RNS19 Jun 2020 09:51
Thor Mining PLC ("Thor" or "the Company") (AIM, ASX: THR) has today posted the notice of the General Meeting to be held at the office of Thor Mining, 58 Galway Avenue, Marleston, South Australia on 7 July 2020 at 5.00 p.m. (Australian Central Standard Time) (the "General Meeting").
The purpose of the General Meeting is to ratify the recently announced share issues in respect of the placing for A$970,000 and the potential acquisition of American Vanadium Pty Ltd (AVU). The General Meeting will also propose the issue shares to certain directors in lieu of cash payment for director's fees for the period from 1 January to 30 June 2020 (Remuneration Shares) and of incentive options to the directors. Further details on each of the resolutions, including the issue of Remuneration Shares and the options, are set out below.
In the light of the impact of Covid-19 and following the introduction by both the UK and Australian Governments of restrictions on the number of people who can attend meetings, the attendant social distance rules and allied matters, the general meeting will be held in Australia with only two directors or senior employees present each of whom is either a shareholder, or a proxy, or a corporate representative appointed by a shareholder. No other shareholder, proxy or corporate representative should attend the general meeting in person. The attendance by a shareholder (other than the ones specifically required to form the quorum for that meeting) is not essential for work purposes. To ensure that their vote counts, shareholders should only appoint the chairman of the general meeting to act as their proxy.
Should changes with regard to the impact of Covid-19 be announced by either government before the general meeting, the directors will consider those changes and the impact on the proposed general meeting. Any proposed changes will be announced on the website.
The purpose of the General Meeting is to consider, and if thought fit passing the resolutions contained in the notice of meeting.
Resolutions 1 and 2 provide the directors with the appropriate authorities, respectively, to issue shares and dis-apply pre-emption rights for existing shareholders. Resolution 1 is a requirement under English company law where the Company wishes to allot new securities; resolution 2 is a requirement under English company law where the Company wishes to do so for cash without first offering those securities on a pro rata basis to existing shareholders.
Resolutions 3 to 8 inclusive relate to a A$970,000 capital raise, announced on 1 June 2020. Each resolution is detailed further below:
· Resolution 3 seeks shareholder approval to ratify, under ASX Listing Rule 7.4, the issue of 140,000,000 ordinary shares (Placement Shares) that were previously issued within the Company's placement capacity under ASX Listing Rule 7.1, on 5 June 2020. The ratification under ASX Listing Rule 7.4 has the effect of refreshing the Company's placement capa
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