Announcement PDF 20 October 2023 Notice of Annual General Meeting Lithium Australia Limited (ASX:LIT) (Lithium Australia, or the Company) confirms release of its Notice of Annual General Meeting (Notice) to shareholders. The Annual General Meeting will be held at 3:00pm (AWST) on Tuesday, 28 November 2023 at The Offices of Hamilton Locke at Level 48, 152-158 St Georges Terrace, Perth, Western Australia. A copy of the Notice is attached to this announcement. Authorised for release by the Board. Simon Linge Managing Director / CEO Mobile +61 (0) 438 721 280 simon.linge@lithium-au.com Stuart Tarrant Chief Financial Officer Mobile +61 (0) 467 817 005 stuart.tarrant@lithium-au.com Page 1 LITHIUM AUSTRALIA ACN: 126 129 413 ASX: LIT Registered Office: Suite 16 & 17, 79-83 High Street, Kew, Victoria 3101, Australia P: (03) 7017 2656 E: info@lithium-au.com W: lithium-au.com ` About Lithium Australia Lithium Australia is aiming to lead and enable the global transition to sustainable lithium production. The Company operates Australia’s market leading lithium-ion battery recycler, develops leading-edge processing technology to produce lithium ferro phosphate (LFP), and develops patented lithium extraction technology. Lithium Australia’s revenue-generating recycling business and technologies are well-placed to capitalise on growing global lithium-ion battery demand and provides diversification benefits to global supply chains. ASX ANNOUNCEMENTS Lithium Australia lithium-au.com Page 2 Lithium Australia Limited Suite 16 & 17, 79-83 High Street Kew, VIC, 3101 P: +613 7017 2656 W: lithium-au.com Dear Shareholder LITHIUM AUSTRALIA LIMITED – ANNUAL GENERAL MEETING Lithium Australia Limited (Company) advises that its annual general meeting of shareholders (Meeting) will be held at 3.00pm (AWST) on Tuesday, 28 November 2023 at The Offices of Hamilton Locke at Level 48, 152-158 St Georges Terrace, Perth, WA 6000. 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.lithiumau.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 form. 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: By post: By fax: By mobile: www.advancedshare.com.au/investor-login Advanced Share Registry Limited, PO Box 1156, Nedlands WA 6909 +61 8 6370 4203 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 3.00pm (WST) on Sunday, 26 November 2023. 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 ACN: 126 129 413 ASX: LIT Suite 16 & 17,79-83 High Street, Kew, VIC, 3101 T: +61 (0) 3 7017 2656 W: lithium-au.com Lithium Australia Limited ACN 126 129 413 Notice of Annual General Meeting The Annual General Meeting of the Company will be held as follows: Time and date: 3.00pm (AWST) on Tuesday, 28 November 2023 In person: The Offices of Hamilton Locke at Level 48, 152-158 St Georges Terrace, Perth, WA 6000 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 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 urged to vote by lodging the Proxy Form Lithium Australia Limited ACN 126 129 413 (Company) Notice of Annual General Meeting Notice is hereby given that the annual general meeting of Shareholders of Lithium Australia Limited will be held at the office of Hamilton Locke at Level 48, 152-158 St Georges Terrace, Perth, WA 6000 on Tuesday, 28 November 2023 at 3.00pm (AWST) (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 Sunday, 26 November 2023 at 5:00pm (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 2023, 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 – Remuneration Report To consider and, if thought fit, to pass with or without amendment, as a non-binding ordinary 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: 'That, Philip Thick, who in accordance with Article 7.2(b)(iv) of the Constitution and Listing Rule 14.5 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.’ Page 2 Resolution 3 – Buy-Back of Acuity Collateral Shares 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 section 257D of the Corporations Act and for all other purposes, Shareholders approve the Company’s selective buy-back and cancellation of 32,250,000 Acuity Collateral Shares for nil cash consideration currently held by Acuity on the terms and conditions in the Explanatory Memorandum.’ Resolution 4 – Renewed Approval of Employee Securities Incentive Plan To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following: ‘That, pursuant to and in accordance with exception 13(b) of Listing Rule 7.2 and for all other purposes, Shareholders approve the existing employee incentive scheme of the Company known as the "Lithium Australia Limited Employee Securities Incentive Plan" and the issue of Securities under that Plan, on the terms and conditions in the Explanatory Memorandum.’ Resolution 5 – 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 3 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 3: In accordance with section 257D(1)(a) of the Corporations Act, a vote in favour of this Resolution must not be cast by any person whose Shares are proposed to be bought back, or by their associates. Resolution 4: 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 4 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. Page 4 Voting exclusions Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of: (a) Resolution 4: by or on behalf of a person who is eligible to participate in the Plan, or any of their respective associates. (b) Resolution 5: 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. 