Tirupati Graphite Regulatory News (TGR)

14 May 2024

Tirupati Graphite plc

('Tirupati' or the 'Company')

NOTICE OF REQUISITIONED GENERAL MEETING

On 23 April 2024, the Company received a requisition letter (the "Requisition Letter") from Walpole St. Andrews Nominees Ltd on behalf of a group of underlying shareholders holding, in aggregate, 6,847,813 ordinary shares representing c. 5.8% of the issued ordinary share capital of the Company (the 'Requisitioners') on the receipt date. The letter required the Company to convene a general meeting of the Company's shareholders pursuant to section 303 of the Companies Act 2006 (the 'Act') to consider resolutions to remove Shishir Poddar, Puruvi Poddar and Alastair Bath from office as directors of the Company and to appoint Mark Rollins, Leo Koot, Isabel de Salis and Murat Dogan Erden as directors of the Company.

Accordingly, the Board is today posting the Notice to shareholders (the "Circular") convening the requisitioned General Meeting for shareholders which is to be held at the offices of Bird & Bird LLP, 12 New Fetter Lane, London EC4A 1JP on Tuesday 11 June 2024 at 3.00 pm (GMT). A copy of the Circular and Notice are available on the Company's website (https://tirupatigraphite.co.uk/) under the tab COPORATE NEWS AND DOCUMENTS (this tab is in the INVESTOR CENTRE section of the Company's website).

The Board unanimously recommends shareholders VOTE AGAINST ALL Resolutions.

The Company recognises that its current board structure and composition must be addressed to ensure it returns to QCA compliance with the appointment of wholly independent directors as soon as practically possible. The Board is taking urgent steps to enhance this and is seeking the appointment of a new Non-Executive Chair, Non-Executive Directors, and a CFO.

Replacing the existing Board would deprive it of critical sector and business knowledge, access to intellectual property and relationships. The proposed directors have neither the sector skills nor experience to navigate the complex and specialist graphite sector. Their appointments would be value-destructive to the Company's prospects and would not bring true independence to the board.

Shareholders are strongly encouraged to read the Company's full response posted on 13 May 2024 to the requisition letter that provided a full response to the issues raised by the requisitioners. A copy can be found at:

https://polaris.brighterir.com/public/tirupati_graphite/news/rns/story/rnd5zkx

ENDS

For further information, please visit https://www.tirupatigraphite.co.uk/ or contact:

About Tirupati Graphite

Tirupati Graphite Plc is a specialist Graphite producer and a supplier of the critical mineral for a decarbonised economy and the energy transition. The Company places a special emphasis on green applications including renewable energy, e-mobility, energy storage and thermal management, and is committed to ensuring its operations are sustainable. 

The Company's operations include primary mining and processing in Madagascar where the Company operates two key projects, Sahamamy and Vatomina with a combined 30,000 tpa of currently installed capacity, producing high-quality flake graphite concentrate with up to 97% purity and selling to customers globally. 

The Company also holds two advanced stage, world class, natural graphite projects in Mozambique. Work has already commenced to optimise the economics for development of the Montepuez graphite project, which is permitted for 100,000tpa production and where substantial construction work has already been undertaken by the predecessor. A table of the Company's projects is provided below: