Announcement PDF Doc 1402225850.7 HASTINGS TECHNOLOGY METALS LIMITED ACN 122 911 399 NOTICE OF ANNUAL GENERAL MEETING TIME: 11.00 am WST DATE: 28 November 2025 PLACE: The Boardroom, Level 3, 5 Mill Street Perth WA 6000 To attend the meeting online please register at: https://hastingstechmetals.com/agm/ The business of the Meeting affects your shareholding and your vote is important. This Notice of Meeting 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. Shareholders will be able to attend the meeting online, however there will be no online voting. Shareholders are strongly encouraged to lodge their completed proxy form in accordance with the instructions in this Notice of Meeting. This Notice of Meeting can be accessed on the Company’s website at www.hastingstechmetals.com Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (+61 8) 6117 6118. 2 2 Doc 1402225850.7 CONTENTS PAGE Business of the Meeting (setting out the proposed Resolutions) 4 Voting Exclusions 5 Explanatory Statement (explaining the proposed Resolutions) 8 Glossary 12 IMPORTANT INFORMATION TIME AND PLACE OF MEETING Notice is given that the Annual General Meeting of the Shareholders to which this Notice of Meeting relates will be held at 11.00 am WST on 28 November 2025 at Level 3 5 Mill Street Perth WA 6000, and to attend online please register at https://hastingstechmetals.com/agm/. Shareholders are encouraged to submit questions in advance of the Meeting to the Company. Questions must be submitted in writing to Guy Robertson, Company Secretary at guy.robertson@hastingstechmetals.com at least 48 hours before the AGM. The Company will also provide Shareholders with the opportunity to ask questions during the Meeting in respect of Resolutions to be put before the meeting. YOUR VOTE IS IMPORTANT The business of the Annual General Meeting affects your shareholding and your vote is important. VOTING ELIGIBILITY The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Annual General Meeting are those who are registered Shareholders at 4.00 pm (AWST) on 26 November 2025. VOTING BY PROXY 1. To be valid, the appointment of a proxy (made using a properly completed and executed Proxy Form) must be received by the Company no later than 11.00 am (AWST) on 26 November 2025, being not later than 48 hours before the commencement of the Meeting. 2. Proxy Forms can be submitted as follows: • Vote by going to https://investor.automic.com.au/#loginsah. • Email to meetings@automicgroup.com.au; • By mail to Hastings Technology Metals Limited at c/- Automic Pty Ltd, GPO Box 5193 Sydney NSW 2001; or • By hand to the Registrar, Automic Pty Ltd Level 5 126 Phillip Street Sydney NSW 2000 business hours (Monday – Friday, 8:30am – 5pm (AWST)). • By facsimile +61 2 8583 3040 3 3 Doc 1402225850.7 Instructions on how to complete the Proxy Form are on the reverse of the Proxy Form attached to this Notice. 3. If you do not mark a box, your proxy may vote as they choose on that item. However, if you intend to appoint a member of the Key Management Personnel as your proxy, please ensure that you direct them how to vote on Resolution 1. 4. If the Chairman of the meeting is your proxy (or he becomes your proxy by default), you will be taken to have expressly authorised him to exercise your proxy in relation to Resolution 1 (Adoption of the Remuneration Report) even though the Chairman is connected directly or indirectly with the remuneration of a director or member of the key management personnel of the Hastings Group. Shareholders will be informed of the proxy position and the manner in which the Chairman intends to vote undirected proxies at the meeting. 5. Voting by corporate representative Any corporate shareholder who has appointed a person to act as its corporate representative at the Meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company’s representative. The authority must be emailed to info@hastingstechmetals.com, with the corporate shareholder’s request to register for the Meeting. 6. Voting by attorney A Shareholder entitled to vote at the Meeting is entitled to appoint an attorney to join and vote at the Meeting on the Shareholder’s behalf. An attorney need not be a holder of Shares. An instrument conferring the power of attorney or a certified copy of the authority must be emailed to info@hastingstechmetals.com with your request to register for the Meeting. At the meeting, the Chairman will allow a reasonable opportunity for shareholders to ask questions about, or make comments on, the management of the Company and on the Remuneration Report. Shareholders will also be given a reasonable opportunity at the meeting to ask the Company’s auditor, PriceWaterhouseCoopers, questions about the content of its report, and the conduct of its audit of the Company, for the year. By order of the Board Guy Robertson Director and Company Secretary Hastings Technology Metals Ltd 27 October 2025 4 Doc 1402225850.7 BUSINESS OF THE MEETING AGENDA ORDINARY BUSINESS 1. FINANCIAL STATEMENTS AND REPORTS To receive and consider the annual financial report of the Company for the financial year ended 30 June 2025 together with the declaration of the Directors, the Directors’ report, the remuneration report and the auditor’s report. 2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT To consider and, if thought fit, to pass the following Resolution as a non- binding Resolution: “That, for the purpose of section 250R(2) of the Corporations Act, and for all other purposes, approval is given for the adoption of the Remuneration Report.” Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company. 3. RESOLUTION 2 : RE-ELECTION OF DIRECTOR – MR MALCOLM RANDALL To consider and, if thought fit, to pass the following Resolution as an ordinary Resolution: “That, for the purpose of clause 10.3 of the Constitution and for all other purposes, Mr Malcolm Randall, who retires by rotation, and being eligible, is re-elected as a Director.” 4. RESOLUTION 3 – RATIFICATION OF ISSUE OF SHARES TO JULY PLACEMENT PARTICIPANTS 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 7.4 and for all other purposes, Shareholders ratify the issue of 13,824,000 Shares to the July Placement Participants on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. 5 Doc 1402225850.7 5. RESOLUTION 4 – RATIFICATION OF ISSUE OF SHARES TO THE SEPTEMBER PLACEMENT PARTICIPANTS 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 7.4 and for all other purposes, Shareholders ratify the issue of 1,562,000 Shares to the September Placement Participants on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. 6. RESOLUTION 5 – APPROVAL TO ISSUE SHARES TO CHARLES LEW TO ENABLE HIS PARTICIPATION IN THE JULY PLACEMENT 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 10.11 and for all other purposes, approval is given for the Company to issue up to 800,000 Shares to Charles Lew (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. 7. RESOLUTION 6 – RATIFICATION OF ISSUE OF SHARES TO ALPHA INVESTMENT PARTNERS PTY LTD 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 7.4 and for all other purposes, Shareholders ratify the issue of 7,850,000 Shares to Alpha Investment Partners Pty Ltd on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. 6 Doc 1402225850.7 8. RESOLUTION 7 – APPROVAL OF ISSUE OF SHARES TO EXECUTIVE DIRECTOR – CHARLES LEW To consider and, if thought fit, to pass, with or without amendment, the following resolution, as an ordinary resolution: “That for the purposes of ASX Listing Rule 10.11 and for all other purposes, shareholders approve the issue of 217,259 Shares to Charles Lew (or his nominee), on the terms and conditions set out in the Explanatory Memorandum”. A voting exclusion statement applies to this Resolution. 9. RESOLUTION 8 – GRANT OF OPTIONS TO A RELATED PARTY – MR JEAN CLAUDE STEINMETZ To consider and, if thought fit, to pass, with or without amendment, the following resolution, as an ordinary resolution: “That, for the purposes of section 195(4) of the Corporations Act 2001, ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 500,000 Options to Mr Jean Claude Steinmetz (or his nominee) on the terms and conditions set out in the Explanatory Statement”. A voting exclusion statement applies to this Resolution. 10. RESOLUTION 9 – GRANT OF OPTIONS TO A RELATED PARTY – MR MALCOLM RANDAL To consider and, if thought fit, to pass, with or without amendment, the following resolution, as an ordinary resolution: “That, for the purposes of section 195(4) of the Corporations Act 2001, ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 500,000 Options to Mr Malcolm Randall (or his nominee) on the terms and conditions set out in the Explanatory Statement”. A voting exclusion statement applies to this Resolution. 11. RESOLUTION 10 – GRANT OF OPTIONS TO A RELATED PARTY – MR GUY ROBERTSON To consider and, if thought fit, to pass, with or without amendment, the following resolution, as an ordinary resolution: “That, for the purposes of section 195(4) of the Corporations Act 2001, ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 500,000 Options to Mr Guy Robertson (or his nominee) on the terms and conditions set out in the Explanatory Statement”. A voting exclusion statement applies to this Resolution. 7 Doc 1402225850.7 12. RESOLUTION 11: 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.” A voting exclusion statement applies to this Resolution. 13. RESOLUTION 12 – RATIFICATION OF ISSUE OF SHARES TO ALPHA INVESTMENT PARTNERS LIMITED 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 7.4 and for all other purposes, Shareholders ratify the issue of 3,150,000 Shares to Alpha Investment Partners Pty Ltd on the terms and conditions set out in the Explanatory Statement.” A voting exclusion statement applies to this Resolution. 14. RESOLUTION 13: APPROVAL OF AN EQUAL CAPITAL REDUCTION AND IN-SPECIE DISTRIBUTION To consider and, if thought fit, to pass, with or without amendment, the following Resolution as an ordinary resolution: “That, for the purposes of sections 256B and 256C(1) of the Corporations Act, and for all other purposes, approval is given for the Company to reduce its share capital by the Company making a pro-rata in specie distribution of up to 160,022,264 MBK Shares to Shareholders registered on the Record Date, on the terms and conditions set out in the Explanatory Statement." 