Notice of Extraordinary General Meeting/Proxy Form
Released
Released
Announcement PDF
Date of Meeting:
Monday, 19 October 2026
Time of Meeting:
9.00am (Brisbane time)
Address of Meeting:
C/- HopgoodGanim, Level 10
360 Queen Street, Brisbane Q 4000
Notice of
Extraordinary
General Meeting
and
Information
Memorandum
ASX: AKN | ABN: 29 070 859 522
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 Monday, 19 October 2026 at 9.00am
(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 9.00am (Brisbane time) on 17 October 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, Automic on 1300 288 664 (within Australia) and +61 2 9698
5414 (from overseas).
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 9.00am (Brisbane time)
on 17 October 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 Monday, 19 October 2026 at 9.00am
(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 - 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 200,000,000 Shares issued on 22
July 2026 to the Placement Recipients at a price of $0.025 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 1 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 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:
Notice of Extraordinary General Meeting
- 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.
2. Resolution 2 - Ratification of Prior Issue of Shares under the Mkaka Service
Contract
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 2,311,190 Shares issued on 22
July 2026 to the Mkaka Recipients at a price of $0.025 per Share (Mkaka 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 Mkaka 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.
Notice of Extraordinary General Meeting
3. Resolution 3 - Ratification of previous issue of Lead Manager Options
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 35,000,000 Options to GBA
Capital Pty Ltd and Whairo Capital Pty Ltd (or their nominees) (Lead Managers) with
an exercise price of $0.006 per Option expiring on 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 3 by or on
behalf of:
• the Lead Managers; or
• an Associate of those entities.
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 – Ratification of previous issue of Underwriting Options
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution
of the Company:
“That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the
Shareholders ratify the allotment and prior issue of 10,000,000 Options to GBA
Capital Pty Ltd (or their nominees) (GBA) with an exercise price of $0.006 per Option
expiring on 31 December 2026 Underwriting Options) and otherwise on the terms
Notice of Extraordinary General Meeting
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:
• GBA; or
• an Associate of that entity.
However, this does not apply to a vote cast in favour of this Resolution 4 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.
5. Resolution 5 – Ratification of the Prior Issue of GEL Acquisition Shares
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution
of the Company:
“That, in accordance with ASX Listing Rule 7.4, and for all other purposes, the
Shareholders ratify the allotment and prior issue, or agreement to issue, 40,000,000
Shares (GEL Acquisition Shares) issued (or agreed to issue) by the Company to
Tusker Minerals Limited ABN 91 663 592 318 (and/or its nominees) (TSK) in
accordance with the obligations under a Sale Agreement dated 17 August 2026 at an
issue price of $0.025 per share) 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 5 by or on
behalf of:
Notice of Extraordinary General Meeting
• Tusker Minerals Limited or
• an Associate of that entity.
However, this does not apply to a vote cast in favour of this Resolution 5 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.
6. Resolution 6 – Ratification of the Prior Issue of Machinga Performance Shares
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution
of the Company:
“That, in accordance with ASX Listing Rule 7.4, and for all other purposes, the
Shareholders ratify the allotment and prior issue, or agreement to issue, 50,000,000
Performance Shares (Machinga Performance Shares) issued by the Company to
Tusker Minerals Limited ABN 91 663 592 318 (and/or its nominees) (TSK) in
accordance with the obligations under a Sale Agreement dated 17 August 2026 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 6 by or on
behalf of:
• Tusker Minerals Limited; or
• an Associate of that entity.
However, this does not apply to a vote cast in favour of this Resolution 6 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
Notice of Extraordinary General Meeting
• 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 - Ratification of the Prior Issue of Ngala Performance Shares
To consider and, if thought fit, pass the following resolution, as an Ordinary Resolution
of the Company:
“That, in accordance with ASX Listing Rule 7.4, and for all other purposes, the
Shareholders ratify the allotment and prior issue, or agreement to issue, 20,000,000
Performance Shares (Ngala Performance Shares) issued by the Company to Tusker
Minerals Limited ABN 91 663 592 318 (and/or its nominees) (TSK) in accordance with
the obligations under a Sale Agreement dated 17 August 2026 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:
• Tusker Minerals Limited; or
• an Associate of that entity.
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
Notice of Extraordinary General Meeting
• 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. 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
10 September 2026
Explanatory Memorandum
9
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 Monday, 19
October 2026 commencing at 9.00am (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 - Ratification of prior issue of Placement Shares under the
Placement
2.1 Introduction
As announced on 14 July 2026, the Company received firm commitments to raise up
to $5,000,000 (before costs) pursuant to a placement of 200,000,000 Shares
(Placement Shares) to professional and sophisticated investors at an issue price of
$0.025 per Share (Placement). The Placement Shares were issued pursuant to the
Company’s placement capacity under ASX Listing Rule 7.1A, ratification of which is
sought under Resolution 1.
