Notice of EGM
Released
Released
Announcement PDF
#11012173v1
Notice of Extraordinary General Meeting
and Explanatory Memorandum
AuKing Mining Limited ACN 070 859 522
Date of Meeting: 8 January 2026
Time of Meeting: 9.30am, Brisbane time
Place of Meeting: Offices of Hopgood Ganim, Level 10, 360
Queen Street, Brisbane, Queensland
Important Information
Notice is given that the Company will hold an Extraordinary General Meeting (EGM or Meeting) at
Level 10, 360 Queen Street, Brisbane, on Thursday, 8 January 2026 at 9.30am (Brisbane time).
In accordance with the Corporations Act 2001 (Cth), the Company will not be sending hard copies of
the Notice of Extraordinary General Meeting and Explanatory Memorandum to Shareholders (except
for any Shareholder who has provided an election to the Company to receive a hard copy document
only pursuant to the Corporations Act 2001 (Cth)). Instead, Shareholders can view and download the
Notice of General Meeting and accompanying Explanatory Memorandum at
https://investorcentre.linkgroup.com using your secure access information or from the Australian
Securities Exchange Limited (ASX) Market Announcement Platform under the Company’s code: AKN.
Each Resolution will be decided by poll, based on proxy votes and by votes from Shareholders in
attendance at the Meeting. The outcome of the resolutions, including details of votes received by poll,
will be released to the Company’s ASX announcements platform following conclusion of the meeting.
Proxy Forms
Based on Shareholders’ registered election for communications (mail or electronically by email) each
Shareholder will receive, a copy of their personalised proxy form. Shareholders are encouraged to
complete and lodge their proxies online or otherwise in accordance with the instructions set
out in the proxy form and the Notice. Your proxy voting instruction must be received by 9.30am
(Brisbane time) on 6 January 2026, being not less than 48 hours before the commencement of the
EGM. Any proxy voting instructions received after that time will not be valid for the EGM.
The Notice is important and should be read in its entirety. If you are in doubt as to the course of action
you should follow, you should consult your financial adviser or other professional adviser. If you have
any difficulties obtaining a copy of the Notice of Meeting please contact the Company’s share registry,
MUFG Corporate Markets Limited on +61 1300 554 474.
Voting entitlement
For the purposes of determining voting entitlements at the Meeting, shares will be taken to be held by
the persons who are registered as holding the shares at 7pm (Sydney time) on 6 January 2026.
Accordingly, transactions registered after that time will be disregarded in determining entitlements to
attend and vote at the Meeting.
Notice of Extraordinary General Meeting
Notice is given that the Extraordinary General Meeting of Shareholders of AuKing Mining Limited ACN
070 859 522 (Company) will be held on Thursday, 8 January 2026 at 9.30am (Brisbane time) at Level
10, 360 Queen Street Brisbane Qld 4000.
The Explanatory Memorandum to this Notice of Meeting provides additional information on matters to
be considered at the General Meeting. The Explanatory Statement and the Proxy Form forms part of
this Notice of Meeting.
Terms used in this Notice of Meeting are defined in Section 9 of the accompanying Explanatory
Memorandum.
Agenda
Ordinary business
1. Resolution 1 – Approval of Issue of Advisor Shares to CoPeak Pty Ltd
To consider and, if thought fit, pass the following resolution as an Ordinary Resolution, with or
without amendment:
“That, in accordance with Listing Rule 7.1, and for all other purposes, the Company be
authorised to issue a maximum of 4,314,288 Shares at a minimum price of $0.005 per Share
(CoPeak Shares) and otherwise on the terms and conditions set out in the Explanatory
Memorandum which accompanies and forms part of this Notice of Meeting, to CoPeak Pty Ltd
ACN 607 161 900 (or their nominees).”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 1 by or on behalf of:
• CoPeak Pty Ltd; or
• an Associate of that party.
However, this does not apply to a vote cast in favour of this Resolution 1 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on
behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by
the beneficiary to the holder to vote in that way.
