What did Minerals Exploration Limited announce?
Minerals Exploration Limited (NZX: MEX) filed “Notice of Annual General Meeting” with NZX on 26 October 2026, as an agm announcement.
From the announcement:“Minerals Exploration Limited (ASX: MEX, NZX: MEX) (“MEX” or the “Company”) advises the 2026 Annual General Meeting will be held in person at 3 Richardson Street, West Perth WA 6005, on Thursday, 19 November 2026 at 10.00AM (AWST) (“Meeting”).”
- Which company?
- Minerals Exploration Limited (NZX: MEX)
- When was it filed?
- 26 October 2026
- Where is the original?
- NZX announcement
Notice of Annual General Meeting
Dear Shareholder,
MINERALS EXPLORATION LIMITED – ANNUAL GENERAL MEETING
Minerals Exploration Limited (ASX: MEX, NZX: MEX) (“MEX” or the “Company”) advises the
2026 Annual General Meeting will be held in person at 3 Richardson Street, West Perth WA
6005, on Thursday, 19 November 2026 at 10.00AM (AWST) (“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 from the
Company’s website at https://mineralsexploration.com.au/ or the Company's ASX market
announcements platform at www.asx.com.au.
Please note, in accordance with section 253RA 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 unless Shareholders have already notified the Company
that they wish to receive documents such as the Notice in hard copy.
If you have any difficulties obtaining a copy of the Notice, please contact the Company’s
Share Registry, Automic Registry Services, at meetings@automicgroup.com.au.
Proxy Form
A Proxy Form in relation to the Meeting is included with this letter. Voting on the resolutions
at the Meeting is important and Shareholders who are unable to attend the Meeting in person
are encouraged to exercise their voting rights by completing and returning the enclosed
Proxy Form. Please refer to the full Notice for further important information.
Completed proxy forms must be returned to and received by the Company’s Share
Registry, Automic Registry Services, by 10.00AM (AWST) on Tuesday, 17 November 2026, by
following the lodgement instructions on the proxy form.
Shareholder queries in relation to the Meeting
Shareholders can contact the Company Secretary with any questions prior to the meeting
at harry.miller@automicgroup.com.au. 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.
Yours sincerely,
Harry Miller
Company Secretary
mineralsexploration.com.au
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MINERALS EXPLORATION LIMITED
ACN 650 124 324
NOTICE OF ANNUAL GENERAL MEETING
Notice is given that the Meeting will be held at:
TIME: 10:00am WST
DATE: Thursday, 19 November 2026
PLACE: 3 Richardson Street, West Perth WA 6005
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
5:00pm (WST) on Tuesday, 17 November 2026.
B U S I N E S S O F T H E M E E T I N G
AGENDA
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 – ELECTION OF DIRECTOR – TONY MCDONALD
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 14.4 of the Constitution, Listing Rule 14.4 and for all
other purposes, Tony McDonald, a Director who was appointed as an additional
Director on 7 September 2026, retires, and being eligible, is elected as a Director.”
3. RESOLUTION 3 – ELECTION OF DIRECTOR – JASON BECKTON
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 14.4 of the Constitution, Listing Rule 14.4 and for all
other purposes, Jason Beckton, a Director who was appointed as an additional
Director on 3 March 2026, retires, and being eligible, is elected as a Director.”
4. RESOLUTION 4 – RE-ELECTION OF DIRECTOR – ALEX PASSMORE
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 14.2 of the Constitution and for all other purposes,
Alex Passmore, a Director, retires by rotation, and being eligible, is re-elected as a
Director.”
5. RESOLUTION 5 – 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.”
6. RESOLUTION 6 – APPROVAL TO ISSUE SECURITIES UNDER EMPLOYEE SECURITIES INCENTIVE
PLAN
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 7.2 (Exception 13(b)) and for all other purposes,
approval is given for the Company to issue up to a maximum of 28,793,775 Securities
under the employee incentive scheme titled “Employee Securities Incentive Plan”,
on the terms and conditions set out in the Explanatory Statement.”
Dated: 26 October 2026
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 6 – Approval to issue
Securities under Employee
Securities Incentive Plan
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.
However, 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 6 – Approval to issue
Securities under Employee
Securities Incentive Plan
A person who is eligible to participate in the employee incentive scheme 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.
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.
Should you wish to discuss the matters in this Notice please do not hesitate to contact the Company
Secretary on 1300 288 664.
6
E X P L 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.
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 www.mineralsexploration.com.au.
7. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT
7.1 General
The Corporations Act requires a resolution to adopt the remuneration report to be put to
shareholders at each annual general meeting of a listed company. The resolution is
advisory only and does not bind the Company or its Directors.
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.
7.2 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.
7.3 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 less than 25%.
Accordingly, the Spill Resolution is not relevant for this Meeting.
8. RESOLUTION 2 – ELECTION OF DIRECTOR – TONY MCDONALD
8.1 General
The Constitution allows the Directors to appoint at any time a person to be a Director either
to fill a casual vacancy or as an addition to the existing Directors, but only where the total
7
number of Directors does not at any time exceed the maximum number specified by the
Constitution.
