Aura Egy Regulatory News (AURA)

31 October 2022

Aura Energy Limited

Notice of Annual General Meeting

Aura Energy Limited (ASX:AEE, AIM:AURA) ("Aura", the "Company") a company focused on the development of the 85% owned Tiris Uranium Project, Mauritania, is pleased to announce that Aura's annual report and accounts for the year ended 30 June 2022, Corporate Governance Statement, a Notice of Annual General Meeting ("AGM") and Forms of Proxy will be issued to shareholders today and are available on the website at: https://www.auraenergy.com.au/

A full version of the Company's 2022 Annual Report can be viewed at:

http://www.rns-pdf.londonstockexchange.com/rns/6972E_1-2022-10-31.pdf

To view Corporate Governance Statement, please click here:

http://www.rns-pdf.londonstockexchange.com/rns/6972E_2-2022-10-31.pdf

To view Appendix 4G, please click here:

http://www.rns-pdf.londonstockexchange.com/rns/6972E_3-2022-10-31.pdf

Notice of AGM and meeting arrangements

The AGM will be conducted as a hybrid (in person and virtual) meeting.

In person, at Level 3, 62 Lygon St, Carlton South, VIC, 3053 at 4.30pm (AEDT) (5.30am GMT) on 29 November 2022.

Any updates will be included on the Company's website and through a Regulatory Information Service. Shareholders are strongly encouraged to submit their votes by proxy as soon as possible, appointing the Chairman of the AGM as their proxy, so that their votes can be taken into account.

If you are unable to attend the AGM in person, you may also listen to it via Zoom.

Please register for the meeting in advance should you wish to attend it virtually: www.bit.ly/3N3S1yV

After registering, you will receive a confirmation email containing information about joining the meeting.

Business of the AGM

The meeting will seek approval for, inter alia:

(a) Adoption of the FY22 Remuneration Report;

(b) Election of Mr Patrick Mutz as a Director and re-election of Mr Philip Mitchell as a Director;

(c) Approval to issue Loan Funded Shares to Directors (see below);

(d) Approval to increase the maximum aggregate fee pool for Non-Executive Directors;

(e) Ratification of prior issue of shares;

(f) Approval of ASX Listing Rule 7.1A mandate allowing the issue of up to 10% of issued capital;

(g) Replacement of the Company's constitution (equivalent to UK company articles of association) to reflect changes in Australian company law and ASX Listing Rules; and

(h) Adoption of an Employee Securities Incentive Plan to allow for future equity issues as part of at risk incentive remuneration (see below).

Please refer to this link to view the full Notice of Meeting and Forms of Proxy: 

http://www.rns-pdf.londonstockexchange.com/rns/6972E_4-2022-10-31.pdf

Proposed Issue of Loan Funded Shares

Ordinary Resolutions will be proposed at the AGM pursuant to which the Company seeks to invite certain Directors to participate in the Loan Funded Equity Scheme which was approved by Aura's shareholders at the Company's 2021 Annual General Meeting, by each purchasing the following Loan Funded Shares:

Adoption of Employee Securities Incentive Plan

An Ordinary Resolution will be proposed at the AGM seeking approval of the Company's new Employee Securities Incentive Plan (the "ESIP"). The ESIP has been designed to assist in the reward, retention and motivation of both employees and Directors of Aura (the "Eligible Participants"), whilst aligning the interests of the Eligible Participants with other Aura shareholders. For the avoidance of doubt, all of the Company's Directors are included in the definition of Eligible Participants and may receive awards under the terms of the ESIP.

Pursuant to the terms of the ESIP up to a maximum of 49,897,910 Aura securities may be issued under the ESIP over a 3-year period following the date of the AGM. Furthermore, any issue of Aura securities to a Director (or another related party of the Company) under the ESIP following the AGM will be subject to the approval of Aura's shareholders at the time.

Full details of the ESIP are disclosed in Schedule 2 of the Notice of AGM.

Related Party Transaction

As all the Company's Directors fall under the definition of Eligible Participants, the implementation of the ESIP constitutes a related party transaction pursuant to rule 13 of the AIM Rules for Companies. The Company's Nominated Adviser considers the terms of the ESIP to be fair and reasonable insofar as Aura's shareholders are concerned.

This Announcement contains inside information for the purposes of the UK version of the market abuse regulation (EU No. 596/2014) as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR").

For Further Information, please contact: