Notice of Annual General Meeting
Released
Released
Announcement PDF
ASX RELEASE
ASX : LIT
28 October 2026
15 Marwen Drive, investorhub.liviumcorp.com T: +61 (0) 3 7017 2656
Derrimut, Victoria 3 026 liviumcorp.com E: info@liviumcorp.com Page 1of 1
Livium Ltd | ACN: 126 129 413
Notice of Annual General Meeting
Livium Ltd (ASX: LIT) (“Livium” or the “Company”) confirms release of its Notice of Annual General Meeting ( Notice )
to shareholders.
The Annual General Meeting will be held as follows:
Time and date: 11:30am (AWST) on Thursday, 26 November 2026
In person: The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia.
Online: https://liviumcorp.com/webinars/r6VkGr -livium-fy26 -annual-general -meeting -livestream
(observation only)
A copy of the Notice is attached to this announcement.
Authorised for release by the Company Secretary of Livium.
Simon Linge
Managing Director / CEO
Mobile +61 (0) 438 721 280
simon.linge@liviumcorp.com
Stuart Tarrant
Chief Financial Officer
Mobile +61 (0) 467 817 005
stuart.tarrant@liviumcorp.com
About Livium
Livium Ltd (ASX: LIT) is Australia’s leading battery recycler through its wholly owned subsidiary Envirostream — a
profitable business focused on the recovery of valuable materials from end -of-life batteries.
Building on this foundation, Livium is expanding into adjacent opportunities including recycling of rare earth elements and
solar panels, and the processing of black mass — strengthening Australia’s clean -energy supply chain.
Forward -looking statements
This announcement contains forward -looking statements. Forward -looking statements are subject to a variety of risks
and uncertainties that it is beyond the Company’s ability to control or predict and which could cause actual events or
results to differ materially from those anticipated in such forward -looking statements. Investors should be aware that past
performance should not be relied upon as being indicative of future performance.
Divisions of Livium
28 October 202 6
Dear Shareholder
LIVIUM LTD – ANNUAL GENERAL MEETING
Livium Ltd (Company ) advises that it s annual general meeting of shareholders ( Meeting ) will be held at
11
.30am (AWST) on Thursday , 26 November 202 6 at The Park Business Centre, 45 Ventnor Avenue,
West Perth, WA 6005.
The Company will not be dispatching physical copies of the notice of Meeting, unless a member has
elected to receive a physical copy of the notice of Meeting. A copy of the Meeting materials can be
viewed and downloaded online as follows:
▪ You can access the Meeting materials online at the Company’s website: https://www.liviumcorp.com .
▪ A complete copy of the Meeting materials has been posted to the Company’s ASX Market
announcements page at www.asx.com.au under the Company’s ASX code “LIT.”
▪ If you have provided an email address and have elected to receive electronic communications from
the Company, you will receive an email to your nominated email address with a link to an electronic
copy of the Meeting materials and the voting instruction fo rm.
Your personalised proxy form accompanies this letter. To vote by proxy, please complete and submit
your proxy form by one of the following methods:
Online: https://investor.automic.com.au/#/loginsah
By post: Automic , GPO Box 5193, Sydney, NSW 2001
By fax: +61 2 8583 3040
By mobile: Scan the QR Code on your Proxy Form and follow the prompts
Your completed proxy form must be received no later than 48 hours before the commencement of the
Meeting, being 11
.30am (AWST) on Tuesday , 24 November 202 6. Proxy forms received later than this
time will be invalid.
The Company intends to hold a physical meeting. The Company will notify any changes to this by way of
announcement on ASX and the details will also be made available on our website.
The Meeting materials are important and should be read in their entirety. If you are in doubt as to the
course of action you should follow, you should consult your financial adviser, lawyer, accountant, or other
professional adviser.
