RE: Operational RNS / Farm Out Update Tomorrow27 May 2026 11:55
Power of directors to allot shares (Resolution 4)
Under Article 5.1 of the Articles, the Directors may only allot such number of ordinary shares in the
Company (the Ordinary Shares) as shall be prescribed from time to time by resolutions of the members.
Pursuant to the Annual General Meeting of the Company held on 13 March 2025, the Directors currently
have authority to allot such number of Ordinary Shares as may result in the Company having an issued
share capital of 2,126,405,200 Ordinary Shares. As at the date of this notice, there are 1,858,800,396
Ordinary Shares in issue.
Resolution 4 will be proposed to grant a new authority to the Directors to allot Ordinary Shares and grant
options, warrants or other rights over Ordinary Shares up to an aggregate nominal amount of
US$8,048,605.71. This amount represents approximately 43.3 per cent of the total issued Ordinary
Share capital of the Company as at the date of this notice. This amount is consistent with the maximum
amount proposed at Resolution 5 concerning the disapplication of pre-emption rights (discussed below).
The power conferred by this resolution will expire at the conclusion of the next annual general meeting
of the Company or, if sooner, 15 months after the date of the passing of the resolution. This general
authority will be subject to the pre-emption provisions in the Articles (as amended by Resolution 5 if
passed).
Amendments to the Articles – disapplication of pre-emption rights (Resolution 5)
Under Article 6 of the existing Articles, the Directors have the power and authority (without the need for
further approval from shareholders) to allot and issue Ordinary Shares on a non pre-emptive basis:
(a) if they are, or are to be, paid up wholly or partly otherwise than in cash;
(b) pursuant to awards granted under the Company’s long term incentive plan or any other share
option scheme adopted by the Company; and
(c) otherwise than as provided in paragraphs (a) and (b) up to an aggregate nominal amount of
US$4,941,332.39; and
(d) otherwise than as provided in paragraphs (a), (b) or (c), up to an aggregate nominal amount equal
to US$1,483,883.60, such authority to be used only for the purposes of making a follow-on offer
which the Directors determine to be of a kind contemplated by paragraph 3 of Section 2B of the
Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-
Emption Group.
In accordance with the Articles, this authority will expire at the end of the AGM of the Company.
We are asking shareholders to approve certain amendments to the Articles to renew the authority to
disapply pre-emption rights on the issuing of Ordinary Shares representing approximately 33.3 per cent
of the total issued Ordinary Share capital of the Company as at the date of this notice
Sign In
Follow the stocks
