and the Proxy Form specifies how
the proxy is to vote on the relevant Resolution.
If you purport to cast a vote other than as permitted above, that vote will be disregarded by the
Company (as indicated above) and you may be liable for breaching the voting restrictions that
apply to you under the Corporations Act.
BY ORDER OF THE BOARD
Robbie Featherby
Company Secretary
Victory Metals Limited
Dated: 20 October 2025
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VICTORY METALS LIMITED
ACN 124 279 750
Explanatory Memorandum
1 Introduction
The Explanatory Memorandum has been prepared for the information of Shareholders in
connection with the business to be conducted at the Meeting to be held at Suite 1, 295 Rokeby
Road Subiaco WA 6008 on Wednesday 19 November 2025 at 10am (WST).
The Explanatory Memorandum forms part of the Notice which should be read in its entirety. The
Explanatory Memorandum contains the terms and conditions on which the Resolutions will be
voted.
The Explanatory Memorandum includes information about the following to assist Shareholders in
deciding how to vote on the Resolutions:
Section 2 Action to be taken by Shareholders
Section 3 Annual Report
Section 4 Resolution 1 – Adoption of Remuneration Report
Section 5 Resolution 2 – Re-election of Director – Kenneth Collerson
Section 6 Resolution 3 – Approval of 10% Placement Capacity
Section 7 Resolution 4 – Renewed Approval of Employee Securities Incentive Plan
Section 8 Resolution 5 and Resolution 6 – Ratification of prior issue of May
Placement Shares and May Placement Options
Section 9 Resolution 7 and Resolution 8 – Ratification of Prior Issue of August
Placement Shares and Broker Options
Section 10 Resolution 9 – Ratification of prior issue of Shares To Alannah MacTiernan
Section 11 Resolution 10 – Approval for Directors to participate in the Placement
Section 12 Resolution 11 – Approval to issue Performance Rights to Directors
Schedule 1 Definitions
Schedule 2 Securities issued or agreed to be issued in the previous 12 months under
Listing Rule 7.1A
Schedule 3 Summary of Employee Securities Incentive Plan
Schedule 4 Terms and Conditions of May Placement Options
Schedule 5 Terms and Conditions of Broker Options
Schedule 6 Terms and Conditions of Performance Rights
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Schedule 7 Valuation of Performance Rights
A Proxy Form is located at the end of the Explanatory Memorandum.
2 Action to be taken by Shareholders
Shareholders should read the Notice including the Explanatory Memorandum carefully before
deciding how to vote on the Resolutions.
2.1 Voting in person
To vote in person, attend the Meeting on the date and at the place set out above.
2.2 Voting by a corporation
A Shareholder that is a corporation may appoint an individual to act as its representative and vote
in person at the Meeting. The appointment must comply with the requirements of section 250D of
the Corporations Act. The representative should bring to the Meeting evidence of his or her
appointment, including any authority under which it is signed.
2.3 Voting by proxy
All Shareholders are invited to attend the Meeting or, if they are unable to attend, to vote by
completing and lodging a Proxy Voting Form. The attached Proxy Voting Form provides further
details on appointing proxies and lodging Proxy Voting Forms. This is to be used by Shareholders
if they wish to appoint a representative (a proxy) to vote in their place. Lodgement of a Proxy
Voting Form will not preclude a Shareholder from attending and voting at the Meeting in person.
For Shareholders who have elected to receive a physical copy of this Notice, a personalised
Proxy Voting Form is enclosed. For Shareholders who have not elected to receive an email copy
or physical copy of this Notice your personalised Proxy Voting Form is attached to your physical
letter advising the availability of this Notice.
Proxy Voting Forms can be lodged by using one of the following methods:
Online https://investor.xcend.app/sha
By mail: Suite 1, 295 Rokeby Road, Subiaco WA 6008
By email: robbie@sccperth.com.au
By hand: Suite 1, 295 Rokeby road, Subiaco WA 6008
By mobile: Scan the QR Code on your Proxy Form and follow the prompts
In order for your proxy to be valid, your Proxy Voting Form (and any power of attorney under
which it is signed) must be received prior to 9:00am (AWST) on Monday, 17 November 2025.
Proxy Voting Forms received after this time will be invalid.
Please note that:
(a) a member of the Company entitled to attend and vote at the Meeting is entitled to appoint
a proxy;
(b) a proxy need not be a member of the Company; and
(c) a member of the Company entitled to cast two or more votes may appoint two proxies
and may specify the proportion or number of votes each proxy is appointed to exercise,
but where the proportion or number is not specified, each proxy may exercise half of the
votes.
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Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify
the way the proxy is to vote on a particular resolution and, if it does:
(a) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote
that way (i.e. as directed);
(b) if the proxy has 2 or more appointments that specify different ways to vote on the
resolution – the proxy must not vote on a show of hands;
(c) if the proxy is the chair of the meeting at which the resolution is voted on – the proxy must
vote on a poll, and must vote that way (i.e. as directed); and
(d) if the proxy is not the chair – the proxy need not vote on the poll, but if the proxy does so,
the proxy must vote that way (i.e. as directed).
