Letter to Shareholders, Notice of AGM & Proxy Form
Released
Released
Announcement PDF
All Registry communications to:
Automic
Group GPO
Box 5193
Sydney NSW 2001
Telephone (free call within Australia): 1300 288 664
ASX Code: 4DS
23 October 2026
Upcoming Annual General Meeting of Shareholders
Dear Shareholder
4DS Memory Limited ACN 145 590 110 (ASX: 4DS or “the Company”), advises the 2026 Annual General Meeting will be held at
Level 17, Tower 4, Collins Square, 727 Collins Street, Melbourne VIC 3004 and online at www.investor.automic.com.au on
Thursday, 26 November 2026 at 1.00 pm (AEDT) (Meeting).
Notice of Meeting
The Notice of Meeting and Explanatory Memorandum (Notice) for the Meeting is available online and can be viewed and
downloaded by shareholders of the Company (Shareholders) from the Company’s website at https://4dsmemory.com or the
Company's ASX market announcements platform at www.asx.com.au (ASX: 4DS).
In accordance with sections 110C-110K of the Corporations Act 2001 (Cth) (as inserted by the Treasury Laws Amendment (2021
Measures No.1) Act 2021 (Cth), Shareholders will not be sent a hard copy of the Notice or Proxy Form unless Shareholders have
already notified the Company that they wish to receive documents such as the Notice and Proxy Form in hard copy.
Voting by Proxy
For further information on the online proxy lodgment process, or if you require a hard copy Proxy Form, please contact the
Company’s Share Registry, Automic Registry Services (Automic), at [email protected] or via phone on 1300 288 664
(within Australia) or +61 2 9698 5414 (overseas).
Shareholder queries in relation to the Meeting
Shareholders can contact the Company Secretary with any questions prior to the meeting via email at [email protected].
Copies of all Meeting related material including the Notice and the Company's Annual Report, are available to download from the
Company’s website and the Company's ASX market announcements platform. In the event it is necessary or appropriate for the
Company to make alternative arrangements for the Meeting, information will be provided to Shareholders via the ASX and the
Company’s website.
Authorised for ASX release by the Company Secretary.
Online
scan the QR code
below using your
smartphone
Lodge your Proxy vote online at https://singleholding.automic.com.au/login by following the below
instructions:
1. Login to the Automic website using the holding details as shown on your holding statement.
2. Click on ‘Meetings’ - ‘Vote’.
To use the online lodgment facility, Shareholders will need their holder number (Securityholder
Reference Number (SRN) or Holder Identification Number (HIN)) as shown at the top of your holding
statement.
4DS MEMORY LIMITED
ACN 145 590 110
NOTICE OF ANNUAL GENERAL MEETING
Notice is given that the Meeting will be held at:
TIME: 1.00 pm (AEDT)
DATE: Thursday, 26 November 2026
PLACE: Level 17, Tower 4, Collins Square, 727 Collins Street, Melbourne VIC 3004
Online link: investor.automic.com.au
The business of the Meeting affects your shareholding and your vote is important.
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 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
1.00 pm(AEDT) on Tuesday, 24 November 2026.
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B U S I N E S S OF TH E M E E T I N G
FINANCIAL STATEMENTS AND REPORTS
To receive and consider the annual financial report of the Company for the financial year ended
30 June 2026 together with the declaration of the Directors, the Directors’ report, the Remuneration
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-binding resolution:
“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 financial report for the financial year ended
30 June 2026.”
Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.
2. RESOLUTION 2 – SPILL RESOLUTION
If less than 25% of the votes cast on Resolution 1 are voted against adoption of the
Remuneration Report, the Chair will withdraw Resolution 2.
To consider and, if thought fit, to pass, with or without amendment, the following resolution
as an ordinary resolution:
“That, for the purposes of section 250V(1) of the Corporations Act and for all other
purposes, approval is given for:
(a) the Company to hold another meeting of Shareholders within 90 days of
the date of this Meeting (Spill Meeting); and
(b) all Vacating Directors to cease to hold office immediately before the end
of the Spill Meeting; and
(c) resolutions to appoint persons to offices that will be vacated pursuant to
(b) to be put to vote at the Spill Meeting.”