Yours sincerely
Catherine Grant -Edwards
Company Secretary
Livium Ltd
ACN: 126 129 413
ASX: LIT
15 Marwen Drive
Derrimut, Victoria 3 026
Australia
+61 (0) 3 7017 2656
info@liviumcorp.com
liviumcorp.com
Livium Ltd
ACN 126 129 413
Notice of Annual General Meeting and Explanatory
Memorandum
The Annual General Meeting of the Company will be held as follows:
Time and date: 11:30am (AWST) on Thursday, 26 November 2026
In person: The Park Business Centre, 45 Ventnor Avenue, West Perth WA
6005
Online: https://liviumcorp.com/webinars/r6VkGr-livium-fy26-annual-
general-meeting-livestream (observation only)
The Notice of Annual General Meeting and Explanatory Memorandum should be read in their
entirety. If Shareholders are in doubt as to how to vote, they should seek advice from their
suitably qualified advisor prior to voting.
Should you wish to discuss any matter, please do not hesitate to contact the Company by
telephone on +61 3 7017 2656
Shareholders are encouraged to vote by lodging the Proxy Form
Page 2
Livium Ltd
ACN 126 129 413
(Company)
Notice of Annual General Meeting
Notice is hereby given that the annual general meeting of Shareholders of Livium Ltd will be held at The Park
Business Centre, 45 Ventnor Avenue, West Perth on Thursday, 26 November 2026 at 11:30am (AWST)
(Meeting).
Shareholders may also observe the Meeting online using the link below, but will not be able vote, ask
questions or otherwise participate online.
https://liviumcorp.com/webinars/r6VkGr-livium-fy26-annual-general-meeting-livestream
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 Tuesday, 24
November 2026 at 4:00pm (AWST).
Terms and abbreviations used in the Notice are defined in Schedule 1.
Agenda
1 Annual Report
To consider the Annual Report of the Company and its controlled entities for the financial year ended
30 June 2026, which includes the Financial Report, the Directors' Report and the Auditor's Report.
Note: there is no requirement for Shareholders to approve the Annual Report.
2 Resolutions
Resolution 1 – Adoption of Remuneration Report
To consider and, if thought fit, to pass with or without amendment, as a non-binding resolution the
following:
'That, the Remuneration Report be adopted by Shareholders, on the terms and conditions in the
Explanatory Memorandum.'
Note: a vote on this Resolution is advisory only and does not bind the Directors or the Company.
Resolution 2 – Re-election of Director – Philip Thick
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
Page 3
'That, Philip Thick, who in accordance with Article 7.2(a) of the Constitution and Listing Rule 14.4 and
for all other purposes, retires and, being eligible and offering himself for re-election, is re-elected as a
Director, on the terms and conditions in the Explanatory Memorandum.’
Resolutions 3(a), (b), (c) and (d) – Ratification of agreement to issue Shares to
Lind pursuant to the Lind Funding Agreements
To consider and, if thought fit, to pass with or without amendment, each of the following resolutions as
a separate ordinary resolution:
(a) ‘That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders approve
and ratify the agreement to issue 100,000,000 Initial Shares to Lind (which have been issued),
for the purpose and on the terms set out in the Explanatory Memorandum accompanying this
Notice.’
(b) ‘That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders approve
and ratify the agreement to issue 23,623,511 Initial Tranche Shares to Lind (which have been
issued), for the purpose and on the terms set out in the Explanatory Memorandum
accompanying this Notice.’
(c) ‘That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders approve
and ratify the agreement to issue up to 126,321,734 Future Tranche Shares to Lind (which
have not yet been issued), for the purpose and on the terms set out in the Explanatory
Memorandum accompanying this Notice.’
(d) ‘That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders approve
and ratify the agreement to issue up to 182,813,200 Future Tranche Shares to Lind (which
have not yet been issued), for the purpose and on the terms set out in the Explanatory
Memorandum accompanying this Notice.’