Notice of Extraordinary General Meeting
2. Resolution 2 - Ratification of Prior Issue of Placement Shares under the
Placement
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution, with
or without amendment:
“That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the Shareholders
ratify the allotment and prior issue of 80,000,000 Shares issued on 28 November 2025 to the
Placement Recipients at a price of $0.005 per Share (Placement Shares) and otherwise on
the terms and conditions set out in the Explanatory Memorandum which accompanies and
forms part of this Notice of Meeting.”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 2 by or on behalf of:
• the Placement Recipients; or
• an Associate of those persons.
However, this does not apply to a vote cast in favour of this Resolution 2 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of
a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by the
beneficiary to the holder to vote in that way.
3. Resolution 3 – Authorise the Issue of Placement Options under the Placement
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution, with
or without amendment:
“That, in accordance with Listing Rule 7.1, and for all other purposes, the Company be
authorised to issue options that are free-attaching to the Placement Shares comprising
40,000,000 options in the Company exercisable at $0.006 on or before 31 December 2026
(Placement Options) and otherwise on the terms and conditions set out in the Explanatory
Memorandum which accompanies and forms part of this Notice of Meeting.”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 3 by or on behalf
of:
Notice of Extraordinary General Meeting
• The Placement Recipients and any other person who is expected to participate in, or
who will obtain a material benefit as a result of, the proposed issue of the Placement
Options (except a benefit solely by reason of being a holder of Shares in the
Company); or
• an Associate of those persons.
However, this does not apply to a vote cast in favour of this Resolution 3 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity
on behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by
the beneficiary to the holder to vote in that way.
4. Resolution 4 - Issue of Lead Manager Options (Placement)
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution, with
or without amendment:
“That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, the Company be
authorised to issue options to the Lead Managers under the Placement GBA Capital Pty Ltd
ABN 51 643 039 123 (Lead Manager) options comprising a total of 10,000,000 options in the
Company exercisable at $0.006 on or before 31 December 2026 (Lead Manager Options)
and otherwise on the terms and conditions set out in the Explanatory Memorandum which
accompanies and forms part of this Notice of Meeting.”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 4 by or on behalf
of:
• The Lead Manager and any other person who is expected to participate in, or who
will obtain a material benefit as a result of, the proposed issue of the Lead manager
Options (except a benefit solely by reason of being a holder of Shares in the
Company); or
• an Associate of those persons.
However, this does not apply to a vote cast in favour of this Resolution 4 by:
Notice of Extraordinary General Meeting
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity
on behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by
the beneficiary to the holder to vote in that way.
5. Resolution 5 - Ratification of prior issue of RiverFort Notes under RiverFort
Facility
To consider and, if thought fit, pass the following Resolution, as an Ordinary Resolution of the
Company:
“That, for the purposes of Listing Rule 7.4 and for all other purposes, the Shareholders ratify
the allotment and prior issue 500,000 convertible notes issued on or about 10 September 2025
to RiverFort Global Opportunities PCC Ltd (RiverFort Notes), and the issue of 55,555,556
Shares upon conversion of those RiverFort Notes, on the terms and conditions as set out in
the Explanatory Memorandum.”
Voting exclusion statement
The Company will disregard any votes cast in favour of this Resolution 5 by or on behalf of
a person who participated in the issue or is a counterparty to the agreement being approved
(including (RiverFort)) and any associate of that person or persons.
However, this does not apply to a vote cast in favour of this Resolution 5 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on
behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by the
beneficiary to the holder to vote in that way.
Notice of Extraordinary General Meeting
6. Resolution 6 - Ratification of prior issue of RiverFort Shares under RiverFort
Facility
To consider and, if thought fit, pass the following Resolution, as an Ordinary Resolution of the
Company:
“That, for the purposes of Listing Rule 7.4 and for all other purposes, the Shareholders ratify
the allotment and prior issue 12,000,000 Shares issued on or about 10 September 2025 to
RiverFort Global Opportunities PCC Ltd (RiverFort) at a price of $0.009 (RiverFort Shares)
on the terms and conditions as set out in the Explanatory Memorandum.”
Voting exclusion statement
The Company will disregard any votes cast in favour of this Resolution 6 by or on behalf of
a person who participated in the issue or is a counterparty to the agreement being approved
(including RiverFort) and any associate of that person or persons.
However, this does not apply to a vote cast in favour of this Resolution 6 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on
behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by the
beneficiary to the holder to vote in that way.