THE BOARD STRONGLY RECOMMENDS THAT SHAREHOLDERS VOTE AGAINST RESOLUTION 2.
3. RESOLUTION 3 – RE-ELECTION OF A DIRECTOR – DAVID MCAULIFFE
To consider and, if thought fit, to pass, with or without amendment, the following resolution
as an ordinary resolution:
“That, for the purpose of clause 15.2 of the Constitution, Listing Rule 14.4 and for all
other purposes, Mr David McAuliffe, a Director, retires by rotation, and being eligible,
is re-elected as a Director.”
4. RESOLUTION 4 – APPROVAL OF 7.1A MANDATE
To consider and, if thought fit, to pass the following resolution as a special resolution:
“That, for the purposes of Listing Rule 7.1A and for all other purposes, approval is
given for the Company to issue up to that number of Equity Securities equal 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 otherwise on the terms and
conditions set out in the Explanatory Statement.”
5. RESOLUTION 5 – APPROVAL OF ENTITLEMENT TO SALE BONUS POOL – DAVID MCAULIFFE
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“That, for the purposes of sections 195(4) and 208 of the Corporations Act and for all
other purposes, approval is given for David McAuliffe (or his nominee/s) to be
entitled to participate in the Sale Bonus Pool, on the terms and conditions set out in
the Explanatory Statement.”
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6. RESOLUTION 6 – APPROVAL OF ENTITLEMENT TO SALE BONUS POOL – HOWARD DIGBY
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“That, for the purposes of sections 195(4) and 208 of the Corporations Act and for all
other purposes, approval is given for Howard Digby (or his nominee/s) to be entitled
to participate in the Sale Bonus Pool, on the terms and conditions set out in the
Explanatory Statement.”
7. RESOLUTION 7 – APPROVAL OF ENTITLEMENT TO SALE BONUS POOL – GUIDO ARNOUT
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“That, for the purposes of sections 195(4) and 208 of the Corporations Act and for all
other purposes, approval is given for Guido Arnout (or his nominee/s) to be entitled
to participate in the Sale Bonus Pool, on the terms and conditions set out in the
Explanatory Statement.”
8. RESOLUTION 8 – RATIFICATION OF PRIOR ISSUE OF 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 200,000,000 Shares on the terms and conditions set out in the
Explanatory Statement.”
9. RESOLUTION 9 – ELECTION OF A DIRECTOR WHO HAS NOMINATED THEMSELVES – DUNCAN
HAYES
To consider and, if thought fit, to pass, with or without amendment, the following resolution
as an ordinary resolution:
“That, for the purpose of clause 15.3 of the Constitution, Listing Rule 14.3, and for all
other purposes, Mr Duncan Hayes, having consented to act as a director of the
Company, be appointed as a director of the Company.”
THE BOARD RECOMMENDS THAT SHAREHOLDERS VOTE AGAINST RESOLUTION 9.
10. RESOLUTION 10 – ELECTION OF A DIRECTOR WHO HAS BEEN NOMINATED BY A SHAREHOLDER
– GABRIEL CHIAPPINI
To consider and, if thought fit, to pass, with or without amendment, the following resolution
as an ordinary resolution:
“That, for the purpose of clause 15.3 of the Constitution, Listing Rule 14.3, and for all
other purposes, Mr Gabriel Chiappini, having consented to act as a director of the
Company, be appointed as a director of the Company.”
THE BOARD RECOMMENDS THAT SHAREHOLDERS VOTE AGAINST RESOLUTION 10.
Dated: 16 October 2026
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Voting Prohibition Statements
Resolution 1 – Adoption of
Remuneration Report
In accordance with sections 250(BD)(2) and 250R, a vote on this Resolution must
not be cast:
(a) by or on behalf of a member of the Key Management Personnel,
details of whose remuneration are included in the Remuneration
Report or a Closely Related Party of such a member, regardless of the
capacity in which the vote is cast; or
(b) as a proxy by a member of the Key Management Personnel at the
date of the Meeting, or their Closely Related Parties.
