Announcement PDF ADAVALE RESOURCES LIMITED ACN 008 719 015 NOTICE OF GENERAL MEETING Notice is given that the Meeting will be held at: TIME: 10.00am (WST) DATE: 27 June 2024 (Thursday) PLACE: Held as a Virtual Meeting Shareholders will be able to participate in the Meeting, ask questions and make comments in real time via the Zoom Teleconference, with online voting conducted via Computershare Meeting Platform. You can participate in the Meeting online via the Zoom Teleconference. To join the Zoom Teleconference from your computer, you will need to enter the URL below into your browser and register your details in advance of the Meeting. https://us06web.zoom.us/meeting/register/tZclcOygrzwpH9J18PS5hetaOMgRvo7mlqMy After registering, you will receive a confirmation email containing information about how to join the Meeting via the Zoom Teleconference. All shareholders are requested to join the Meeting via the Zoom Teleconference 10 minutes prior to the commencement of the GM so that all participants can be identified and registered for the Meeting prior to the commencement of the Meeting. The business of the Meeting affects your shareholding and your vote is important. This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting. The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 5.00pm (WST) on 25 June 2024. BUSINESS OF THE MEETING AGENDA 1. RESOLUTION 1 – APPROVAL TO ISSUE CONSIDERATION SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 25,000,000 Shares on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. Please see below. 2. RESOLUTION 2 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO COAST EXPLORATION 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 10,000,000 Options on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. Please see below. 3. RESOLUTION 3 – RATIFICATION OF PRIOR ISSUE OF SHARES TO COAST EXPLORATION 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 10,000,000 Shares on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. Please see below. 4. RESOLUTION 4 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO TERRY TOPPING 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 10,000,000 Options on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. Please see below. 2 5. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO ANDY RUST 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 10,000,000 Options on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. Please see below. Dated: 27 May 2024 By order of the Board David Riekie Executive Director 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 1 – Approval to issue Consideration Shares A 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) (namely Kilonova Metals Pty Ltd) or an associate of that person (or those persons). Resolution 2 – Ratification of prior issue of Options to Coast Exploration A person who participated in the issue or is a counterparty to the agreement being approved (namely Coast Exploration Pty Ltd) or an associate of that person or those persons. Resolution 3 – Ratification of prior issue of Shares A person who participated in the issue or is a counterparty to the agreement being approved (namely Coast Exploration Pty Ltd) or an associate of that person or those persons. Resolution 4 – Ratification of prior issue of Options to Terry Topping A person who participated in the issue or is a counterparty to the agreement being approved (namely Terry Topping) or an associate of that person or those persons. Resolution 5 – Ratification of prior issue of Options to Andy Rust A person who participated in the issue or is a counterparty to the agreement being approved (namely Andy Rust) 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. 3 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 (2) or more votes may appoint two (2) proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints two (2) 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. Lodging Proxy Form prior to the Meeting If you are unable to participate in the Meeting, you are encouraged to appoint a proxy to participate and vote on your behalf. If you direct your proxy how to vote, your votes will be cast at the Meeting in accordance with your directions. You can submit your Proxy Form online by visiting www.investorvote.com.au, or by post, fax, or mobile phone. Completed Proxy Forms (and any necessary supporting documents) must be received by the Company’s share registry no later than 10.00am (WST) on 25 June 2024. Even if you plan to participate in the Meeting online, we encourage you to submit your proxy vote as early as possible so that your vote will be counted if for any reason you cannot participate on the day of the Meeting (for example, if there is an issue with your internet connection that prevents you from participating online). Meeting Information How to participate and vote live online You can participate in the Meeting online via the Zoom Teleconference. To join the Zoom Teleconference from your computer, you will need to enter the URL below into your browser and register your details in advance of the Meeting. https://us06web.zoom.us/meeting/register/tZclcOygrzwpH9J18PS5hetaOMgRvo7mlqMy After registering, you will receive a confirmation email containing information about how to join the Meeting via the Zoom Teleconference. All Shareholders and visitors are requested to join the Meeting 10 minutes prior to the commencement of the Meeting so that all participants can be identified and registered for the Meeting prior to the commencement of the Meeting. Arrangements have been made with the Company’s share registry for Shareholders who wish to participate in and vote online with Computershare Meeting Platform at the Meeting. To access the Computershare Meeting Platform please follow the instructions below. To participate in the meeting, you can log in by entering the following URL https://meetnow.global/M7RX6WQ on your computer, tablet or smartphone. Online registration will open 30 minutes before the meeting. 