Pursuant to the Constitution and Listing Rule 14.4, any Director so appointed holds office
only until the next annual general meeting and is then eligible for election by Shareholders
but shall not be taken into account in determining the Directors who are to retire by
rotation (if any) at that meeting.
Tony McDonald, having been appointed by other Directors on 7 September 2026 in
accordance with the Constitution, will retire in accordance with the Constitution and
Listing Rule 14.4 and being eligible, seeks election from Shareholders.
Further information in relation to Mr McDonald is set out below.
Qualifications,
experience and other
material directorships
Mr McDonald graduated with a Bachelor of Laws from the
Queensland University of Technology. He practised law for
more than 25 years and overlapped legal, corporate
secretarial and non-executive director roles before moving full-
time to management roles in the mineral resources sector. This
included as Managing Director of Cerro Resources NL (listed
ASX / TSX until taken over in 2013) and Managing Director of
Santana Minerals Limited from 2013 to 2019 and then as non-
executive Director until his retirement in 2024. He has held non-
executive director roles at a number of ASX listed companies,
predominantly mineral resource explorers across multiple
international and Australian jurisdictions.
Term of office Tony McDonald has served as a Director since 7 September
2026.
Independence If elected, the Board considers that Tony McDonald will be an
independent Director.
Board
recommendation
Having received an acknowledgement from Mr McDonald
that they will have sufficient time to fulfil their responsibilities as
a Director and having reviewed the performance of Mr
McDonald since his appointment to the Board and the skills,
knowledge, experience and capabilities required by the
Board, the Directors (other than Mr McDonald) recommend
that Shareholders vote in favour of this Resolution.
8.2 Technical information required by Listing Rule 14.1A
If this Resolution is passed, Mr McDonald will be elected to the Board as an independent
Director.
If this Resolution is not passed, Mr McDonald will not continue in his role as an 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.
9. RESOLUTION 3 – ELECTION OF DIRECTOR – JASON BECKTON
9.1 General
The Constitution allows the Directors to appoint at any time a person to be a Director either
to fill a casual vacancy or as an addition to the existing Directors, but only where the total
number of Directors does not at any time exceed the maximum number specified by the
Constitution.
Pursuant to the Constitution and Listing Rule 14.4, any Director so appointed holds office
only until the next annual general meeting and is then eligible for election by Shareholders
but shall not be taken into account in determining the Directors who are to retire by
rotation (if any) at that meeting.
8
Jason Beckton, having been appointed by other Directors on 3 March 2026 in accordance
with the Constitution, will retire in accordance with the Constitution and Listing Rule 14.4
and being eligible, seeks election from Shareholders.
Further information in relation to Mr Beckton is set out below.
Qualifications,
experience and
other material
directorships
Mr Beckton is a professional geologist with over 30 years’
experience in exploration, project development, production and
management in Australia and internationally. He holds a Bachelor
of Science (Honours) from the University of Melbourne and a
Masters of Economic Geology from the University of Tasmania, and
is a Member of the Australian Institute of Geoscientists. Mr
Beckton’s experience in epithermal gold systems includes the
Mexican Sierra Madre and the Western Tethyan Belt of Europe,
and his mesothermal experience includes the goldfields of
Western Australia and Victoria. He was Project Manager for the
Palmarejo silver-gold project in Mexico and, as Manager – Chile
for Exeter Resource Corporation, led the team responsible for the
commercial discovery at the Caspiche porphyry prospect in Chile
in 2007. Mr Beckton was a founder of Otagold Limited, which was
acquired by the Company in July 2025. Mr Beckton is currently the
Managing Director of European Resources Ltd (ASX: ERE) and a
non-executive director of American Rare Earths Ltd (ASX: ARR)
and Cipango Japan (unlisted).
Term of office Mr Beckton has served as a Director since 3 March 2026.
Independence If elected, the Board does not consider that Jason Beckton will be
an independent Director.
Mr Beckton holds a relevant interest in 15,120,977 Shares,
representing approximately 7.88% of Shares on issue. Mr Beckton
was also a founder and shareholder of Otagold Limited and
received Shares as part of the consideration for the Company’s
acquisition of Minex Resources Pty Ltd (and its subsidiary, Otagold
Limited), which completed on 14 July 2025.
Board
recommendation
Having received an acknowledgement from Mr Beckton that they
will have sufficient time to fulfil their responsibilities as a Director
and having reviewed the performance of Mr Beckton since his
appointment to the Board and the skills, knowledge, experience
and capabilities required by the Board, the Directors (other than
Mr Beckton) recommend that Shareholders vote in favour of this
Resolution.
9.2 Technical information required by Listing Rule 14.1A
If this Resolution is passed, Mr Beckton will be elected to the Board as a non-executive
Director.
If this Resolution is not passed, Mr Beckton will not continue in his role as a non-executive
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.
10. RESOLUTION 4 – RE-ELECTION OF DIRECTOR – ALEX PASSMORE
10.1 General
The Constitution sets out the requirements for determining which Directors are to retire by
rotation at an annual general meeting.
Alex Passmore, who has held office without re-election since 27 November 2024 and being
eligible retires by rotation and seeks re-election.
Further information in relation to Alex Passmore is set out below.
