25 Nov

Results of Meeting

Equus Mining Limited ABN 44 065 212 679 Level 2, 66 Hunter Street, Sydney NSW 2000, Australia T: +61 2 9300 3366 F: +61 2 9221 6333 2 5 November 20 2 1 The Manager Companies ASX Limited 20 Bridge Street Sydney NSW 2000 ( 5 pages by email) Dear Sir/ Madam, RESULTS OF ANNUAL GENERAL MEETING I advise t he results of Equus Mining Limited’s Annual General Meeting held today 25 November 20 2 1 are set out in the attached document. All resolutions were passed and decided by way of a poll. This announcement has been approved for release by the Managing Director John Braham . Yours faithfully Marc elo Mora Company Secretary p jn 1 1042 EQUUS MINING LIMITED ABN 44 065 212 679 Meeting Date: Thursday , December 25, 202 1 Meeting Time: 11.00 AM AEST In accordance with section 251AA(2) of the Corporations Act 2001 and ASX Listing Rule 3.13.2, the following information is provided in relation to resolutions put to me mbers at the meeting. * Note that votes relating to a person who abstains on an item are not counted in determining whether or not the required major ity of votes were cast for or agai nst that item. Advanced Share Registry Limited – Onsite Meeting System Equus Mining Limited ABN 44 065 212 679 Level 2, 66 Hunter Street, Sydney NSW 2000, Australia T: +61 2 9300 3366 F: +61 2 9221 6333 NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the 2021 Annual General Meeting ( AGM ) of members of Equus Mining Limited ( Company ) will be held on Thursday, 25 November 2021 at 11am Australian Eastern Daylight Time (AEDT) to consider the business set out in this Notice of Meeting. Due to the continuing developments concerning coronavirus (COVID19), the health and safety of our shareholders and employ ees being of paramount importance , and continuing restrictions on large gatherings, it is not feasible or advisable for shareholders to physically attend this General Meeting. Accordingly, the General Meeting will be made accessible to shareholders via a l ive webcast as well as an online platform. These processes are set out in this notice of meeting. AGENDA ORDINARY BUSINESS The items of business should be read in conjunction with the explanatory notes on the pages to follow. The explanatory notes form p art of this Notice of Meeting. Financial Statements To receive and consider the Company's Annual Financial Report, the Directors' Report and the Auditor's Report for the year ended 30 June 2021. Item 1 Adoption of the Remuneration Report To consider and, if thought fit, to pass the following as a non - binding resolution * : Resolution 1 : 'That the Remuneration Report for the year ended 30 June 2021 be and is hereby adopted. ' * Note: this resolution is advisory only and does not bind the Company. The Directors will consider the outcome of the vote and feedback from shareholders at the meeting when considering the Company’s remuneration policies. Item 2 Re - election of Mark H. Lo chtenberg as a Director To consider and, if thought fit, to pass the following as an ordinary resolution : Resolution 2 : 'That Mark H. Lochtenberg having retired in accordance with clause 3.6 of the Company’s Constitution and the Listing Rules, and being eligible, offers himself for re - election , be re - elected as a Director of the Company with effect from the close of the AGM .' Item 3 Re - election of Mr David H. Coupland as a Director To consider and, if thought fit, to pass the following as an ordin ary resolution : Resolution 3 : 'That David H. Coupland who was appointed during the year retires in accordance with clause 3.5 of the Company’s Constitution and being eligible, offers himself for re - election, be re - elected as a Director of the Company with effect from the close of the AGM .' Item 4 Ratification of 1,250,000 Shares To consider and, if thought fit, to pass the following as an ordinary resolution : Resolution 4 : 'That for the purposes of ASX Listing Rule 7.4 and for all other purposes, shareholders hereby ratify and approve the issue and allotment of 1,250,000 fully paid ordinary shares issued under Listing Rule 7.1 on 13 September 2021, on the terms and conditions set out in the Explanatory Memorandum accompanying this Notice of Meeting .' Item 5 Ratification of 2,500,000 Shares To consider and, if thought fit, to pass the following as an ordinary resolution : Resolution 5 : 'That for the purposes of ASX Listing Rule 7.4 and for all other purposes, shareholders hereby ratify and approve the issue and allotment of 2,500,000 fully paid ordinary shares issued under Listing Rule 7.1 on 6 October 2021, on the terms