Transfer of non-chair proxy to chair in certain circumstances
Section 250BC of the Corporations Act provides that, if:
(a) an appointment of a proxy specifies the way the proxy is to vote on a particular resolution
at a meeting of the Company's members;
(b) the appointed proxy is not the chair of the meeting;
(c) at the meeting, a poll is duly demanded on the resolution; and
(d) either the proxy is not recorded as attending the meeting or the proxy does not vote on
the resolution,
the chair of the meeting is taken, before voting on the resolution closes, to have been appointed
as the proxy for the purposes of voting on the resolution at the meeting.
2.4 Chair's voting intentions
The Chair intends to exercise all available proxies in favour of all Resolutions, unless the
Shareholder has expressly indicated a different voting intention.
If the Chair is appointed as your proxy (or the Chair is appointed by default) and you have not
specified the way the Chair is to vote on any of the Resolutions by signing and returning the
Proxy Form, you are considered to have provided the Chair with an express authorisation for the
Chair to vote the proxy in accordance with the Chair's intention.
3 Annual Report
In accordance with section 317 of the Corporations Act, Shareholders will be offered the
opportunity to discuss the Annual Report, including the Financial Report, the Directors' Report
and the Auditor's Report for the financial year ended 30 June 2025.
There is no requirement for Shareholders to approve the Annual Report.
At the Meeting, Shareholders will be offered the opportunity to:
(a) discuss the Annual Report which is available online at
https://www.victorymetalsaustralia.com;
(b) ask questions about, or comment on, the management of the Company; and
(c) ask the auditor questions about the conduct of the audit and the preparation and content
of the Auditor's Report.
In addition to taking questions at the Meeting, written questions to the Chair about the
management of the Company, or to the Company's auditor about:
(a) the preparation and content of the Auditor's Report;
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(b) the conduct of the audit;
(c) accounting policies adopted by the Company in relation to the preparation of the financial
statements; and
(d) the independence of the auditor in relation to the conduct of the audit,
may be submitted no later than five business days before the Meeting to the Company Secretary
at the Company's registered office.
4 Resolution 1 – Adoption of Remuneration Report
In accordance with subsection 250R(2) of the Corporations Act, the Company must put the
Remuneration Report to the vote of Shareholders. The Directors' Report contains the
Remuneration Report which sets out the remuneration policy for the Company and the
remuneration arrangements in place for the executive Directors, specified executives and non-
executive Directors.
In accordance with subsection 250R(3) of the Corporations Act, Resolution 1 is advisory only and
does not bind the Directors. If Resolution 1 is not passed, the Directors will not be required to
alter any of the arrangements in the Remuneration Report.
If the Company's Remuneration Report receives a 'no' vote of 25% or more (Strike) at two
consecutive annual general meetings, Shareholders will have the opportunity to remove the
whole Board, except the Managing director (if any).
Where a resolution on the Remuneration Report receives a Strike at two consecutive annual
general meetings, the Company will be required to put to Shareholders at the second annual
general meeting a resolution on whether another meeting should be held (within 90 days) at
which all Directors (other than the Managing director, if any) who were in office at the date of
approval of the applicable Directors' Report must stand for re-election.
The Company's Remuneration Report did not receive a Strike at the 2024 annual general
meeting. If the Remuneration Report receives a Strike at this Meeting, Shareholders should be
aware that if a second Strike is received at the 2026 annual general meeting, this may result in
the re-election of the Board.
The Chair will allow a reasonable opportunity for Shareholders as a whole to ask about, or make
comments on the Remuneration Report.
Resolution 1 is an ordinary resolution.
Given the material personal interests of all Directors in this Resolution, the Board makes no
recommendation to Shareholders regarding this Resolution.
5 Resolution 2 – Re-election of Director – Kenneth Collerson
5.1 General
Clause 11.1(c) of the Constitution requires that one third of the Directors (excluding the Managing
Director) must retire at each annual general meeting. Clause 11.1(e) of the Constitution requires
that the Directors to retire are those who have held their office as Director for the longest period
since their last election or appointment to that office. In the event that two or more Directors have
held office for equal periods of time, the retiring Directors are to be determined by lot, unless
otherwise agreed by those Directors. The Directors have resolved to agree that Prof. Kenneth
Collerson retires and be eligible for re-election.
Clause 11.1(d) of the Constitution provides that a Director who retires in accordance with Clause
11.1(c) is eligible for re-election. Prof. Collerson was last elected at the annual general meeting
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held on 14 November 2024 and has held office the longest since being last elected. Accordingly,
Prof. Collerson retires by rotation at this Meeting and, being eligible, seeks re-election pursuant to
Resolution 2.
5.2 Qualifications and other material directorships
As Emeritus Professor of Earth Sciences at the University of Queensland, Ken Collerson is an
internationally recognised and highly cited, geologist and geochemist with technical expertise that
focusses on discovery of new ethically sourced supplies of critical minerals. He has expert
knowledge of rare earth and critical metal mineral systems as well as trace element and isotope
analytical techniques. In the 1980’s as a consultant to Union Oil, Ken showed that the Mount
Weld carbonatite, now being exploited by Lynas Rare Earths Limited, was post Archaean in age.