9
Qualifications,
experience and other
material directorships
Mr Passmore is a qualified geologist and experienced
corporate executive having led many project acquisitions,
divestments and fund raisings in the junior and mid cap
resources sector over the past 20 years. Mr Passmore’s recent
appointments include: Chief Executive Officer of Ora Gold Ltd
(current), Managing Director of Rox Resources Ltd, Chairman
of Cannon Resources Ltd, Managing Director of Cockatoo Iron
NL, Non-Executive Director of Aspire Mining Ltd, Non-Executive
(and Executive) Director of Equator Resources Ltd / Cobalt One
Ltd (which merged with TSX-listed First Cobalt Corp) and CEO
of Draig Resources Ltd (now Bellevue Gold Ltd).
Mr Passmore is currently a director of Pearl Gull Iron Ltd and
Blencowe Resources Ltd (London-listed).
Term of office Alex Passmore has served as a Director since 28 June 2024 and
was last elected on 27 November 2024.
Independence If re-elected, the Board considers that Alex Passmore will be an
independent Director.
Board
recommendation
Having received an acknowledgement from Alex Passmore
that they will have sufficient time to fulfil their responsibilities as
a Director and having reviewed the performance of Alex
Passmore since their appointment to the Board and the skills,
knowledge, experience and capabilities required by the
Board, the Directors (other than Alex Passmore) recommend
that Shareholders vote in favour of this Resolution.
10.2 Technical information required by Listing Rule 14.1A
If this Resolution is passed, Alex Passmore will be re-elected to the Board as an independent
Director.
If this Resolution is not passed, Alex Passmore will not continue in his role as an 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.
11. RESOLUTION 5 – APPROVAL OF 7.1A MANDATE
11.1 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 the
date of this Notice, the Company’s market capitalisation is $8,466,174. The Company is
therefore an Eligible Entity.
11.2 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.
10
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.
11.3 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 Securities issued under the 7.1A Mandate must
be in an existing quoted class of Equity Securities and be
issued for cash consideration at a minimum price of 75% of
the volume weighted average price of Equity Securities in
that class, calculated over the 15 trading days on which
trades in that class were recorded immediately before:
(a) the date on which the price at which the Equity
Securities are to be issued is agreed by the entity
and the recipient of the Equity Securities; or
(b) if the Equity Securities are not issued within 10
trading days of the date in paragraph (a) above,
the date on which the Equity Securities are issued.
Use of funds The Company intends to use funds raised from issues of
Equity Securities under the 7.1A Mandate for the acquisition
of new resources, assets and investments (including
expenses associated with such an acquisition), continued
exploration expenditure on the Company’s current assets
and projects, including its New Zealand gold projects (funds
would then be used for project, feasibility studies and
ongoing project administration), the development of the
Company’s current business and general working capital.
Risk of economic and
voting dilution
Any issue of Equity Securities under the 7.1A Mandate will
dilute the interests of Shareholders who do not receive any
Shares under the issue.
If this Resolution is approved by Shareholders and the
Company issues the maximum number of Equity Securities
available under the 7.1A Mandate, the economic and
voting dilution of existing Shares would be as shown in the
table below.
The table below shows the dilution of existing Shareholders
calculated in accordance with the formula outlined in
Listing Rule 7.1A.2, on the basis of the closing market price
of Shares and the number of Equity Securities on issue or
proposed to be issued as at 14 October 2026.
The table also shows the voting dilution impact where the
number of Shares on issue (Variable A in the formula)
changes and the economic dilution where there are
11
REQUIRED INFORMATION DETAILS
changes in the issue price of Shares issued under the 7.1A
Mandate.
DILUTION
Number of Shares
on Issue (Variable
A in Listing Rule
7.1A.2)
Shares
issued –
10%
voting
dilution
Issue Price
$0.025 $0.050 $0.075
50%
decrea
se
Issue
Price
50%
increase
Funds Raised
Current
191,95
8,501
Shares
19,195,85
0 Shares
$422,30
8
$844,617
$1,266,92
6
50%
increase
287,93
7,752
Shares
28,793,77
5 Shares
$633,46
3
$1,266,92
6
$1,900,38
9
100%
increase
383,91
7,002
Shares
38,391,70
0 Shares
$844,61
7
$1,689,23
4
$2,533,85
2
*The number of Shares on issue (Variable A in the formula) could
increase as a result of the issue of Shares that do not require
Shareholder approval (such as under a pro-rata rights issue or scrip
issued under a takeover offer) or that are issued with Shareholder
approval under Listing Rule 7.1.
The table above uses the following assumptions:
1. There are currently 191,958,501 existing Shares on issue as at the
date of this Notice.
2. The issue price set out above is the closing market price of the
Shares on the ASX on 6 October 2026 (being $0.050) (Issue Price).
The Issue Price at a 50% increase and 50% decrease are each
rounded to three decimal places prior to the calculation of the
funds raised.
3. The Company issues the maximum possible number of Equity
Securities under the 7.1A Mandate.
4. The Company has not issued any Equity Securities in the 12
months prior to the Meeting that were not issued under an
exception in Listing Rule 7.2 or with approval under Listing Rule 7.1.
5. The issue of Equity Securities under the 7.1A Mandate consists only
of Shares. It is assumed that no Options are exercised into Shares
before the date of issue of the Equity Securities. If the issue of
Equity Securities includes quoted Options, it is assumed that those
quoted Options are exercised into Shares for the purpose of
calculating the voting dilution effect on existing Shareholders.
6. The calculations above do not show the dilution that any one
particular Shareholder will be subject to. All Shareholders should
consider the dilution caused to their own shareholding
depending on their specific circumstances.
7. This table does not set out any dilution pursuant to approvals
under Listing Rule 7.1 unless otherwise disclosed.
8. The 10% voting dilution reflects the aggregate percentage
dilution against the issued share capital at the time of issue. This is
why the voting dilution is shown in each example as 10%.
9. The table does not show an example of dilution that may be
caused to a particular Shareholder by reason of placements
under the 7.1A Mandate, based on that Shareholder’s holding at
the date of the Meeting.
Shareholders should note that there is a risk that:
(a) the market price for the Company’s Shares may
be significantly lower on the issue date than on the
date of the Meeting; and
12
REQUIRED INFORMATION DETAILS
(b) the Shares may be issued at a price that is at a
discount to the market price for those Shares on
the date of issue.
Allocation policy under
7.1A Mandate
The recipients of the Equity Securities to be issued under the
7.1A Mandate have not yet been determined. However,
the recipients of Equity Securities could consist of current
Shareholders or new investors (or both), none of whom will
be related parties of the Company.
The Company will determine the recipients at the time of
the issue under the 7.1A Mandate, having regard to the
following factors:
(a) the purpose of the issue;
(b) alternative methods for raising funds available to
the Company at that time, including, but not
limited to, an entitlement issue, share purchase
plan, placement or other offer where existing
Shareholders may participate;
(c) the effect of the issue of the Equity Securities on
the control of the Company;
(d) the circumstances of the Company, including, but
not limited to, the financial position and solvency
of the Company;
(e) prevailing market conditions; and
(f) advice from corporate, financial and broking
advisers (if applicable).
Previous approval under
Listing Rule 7.1A.2
The Company previously obtained approval from its
Shareholders pursuant to Listing Rule 7.1A at its annual
general meeting held on 27 November 2025 (Previous
Approval).
During the 12 month period preceding the date of the
Meeting, being on and from 19 November 2025, the
Company has not issued any Equity Securities pursuant to
the Previous Approval.
Voting exclusion
statement
As at the date of this Notice, the Company is not proposing
to make an issue of Equity Securities under Listing Rule 7.1A.
Accordingly, a voting exclusion statement is not included in
this Notice.
12. RESOLUTION 6 – APPROVAL TO ISSUE SECURITIES UNDER EMPLOYEE SECURITIES INCENTIVE
PLAN
12.1 General
This Resolution seeks Shareholder approval for the purposes of Listing Rule 7.2 (Exception
13(b)) for the issue of a maximum of 28,793,775 Securities under the employee incentive
scheme titled “Employee Securities Incentive Plan” (Plan).
The objective of the Plan is to attract, motivate and retain key employees, contractors and
other persons who provide services to the Company, and the Company considers that the
adoption of the Plan and the future issue of Securities under the Plan will provide these
parties with the opportunity to participate in the future growth of the Company.
A summary of Listing Rule 7.1 is set out in Section 11.1 above.
Listing Rule 7.2 (Exception 13(b)) provides that Listing Rule 7.1 does not apply to an issue of
securities under an employee incentive scheme if, within three years before the date of
13
issue of the securities, the holders of the entity’s ordinary securities have approved the issue
of equity securities under the scheme as exception to Listing Rule 7.1.
Exception 13(b) is only available if and to the extent that the number of equity securities
issued under the scheme does not exceed the maximum number set out in the entity’s
notice of meeting dispatched to shareholders in respect of the meeting at which
shareholder approval was obtained pursuant to Listing Rule 7.2 (Exception 13(b)).
Exception 13(b) also ceases to be available if there is a material change to the terms of
the scheme from those set out in the notice of meeting.
12.2 Technical Information required by Listing Rule 14.1A
If this Resolution is passed, the Company will be able to issue Securities under the Plan to
eligible participants over a period of 3 years. The issue of any Securities to eligible
participants under the Plan (up to the maximum number of Securities stated in Section 12.3
below) 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.
For the avoidance of doubt, the Company must seek Shareholder approval under Listing
Rule 10.14 in respect of any future issues of Securities under the Plan to a related party or
a person whose relationship with the Company or the related party is, in ASX’s opinion,
such that approval should be obtained.
If this Resolution is not passed, the Company will be able to proceed with the issue of
Securities under the Plan to eligible participants, but any issues of Securities will reduce, to
that extent, the Company’s capacity to issue equity securities without Shareholder
approval under Listing Rule 7.1 for the 12 month period following the issue of the Securities.
12.3 Technical information required by Listing Rule 7.2 (Exception 13)
REQUIRED INFORMATION DETAILS
Terms of the Plan A summary of the material terms and conditions of the Plan
is set out in Schedule 1.
Number of Securities
previously issued under
the Plan
The Plan is a new employee incentive scheme. No Securities
have been issued under the Plan as at the date of this
Notice.