However, a person (the voter) described above may cast a vote on this
Resolution as a proxy if the vote is not cast on behalf of a person described
above and either:
(a) the voter is appointed as a proxy by writing that specifies the way the
proxy is to vote on this Resolution; or
(b) the voter is the Chair and the appointment of the Chair as proxy:
(i) does not specify the way the proxy is to vote on this
Resolution; and
(ii) expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly
with the remuneration of a member of the Key
Management Personnel.
Resolution 2 – Spill Resolution A vote on this Resolution must not be cast (in any capacity) by or on behalf of
either of the following persons:
(a) a member of the Key Management Personnel, details of whose
remuneration are included in the Remuneration Report; or
(b) a Closely Related Party of such a member.
However, a person (the voter) described above may cast a vote on this
Resolution as a proxy if the vote is not cast on behalf of a person described
above and either:
(a) the voter is appointed as a proxy by writing that specifies the way the
proxy is to vote on this Resolution; or
(b) the voter is the Chair and the appointment of the Chair as proxy:
(i) does not specify the way the proxy is to vote on this
Resolution; and
(ii) expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly
with the remuneration of a member of the Key
Management Personnel.
Resolution 5 – Approval of
Entitlement to Sale Bonus Pool –
David McAuliffe
In accordance with section 224 of the Corporations Act, a vote on this Resolution
must not be cast (in any capacity) by or on behalf of a related party of the
Company to whom the Resolution would permit a financial benefit to be given,
or an associate of such a related party (Resolution 5 Excluded Party). However,
the above prohibition does not apply if the vote is cast by a person as proxy
appointed by writing that specifies how the proxy is to vote on the Resolution
and it is not cast on behalf of a Resolution 5 Excluded Party.
In accordance with section 250BD of the Corporations Act, a person appointed
as a proxy must not vote, on the basis of that appointment, on this Resolution if:
(a) the proxy is either:
(i) a member of the Key Management Personnel; or
(ii) a Closely Related Party of such a member; and
(b) the appointment does not specify the way the proxy is to vote on this
Resolution.
Provided the Chair is not a Resolution 5 Excluded Party, the above prohibition
does not apply if:
(a) the proxy is the Chair; and
(b) the appointment expressly authorises the Chair to exercise the proxy
even though this Resolution is connected directly or indirectly with
remuneration of a member of the Key Management Personnel.
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Resolution 6 – Approval of
Entitlement to Sale Bonus Pool –
Howard Digby
In accordance with section 224 of the Corporations Act, a vote on this Resolution
must not be cast (in any capacity) by or on behalf of a related party of the
Company to whom the Resolution would permit a financial benefit to be given,
or an associate of such a related party (Resolution 6 Excluded Party). However,
the above prohibition does not apply if the vote is cast by a person as proxy
appointed by writing that specifies how the proxy is to vote on the Resolution
and it is not cast on behalf of a Resolution 6 Excluded Party.
In accordance with section 250BD of the Corporations Act, a person appointed
as a proxy must not vote, on the basis of that appointment, on this Resolution if:
(a) the proxy is either:
(i) a member of the Key Management Personnel; or
(ii) a Closely Related Party of such a member; and
(b) the appointment does not specify the way the proxy is to vote on this
Resolution.
Provided the Chair is not a Resolution 6 Excluded Party, the above prohibition
does not apply if:
(a) the proxy is the Chair; and
(b) the appointment expressly authorises the Chair to exercise the proxy
even though this Resolution is connected directly or indirectly with
remuneration of a member of the Key Management Personnel.
Resolution 7 – Approval of
Entitlement to Sale Bonus Pool –
Guido Arnout
In accordance with section 224 of the Corporations Act, a vote on this Resolution
must not be cast (in any capacity) by or on behalf of a related party of the
Company to whom the Resolution would permit a financial benefit to be given,
or an associate of such a related party (Resolution 7 Excluded Party). However,
the above prohibition does not apply if the vote is cast by a person as proxy
appointed by writing that specifies how the proxy is to vote on the Resolution
and it is not cast on behalf of a Resolution 7 Excluded Party.
In accordance with section 250BD of the Corporations Act, a person appointed
as a proxy must not vote, on the basis of that appointment, on this Resolution if:
(a) the proxy is either:
(i) a member of the Key Management Personnel; or
(ii) a Closely Related Party of such a member; and
(b) the appointment does not specify the way the proxy is to vote on this
Resolution.