7. Resolution 7 – Issue of Acquisition Shares (Grand Codroy Acquisition)
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution, with or
without amendment:
“That, in accordance with Listing Rule 7.1, and for all other purposes, the Company be
authorised to issue to the Grand Codroy Vendors (as defined in the Explanatory Memorandum
which accompanies and forms part of this Notice of Meeting) a maximum of 20,000,000
Shares (Acquisition Shares) in accordance with the obligations under a Share Sale
Notice of Extraordinary General Meeting
Agreement dated 10 September 2024 and otherwise on the terms and conditions set out in the
Explanatory Memorandum which accompanies and forms part of this Notice of Meeting.”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 7 by or on behalf of:
• the Grand Codroy Vendors;
• a person 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); or
• an Associate of those persons.
However, this does not apply to a vote cast in favour of this Resolution 7 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on
behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by
the beneficiary to the holder to vote in that way.
8. Resolution 8 – Approval of Issue of Advisor Shares and Advisor Options to
Spark Plus Pte Ltd
To consider and, if thought fit, pass the following resolution as an Ordinary Resolution, with or
without amendment:
“That, in accordance with Listing Rule 7.1, and for all other purposes, the Company be
authorised to issue a maximum of 12,000,000 Shares at an issue price of $0.005 per Share
(Spark Plus Shares) together with options that are free-attaching to the Spark Plus Shares
comprising 6,000,000 options in the Company exercisable at $0.006 on or before 31
December 2026 (Spark Plus Options) and otherwise on the terms and conditions set out in
the Explanatory Memorandum which accompanies and forms part of this Notice of Meeting, to
Spark Plus Pte Ltd (or their nominees).”
Voting Exclusion Statement
The Company will disregard any votes cast in favour of this Resolution 8 by or on behalf
of:
• Spark Plus Pte Ltd; or
Notice of Extraordinary General Meeting
• an Associate of that party.
However, this does not apply to a vote cast in favour of this Resolution 8 by:
• 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; or
• 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
• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity
on behalf of a beneficiary provided the following conditions are met:
- 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
- the holder votes on the Resolution in accordance with directions given by
the beneficiary to the holder to vote in that way.
9. Other Business
To consider any other business as may be lawfully put forward in accordance with the
Constitution of the Company.
BY ORDER OF THE BOARD
Paul Marshall
Company Secretary
4 December 2025
Explanatory Memorandum
10
1. Introduction
The following information is provided to Shareholders of the Company in connection with the
business to be considered at the Extraordinary General Meeting of Shareholders to be held at
Level 10, 360 Queen Street, Brisbane on Thursday, 8 January 2026 commencing at 9.30am
(Brisbane time).
The Directors recommend Shareholders read the accompanying Notice of Meeting and this
Explanatory Memorandum in full before making any decision in relation to the Resolutions.
Unless otherwise defined, terms used in this Explanatory Memorandum are defined in Section
9.
2. Resolution 1 – Issue of Shares to CoPeak Pty Ltd
2.1 Background
On 22 March 2025, the Company entered into a general corporate advisory agreement
(CoPeak Agreement) with CoPeak Pty Ltd ACN 607 161 900 (trading as Peak Asset
Management) (CoPeak). In consideration for the provision by CoPeak of various corporate
advisory services including provision of corporate and financial advice, facilitating introductions
to potential investors and (where possible) assisting the Company with capital raisings, the
Company agreed to pay CoPeak a service fee of $6,000 per month (commencing from 1
February 2025 and expiring on 31 December 2025) excluding GST.
Under the terms of the CoPeak Agreement, CoPeak has the right to request the Company to
issue ordinary fully paid shares to CoPeak (and/or its nominees) in lieu of the payment of the
service fee in cash, subject to the Company obtaining approval from its shareholders to issue
these shares. If that election occurred, the shares would be issued by the Company at a price
that represented a 10% discount to the 15 day VWAP in respect of the Company’s shares
trading on the ASX prior to the date of issue. Up to 31 December 2025, a total of $21,571.44
(incl GST) will have become payable to CoPeak by the Company. Prior to the issue of this
Notice of Meeting, CoPeak has advised the Company of its election to have the CoPeak
Shares issued to CoPeak (and/or its nominees) in full and final satisfaction of the service fees
payable under the CoPeak Agreement.