Maximum number of
Securities proposed to
be issued under the Plan
The maximum number of Securities proposed to be issued
under the Plan in reliance on Listing Rule 7.2 (Exception
13(b)), following Shareholder approval, is 28,793,775
Securities. It is not envisaged that the maximum number of
Securities for which approval is sought will be issued
immediately.
The Company must also seek Shareholder approval under
Listing Rule 10.14 in respect of any future issues of Securities
under the Plan to a related party or a person whose
relationship with the Company or the related party is, in
ASX’s opinion, such that approval should be obtained.
Voting exclusion
statement
A voting exclusion statement applies to this Resolution.
Voting prohibition
statement
A voting prohibition statement applies to this Resolution.
14
G L O S S A R Y
$ means Australian dollars.
7.1A Mandate has the meaning given in Section 11.1.
ASIC means the Australian Securities & Investments Commission.
ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the
context requires.
Board means the current board of directors of the Company.
Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter
Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.
Chair means the chair of the Meeting.
Closely Related Party of a member of the Key Management Personnel means:
(a) a spouse or child of the member;
(b) a child of the member’s spouse;
(c) a dependent of the member or the member’s spouse;
(d) anyone else who is one of the member’s family and may be expected to influence the
member, or be influenced by the member, in the member’s dealing with the entity;
(e) a company the member controls; or
(f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the
definition of ‘closely related party’ in the Corporations Act.
Company means Minerals Exploration Limited (ACN 650 124 324).
Constitution means the Company’s constitution.
Corporations Act means the Corporations Act 2001 (Cth).
Directors means the current directors of the Company.
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.
Equity Securities includes a Share, a right to a Share or Option, an Option, a convertible security and
any security that ASX decides to classify as an Equity Security.
Explanatory Statement means the explanatory statement accompanying the Notice.
Key Management Personnel has the same meaning as in the accounting standards issued by the
Australian Accounting Standards Board and means those persons having authority and responsibility
for planning, directing and controlling the activities of the Company, or if the Company is part of a
consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether
executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an
entity within the consolidated group.
Listing Rules means the Listing Rules of ASX.
Meeting means the meeting convened by the Notice.
Notice means this notice of meeting including the Explanatory Statement and the Proxy Form.
Option means an option to acquire a Share.
Performance Right means a right to acquire a Share subject to satisfaction of performance
milestones.
Plan has the meaning given in Section 7.1.
Previous Approval has the meaning given in Section 11.3.
15
Proxy Form means the proxy form accompanying the Notice.
Remuneration Report means the remuneration report set out in the Directors’ report section of the
Company’s annual financial report for the year ended 30 June 2026.
Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.
Section means a section of the Explanatory Statement.
Security means a Share, Option or Performance Right (as applicable).
Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a registered holder of a Share.
Variable A means “A” as set out in the formula in Listing Rule 7.1A.2.
WST means Western Standard Time as observed in Perth, Western Australia.
16
S C H E D U L E 1 – TERMS AND CONDITIONS OF THE COMPANY’S EMPLOYEE
I N C E N T I V E S E C U R I T I E S P L A N
A summary of the material terms of the Company’s Employee Securities Incentive Plan (Plan) is set
out below.
For the purposes of this summary, any reference to the term "exercise" in relation to Performance
Rights shall be read and construed as "converts".
Eligible Participant Eligible Participant means a person that is a ‘primary participant’ (as that
term is defined in Division 1A of Part 7.12 of the Corporations Act) in relation
to the Company or an Associated Body Corporate (as defined in the
Corporations Act) and has been determined by the Board to be eligible
to participate in the Plan from time to time, with the Board retaining
discretion to determine, at any time, that the person ceases to be an
Eligible Participant, which may impact the treatment of any vested or
unvested Securities in accordance with the Plan.
Purpose The purpose of the Plan is to:
(a) assist in the reward, retention and motivation of Eligible
Participants;
(c) link the reward of Eligible Participants to Shareholder value
creation; and
(d) align the interests of Eligible Participants with shareholders of the
Group (being the Company and each of its Associated Bodies
Corporate), by providing an opportunity to Eligible Participants
to receive an equity interest in the Company in the form of
Shares, Options and Performance Rights (Securities).
Maximum number of
Convertible Securities
The Company will ensure that any invitations under the Plan which are
made within Australia and involve monetary consideration comply with
the Corporations Act (as modified by any applicable ASIC instruments).
The maximum number of equity securities proposed to be issued under the
Plan in reliance on Listing Rule 7.2 (Exception 13(a)), following Shareholder
approval, is 28,793,775 Securities. It is not envisaged that the maximum
number of Securities will be issued immediately.
Plan administration The Plan will be administered by the Board. The Board may exercise any
power or discretion conferred on it by the Plan rules in its sole and absolute
discretion (except to the extent that it prevents the Participant relying on
the deferred tax concessions under Subdivision 83A-C of the Income Tax
Assessment Act 1997 (Cth)). The Board may delegate its powers and
discretion.
Eligibility, invitation
and application
The Board may from time to time determine that an Eligible Participant
may participate in the Plan and make an invitation to that Eligible
Participant to apply for any (or any combination of) the Securities
provided under the Plan on such terms and conditions as the Board
decides.