Provided the Chair is not a Resolution 7 Excluded Party, the above prohibition
does not apply if:
(a) the proxy is the Chair; and
(b) the appointment expressly authorises the Chair to exercise the proxy
even though this Resolution is connected directly or indirectly with
remuneration of a member of the Key Management Personnel.
Voting Exclusion Statements
In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the
Resolution set out below by or on behalf of the following persons:
Resolution 8 – Ratification of Prior
Issue of Shares
Any person who participated in the issue or is a counterparty to the agreement
being approved or an associate of that person or those persons.
However, this does not apply to a vote cast in favour of the Resolution by:
(a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in
accordance with the directions given to the proxy or attorney to vote on the Resolution in
that way; or
(b) the Chair 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
(c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf
of a beneficiary provided the following conditions are met:
(i) 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
(ii) the holder votes on the Resolution in accordance with directions given by the
beneficiary to the holder to vote in that way.
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Voting by proxy
To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in
accordance with the instructions set out on the Proxy Form.
In accordance with section 249L of the Corporations Act, Shareholders are advised that:
• each Shareholder has a right to appoint a proxy;
• the proxy need not be a Shareholder of the Company; and
• a Shareholder who is entitled to cast two or more votes may appoint two proxies and may
specify the proportion or number of votes each proxy is appointed to exercise. If the
Shareholder appoints two proxies and the appointment does not specify the proportion or
number of the member’s votes, then in accordance with section 249X(3) of the
Corporations Act, each proxy may exercise one-half of the votes.
Shareholders and their proxies should be aware that:
• if proxy holders vote, they must cast all directed proxies as directed; and
• any directed proxies which are not voted will automatically default to the Chair, who must
vote the proxies as directed.
Voting in person
To vote in person, attend the Meeting at the time, date and place set out above.
Voting online
The company is pleased to provide shareholders with the opportunity to attend and participate in
a virtual Meeting through an online meeting platform powered by Automic.
Shareholders that have an existing account with Automic will be able to watch, listen and vote
online.
Shareholders who do not have an account with Automic are strongly encouraged to register for an
account as soon as possible and well in advance of the Meeting to avoid any delays on the day of
the Meeting.
An account can be created via the following link investor.automic.com.au and then clicking on
“register” and following the prompts. Shareholders will require their holder number (Securityholder
Reference Number (SRN) or Holder Identification Number (HIN)) to create an account with Automic.
To access the virtual meeting on the day:
1. Open your internet browser and go to investor.automic.com.au
2. Login with your username and password or click “register” if you haven’t already created an
account. Shareholders are encouraged to create an account prior to the start of the meeting
to ensure there is no delay in attending the virtual meeting.
3. After logging in, a banner will display at the bottom of your screen to indicate that the
meeting is open for registration, click on “Register” when this appears. Alternatively, click on
“Meetings” on the left-hand menu bar to join the meeting.
4. Click on “Join Meeting” and follow the prompts on screen to register and vote.
Shareholders will be able to vote (see the “Voting virtually at the Meeting” section of this Notice of
Meeting below) and ask questions at the virtual meeting.
Shareholders are also encouraged to submit questions in advance of the Meeting to the Company.
The Company will also provide Shareholders with the opportunity to ask questions during the
Meeting in respect to the formal items of business as well as general questions in respect to the
Company and its business.
Voting virtually at the Meeting
Shareholders who wish to vote virtually on the day of the AGM can do so by logging into the Automic
shareholder portal.
1. Open your internet browser and go to investor.automic.com.au
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2. Login using your username and password. If you do not already have an account, click
“Register” and follow the prompts. Shareholders are encouraged to register prior to the
commencement of the Meeting to avoid delays in accessing the virtual platform.
3. After logging in, a banner will appear at the bottom of your screen when the Meeting is open
for registration. Click “Register”. Alternatively, select Meetings from the lefthand menu.
4. Click on “Join Meeting” and follow the prompts.
5. When the Chair of the Meeting declares the poll open, select the “Voting” dropdown menu
on the right-hand side of your screen.