Resolution 4 – Ratification of issue of Lind Options to Lind
To consider and, if thought fit, to pass with or without amendment, each of the following resolutions as
a separate ordinary resolution:
‘That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders approve and ratify
the agreement to issue 83,333,333 Options to Lind (which have been issued), for the purpose and on
the terms set out in the Explanatory Memorandum accompanying this Notice.’
Resolution 5 – Approval to issue shares to Georg Hochwimmer (or his
nominee)
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
following:
‘That, for the purpose of Listing Rule 7.1, and for all other purposes, Shareholders approve the issue
of up to 3,000,000 Shares to Georg Hochwimmer (or his nominee), for the purpose and on the terms
set out in the Explanatory Memorandum accompanying this Notice.’
Resolution 6 – Approval to issue Options to Simon Linge (or his nominee)
To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the
Page 4
following:
‘That, for the purpose of Listing Rule 10.11, and for all other purposes, Shareholders approve the
issue of up to 25,000,000 Options to Simon Linge (or his nominees), for the purpose and on the terms
set out in the Explanatory Memorandum accompanying this Notice.’
Resolutions 7(a), (b) and (c) – Approval to issue Options to Non-Executive
Directors
To consider and, if thought fit, to pass with or without amendment, each of the following resolutions as
a separate ordinary resolution:
(a) ‘That, for the purpose of Listing Rule 10.11, section 195(4) of the Corporations Act and for all
other purposes, Shareholders approve the issue of up to 1,959,554 Options to Mr Phillip
Campbell (or his nominees), for the purpose and on the terms set out in the Explanatory
Memorandum accompanying this Notice.’
(b) ‘That, for the purpose of Listing Rule 10.11, section 195(4) of the Corporations Act and for all
other purposes, Shareholders approve the issue of up to 1,409,213 Options to Ms Kristie Young
(or her nominees), for the purpose and on the terms set out in the Explanatory Memorandum
accompanying this Notice.’
(c) ‘That, for the purpose of Listing Rule 10.11, section 195(4) of the Corporations Act and for all
other purposes, Shareholders approve the issue of up to 1,409,213 Options to Mr Philip Thick
(or his nominees), for the purpose and on the terms set out in the Explanatory Memorandum
accompanying this Notice.’
Resolution 8 – Approval of 10% Placement Facility
To consider and, if thought fit, to pass with or without amendment, as a special resolution the
following:
'That, pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders
approve the issue of Equity Securities totalling 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.'
Page 5
Voting prohibitions
Resolution 1: In accordance with sections 250BD and 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, but expressly authorises the Chair to exercise the proxy
even if this Resolution is connected with the remuneration of a member of the Key
Management Personnel.
Resolution 6: 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 Resolution 6 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 Resolution.
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
Resolution is connected directly or indirectly with remuneration of a member of the Key
Management Personnel.
Resolutions 7(a), (b) or (c): 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 Resolutions 7(a), (b) or (c) 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 Resolution.
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
Resolution is connected directly or indirectly with remuneration of a member of the Key
Management Personnel.
Voting exclusions
Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:
Page 6
(a) Resolutions 3(a), 3(b), 3(c) and 3(d): by or on behalf of a person who participated in the
issue or is a counterparty to the Lind Funding Agreements, or an associate of those persons.
In relation to Resolutions 3(a), 3(b), 3(c) and 3(d), this includes Lind or an associate of that
person or those persons.
(b) Resolution 4: by or on behalf of a person who participated in the issue or is a counterparty to
the Lind Funding Agreements, or an associate of those persons.
In relation to Resolution 4, this includes Lind or an associate of that person or those persons.
(c) Resolution 5: 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 participated in the issue or is a counterparty
to the Lind Funding Agreements, or an associate of those persons.
In relation to Resolution 5, this includes Mr Gerg Hochwimmer, his nominee, or an associate
of that person or those persons.
(d) Resolution 6: by or on behalf of a person who is to receive the securities in question and any
other person who will obtain a material benefit as a result of the issue of the securities (except
a benefit solely by reason of being a holder of ordinary securities in the entity), or an associate
of those persons.