On receipt of an invitation, an Eligible Participant may apply for the
Securities the subject of the invitation by sending a completed application
form to the Company. The Board may accept an application from an
Eligible Participant in whole or in part.
If an Eligible Participant is permitted in the invitation, the Eligible Participant
may, by notice in writing to the Board, nominate a party in whose favour
the Eligible Participant wishes to renounce the invitation.
Grant of Securities The Company will, to the extent that it has accepted a duly completed
application, grant the Participant the relevant number and type of
Securities, subject to the terms and conditions set out in the invitation, the
Plan rules and any ancillary documentation required.
17
Rights attaching to
Convertible Securities
A Convertible Security represents a right to acquire one or more Plan
Shares in accordance with the Plan (for example, an Option or a
Performance Right).
Prior to a Convertible Security being exercised, the holder:
(a) does not have any interest (legal, equitable or otherwise) in any
Share which may be issued on exercise of the Convertible
Security other than as expressly set out in the Plan;
(b) is not entitled to receive notice of, vote at or attend a meeting
of the shareholders of the Company;
(c) is not entitled to receive any dividends declared by the
Company; and
(d) is not entitled to participate in any new issue of Shares (see
Adjustment of Convertible Securities section below).
Restrictions on
dealing with
Convertible Securities
Convertible Securities issued under the Plan cannot be sold, assigned,
transferred, have a security interest granted over or otherwise dealt with
unless in Special Circumstances as defined under the Plan (including in the
case of death or total and permanent disability of the holder) with the
consent of the Board.
A holder must not enter into any arrangement for the purpose of hedging
their economic exposure to a Convertible Security that has been granted
to them.
Vesting of Convertible
Securities
Any vesting conditions applicable to the Convertible Securities will be
described in the invitation. If all the vesting conditions are satisfied and/or
otherwise waived by the Board, a vesting notice will be sent to the
Participant by the Company informing them that the relevant Convertible
Securities have vested. Unless and until the vesting notice is issued by the
Company, the Convertible Securities will not be considered to have
vested. For the avoidance of doubt, if the vesting conditions relevant to a
Convertible Security are not satisfied and/or otherwise waived by the
Board, that security will lapse.
Forfeiture of
Convertible Securities
Convertible Securities will be forfeited in the following circumstances:
(a) in the case of unvested Convertible Securities only, where the
holder ceases to be an Eligible Participant (e.g. is no longer
employed or their office or engagement is discontinued with the
Company and any Associated Bodies Corporate (as defined in
the Corporations Act) (the Group);
(b) where a Participant acts fraudulently, dishonestly, negligently, in
contravention of any Group policy or wilfully breaches their
duties to the Group and the Board exercises its discretion to
deem some or all of the Convertible Securities held by a
participant to have been forfeited;
(c) where there is a failure to satisfy the vesting conditions in
accordance with the Plan;
(d) on the date the Participant becomes insolvent; or
(e) on the expiry date of the Convertible Securities,
subject to the discretion of the Board.
Listing of Convertible
Securities
Convertible Securities granted under the Plan will not be quoted on the
ASX or any other recognised exchange. The Board reserves the right in its
absolute discretion to apply for quotation of Convertible Securities
granted under the Plan on the ASX or any other recognised exchange.
Exercise of
Convertible Securities
and cashless exercise
To exercise a security, the Participant must deliver a signed notice of
exercise (Exercise Notice) and, subject to a cashless exercise (see next
paragraph below), pay the exercise price (if any) to or as directed by the
18
Company, at any time following vesting of the Convertible Securities (if
subject to vesting conditions) and prior to the expiry date as set out in the
invitation or vesting notice.
In the case of Options, subject to the Board’s approval, in lieu of paying
the aggregate exercise price specified in the Exercise Notice, the
Participant may elect a cashless exercise (Cashless Exercise) whereby the
Board will issue to the Participant that number of Shares (rounded down
to the nearest whole number) calculated in accordance with the
following formula:
S=O*
(
MVS-EP
)
MVS
Where:
S = number of Shares to be issued on the exercise of the Options.
O = number of Options being exercised.
MVS = market value of Shares, being the volume weighted average
price per Share traded on the ASX over the five trading days
immediately preceding the date of exercise, unless otherwise
specified in an invitation.
EP = Exercise Price of the Options.
For the avoidance of doubt, if the sum of the above calculation is zero or
negative, then the holder will not be entitled to use Cashless Exercise.
Convertible Securities may not be exercised unless and until that security
has vested in accordance with the Plan rules, or such earlier date as set
out in the Plan rules.
Cash payment facility The Board may, by including a term in the Invitation, allow for a cash
payment facility under which, in lieu of issuing or transferring a Share to the
Participant on exercise of a Performance Right, the Company pays the
Participant (or their personal representative) a cash payment.
Timing of issue of
Shares and quotation
of Shares on exercise
Within five business days after the issue of a valid notice of exercise by a
Participant, the Company will issue or cause to be transferred to that
Participant the number of Shares to which the Participant is entitled under
the Plan rules and issue a substitute certificate for any remaining
unexercised Convertible Securities held by that Participant.
