Auroch Minerals : Notice of General Meeting/Proxy Form – Marketscreener.com
For personal use only
AUROCH MINERALS LIMITED
ACN 148 966 545
NOTICE OF GENERAL MEETING
A general meeting of the Company will be held at the Company’s office at Suite 10, 38-40 Colin Street, West Perth, Western Australia on Thursday, 21 April 2022 at 10:30am (AWST).
Auroch Minerals Limited (Company) advises Shareholders that the general meeting will be held in
compliance with any restrictions on public gatherings in Western Australia.
Due to the evolving COVID-19 situation, it may not be possible for Shareholders to physically attend the Meeting. As a result, the Company strongly encourages all Shareholders to vote by directed proxy rather than attend the Meeting in person. Proxy forms for the Meeting should be lodged before 10:30am (AWST) on Tuesday, 19 April 2022.
Shareholders can also submit, and are encouraged to submit, any questions in advance of the
Meeting by emailing the questions to admin@aurochminerals.comby no later than 5:00pm (AWST)
on Tuesday, 19 April 2022.
If the above arrangements with respect to the Meeting change, Shareholders will be updated via the
ASX Market Announcements Platform and on the Company’s website at
https://www.aurochminerals.com.
This Notice should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting.
Should you wish to discuss any matter please do not hesitate to contact the Company by
telephone on +61 8 6383 7817
For personal use only
AUROCH MINERALS LIMITED
ACN 148 966 545
NOTICE OF GENERAL MEETING
Notice is hereby given that a general meeting of shareholders of Auroch Minerals Limited (Company) will be held at the Company’s office at Suite 10, 38-40 Colin Street, West Perth, Western Australia on Thursday, 21 April 2022 at 10:30am (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 this 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, 19 April 2022 at 4:00pm (AWST).
The Company advises that a poll will be conducted for all Resolutions.
Terms and abbreviations used in this Notice (including the Explanatory Memorandum) are defined in Schedule 1.
AGENDA
1 Resolution 1 – Issue of Performance Rights to Michael Edwards
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 Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, Shareholders approve the issue of 6,000,000 Performance Rights to Michael Edwards (and/or his nominee) on the terms and conditions in the Explanatory Memorandum.’
Voting Exclusion
The Company will disregard any votes cast in favour of this Resolution by or on behalf of Michael Edwards (and/or his nominee) 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) or as associate of that person or those persons.
However, this does not apply to a vote cast in favour of the Resolution by:
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In accordance with section 250BD of the Corporations Act, a vote on this Resolution must not be cast by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.
However, a vote may be cast by such person if the vote is not cast on behalf of a person who is otherwise excluded from voting, and:
2 Resolution 2 – Issue of Performance Rights to Trevor Eton
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 Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, Shareholders approve the issue of 150,000 Performance Rights to Trevor Eton (and/or his nominee) on the terms and conditions in the Explanatory Memorandum.’
Voting Exclusion
The Company will disregard any votes cast in favour of this Resolution by or on behalf of Trevor Eton (and/or his nominee) 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) or as associate of that person or those persons.
However, this does not apply to a vote cast in favour of the Resolution by:
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In accordance with section 250BD of the Corporations Act, a vote on this Resolution must not be cast by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.
However, a vote may be cast by such person if the vote is not cast on behalf of a person who is otherwise excluded from voting, and:
Dated: 18 March 2022
By order of the Board
Matthew Worner
Joint Company Secretary
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For personal use only
AUROCH MINERALS LIMITED
ACN 148 966 545
EXPLANATORY MEMORANDUM
1 Introduction
This Explanatory Memorandum has been prepared for the Shareholders to provide information in connection with the business to be conducted at the Meeting.
This Explanatory Memorandum should be read in conjunction with and forms part of the Notice. The purpose of this Explanatory Memorandum is to provide information to Shareholders in deciding whether or not to pass the Resolutions.
This 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
Resolutions 1 and 2 – Issue of Performance Rights
Schedule 1
Definitions and Interpretation
Schedule 2
Terms and Conditions of Performance Rights
A Proxy Form is attached to the Notice.
2 Action to be taken by Shareholders
Shareholders should read the Notice including this Explanatory Memorandum carefully before deciding how to vote on the Resolutions.
The Company advises that a poll will be conducted for all Resolutions.
2.1 Proxies
A Proxy Form is attached to the 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 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. Returning the Proxy Form will not preclude a Shareholder from attending and voting at the Meeting in person.
Please note that:
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Auroch Minerals Ltd. published this content on 18 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 March 2022 08:30:01 UTC.