In relation to Resolution 6, this includes Mr Simon Linge, his nominee, or an associate of that
person or those persons.
(e) Resolutions 7(a), 7(b) and 7(c): by or on behalf of a person who is to receive the securities
in question and any other person who will obtain a material benefit as a result of the issue of
the securities (except a benefit solely by reason of being a holder of ordinary securities in the
entity), or an associate of those persons.
In relation to Resolution 7(a), this includes Mr Phillip Campbell, his nominee, or an associate
of that person or those persons.
In relation to Resolution 7(b), this includes Ms Kristie Young, her nominee, or an associate of
that person or those persons.
In relation to Resolution 7(c), this includes Mr Philip Thick, his nominee, or an associate of
that person or those persons.
(f) Resolution 8: if at the time of the Meeting, the Company is proposing to make an issue of
Equity Securities under Listing Rule 7.1A.2, by or on behalf of any persons who are 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 Shareholder), or any of their respective associates, or
their nominees.
In relation to Resolution 8, this includes Lind or an associate of that person or those persons.
At the date of this Notice, the Company is not otherwise proposing to make an issue of Equity
Securities under Listing Rule 7.1A.2. Accordingly, no other votes are currently anticipated to
be excluded for the purposes of Listing Rules 7.3A.7 and 14.11.
Page 7
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 on the Resolution, in
accordance with directions given to the proxy or attorney to vote on the Resolution in that
way;
(b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, 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.
BY ORDER OF THE BOARD
Catherine Grant-Edwards
Joint Company Secretary
Livium Ltd
Dated: 22 October 2026
Page 8
Livium Ltd
ACN 126 129 413
(Company)
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 The Park Business
Centre, 45 Ventnor Street, West Perth 6005 on Thursday, 26 November 2026 at 11:30am
(AWST).
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 the following information 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 – Philip Thick
Section 6 Resolutions 3(a), 3(b), 3(c) and 3(d) – Ratification of agreement to issue
Shares to Lind pursuant to the Lind Funding Agreements
Section 7 Resolution 4 – Ratification of issue of Options to Lind
Section 8 Resolution 5 – Approval to issue shares to Georg Hochwimmer (or his
nominee)
Section 9 Resolution 6 – Approval to issue Options to Simon Linge (or his
nominee)
Section 10 Resolutions 7(a), 7(b) and 7(c) – Approval to issue Options to Non-
Executive Directors
Section 11 Resolution 8 – Approval of 10% Placement Facility
Schedule 1 Definitions
Schedule 2 Summary of terms and conditions of Lind Funding Agreements
Schedule 3 Terms and conditions of Lind Options
Schedule 4 Terms and conditions of Linge Options
Page 9
3436-3568-6950, v. 3
Schedule 5 Summary of terms and conditions of NED Options
Schedule 6 Previous issued of Equity Securities under Listing Rule 7.1A
A Proxy Form is made available 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 Online observation
Shareholders may observe the Meeting online by taking the following steps:
(a) register to attend the Meeting in advance by entering the following address into a web
browser on a computer or online device - https://liviumcorp.com/webinars/r6VkGr-
livium-fy26-annual-general-meeting-livestream;
(b) click the link to join at the specific time; and
(c) wait for the meeting to commence.
Importantly, Shareholders will not be treated as formally attending the Meeting through the
online facility, and will not be able to vote, ask questions or otherwise participate in the
Meeting procedures.
2.2 Voting in person
To vote in person, attend the Meeting on the date and at the place set out above.
2.3 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 their appointment, including any authority under which it is signed.
2.4 Voting by proxy
Shareholders are encouraged to vote by completing a Proxy Form.
A Proxy Form is made available with this Notice. This is to be used by Shareholders if they
wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited
and encouraged to attend the Meeting or, if they are unable to attend in person, sign and
return the Proxy Form to the Company in accordance with the instructions thereon.