Restriction periods
and restrictions on
transfer of Shares on
exercise
If the invitation provides that any Shares issued upon the valid exercise of
a Convertible Security are subject to any restrictions as to the disposal or
other dealing by a Participant for a period, the Board may implement any
procedure it deems appropriate to ensure the compliance by the
Participant with this restriction.
Additionally, Shares issued on exercise of the Convertible Securities are
subject to the following restrictions:
(a) if the Company is required but is unable to give ASX a notice that
complies with section 708A(5)(e) of the Corporations Act, Shares
issued on exercise of the Convertible Securities may not be
traded until 12 months after their issue unless the Company, at its
sole discretion, elects to issue a prospectus pursuant to section
708A(11) of the Corporations Act;
(b) all Shares issued on exercise of the Convertible Securities are
subject to restrictions imposed by applicable law on dealing in
Shares by persons who possess material information likely to
affect the value of the Shares and which is not generally
available; and
(c) all Shares issued on exercise of the Convertible Securities are
subject to the terms of the Company’s Securities Trading Policy
(as set out on the Company’s website)
19
Rights attaching to
Shares on exercise
All Shares issued upon exercise of Convertible Securities will rank equally
in all respects with the then Shares of the Company.
Change of control Subject at all times to the Listing Rules, if a change of control event occurs
(being an event which results in any person (either alone or together with
associates) owning more than 50% of the Company’s issued capital), or
the Board determines that such an event is likely to occur, the Board may
in its discretion determine the manner in which any or all of the holder’s
Convertible Securities will be dealt with, including, without limitation, in a
manner that allows the holder to participate in and/or benefit from any
transaction arising from or in connection with the change of control event.
The Board may specify in the Invitation how the Convertible Securities will
be treated on a change of control event occurring, or the Board
determining that such event is likely to occur, which may vary depending
upon circumstances in which the Participant becomes a leaver and
preserve some or all of the Board’s discretion under this rule.
Participation in
entitlements and
bonus issues
Subject always to the rights under the following two paragraphs,
Participants will not be entitled to participate in new issues of capital
offered to holders of Shares such as bonus issues and entitlement issues.
Adjustment for bonus
issue
If Shares are issued by the Company by way of bonus issue (other than an
issue in lieu of dividends or by way of dividend reinvestment), the
Participant is entitled, upon exercise of the Convertible Securities, to
receive an issue of as many additional Shares as would have been issued
to the holder if the holder held Shares equal in number to the Shares in
respect of which the Convertible Securities are exercised.
Reorganisation If there is a reorganisation of the issued share capital of the Company
(including any subdivision, consolidation, reduction, return or cancellation
of such issued capital of the Company), the rights of each Participant
holding Convertible Securities will be changed to the extent necessary to
comply with the ASX Listing Rules applicable to a reorganisation of capital
at the time of the reorganisation.
Buy-Back Subject to applicable law, the Company may at any time buy-back
Securities in accordance with the terms of the Plan.
Employee Share Trust The Board may in its sole and absolute discretion use an employee share
trust or other mechanism for the purposes of holding Convertible Securities
for holders under the Plan and delivering Shares on behalf of holders upon
exercise of Convertible Securities.
Amendment of Plan Subject to the following paragraph, the Board may at any time amend
any provisions of the Plan rules, including (without limitation) the terms and
conditions upon which any Securities have been granted under the Plan
and determine that any amendments to the Plan rules be given
retrospective effect, immediate effect or future effect.
No amendment to any provision of the Plan rules may be made if the
amendment materially reduces the rights of any Participant as they
existed before the date of the amendment, other than an amendment
introduced primarily for the purpose of complying with legislation or to
correct manifest error or mistake, amongst other things, or is agreed to in
writing by all Participants.
Plan duration The Plan continues in operation until the Board decides to end it. The
Board may from time to time suspend the operation of the Plan for a fixed
period or indefinitely and may end any suspension. If the Plan is terminated
or suspended for any reason, that termination or suspension must not
prejudice the accrued rights of the Participants.
If a Participant and the Company (acting by the Board) agree in writing
that some or all of the Securities granted to that Participant are to be
cancelled on a specified date or on the occurrence of a particular event,
20
then those Securities may be cancelled in the manner agreed between
the Company and the Participant.
Income Tax
Assessment Act
The Plan is a plan to which Subdivision 83A-C of the Income Tax
Assessment Act 1997 (Cth) applies (subject to the conditions in that Act)
except to the extent an invitation provides otherwise.
Withholding If a member of the Group, a trustee or the Plan administrator is obliged, or
reasonably believes that it may have an obligation to account for any
Tax, or any superannuation amounts (or equivalent social security
contributions, if applicable) in respect of a Participant
(Withholding Amount), then that Group company, trustee or Plan
administrator (as applicable) is entitled to withhold or be reimbursed by
the Participant for the Withholding Amount payable or paid.
Proxy Voting Form
If you are attending the Meeting
in person, please bring this with you
for Securityholder registration.
Minerals Exploration Limited | ABN 85 650 124 324
Your proxy voting instruction must be received by 10:00am (AWST) on Tuesday, 17 November 2026, being not later than 48 hours
before the commencement of the Meeting. Any Proxy Voting instructions received after that time will not be valid for the scheduled
Meeting.