4 To make the registration process quicker, please have your SRN/HIN and registered postcode or country code ready. Proxyholders will need to contact Computershare prior to the meeting to obtain their login details. To participate in the meeting online follow the instructions below. Step 1: Click on ‘Join Meeting Now’. Step 2: Enter your SRN/HIN. Proxyholders will need to contact Computershare on +61 3 9415 4024 prior to the meetings to obtain their login details. Step 3: Enter your postcode registered to your holding if you are an Australian securityholder. If you are an overseas securityholder select the country of your registered holding from the drop-down list. Step 4: Accept the Terms and Conditions and ‘Click Continue’. You can cast votes at the appropriate times while the meeting is in progress. Shareholders will be able to vote and ask questions at the virtual Meeting. Shareholders are also encouraged to submit questions in advance of the Meeting to the Company. Questions must be submitted in writing to Leonard Math, Company Secretary at leonard@adavaleresources.com at least 48 hours before the Meeting. 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. Should you wish to discuss the matters in this notice please do not hesitate to contact the company secretary on +61 2 8003 6733 or by email at leonard@adavaleresources.com. 5 EXPLANATORY STATEMENT 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. RESOLUTION 1 – APPROVAL TO ISSUE CONSIDERATION SHARES 1.1 General As announced on 26 March 2024, the Company entered into an agreement with Kilonova Metals Pty Ltd (ACN 622 328 205) (Kilonova) (Kilonova Acquisition Agreement) pursuant to which Kilonova has agreed to sell, and the Company has agreed to acquire all rights, title and interest in exploration licence EL6553 (Tenement) and all associated mining information (Kilonova Acquisition). The Tenement covers 456km2 and is proximal to the Company’s Mundowdna South and Lake Surprise Uranium Project licences in South Australia. In consideration for the Kilonova Acquisition, the Company has agreed to pay/issue Kilonova: (a) A$15,000 non-refundable deposit, which has been paid by the Company; (b) 25,000,000 Shares at a deemed issue price of $0.005 per Share, subject to receipt of Shareholder approval (Consideration Shares); and (c) 25,000,000 Shares subject to the Company completing a maiden drilling program and returning an intercept of a minimum of 1m, combining to at least 10m at 0.05% U3O8 on the Tenement within the current tenure of the Tenement (which can be extended by mutual consent of the parties if access is delayed due to heritage and other regulatory approval) (Deferred Consideration Shares). The Company is now seeking Shareholder approval for the issue of the Consideration Shares to Kilonova. 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. The proposed issue of the Consideration Shares falls within exception 17 of Listing Rule 7.2. It therefore requires the approval of Shareholders under Listing Rule 7.1. 1.2 Technical information required by Listing Rule 14.1A If Resolution 1 is passed, the Company will be able to proceed with the issue of the Consideration Shares. In addition, the issue of the Consideration Shares will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1. If Resolution 1 is not passed, the Company will not be able to proceed with the issue of the Consideration Shares and may not be able to satisfy its obligations under the Kilonova Acquisition Agreement. The Company will potentially be required to settle the Kilonova acquisition through cash payment. 6 Resolution 1 seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of the Consideration Shares. 1.3 Technical information required by Listing Rule 7.1 Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to Resolution 1: 2. (a) the Consideration Shares will be issued to Kilonova; (b) the maximum number of Consideration Shares to be issued is 25,000,000. The Consideration Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares; (c) the Shares will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules) and it is intended that issue of the Consideration Shares will occur on the same date; (d) the Consideration Shares will be issued at a deemed issue price of $0.005 per Share, in part consideration for the Kilonova Acquisition; (e) the purpose of the issue of the Consideration Shares is to satisfy the Company’s obligations under the Kilonova Acquisition Agreement; (f) the Consideration Shares are being issued to Kilonova under the Kilonova Acquisition Agreement. A summary of the material terms of the Kilonova Acquisition Agreement is set out in Schedule 1; and (g) the Consideration Shares are not being issued under, or to fund, a reverse takeover. BACKGROUND TO RESOLUTIONS 2 AND 3 As announced on 7 May 2024, the Company entered into a binding heads of agreement (the Coast Acquisition Agreement) with Coast Exploration Pty Ltd (ACN 650 127 950) (Coast Exploration) pursuant to which the Company agreed to acquire, and Coast Exploration agreed to sell its 100% interest in exploration licence EL6890 (Coast Acquisition). In consideration for the Coast Acquisition, the Company has agreed to pay/issue Coast Exploration: (a) A$30,000 non-refundable deposit, which has been paid by the Company; (b) 10,000,000 quoted Options at a deemed issue price of $0.001 per Option within three (3) Business Days of execution of the Coast Acquisition Agreement and which were issued by the Company on 9 May 2024; and (c) 10,000,000 Shares at a deemed issue price of $0.005 per Share, at completion of the Coast Acquisition, and which were issued by the Company on 17 May 2024. The Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Options and Shares under Resolutions 2 and 3, respectively. 7 3. RESOLUTION 2 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO COAST EXPLORATION 3.1 General As set out in Section 2 above, on 9 May 2024, the Company issued 10,000,000 Options to Coast Exploration’s nominee, Weyburn Group Pty Ltd, in part consideration for the Coast Acquisition. The issue of the Options did not breach Listing Rule 7.1 at the time of the issue. As summarised in Section 1.1 above, 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 securities it had on issue at the start of that 12 month period. Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. The Company obtained approval to increase its limit to 25% at the annual general meeting held on 24 November 2023. The issue of the Options does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of issue of the Options. Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Options. Resolution 2 seeks Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Options. 3.2 Technical information required by Listing Rule 14.1A If Resolution 2 is passed, the Options will be excluded in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Options. If Resolution 2 is not passed, the Options will be included in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Options. 