Lodgement of a Proxy Form will not preclude a Shareholder from attending and voting at the
Meeting in person.
Please note that:
(a) a member of the Company entitled to attend and vote at the Meeting is entitled to
appoint a proxy;
Page 10
(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.
The available Proxy Form provides further details on appointing proxies and lodging Proxy
Forms.
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).
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, or is otherwise required under section 250JA
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.
2.5 Chair's voting intentions
If the Chair is your proxy, either by appointment or by default, and you have not indicated your
voting intention, you expressly authorise the Chair to exercise the proxy in respect of
Resolution 1, Resolution 6 and Resolutions 7(a), (b) and (c) even though these Resolutions
are connected directly or indirectly with the remuneration of the Company's Key Management
Personnel.
Subject to the below, the Chair intends to exercise all available proxies in favour of all
Resolutions, unless the Shareholder has expressly indicated a different voting intention.
Page 11
2.6 Submitting questions
Shareholders may submit questions in advance of the Meeting to the Company. Questions
must be submitted by emailing the Joint Company Secretary at info@liviumcorp.com by
Monday, 23 November 2026 at 5.00pm (AWST).
Shareholders will also have the opportunity to submit questions during the Meeting in respect
to the formal items of business. In order to ask a question during the Meeting, please follow
the instructions from the Chair.
The Chair will attempt to respond to the questions during the Meeting. The Chair will request
prior to a Shareholder asking a question that they identify themselves (including the entity
name of their shareholding and the number of Shares they hold).
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 2026.
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://investorhub.liviumcorp.com/annual-reports.
(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;
(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 Joint Company
Secretary at the Company's registered office.
The Company will not provide a hard copy of the Company’s Annual Report to Shareholders
unless specifically requested to do so.
Page 12
4. Resolution 1 – Adoption of Remuneration Report
4.1 General
In accordance with section 250R(2) of the Corporations Act, the Company must put the
Remuneration Report to the vote of Shareholders. The Directors' Report for the year ended 30
June 2026 in the 2026 Annual Report contains the Remuneration Report which sets out the
remuneration policy for the Company and the remuneration arrangements in place for the
executive Director, specified executives and non-executive Directors.
In accordance with section 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 2025 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 2027 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.
4.2 Additional information
Resolution 1 is an ordinary resolution.
Given the personal interests of all Directors in the outcome of this Resolution, the Board
declines to make a recommendation to Shareholders regarding this Resolution.
5. Resolution 2 – Re-election of Director – Philip Thick
5.1 General
Article 7.2(b) of the Constitution and Listing Rule 14.5 both provide that there must be an
election of directors at each annual general meeting.
Article 7.3 of the Constitution provides that a retiring director holds office until the conclusion of
the meeting at which that director retires but is eligible for re-election.
Article 7.2(a) of the Constitution provides that a Director must not hold office without re-
election past the third annual general meeting following the Director’s appointment or last
election, or for more than 3 years (whichever is longer).
Page 13
Philip Thick, who was last elected at the Company’s annual general meeting held 28
November 2023 has agreed to retire at this Meeting and, being eligible, seeks re-election
pursuant to this Resolution 2.
Resolution 2 is an ordinary resolution.
If Resolution 2 is passed, Mr Thick will be re-elected as a Director of the Company with effect
from the conclusion of the Meeting.
If Resolution 2 is not passed, Mr Thick will not be re-elected as a Director of the Company.
5.2 Philip Thick
Mr Thick has over 30 years’ senior executive experience in oil and gas, mining and chemical
processing in large multinational companies, smaller ASX listed companies and privately
owned companies. In addition, Mr Thick has extensive experience in Non-Executive Director
roles and has chaired many of those boards for extended periods.
Mr Thick had a 20-year career with Shell in Australia and overseas and for the last 3 years
was Downstream Director on the Board of Shell Aus
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