SUBMIT YOUR PROXY
Complete the form overleaf in accordance with the instructions set out below.
YOUR NAME AND ADDRESS
The name and address shown above is as it appears on the Company’s share register. If this information is
incorrect, and you have an Issuer Sponsored holding, you can update your address through the investor
portal: https://investor.automic.com.au/#/home Shareholders sponsored by a broker should advise their
broker of any changes.
STEP 1 - APPOINT A PROXY
If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name of
that Individual or body corporate. A proxy need not be a Shareholder of the Company. Otherwise if you
leave this box blank, the Chair of the Meeting will be appointed as your proxy by default.
DEFAULT TO THE CHAIR OF THE MEETING
Any directed proxies that are not voted on a poll at the Meeting will default to the Chair of the Meeting,
who is required to vote these proxies as directed. Any undirected proxies that default to the Chair of the
Meeting will be voted according to the instructions set out in this Proxy Voting Form, including where the
Resolutions are connected directly or indirectly with the remuneration of Key Management Personnel.
STEP 2 - VOTES ON ITEMS OF BUSINESS
You may direct your proxy how to vote by marking one of the boxes opposite each item of business. All
your shares will be voted in accordance with such a direction unless you indicate only a portion of voting
rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the
appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may
vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.
APPOINTMENT OF SECOND PROXY
You may appoint up to two proxies. If you appoint two proxies, you should complete two separate Proxy
Voting Forms and specify the percentage or number each proxy may exercise. If you do not specify a
percentage or number, each proxy may exercise half the votes. You must return both Proxy Voting Forms
together. If you require an additional Proxy Voting Form, contact Automic Registry Services.
SIGNING INSTRUCTIONS
Individual: Where the holding is in one name, the Shareholder must sign.
Joint holding: Where the holding is in more than one name, all Shareholders should sign.
Power of attorney: If you have not already lodged the power of attorney with the registry, please attach a
certified photocopy of the power of attorney to this Proxy Voting Form when you return it.
Companies: To be signed in accordance with your Constitution. Please sign in the appropriate box which
indicates the office held by you.
Email Address: Please provide your email address in the space provided.
By providing your email address, you elect to receive all communications despatched by the Company
electronically (where legally permissible) such as a Notice of Meeting, Proxy Voting Form and Annual
Report via email.
CORPORATE REPRESENTATIVES
If a representative of the corporation is to attend the Meeting the appropriate ‘Appointment of Corporate
Representative’ should be produced prior to admission. A form may be obtained from the Company’s share
registry online at https://automicgroup.com.au.
Lodging your Proxy Voting Form:
Online
Use your computer or smartphone to
appoint a proxy at
https://portal.automic.com.au/investor/home or
scan the QR code below using your
smartphone
Login & Click on ‘Meetings’. Use the
Holder Number as shown at the top of
this Proxy Voting Form.
BY MAIL:
Automic
GPO Box 5193
Sydney NSW 2001
IN PERSON:
Automic
Level 5, 126 Phillip Street
Sydney NSW 2000
BY EMAIL:
meetings@automicgroup.com.au
BY FACSIMILE:
+61 2 8583 3040
All enquiries to Automic:
WEBSITE:
https://automicgroup.com.au
PHONE:
1300 288 664 (Within Australia)
+61 2 9698 5414 (Overseas)
STEP 1 - How to vote
APPOINT A PROXY:
I/We being a Shareholder entitled to attend and vote at the Annual General Meeting of Minerals Exploration Limited, to be held at 10:00am (AWST)
on Thursday, 19 November 2026 at 3 Richardson Street, West Perth WA 6005 hereby:
Appoint the Chair of the Meeting (Chair) to vote in accordance with the following directions (or if no directions have been given, and subject to the
relevant laws, as the Chair sees fit) at this meeting and at any adjournment thereof.
Please note: If you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body
corporate you are appointing as your proxy. If the person so named is absent from the meeting, or if no person is named, the Chair will act on your
behalf.
The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote.
Unless indicated otherwise by marking the “for”, “against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s
voting intention.
AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS
Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to
exercise my/our proxy on Resolutions 1 and 6 (except where I/we have indicated a different voting intention below) even though Resolutions 1 and 6
are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair.
STEP 2 - Your voting direction
ResolutionsForAgainstAbstain
1ADOPTION OF REMUNERATION REPORT
2ELECTION OF DIRECTOR – TONY MCDONALD
3ELECTION OF DIRECTOR – JASON BECKTON
4RE-ELECTION OF DIRECTOR – ALEX PASSMORE
5APPROVAL OF 7.1A MANDATE
6APPROVAL TO ISSUE SECURITIES UNDER EMPLOYEE SECURITIES INCENTIVE PLAN
Please note: If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution and your votes will not
be counted in computing the required majority on a poll.
STEP 3 – Signatures and contact details
Individual or Securityholder 1Securityholder 2Securityholder 3
Sole Director and Sole Company SecretaryDirectorDirector / Company Secretary
Contact Name:
Email Address:
Contact Daytime TelephoneDate (DD/MM/YY)
//
By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible).
MEX
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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