8 3.3 Technical information required by Listing Rule 7.5 Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in relation to Resolution 2: (a) the Options were issued to Coast Exploration’s nominee, Weyburn Group Pty Ltd; (b) 10,000,000 Options were issued and the Options were issued on the terms and conditions set out in Schedule 2; (c) the Options were issued on 9 May 2024; (d) the Options were issued at a deemed issue price of $0.001, in part consideration for the Coast Acquisition. The Company has not and will not receive any other consideration for the issue of the Options (other than in respect of funds received on exercise of the Options); (e) the purpose of the issue of the Options was to satisfy the Company’s obligations under the Coast Acquisition Agreement; and (f) the Options were issued to Coast Exploration’s nominee, Weyburn Group Pty Ltd, under the Coast Acquisition Agreement. A summary of the material terms of the Coast Acquisition Agreement is set out in Schedule 3. 4. RESOLUTION 3 – RATIFICATION OF PRIOR ISSUE OF SHARES TO COAST EXPLORATION 4.1 General As set out in Section 2 above, on 17 May 2024, the Company issued 10,000,000 Shares to Coast Exploration’s nominee, Weyburn Group Pty Ltd, in part consideration for the Coast Acquisition. The Shares will be subject to voluntary escrow for a period of six (6) months in accordance with a voluntary restriction deed entered into by the parties. The issue of the Shares did not breach Listing Rule 7.1 at the time of the issue. As summarised in Section 1.1 above, 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 securities it had on issue at the start of that 12 month period. Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. The Company obtained approval to increase its limit to 25% at the annual general meeting held on 24 November 2023. The issue of the Shares does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of issue of the Shares. 9 Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Shares. Resolution 3 seeks Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Shares. 4.2 Technical information required by Listing Rule 14.1A If Resolution 3 is passed, the Shares will be excluded in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Shares. If Resolution 3 is not passed, the Shares will be included in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Shares. 4.3 Technical information required by Listing Rule 7.5 Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in relation to Resolution 3: (a) the Shares were issued to Coast Exploration’s nominee, Weyburn Group Pty Ltd; (b) 10,000,000 Shares were issued and the Shares issued were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares; (c) the Shares were issued on 17 May 2024; (d) the Shares were issued at a deemed issue price of $0.005 per Share, in part consideration for the Coast Acquisition. The Company has not and will not receive any other consideration for the issue of the Shares; (e) the purpose of the issue of the Shares was to satisfy the Company’s obligations under the Coast Acquisition Agreement; and (f) the Shares were issued to Coast Exploration’s nominee, Weyburn Group Pty Ltd under the Coast Acquisition Agreement. A summary of the material terms of the Coast Acquisition Agreement is set out in Schedule 3. 10 5. RESOLUTION 4 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO TERRY TOPPING 5.1 General On 10 May 2024, the Company issued 10,000,000 Options in consideration for consultancy services provided by Terry Topping. The issue of the Options did not breach Listing Rule 7.1 at the time of the issue. As summarised in Section 1.1 above, 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 securities it had on issue at the start of that 12 month period. Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. The Company obtained approval to increase its limit to 25% at the annual general meeting held on 24 November 2023. The issue of the Options does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of issue of the Options. Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Options. Resolution 4 seeks Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Options. 5.2 Technical information required by Listing Rule 14.1A If Resolution 4 is passed, the Options will be excluded in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Options. If Resolution 4 is not passed, the Options will be included in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of issue of the Options. 11 5.3 Technical information required by Listing Rule 7.5 Pursuant to and in accordance with Listing Rule 7.5, the following information is provided in relation to Resolution 4: (a) the Options were issued to Terry Topping’s nominee, the TTJT Trust; (b) 10,000,000 Options were issued and the Options were issued on the terms and conditions set out in Schedule 2; (c) the Options were issued on 9 May 2024; (d) the Options were issued at a nil issue price, in consideration for consultancy services provided by Mr Topping. The Company has not and will not receive any other consideration for the issue of the Options (other than in respect of funds received on exercise of the Options); (e) the purpose of the issue of the Options was to satisfy the Company’s obligations under the consultancy agreement with Mr Topping; and (f) the Options were issued to Mr Topping under the consultancy agreement. A summary of the material terms of the consultancy agreement between Mr Topping and the Company is set out in Schedule 4. 6. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE OF OPTIONS TO ANDY RUST 6.1 General On 10 May 2024, the Company issued 10,000,000 Options in consideration for consultancy services provided by Andy Rust. The issue of the Options did not breach Listing Rule 7.1 at the time of the issue. As summarised in Section 1.1 above, 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 securities it had on issue at the start of that 12 month period. Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. The Company obtained approval to increase its limit to 25% at the annual general meeting held on 24 November 2023. The issue of the Options does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of issue of the Options. Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. 12 The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Sh