8 Doc 1402225850.7 VOTING EXCLUSION AND VOTING PROHIBITION STATEMENTS In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the Resolutions set out below by or on behalf of the following persons: RESOLUTION PERSONS EXCLUDED FROM VOTING 1. Remuneration Report The Company will disregard any votes cast on this Resolution by or on behalf of: • a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report for the year ended 30 June 2025; or • a closely related party of a member of the Key Management Personnel; or • as a proxy by a member of the Key Management Personnel at the date of the Meeting, or their closely related parties. However, this does not apply to a vote cast in favour of this Resolution by: • a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or • the chair of the meeting 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 and the appointment expressly authorizes the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel. Resolution 3 – Ratification of issue of Shares to July Placement Participants The July Placement Participants or any other person who participated in the issue or an associate of that person or those persons. Resolution 4 – Ratification of issue of Shares to September Placement Participants The September Placement Participants or any other person who participated in the issue or an associate of that person or those persons. Resolution 5 – Approval to issue Shares to Charles Lew to enable his subscription in the July Placement Charles Lew (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 6 – Ratification of Issue of Shares to Alpha Investment Partners Pty Ltd Alpha Investment Partners Pty Ltd or any other person who participated in the issue or an associate of that person (or those persons). 9 Doc 1402225850.7 RESOLUTION PERSONS EXCLUDED FROM VOTING Resolutions 7 to 10 – Approval to issue of shares and options to related parties 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 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. Resolution 7 – Approval of Issue of Shares to Executive Director – Charles Lew Charles Lew (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 8 – Grant of Options to a Related Party – Mr Jean Claude Steinmetz Jean Claude Steinmetz (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 9 – Grant of Options to a Related Party – Mr Malcolm Randall Malcom Randall (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 10 – Grant of Options to a Related Party – Mr Guy Robertson Guy Robertson (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. Resolution 11 - Approval of 7.1A mandate A person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person (or those persons). Resolution 12 – Ratification of Issue of Shares to Alpha Investment Partners Alpha Investment Partners Pty Ltd or any other person who participates in the issue or an associate of that person (or those persons). 10 Doc 1402225850.7 However, this does not apply to a vote cast in favour of a resolution by: (a) a person as 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 of the meeting 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 as 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. 11 Doc 1402225850.7 EXPLANATORY MEMORANDUM This Explanatory Memorandum has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions which are the subject of the business of the Meeting. 1. FINANCIAL STATEMENTS AND REPORTS In accordance with the Constitution, 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 2025 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.hastingstechmetals.com. 2. RESOLUTION 1: ADOPTION OF REMUNERATION REPORT 2.1 General Section 250R(2) of the Corporations Act requires that at a listed company’s Annual General Meeting, a resolution that the remuneration report be adopted must be put to the shareholders. A remuneration report sets out a company’s remuneration arrangements for its directors and senior management. The Company’s remuneration report forms part of the Directors’ report, which is contained in the annual financial report of the Company for the financial year ending 30 June 2025. Subject to the rules set out in Division 9 of Part 2G.2 of the Corporations Act described in section 2.2, Resolution 1 need only be an advisory vote of Shareholders and does not bind the Directors or the Company. Of itself, a failure of Shareholders to pass Resolution 1 will not require the Directors to alter any of the arrangements in the Remuneration Report. However, the Board will take the outcome of the vote very seriously when considering the Company’s future remuneration policy. A reasonable opportunity will be provided for discussion of the remuneration report at the Annual General Meeting. 2.2 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 the 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 Shareholders vote in favour of the Spill Resolution, the Company must convene the extraordinary general meeting (Spill Meeting) within 12 Doc 1402225850.7 90 days of the second annual general meeting. All of the Directors who were in office when the Directors' report 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 is approved will be the Directors of the Company. 2.3 Proxy Restrictions Pursuant to section 250BD of the Corporations Act, if you elect to appoint the Chair, or another member of Key Management Personnel whose remuneration details are included in the Remuneration Report or any Closely Related Party of that member as your proxy to vote on this Resolution 1, you must direct the proxy how they are to vote. Where you do not direct the Chair, or another member of Key Management Personnel whose remuneration details are included in the Remuneration Report or Closely Related Party of that member on how to vote on this Resolution 1, the proxy is prevented by the Corporations Act from exercising your vote and your vote will not be counted in relation to this Resolution 1. 2.4 Directors’ Recommendation Noting that each Director has a personal interest in their own remuneration from the Company (as set out in the Remuneration Report), the Board recommends that Shareholders adopt the Remuneration Report and vote in favour of this Resolution 1. 