For the purposes of this Resolution 1, the Company has agreed with CoPeak a minimum issue
price for the CoPeak Shares of $0.005, thereby creating a maximum number of shares to be
issued by the Company (if this Resolution 1 is approved by shareholders) of 4,314,288 shares
(CoPeak Shares).
Resolution 1 is an Ordinary Resolution and seeks Shareholder approval to the issue of the
CoPeak Shares to CoPeak Pty Ltd and for the purposes of Listing Rule 7.1.
2.2 Introduction
Resolution 1 seeks Shareholder authorisation to issue 4,314,288 fully paid ordinary Shares
(CoPeak Shares) to CoPeak Pty Ltd.
2.3 Listing Rule 7.1 - Issues exceeding 15% of capital
Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of
Equity Securities that a listed company can issue without the approval of its shareholders over
any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that
period. Equity Securities issued with shareholder approval under Listing Rule 7.1 do not count
towards the 15% Capacity. The Company currently does not have the capacity to issue further
Equity Securities unless shareholder approval is obtained.
Explanatory Memorandum
11
Equity Securities issued with shareholder approval under Listing Rule 7.1 do not count towards
the 15% Capacity.
The CoPeak Shares are Equity Securities under the Listing Rules.
Therefore, the Company is seeking Shareholder approval in accordance with Listing Rule 7.1
to issue the CoPeak Shares so that the CoPeak Shares do not count towards the Company’s
15% Capacity.
2.4 Information for Listing Rule 7.3
For the purposes of Listing Rule 7.3, the Company provides the following information:
Listing
Rule
Information
7.3.1: Allottees of Equity
Securities
The CoPeak Shares are to be issued and allotted to
CoPeak Pty Ltd.
7.3.2: Number and class of
Securities that will be
issued
The Company will issue a maximum of 4,314,288
Shares to CoPeak Pty Ltd.
A summary of the Company’s current issued capital
and expected issued capital if all of the Resolutions in
the Notice of Meeting are approved is set out in
Schedule 1 to this Explanatory Memorandum.
7.3.3: Summary of material
terms of Securities
The CoPeak Shares will be fully paid on issue and
rank equally in all aspects with all existing Shares
previously issued by the Company.
7.3.4: Date or dates on or by
which the Company will
issue the Securities
The CoPeak Shares will be issued shortly after the
Meeting, on or about 10 January 2025 and, in any
event, within three months of the date of the Meeting
or such later date as is permitted by an ASX waiver or
modification of the Listing Rules.
7.3.5: Price of Equity
Securities
The CoPeak Shares are being issued in consideration
for CoPeak agreeing to provide corporate advisory
services to the Company pursuant to the CoPeak
Agreement and CoPeak electing to have the service
fees payable under that agreement in shares in the
Company, in lieu of cash comprising an amount of
$21,571.44.
7.3.6: Purpose of issuing the
Securities
The CoPeak Shares are being issued in under the
CoPeak Agreement in lieu of the Company being
obliged to pay the services under that agreement in
cash. Accordingly, the Company will receive no funds
from their issue.
7.3.7: Summary of agreement The CoPeak Shares are being issued pursuant to a
variation of the corporate advisory agreement dated
22 March 2025 between the Company and CoPeak.
The material terms of this agreement are summarised
in Section 2.1 above
7.3.8: Information on reverse
takeover
The CoPeak Shares are not being issued under, or to
fund, a reverse takeover.
7.3.9 Voting exclusion
statement
A voting exclusion statement is included in the Notice
of Meeting.
Explanatory Memorandum
12
2.5 Outcome of Voting for or against the Resolution
If Resolution 1 is passed, the issue of the CoPeak Shares will be able to take place and will
also be excluded from the calculation of the Company’s 15% limit in ASX Listing Rule 7.1,
maintaining the number of equity securities it can issue without Shareholder approval over the
12 month period following the issue of the CoPeak Shares.
If the Resolution is not passed, the Company will not be able to issue the CoPeak Shares in
lieu of payment of the service fees payable under the CoPeak Agreement and would trigger
the obligation for the Company to pay these moneys to CoPeak in the form of cash.