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 Lithium Australia Limited Dated: 17 October 2023 Page 5 Lithium Australia Limited 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 Level 48, 152-158 St Georges Terrace, Perth, WA 6000 on Tuesday, 28 November 2023 at 3.00pm (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 Resolution 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 – Remuneration Report Section 5 Resolution 2 – Re-election of Director – Philip Thick Section 6 Resolution 3 – Buy-Back of Acuity Collateral Shares Section 7 Resolution 4 – Renewed Approval of Employee Securities Incentive Plan Section 8 Resolution 5 – Approval of 10% Placement Facility Schedule 1 Definitions Schedule 2 Summary of terms and conditions of Plan 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 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 Page 6 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. 2.3 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; (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: (d) 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); (e) 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; (f) 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 (g) 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: (h) 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; (i) the appointed proxy is not the chair of the meeting; (j) at the meeting, a poll is duly demanded, or is otherwise required under section 250JA on the resolution; and Page 7 (k) 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 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 and Resolution 4 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. 2.5 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@lithium-au.com by Tuesday, 21 November 2023 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). Page 8 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 2023. 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.lithiumau.com/financial-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. 4. Resolution 1 – 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 2023 in the 2023 Annual 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 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). Page 9 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 2022 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 2024 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 7.2(b)(iv) of the Constitution provides that if no person is standing for election or reelection by rotation, then the person who has been a director the longest without re-election must retire and stand for re-election. 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. Philip Thick, who was last elected at the Company’s annual general meeting held 31 January 2022 has agreed to retire at this Meeting and, being eligible, seeks re-election pursuant to this Resolution 2. 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 Phil Thick has over 30 years’ experience as a senior executive in oil and gas, mining and chemical processing in large multinational – as well as smaller, ASX-listed and privately owned – companies. In addition, he has extensive experience on many boards, in non-executive director roles, and chaired many of them for extended periods. Mr Thick enjoyed a 20-year career with Shell, both within Australia and overseas; for the last three he was on the board of Shell Australia as downstream director. This was followed by five years as a director and CEO of Coogee Chemicals, then four as CEO of New Standard Energy. Prior to joining the Page 10 Company’s Board, Mr Thick headed up Tianqi Lithium Australia, a subsidiary of Tianqi Lithium Corp out of China, one of the world’s largest lithium companies. Mr Thick is a non-executive director of Patriot Lithium Limited (ASX:PAT) and chairs the board of Perth Symphony Orchestra. If elected, Mr Thick is considered by the Board (with Mr Thick abstaining) to be an independent Director. Mr Thick is not considered by the Board to hold any interest, position or relationship that might influence, or reasonably be perceived to influence, in a material respect his capacity to bring an independent judgement to bear on issues before the Board and to act in the best interests of the entity as a whole rather than in the interests of an individual security holder or other party. Mr Thick does not currently hold any other material directorships, other than those previously disclosed in this Notice. Mr Thick has acknowledged to the Company that he will have sufficient time to fulfil his responsibilities as a Director. 5.3 Board recommendation The Board (other than Mr Philip Thick who has a personal interest in the outcome of this Resolution) supports the re-election of Mr Thick as the Board considers Mr Thick’s various roles as a senior executive in the resources industry as well as his experience on many boards, including acting as chair for many of them, to be highly valuable to the governance and management of the Company. 5.4 Additional information Resolution 2 is an ordinary resolution. The Board (other than Mr Philip Thick who has a personal interest in the outcome of Resolution 2) recommend that Shareholders vote in favour of Resolution 2. 