The Placement was conducted with the assistance of GBA Capital Pty Ltd and Whairo
Capital Pty Ltd, who acted as Joint Lead Managers for the Placement. The Company
agreed to pay a 6% cash fee for funds raised under the Placement (being
approximately $300,000) and the issue of 35,000,000 Options on a pro rata basis to
the Joint Lead Managers (or their nominees). The Options proposed to be issued to
the Joint Lead Managers are subject to Shareholder approval (being the subject of
Resolution 3).
The funds received by the Company under the Placement are to be utilized for the
following purposes:
(a) Advance the Company’s exploration programs;
(b) Provide flexibility to evaluate and pursue strategic opportunities;
(c) Working capital; and
(d) Costs of the Placement.
2.2 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 22 July 2026 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 27 May 2026.
Explanatory Memorandum
10
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 Rules 7.1A can be treated as having been made with that approval if
shareholders subsequently approve it.
If Resolution 1 is approved it will have the effect of refreshing the Company’s ability, to
the extent of the Placement Shares, to issue further capital pursuant to the approval
given pursuant to Listing Rule 7.1A (and if the issue did not breach either of LR 7.1 or
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 1 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 2027).
2.3 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
and professional investors and
clients of the Joint Lead
Managers and introduced to the
Company by those firms.
The Joint Lead Managers were
paid a maximum cash fee of 6%
of the funds raised from the
Placement.
In addition, a total of 35,000,000
options exercisable at $0.006 on
or before 31 December 2026
were issued to the Joint Lead
Managers (or their nominees).
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
Explanatory Memorandum
11
Listing Rule Information
• 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 – 200,000,000
Placement Shares (each being
the subject of Resolution 1).
7.5.3 Summary of the material terms
of the Securities
The Placement Shares were
fully paid on issue and ranked
equally in 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 22 July 2026.
7.5.5 The price or other consideration
the entity has received or will
receive for the issue
The issue price of the Placement
Shares was $0.025 per Share.
7.5.6 The purpose of the issue,
including the use or intended
use of any funds raised by the
issue
Proceeds from the issue of the
Placement Shares were used
for:
• Advancing the Company’s
exploration programs;
• Providing flexibility to
evaluate and pursue strategic
opportunities;
• Working capital; and
• Costs of the Placement.
7.5.7 Summary of the material terms
of the agreement
The Placement Shares were
issued under a placement
acceptance letter that contained
standard terms for the issue of
shares.
7.5.8 A voting exclusion statement. A voting exclusion statement is
included in the Notice of Meeting
for Resolution 1.
2.4 Directors’ recommendation
The Directors unanimously recommend that you vote in favour of Resolution 1.
Explanatory Memorandum
12
3. Resolution 2 - Ratification of Prior Issue of Shares under the Mkaka Service
Contract
3.1 Background
Prior to commencement of drilling activities at the Company’s Tundulu rare earths
project in southern Malawi, the Company engaged local firm, Mkaka Constructions
Limited (Mkaka) to carry out certain roadworks aimed at improving project site access
and the main road between the nearby township of Nambazu and Migowi (Mkaka
Service Contract).The Mkaka Service Contract was entered into in May 2026 and
later varied in early July 2026 whereby Company and Mkaka agreed that a total of up
to USD40,000 in service fees payable under the Mkaka Service Contract would be
paid in the form of issued Shares in the Company, on the same terms as the
Placement Shares.
The Company issued a total of 2,311,190 Shares (Mkaka Shares) to nominees of
Mkaka pursuant to this arrangement under the Company’s existing ASX Listing Rule
7.1 placement capacity on 22 July 2026.
Resolution 2 is an Ordinary Resolution and seeks Shareholder approval to the issue
of the Mkaka Shares for the purposes of Listing Rule 7.1.
3.2 Listing Rule 7.1 - Issues exceeding 15% of capital
In accordance with ASX Listing Rule 7.4, Shareholder approval is sought to ratify the
issue and allotment of the Mkaka Shares pursuant to AKN’s Listing Rule 7.1
placement capacity, as per the Appendix 3B dated 14 July 2026, being securities
either issued or agreed to be issued by the Company for which shareholder approval
has not already been obtained.
Listing Rule 7.1 prohibits a company, except in certain cases, from issuing new equity
securities equivalent in number to more than 15% of its fully paid ordinary issued
capital in the 12 month period immediately preceding the date of the issue or
agreement (if the entity has been admitted to the official list for 12 months or more) or
the period from the date the entity was admitted to the official list to the date
immediately preceding the date of the issue or agreement (if the entity has been
admitted to the official list for less than 12 months) without the prior approval of its
shareholders.
