ASKARI METALS LIMITED ACN 646 034 460

NOTICE OF GENERAL MEETING

Notice is given that the Meeting will be held at:

TIME:

10.00 am (AWST)

DATE:

9 May 2022

PLACE:

Virtual Meeting

The business of the Meeting affects your shareholding and your vote is important.

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

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 Shareholders at 6:00 pm (AWST) on 5 May 2022.

BUSINESS OF THE MEETING

AGENDA

  • 1. RESOLUTION 1 - RATIFICATION OF PRIOR ISSUE OF SHARES AND OPTIONS - LISTING RULE 7.1

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

    "That, for the purposes of Listing Rule 7.4 and for all other purposes,

    Shareholders ratify the issue of 3,121,926 Shares and 2,476,190 Options on

    the terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement applies to this Resolution. Please see below.

  • 2. RESOLUTION 2 - RATIFICATION OF PRIOR ISSUE OF SHARES - LISTING RULE 7.1A

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

    "That, for the purposes of Listing Rule 7.4 and for all other purposes,

    Shareholders ratify the issue of 4,306,645 Shares on the terms and

    conditions set out in the Explanatory Statement."

    A voting exclusion statement applies to this Resolution. Please see below.

  • 3. RESOLUTION 3 - RATIFICATION OF PRIOR ISSUE OF OPTIONS

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

    "That, for the purposes of Listing Rule 7.4 and for all other purposes,

    Shareholders ratify the issue of 350,000 Options to Peak Asset Management

    on the terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement applies to this Resolution. Please see below.

  • 4. RESOLUTION 4 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DIRECTOR - CHRIS EVANS

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That for the purposes of Listing Rule 10.14 and for all other purposes,

approval is given for the Company to issue 100,000 Performance Rights to

Chris Evans (or their nominee) under the Incentive Performance Rights Plan

on the terms and conditions set out in the Explanatory Statement."

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 5. RESOLUTION 5 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DIRECTOR - GINO D'ANNA

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

    "That for the purposes of section 195(4) and section 208 of the

    Corporations Act, Listing Rule 10.14 and for all other purposes, approval is

    given for the Company to issue 2,000,000 Performance Rights to Gino

    D'Anna (or his nominee) under the Incentive Performance Rights Plan on

    the terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 6. RESOLUTION 6 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DIRECTOR - ROBERT DOWNEY

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

    "That for the purposes of section 195(4) and section 208 of the

    Corporations Act, Listing Rule 10.14 and for all other purposes, approval is

    given for the Company to issue 350,000 Performance Rights to Robert

    Downey (or his nominee) under the Incentive Performance Rights Plan on

    the terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 7. RESOLUTION 7 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DIRECTOR - BRENDAN CUMMINS

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

    "That for the purposes of section 195(4) and section 208 of the

    Corporations Act, Listing Rule 10.14 and for all other purposes, approval is

    given for the Company to issue 350,000 Performance Rights to Brendan

    Cummins (or his nominee) under the Incentive Performance Rights Plan on

    the terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 8. RESOLUTION 8 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DAVID GREENWOOD

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That for the purposes of section 195(4) and section 208 of the

Corporations Act, Listing Rule 10.14 and for all other purposes, approval is

given for the Company to issue 350,000 Performance Rights to David

Greenwood (or his nominee) under the Incentive Performance Rights Plan

on the terms and conditions set out in the Explanatory Statement."

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 9. RESOLUTION 9 - ISSUE OF INCENTIVE PERFORMANCE RIGHTS TO DIRECTOR - CHRIS EVANS

    To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

    "That for the purposes of section 195(4) and section 208 of the

    Corporations Act, Listing Rule 10.14 and for all other purposes, approval is

    given for the Company to issue 350,000 Performance Rights to Chris Evans

    (or their nominee) under the Incentive Performance Rights Plan on the

    terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

  • 10. RESOLUTION 10 - RATIFICATION OF PRIOR ISSUE OF SHARES - GEOSMART CONSULTING PTY LTD EXPLORATION SHARES

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

    "That, for the purposes of Listing Rule 7.4 and for all other purposes,

    Shareholders ratify the issue of 269,542 Shares on the terms and conditions

    set out in the Explanatory Statement."

    A voting exclusion statement applies to this Resolution. Please see below.

  • 11. RESOLUTION 11 - APPROVAL TO ISSUE SHARES

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

    "That, for the purposes of Listing Rule 7.1 and for all other purposes,

    approval is given for the Company to issue up to 20,000,000 Shares on the

    terms and conditions set out in the Explanatory Statement."

    A voting exclusion statement applies to this Resolution. Please see below.

  • 12. RESOLUTION 12 - ADOPTION OF INCENTIVE PERFORMANCE RIGHTS PLAN

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

"That, for the purposes of Listing Rule 7.2 (Exception 13(b)) and for all other

purposes, approval is given for the Company to adopt an employee

incentive scheme titled Incentive Performance Rights Plan and for the issue

of a maximum of 10,000,000 securities under that Plan, on the terms and

conditions set out in the Explanatory Statement."

A voting exclusion statement and voting prohibition statement applies to this Resolution. Please see below.

Dated: 1 April 2022

By order of the Board

Gino D'Anna Director

Askari Metals Limited

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Askari Metals Ltd. published this content on 04 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 April 2022 06:53:09 UTC.