6. Resolution 3 – Buy-Back of Acuity Collateral Shares 6.1 General On 31 July 2017, the Company announced it had entered into a controlled placement agreement (now referred to as an at-the-market subscription agreement) with Acuity Capital Investment Management Pty Ltd (Acuity) dated on or around 28 July 2017 (At-the-Market Subscription Agreement). This announcement included the details of the At-the-Market Subscription Agreement, including the issue of collateral Shares to Acuity, as well as the potential buy back in the future of Shares issued to Acuity pursuant the At-the-Market Subscription Agreement, on expiration of the At-the-Market Subscription Agreement. Pursuant the At-the-Market Subscription Agreement, the Company has issued Acuity an aggregate of 45,000,000 Shares as security against the Company’s obligations pursuant to the At-the-Market Subscription Agreement. On 19 August 2022, 12,750,000 Shares previously issued to Acuity were set off by the Company resulting in Acuity holding a total of 32,250,000 Shares (Acuity Collateral Shares). Page 11 The At-the Market Subscription Agreement expired on 31 January 2023. In accordance with the terms of the At-the-Market Subscription Agreement, the Company will buy back (and cancel) the Acuity Collateral Shares from Acuity for nil cash consideration (Buy-Back Agreement). Resolution 3 seeks the approval of Shareholders pursuant to section 257D of the Corporations Act for the buy-back of the Acuity Collateral Shares (Buy-Back). The Buy-Back will be completed with no cash (or other) consideration payable to Acuity. Subject to Shareholder approval of Resolution 3, pursuant to section 257A of the Corporations Act, Acuity agrees to transfer all of the Acuity Collateral Shares and the Company has agreed to receive all of the Acuity Collateral Shares. On completion of the Buy-Back, the Acuity Collateral Shares will be cancelled pursuant to section 257H of the Corporations Act. 6.2 Terms of the Buy-Back Agreement The terms of the Buy-Back Agreement are as follows: (a) The Company shall buy-back the Acuity Collateral Shares for no consideration payable to Acuity; and (b) The Buy-Back is subject to Shareholder approval (the subject of this Resolution 3). On completion, the Acuity Collateral Shares will be cancelled pursuant to section 257H of the Corporations Act. 6.3 Corporations Act requirements Resolution 3 seeks Shareholder approval to enable the Company to buy-back and cancel the Acuity Collateral Shares. Section 257D of the Corporations Act provides that the rules relating to share buy-backs are designed to prospect the interests of the shareholders and creditors by: (a) addressing the risk of the transaction leading to the Company’s solvency; (b) seeking to ensure fairness between the Shareholders of the Company; and (c) requiring the Company to disclose all material information. In particular, section 257A of the Corporations Act provides that a company may buy back its own shares if: (a) the buy-back does not materially prejudice the Company’s ability to pay its creditors; and (b) the Company follows the procedures laid down in Division 2 of Part 2J.1 of the Corporations Act. The procedures required differ for each type of buy-back. The Buy-Back proposed in Resolution 3 is classified as a selective buy-back. Pursuant to Section 257D(1) of the Corporations Act, a selective share buy-back must be approved by either: Page 12 (a) a special resolution passed at a general meeting of the Company, with no votes being cast in favour of the resolution by any person whose Shares are to be bought back or by their associates; or (b) a resolution agreed to, at a general meeting by all Shareholders. Pursuant to section 257D(2) of the Corporations Act, the Company must include with the notice of meeting a statement setting out all information known to the Company that is material to the decision on how to vote on the resolution. However, the Company does not have to disclose information if it would be unreasonable to require the Company to do so because the Company had previously disclosed the information to shareholders. Section 257H(3) of the Corporations Act provides that immediately after the registration of the transfer to a company of Shares bought back, the Shares are cancelled. 6.4 Details of the Buy-Back ASIC Regulatory Guide 110 sets out what ASIC expects a company to provide when disclosing such information to shareholders with a notice of meeting. This information, as it relates to the buyback proposed in Resolution 3 is set out below: (a) The Company has 1,222,191,672 Shares on issue at the date of this Notice. (b) The number and percentage of Shares to be bought back are 32,250,000 representing approximately 2.64% of the Shares on issue at the date of this Notice. (c) The terms of the Buy-Back are set out above. (d) There is no offer price for the Buy-Back as no consideration will be payable by the Company for the Acuity Collateral Shares. (e) No Directors or their affiliates will participate in the Buy-Back. (f) There will be no financial effect of the Buy-Back on the Company or Acuity. (g) The Directors believe the advantages and disadvantages of the Buy-Back are as follows: (i) (ii) (h) Advantages: (A) The Company’s share register is restored to the position prior to the issue of the Acuity Collateral Shares (i.e. this means that the total Shares on issue will be reduced with no cost to Shareholders). (B) Acuity’s Shareholding is restored to the position prior to the issue of the Acuity Collateral Shares (i.e. Acuity will not hold Shares in the Company). (C) The Company will have discharged its obligations pursuant to the Atthe-Market Subscription Agreement. Disadvantages: Nil. The Buy-Back is not expected to have any effect on control of the Company. Page 13 6.5 Addit