6. Select either the “Full” or “Allocate” option to access your electronic voting card.
7. Follow the prompts to record your voting direction for each resolution and click “Submit
votes”. For allocated votes, the number of votes submitted must not exceed your remaining
available units. Important: Votes cannot be amended once submitted.
For further information on the live voting process please see the Registration and Voting Guide at
https://www.automicgroup.com.au/virtual-agms/
It is recommended that Shareholders wishing to attend the Meeting log in from 15 to 30 minutes prior
to the scheduled start time.
Should you wish to discuss the matters in this Notice please do not hesitate to contact the Company
Secretary on +61 8 6377 8043.
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E X PL A N A T O R Y S T A T E M E N T
This Explanatory Statement has been prepared to provide information which the Directors believe
to be material to Shareholders in deciding whether or not to pass the Resolutions.
1. FINANCIAL STATEMENTS AND REPORTS
In accordance with the Corporations Act, the business of the Meeting will include receipt
and consideration of the annual financial report of the Company for the financial year
ended 30 June 2026 together with the declaration of the Directors, the Directors’ report,
the Remuneration Report and the auditor’s report.
The Company will not provide a hard copy of the Company’s annual financial report to
Shareholders unless specifically requested to do so. The Company’s annual financial report
is available on its website at https://www.4dsmemory.com/.
2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT
2.1 General
The Corporations Act requires that at a listed company’s annual general meeting, a
resolution that the remuneration report to be adopted must be put to the shareholders.
However, such a resolution is advisory only and does not bind the company or the directors
of the company.
The remuneration report sets out the company’s remuneration arrangements for the
directors and senior management of the company. The remuneration report is part of the
directors’ report contained in the annual financial report of the company for a financial
year.
The chair of the meeting must allow a reasonable opportunity for its shareholders to ask
questions about or make comments on the remuneration report at the annual general
meeting.
2.2 Voting consequences
A company is required to put to its shareholders a resolution proposing the calling of
another meeting of shareholders to consider the appointment of directors of the company
(Spill Resolution) if, at consecutive annual general meetings, at least 25% of the votes cast
on a remuneration report resolution are voted against adoption of the remuneration report
and at the first of those annual general meetings a Spill Resolution was not put to vote. If
required, the Spill Resolution must be put to vote at the second of those annual general
meetings.
If more than 50% of votes cast are in favour of the Spill Resolution, the company must
convene a shareholder meeting (Spill Meeting) within 90 days of the second annual
general meeting.
All of the directors of the company who were in office when the directors' report (as
included in the company’s annual financial report for the most recent financial year) was
approved, other than the managing director of the company, will cease to hold office
immediately before the end of the Spill Meeting but may stand for re-election at the Spill
Meeting.
Following the Spill Meeting those persons whose election or re-election as directors of the
company is approved will be the directors of the company.
2.3 Previous voting results
At the Company's previous annual general meeting, the votes cast against the
remuneration report considered at that annual general meeting were more than 25%.
Accordingly, the Spill Resolution will be relevant for this Meeting if at least 25% of the votes
cast on this Resolution are voted against adoption of the Remuneration Report. Refer to
Resolution 2 and Section 3 below for further information.
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3. RESOLUTION 2 – SPILL RESOLUTION
If less than 25% of the votes cast on Resolution 1 are voted against adoption of the
Remuneration Report, the Chair will withdraw Resolution 2.
3.1 General
The Corporations Act requirements for this Resolution to be put to vote are set out in
Section 2.2.
The effect of this Resolution being passed is the Company will be required to hold another
meeting of Shareholders within 90 days of the date of this Meeting (Spill Meeting) and the
Vacating Directors will cease to hold office immediately before the end of the Spill
Meeting. The business of the Spill Meeting will be to put to vote resolutions to appoint
persons to offices vacated by the Vacating Directors.
In the event a Spill Meeting is required a separate notice of meeting will be distributed to
Shareholders with details about those persons who will seek election as directors of the
Company at the Spill Meeting.
3.2 Proxy voting restrictions
Shareholders appointing a proxy for this Resolution should note the voting restrictions
applying to Resolution 1 apply in the same manner to this Resolution.