He also provided key geochemical consultant services to Pacific Wildcat Resources Corporation
for their Mrima Hill carbonatite regolith-hosted REE-Nd deposit in Kenya. While undertaking
research in the 1970’s he discovered the peralkaline igneous suite that hosts the Strange Lake
heavy REE rich deposit on the border of Labrador and Quebec.
5.3 Independence
If elected, the Board considers Prof. Collerson will be an independent director.
5.4 Board recommendation
Resolution 2 is an ordinary resolution.
The Board, other than Prof. Collerson, supports the re-election of Prof. Collerson and
recommends that Shareholders vote in favour of Resolution 2.
6 Resolution 3 – Approval of 10% Placement Capacity
6.1 General
Broadly speaking, and subject to a number of exceptions set out in Listing Rule 7.2, 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.
Under Listing Rule 7.1A however, an eligible entity can seek approval from its members, by way
of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra
10% to 25% (10% Placement Facility).
Resolution 3 seeks Shareholder approval by way of a special resolution to provide the Company
the ability to issue Equity Securities under the 10% Placement Facility during the 10% Placement
Period (refer to Section 6.2(e) below). The number of Equity Securities to be issued under the
10% Placement Facility will be determined in accordance with the formula prescribed in Listing
Rule 7.1A.2 (refer to Section 6.2(c) below).
6.2 Listing Rule 7.1A
(a) Is the Company an eligible entity?
An 'eligible entity' means an entity which is not included in the S&P/ASX 300 Index and
which has a market capitalisation of $300 million or less.
The Company is an eligible entity for these purposes as it is not included in the S&P/ASX
300 Index and has a market capitalisation of $171.34 million, based on the closing price
of Shares ($1.265) on 2 October 2025.
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(b) What Equity Securities can be issued?
Any Equity Securities issued under the 10% Placement Facility must be in the same class
as an existing quoted class of Equity Securities of the eligible entity.
As at the date of the Notice, the Company has on issue one quoted class of Equity
Securities; Shares.
(c) How many Equity Securities can be issued?
Listing Rule 7.1A.2 provides that under the approved 10% Placement Facility, the
Company may issue or agree to issue a number of Equity Securities calculated in
accordance with the following formula:
(A x D) – E
Where:
A is the number of Shares on issue 12 months before the date of issue or
agreement:
(A) plus the number of fully paid Shares issued in the 12 months:
(1) under an exception in Listing Rule 7.2 (other than exception 9, 16
or 17);
(2) on the conversion of convertible securities within Listing Rule 7.2
exception 9 where:
• the convertible securities were issued or agreed to be
issued before the 12 month period; or
• the issue of, or agreement to issue, the convertible
securities was approved, or taken under the Listing Rules
to have been approved, under Listing Rule 7.1 or 7.4;
(3) under an agreement to issue securities within Rule 7.2
exception 16 where:
• the agreement was entered into before the 12 month
period; or
• the agreement or issue was approved, or taken under the
Listing Rules to be approved, under Listing Rule 7.1 or
7.4; and
(4) with Shareholder approval under Listing Rule 7.1 or 7.4. This
does not include any issue of Shares under the Company's 15%
annual placement capacity without Shareholder approval;
(B) plus the number of partly paid shares that became fully paid in the
12 months; and
(C) less the number of fully paid Shares cancelled in the 12 months.
Note that 'A' has the same meaning in Listing Rule 7.1 when calculating the
Company's 15% annual placement capacity.
D is 10%.
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E is the number of Equity Securities issued or agreed to be issued under Listing
Rule 7.1A.2 in the 12 months before the date of the issue or agreement to issue
that are not issued with Shareholder approval under Listing Rule 7.1 or 7.4.
(d) At what price can the Equity Securities be issued?
Any Equity Securities issued under Listing Rule 7.1A must be issued for a cash
consideration per security which is not less than 75% of the VWAP of Equity Securities in
the same class calculated over the 15 Trading Days on which trades in that class were
recorded immediately before:
(i) the date on which the price at which the Equity Securities are to be issued is
agreed by the Company and the recipient of the Equity Securities; or
(ii) if the Equity Securities are not issued within 10 Trading Days of the date in
paragraph (i) above, the date on which the Equity Securities are issued,
(Minimum Issue Price).
(e) When can Equity Securities be issued?
Shareholder approval of the 10% Placement Facility under Listing Rule 7.1A will be valid
from the date of Meeting and will expire on the earlier to occur of:
(i) the date that is 12 months after the date of the Meeting;
(ii) the time and date of the Company's next annual general meeting; or
(iii) the date of Shareholder approval of a transaction under Listing Rules 11.1.2 (a
significant change to the nature or scale of activities) or 11.2 (disposal of main
undertaking),
(10% Placement Period).
6.3 Specific information required by Listing Rule 7.3A
Under and for the purposes of Listing Rule 7.3A, the following information is
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