3. RESOLUTION 2: RE-ELECTION OF DIRECTOR – MR MALCOLM RANDALL 3.1 General Clause 10.3 of the Constitution require that a Director must not hold office without re-election: (i) past the third annual general meeting following the Director’s appointment or last election; or (ii) for more than 3 years, whichever is the longer. Mr Malcolm Randall will retire in accordance with clause 10.3 of the Constitution and being eligible seeks re-election. A brief profile of Mr Malcolm Randall is set out in the Annual Report. 3.2 Directors’ Recommendation The Board recommends (with Mr Randall abstaining) that Shareholders vote in favour of this Resolution 2. Page 13 Doc 1402225850.7 4. RESOLUTION 3 – RATIFICATION OF ISSUE OF SHARES TO JULY PLACEMENT PARTICIPANTS 4.0 General This Resolution seeks Shareholder ratification for the purposes of Listing Rule 7.4 for the issue of an aggregate of 13,824,000 Shares to professional and sophisticated investors (July Placement Participants) at an issue price of $0.25 per Share to raise $3,456,000 (before costs) (July Placement). The July Placement was completed on 25 July 2025. The proceeds of the July Placement are intended to be applied towards (i) acquisition and development of Whiteheads Gold Project; (ii) exploration work for Darcy and Ark gold tenements; (iii) refresh the scoping study for the Brockman Heavy Rare Earths Project; and (iv) working capital for the Yangibana Rare Earths and Niobium Project and Joint Venture(i) acquisition and development of Whiteheads Gold Project into mining; (ii) exploration work for Darcy and Ark gold tenements; (iii) refresh the scoping study for the Brockman Heavy Rare Earths Project; and (iv) working capital for the Yangibana Rare Earths and Niobium Project and Joint Venture 4.1 Listing Rule 7.1 Listing Rule 7.1 limits the amount of equity securities that a listed company can issue (subject to certain exceptions) without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary securities it had on issue at the start of that 12 month period. The issue does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of the issue. 4.2 Listing Rule 7.4 Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue. 4.3 Technical information required by Listing Rule 14.1A If this Resolution 3 is passed, the issue will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of the issue. If this Resolution 3 is not passed, the issue will be included in calculating the Company’s 15% limit in Listing Rule 7.1, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12 month period following the date of the issue. Page 14 Doc 1402225850.7 4.4 Technical information required by Listing Rules 7.4 and 7.5 REQUIRED INFORMATION DETAILS Names of persons to whom Securities were issued or the basis on which those persons were identified/selected The July Placement Participants who were identified by the Directors. The Company confirms that no Material Persons were issued more than 1% of the issued capital of the Company. Number and class of Securities issued 13,824,000 Shares were issued. Terms of Securities The Shares were fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares. Date(s) on or by which the Securities were issued 14 July 2025 and 25 July 2025 Price or other consideration the Company received for the Securities $0.25 per Share. Purpose of the issue, including the intended use of any funds raised by the issue The purpose of the issue was to fund: (i) acquisition and development of Whiteheads Gold Project; (ii) exploration work for Darcy and Ark gold tenements; (iii) refresh the scoping study for the Brockman Heavy Rare Earths Project; and (iv) working capital for the Yangibana Rare Earths and Niobium Project and Joint Venture to fund: (i) acquisition and development of Whiteheads Gold Project ; (ii) exploration work for Darcy and Ark gold tenements; (iii) refresh the scoping study for the Brockman Heavy Rare Earths Project; and (iv) working capital for the Yangibana Rare Earths and Niobium Project and Joint Venture. Summary of material terms of agreement to issue The Shares were issued pursuant to customary placement agreements between the Company and the July Placement Participants. Voting Exclusion Statement A voting exclusion statement applies to this Resolution. Compliance The issue did not breach Listing Rule 7.1. Page 15 Doc 1402225850.7 5. RESOLUTION 4 – RATIFICATION OF ISSUE OF SHARES TO SEPTEMBER PLACEMENT PARTICIPANTS 5.0 General This Resolution 4 seeks Shareholder ratification for the purposes of Listing Rule 7.4 for the issue of an aggregate of 1,562,000 Shares to professional and sophisticated investors (September Placement Participants) at an issue price of $0.29 per Share to raise $452,980 (before costs) (September Placement). The Additional Placement was completed on 26 September 2025. The proceeds of the September Placement are intended to be applied towards funding the further development of the Yangibana rare earths and niobium project, the Brockman heavy rare earths project and general working capital. 5.1 Listing Rule 7.1 Listing Rule 7.1 limits the amount of equity securities that a listed company can issue, subject to certain exceptions, without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary securities it had on issue at the start of that 12 month period. The issue does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 15% limit in Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 for the 12 month period following the date of the issue. 5.2 Listing Rule 7.4 Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Comp