The Board strongly recommends that Shareholders VOTE AGAINST Resolution 2.
4. RESOLUTION 3 – RE-ELECTION OF A DIRECTOR – DAVID MCAULIFFE
4.1 General
Listing Rule 14.4 and clause 15.2 of the Constitution provide that, other than a managing
director, a director of an entity must not hold office (without re-election) past the third
annual general meeting following the director’s appointment or three years, whichever is
the longer. However, where there is more than one managing director, only one is entitled
to be exempt from this rotation requirement.
Mr McAuliffe, having held office without re-election since 30 November 2023 and being
eligible, retires by rotation and seeks re-election.
Further information in relation to Mr McAuliffe is set out below.
Qualifications,
experience and other
material directorships
Mr. McAuliffe is an experienced Company Director and
Entrepreneur who has had over 25 years’ experience, mostly in
the international biotechnology field. During that time, he was
involved in numerous capital raisings and in licensing of
technologies. He is a founder of several companies in Australia,
France and the United Kingdom, many of which have become
public companies.
In the previous 3 years, Mr McAuliffe has been a director of
Invex Therapeutics Limited (ASX: IXC), and has since resigned.
Term of office Mr McAuliffe has served as a Director since 7 December 2015
and was last re-elected on 30 November 2023.
Independence If re-elected, the Board does not consider that Mr McAuliffe will
be an independent Director.
Board
recommendation
Having received an acknowledgement from Mr McAuliffe that
they will have sufficient time to fulfil their responsibilities as a
Director and having reviewed the performance of Mr McAuliffe
since their appointment to the Board and the skills, knowledge,
experience and capabilities required by the Board, the
Directors (other than Mr McAuliffe) recommend that
Shareholders vote in favour of this Resolution.
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4.2 Technical information required by Listing Rule 14.1A
If this Resolution is passed, Mr McAuliffe will be re-elected to the Board as a non-
independent Director.
If this Resolution is not passed, Mr McAuliffe will not continue in his role as a non-
independent Director. The Company may seek nominations or otherwise identify suitably
qualified candidates to join the Company. As an additional consequence, this may
detract from the Board and Company’s ability to execute on its strategic vision.
5. RESOLUTION 4 – APPROVAL OF 7.1A MANDATE
5.1 General
This Resolution seeks Shareholder approval by way of special resolution for the Company
to have the additional 10% placement capacity provided for in Listing Rule 7.1A to issue
Equity Securities without Shareholder approval.
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.
Under Listing Rule 7.1A, an Eligible Entity may seek shareholder approval by way of a
special resolution passed at its annual general meeting to increase this 15% limit by an
extra 10% to 25% (7.1A Mandate). An Eligible Entity means an entity which is not included
in the S&P/ASX 300 Index and has a market capitalisation of $300,000,000 or less. As of
15 October 2026, the Company’s market capitalisation is $15,935,259. The Company is
therefore an Eligible Entity.
5.2 Technical information required by Listing Rule 14.1A
For this Resolution to be passed, at least 75% of votes cast by Shareholders present and
eligible to vote at the Meeting must be cast in favour of the Resolution.
If this Resolution is passed, the Company will be able to issue Equity Securities up to the
combined 25% limit in Listing Rules 7.1 and 7.1A without any further Shareholder approval.
If this Resolution is not passed, the Company will not be able to access the additional 10%
capacity to issue Equity Securities without Shareholder approval under Listing Rule 7.1A
and will remain subject to the 15% limit on issuing Equity Securities without Shareholder
approval set out in Listing Rule 7.1.
5.3 Technical information required by Listing Rule 7.3A
REQUIRED INFORMATION DETAILS
Period for which the 7.1A
Mandate is valid
The 7.1A Mandate will commence on the date of the
Meeting and expire on the first to occur of the following:
(a) the date that is 12 months after the date of this
Meeting;
(b) the time and date of the Company’s next annual
general meeting; and
(c) the time and date of approval by Shareholders of
any transaction under Listing Rule 11.1.2 (a
significant change in the nature or scale of
activities) or Listing Rule 11.2 (disposal of the main
undertaking).
Minimum price Any Equity Securi
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