and conditions set out in the Explanatory Memorandum accompanying this Notice of Meeting.' Item 6 Approval of 10% Placement Facility To consider and, if thought fit, to pass with or without amendment, as a special resolution the following: Resolution 6 : “That pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of Equity Securities up to 10% of the issued capi tal of the Company (at the time of issue) on the terms and conditions set out in the Explanatory Memorandum.” Item 7 Issue of Shares to Mandalay Resources Corporation To consider and, if thought fit, to pass, the following as an ordinary resolution: Resolution 7 “That for the purposes of ASX Listing Rule 7.1 and all other purposes, approval is given for the Company to issue: 587,502,438 Shares in the capital of the Company to Mandalay Resources Corporation (or its nominees) which, subject to Resolution 8 being passed, will result in Mandalay Resources Corporation (or its nominees ) holding 29,375,122 Shares in the capital of the Company ( on a post Consolidation basis) on the terms and conditions set out in the Explanatory Memorandum .” To transact any other business that may be brought forward in accordance with the Company's Constitution. Item 8 Consolidation of Capital To consider and, if thought fit, to pass, the following as an ordinary resolution : Resolution 8 : "That for the purposes of section 254H of the Corporations Act, ASX Listing Rule 7.20 and all other purposes, the issued capital of the Company be consolidated on the basis that : (a) every twenty (20) Shares be consolidated into one (1) Share; (b) every twenty (20) Options be consolidated into one (1) option ; and (c) the exercise price of each option will increase in the inverse proportion to the consolidation ratio. Where this Consolidation results in a fraction of a Share being held, the Company be authorised to round that fraction down to the nearest whole Share (as the case may be)." Item 9 Approval of Directors’ aggregate remuneration amount (other than executive directors) To consider and, if thought fit, to pass, the following as an ordinary resolution : Resolution 9 : " "That pursuant to clause 10.2 of the Company’s Constitution and the ASX Listing Rules 10.17 , the maximum aggregate sum that the Company will pay to all of its Directors (other than executive directors) in any financial year is $300,000 with such amount to take effect from the close of this AGM." QUESTIONS FROM SHAREHOLDERS In accordance with th e Corporations Act 2001 (Cth) ( Corporations Act ), a reasonable opportunity will be provided to shareholders attending the AGM physically or electronically to ask questions about, or make comments upon, matters in relation to the Company. All shareholders w ho want to ask questions must submit in writing any questions in relation to the AGM to the Company by email to: info@equusmining.com by 5:00pm on 23 November 2021. Shareholders attending the meeting virtually will be able to submit their questions/comment s in writing to a moderator. The moderator will relay those questions/comments to the meeting Chair at the relevant time on behalf of the shareholder. During the course of the meeting, the Chair will seek to address as many shareholder questions as reason ably practicable, and where appropriate, However, there may not be sufficient time to answer all questions at the AGM. DETERMINATION OF VOTING ENTITLEMENT For the purposes of this meeting, all persons who are registered holders of shares in the Company at 7:00pm Sydney time on 24 November 2021 will be entitled to vote. VOTING AT THE MEETING It is intended that voting on each of the proposed resolutions at t his meeting will be conducted by a poll, rather than on a show of hands. APPOINTING A PROXY A member entitled to vote may appoint a proxy to attend and vote on behalf of the member. If the member is entitled to cast more than two votes, the member may app oint two proxies to attend and vote instead of the member. Where more than one proxy is appointed, each proxy may be appointed to represent a specified portion of the member’s voting rights. If no such specification is given and two proxies are appointed, each may exercise half the votes to which the member is entitled. A proxy need not be a member. Proxies must be executed in accordance with the instructions in the notes accompanying the proxy form. Enclosed is a proxy form to be completed if you would li ke to be represented at the AGM by proxy. By order of the Board Marcelo Mora Company Secretary 2 2 October 2021 pjn10 979
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