Equity securities issued with shareholder approval under Listing Rule 7.4 do not count
towards the 15% limit under Listing Rule 7.1.
Listing Rule 7.4 provides that an issue of securities made without prior approval under
Listing Rules 7.1 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 Mkaka Shares, to issue further capital during the next 12 months
pursuant to the approval given pursuant to Listing Rules 7.1 (and if the issue did not
breach either of LR 7.1 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 Mkaka Shares will be counted, as applicable, toward
the 15% limit pursuant to Listing Rule 7.1.
Explanatory Memorandum
13
Equity Securities issued with shareholder approval under Listing Rule 7.1 do not count
towards the 15% Capacity.
Therefore, the Company is seeking Shareholder approval in accordance with Listing
Rule 7.4 to ratify the issue the Mkaka Shares and so that the Mkaka Shares do not
count towards the Company’s 15% Capacity.
3.3 Information for Listing Rule 7.5
For the purposes of ASX Listing Rule 7.5, the Company provides the following
information:
Listing
Rule
Information
7.5.1: Allottees of Equity
Securities
The Mkaka Shares were issued to parties
nominated by Mkaka pursuant to the Mkaka
Service Contract (Mkaka Share Recipients).
No Mkaka Share Recipient is a related party of
the Company.
No Mkaka Share Recipient is:
• a member of the Company’s Key
Management Personnel;
• a substantial holder of the Company;
• an adviser to the Company;
• an associate of any of the above.
None of the Mkaka Share Recipients are
considered to be "material investors" for the
purposes of ASX Guidance Note 21, paragraph
7.4.
7.5.2: Number and class of
Securities that will be
issued
The Company issued a maximum of 2,311,190
Shares to the Mkaka Share Recipients.
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.
7.5.3: Summary of material
terms of Securities
The Mkaka Shares were fully paid on issue and
ranked equally in all aspects with all existing
Shares previously issued by the Company.
7.5.4: Date or dates on or by
which the Company
will issue the
Securities
The Mkaka Shares were issued on 22 July 2026.
Explanatory Memorandum
14
Listing
Rule
Information
7.5.5: Price of Equity
Securities
The price of the Mkaka Shares was $0.025,
representing a total USD40,000 of funds
otherwise payable under the Mkaka Service
Contract.
7.5.6: Purpose of issuing the
Securities
The Mkaka Shares were issued in lieu of the
payment by the Company of service fees
otherwise payable in cash under the Mkaka
Service Contract.
7.5.7: Summary of
agreement
The Mkaka Service Contract provided for the
conduct of road maintenance and repair works in
and around the Company’s Tundulu rare earths
project in southern Malawi, prior to the
commencement of exploration drilling by the
Company in May 2026. Mkaka was paid service
fees at an agreed rate in respect of the conduct
of the roadworks carried out for the Company.
7.5.8 Voting exclusion
statement
A voting exclusion statement is included in the
Notice of Meeting.
3.4 Outcome of Voting for or against the Resolution
If Resolution 2 is passed, the issue of the Mkaka Shares will 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 Mkaka Shares.
3.5 Directors’ recommendation
The Directors unanimously recommend that you vote in favour of Resolution 2.
4. Resolution 3 - Ratification of previous issue of Lead Manager Options
4.1 Introduction
On 14 July 2026 the Company announced details of the Placement including that it
had engaged GBA Capital Pty Ltd and Whairo Capital Pty Ltd as the Joint Lead
Managers for the Placement. The Company entered into a mandate agreement dated
13 July 2026 with the Joint Lead Managers to assist the Company to complete the
Placement. Under the terms of engagement of the Joint Lead Managers, the
Company agreed to allot and issue to them (or their nominees), a total of 35,000,000
options that are the same class as the Company’s existing AKNO class, being
exercisable at $0.006 on or before 31 December 2026 (Lead Manager Options).
This issue of the Lead Manager Options was undertaken within the Company’s
capacity under Listing Rule 7.1 and the specific terms and conditions applicable to the
Lead Manager Options are set out in Schedule 1 of this Explanatory Memorandum.
Resolution 3 is an Ordinary Resolution and seeks Shareholder ratification of the prior
issue of the Lead Manager Options in accordance with Listing Rule 7.4.
Explanatory Memorandum
15
4.2 Listing Rule 7.4
In accordance with Listing Rule 7.4, Shareholder approval is sought to ratify the issue
and allotment of the Lead Manager Options, being issues of securi
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