2.6 Directors’ recommendation
The Directors unanimously recommend that you vote in favour of this Ordinary Resolution.
3. Resolution 2 - Ratification of previous issue of Placement Shares under the
Placement
3.1 Introduction
As announced on 24 November 2025, the Company confirmed details of a placement to
sophisticated investors and clients of GBA Capital Pty Ltd (Placement Recipients) of
80,000,000 new fully paid ordinary shares in the Company at an issue price of $0.005 per
share (“Placement Shares”) together with free-attaching options to raise A$400,000 (before
issue costs).
The Placement Shares were issued on 28 November 2025.
The Placement also includes the offer, subject to obtaining shareholder approval, of free
attaching options (“Placement Options”) comprising one option for every two Placement
Share issued (being a total of 40,000,000 options) with an exercise price of $0.006 and
expiring on 31 December 2026.
Funds raised from the Placement Shares will be used towards:
- Working capital; and
- Costs of the Placement.
The Placement was undertaken within the Company’s capacity under Listing Rule 7.1A.
In accordance with Listing Rule 7.4, Shareholder approval is sought to ratify the issue and
allotment of the Placement Shares, being issues of securities made by the Company on 28
November 2025 for which shareholder approval has not already been obtained.
Under Listing Rule 7.1A, shareholders can give prior approval (by special resolution at an
annual general meeting) to the issue of securities equivalent to an additional 10% of its fully
paid ordinary issued capital over a 12 month period. Shareholders gave their approval for the
issue of additional shares under Listing Rule 7.1A at the last annual general meeting of the
Company before the Placement held on 29 May 2025.
Equity securities issued with shareholder approval under Listing Rule 7.4 do not count towards
the 10% limit under Listing Rule 7.1A.
Listing Rule 7.4 provides that an issue of securities made without prior approval under Listing
Rule 7.1A can be treated as having been made with that approval if shareholders
subsequently approve it.
If Resolution 2 is approved it will have the effect of refreshing the Company’s ability, to the
extent of the Placement Shares, to issue further capital during the next 12 months pursuant to
Explanatory Memorandum
13
the approval given pursuant to Listing Rule 7.1A (and if the issue did not breach LR 7.1A at
the time of issue) without the need to obtain further Shareholder approval (subject to the
Listing Rules and the Corporations Act). If Resolution 2 is not passed, the Placement Shares
will be counted, as applicable, toward the 10% limit pursuant to Listing Rule 7.1A for a period
not later than the Company’s next annual general meeting (due in May 2026).
3.2 Information for Listing Rule 7.5
For the purposes of Listing Rule 7.5, the Company provides the following information:
Listing Rule Information
7.5.1 The names of the persons to whom
the Securities are issued or agreed
to be issued or the basis on which
those persons were identified or
selected
The Placement Shares were issued
to the Placement Recipients, none
of whom is a related party of the
Company. The participants of the
Placement were sophisticated
investors and clients of GBA Capital
Pty Ltd and introduced to the
Company by that firm.
GBA Capital Pty Ltd was appointed
as Lead Manager to the Placement
and will be paid a maximum cash
fee of 6% of the funds raised from
the Placement.
In addition, a total of 10,000,000
options exercisable at $0.006 on or
before 31 December 2026 will be
issued to GBA Capital Pty Ltd
subject to obtaining Shareholder
approval pursuant to Resolution 4.
No Placement Recipient is a related
party of the Company.
No Placement Recipient is:
• a member of the Company’s
Key Management Personnel;
• a substantial holder of the
Company;
• an adviser to the Company; or
• an associate of any of the
above.
None of the Placement Recipients
are considered to be "material
investors" for the purposes of ASX
Guidance Note 21, paragraph 7.4.
7.5.2 The number and class of Securities
issued or agreed to be issued
Listing Rule 7.1A – 80,000,000
Placement Shares (each being the
subject of Resolution 2).
7.5.3 Summary of the material terms of
the Securities
The Placement Shares are fully
paid on issue and ranked equally in
Explanatory Memorandum
14
Listing Rule Information
all aspects with all existing Shares
previously issued by the Company.
7.5.4 Date or dates on which the
Securities were or will be issued
The Placement Shares were issued
on 28 November 2025.
7.5.5 The price or other consideration the
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