27 October 2020

Dear Shareholders

General Meeting of Global Oil and Gas Limited

You are invited to attend the general meeting of shareholders of Global Oil & Gas Limited (Company) (ASX: GLV) to be held at 22 Townshend Road, Subiaco WA 6008 (Location) on Monday 30 November 2020 at 10:00am (AWST) (Meeting).

In accordance with section 5(f) of the Corporations (Coronavirus Economic Response) Determination (No.1) 2020 (Cth), the Company will not be sending a hard copy of the notice of Meeting (Notice) to Shareholders. Instead, a copy of the Notice will be made available electronically as follows:

  • via the Company's website at www.globaloilandgas.com.au/announcements;
  • via the Company's ASX page at www.asx.com.au/asx/share-price-research/company/GLV; and
  • if you have nominated an email address and have elected to receive electronic communications from the Company, via the electronic link that is sent to your nominated email address.

The Company will be conducting the Meeting at the Location without the use of video conferencing technology. With regards to the COVID-19 pandemic, the Company considers the health and safety of shareholders, advisers and staff to be paramount. As such, the Company has put in place measures to adhere to physical distancing requirements set by the government authorities for the Meeting.

All the resolutions in the Notice will be voted upon by poll. If you wish to vote on any of the resolutions identified in the Notice, you must vote online or attend the Meeting in person or by proxy. If you do not wish to vote at the Meeting, you are encouraged to appoint the Chair as proxy prior to the Meeting. A proxy form is provided with this letter and should be filled out with specific instructions on how your vote is to be exercised in relation to each resolution, and the Chair must follow such instructions. The Notice sets out instructions on how to properly complete and send the proxy form to the Company or submit your vote online.

If you are unable to access the Notice through the above means or for any other reason, please contact the Company Secretary on +61 8 6380 2470 or at info@globaloilandgas.com.au between 9:00am to 5:00pm (AWST) on Monday to Friday to arrange to access a copy of the Notice.

Yours sincerely,

Anna Mackintosh

Company Secretary

Global Oil and Gas Limited

Authorised by The Board of Global Oil & Gas Limited

For further information please contact: Patric Glovac - Excutive Director info@globaloilandgas.com.au

PH 08 6380 2470 | 22 Townshend Road, Subiaco WA 6008 | ABN 80 112 893 491

www.globaloilandgas.com.au

GLOBAL OIL & GAS LIMITED

ACN 112 893 491

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Meeting will be held at:

TIME:

10.00 am (WST)

DATE:Monday 30 November 2020

PLACE: 22 Townshend Road Subiaco WA 6008

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 5.00pm (WST) on Friday 27 November 2020.

NOTICE OF THE MEETING

Notice is given that the Annual General Meeting of Shareholders of Global Oil & Gas Limited (ACN 112 893 491) (Company) will be held at the offices of 22 Townshend Road, Subiaco Western Australia, 6008 on Monday 30 November 2020, commencing at 10:00am (WST) (Meeting).

The Explanatory Memorandum to this Notice 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 at time on Friday 27 November 2020 at 5:00pm (WST).

Terms and abbreviations used in this Notice and Explanatory Memorandum are defined in the Glossary.

BUSINESS OF THE MEETING

AGENDA

FINANCIAL STATEMENTS AND REPORTS

To receive and consider the Annual Report of the Company for the financial year ended 30 June 2020, which includes the Financial Report, the Directors' Report and the Auditor's Report.

1. RESOLUTION 1 - ADOPTION OF REMUNERATION REPORT

To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-bindingresolution:

"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 Report for the financial year ended 30 June 2020 on the terms and conditions in the Explanatory Memorandum."

Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.

Voting Prohibition Statement:

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 either of the following persons:

  1. a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or
  2. a Closely Related Party of such a member.

However, a vote may be cast by such person if:

  1. the person is acting is acting as a proxy and the Proxy Form specifies how the proxy is to vote, and the vote is not cast on behalf of a person who is otherwise excluded from voting on this Resolution as described above; or
  2. the person is the Chair voting an undirected proxy which expressly authorizes the Chair to vote on a resolution connected with the remuneration of a member of the Key Management Personnel.

Global Oil & Gas Limited - Notice of Annual General Meeting

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  1. RESOLUTION 2 -ELECTION OF DIRECTOR - MR TROY HAYDEN
    To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
    "That, for the purposes of clause 14.4 of the Constitution and for all other purposes, Mr Troy Hayden, a Director who was appointed as an additional Director on 11 March 2020, retires, and being eligible, is elected as a Director of the Company."
  2. RESOLUTION 3 -RE-ELECTION OF DIRECTOR - MR CHRISTOPHER ZIELINSKI
    To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
    "That, for the purposes of clause 14.2 of the Constitution and for all other purposes, Mr Christopher Zielinski, a Director, retires by rotation, and being eligible, offers himself for re-election as a Director of the Company."
  3. RESOLUTION 4 - APPROVAL OF 10% PLACEMENT FACILITY
    To consider and, if thought fit, to pass, with or without amendment, the following Resolution as a special resolution:
    "That, pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of Equity Securities 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 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:

  1. any 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 Company); or
  2. any Associate of that 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 Company). However, this does not apply to a vote case in favour of the Resolution by:

  1. a person as a 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;
  2. the Chair of the meeting 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
  3. a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:
    1. 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
    2. the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

Dated: 27 October 2020

By order of the Board

Christopher Zielinski

Chair

Global Oil & Gas Limited - Notice of Meeting

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Global Oil & Gas Ltd. published this content on 27 October 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 October 2020 02:04:02 UTC