Result of AGM

Sovereign Metals Limited

24 November 2023

 

SOVEREIGN METALS LIMITED

NEWS RELEASE I 24 NOVEMBER 2023

Results of Annual General Meeting

The Annual General Meeting (AGM) of Sovereign Metals Limited (Company) (ASX:SVM, AIM:SVML) was held today, 24 November 2023, at 10.00am (AWST).

The resolutions voted on were in accordance with the Notice of AGM previously advised to shareholders. All resolutions were decided on and carried by way of poll.

In accordance with Section 251AA of the Corporations Act 2001 and ASX Listing Rule 3.13.2, the details of the poll and proxies received in respect of each resolution are set out in the below summary.

ENQUIRIES

Dylan Browne Company Secretary [phone] [e-mail]

Nominated Adviser on AIM and Joint Broker
SP Angel Corporate Finance LLP	[phone]
Ewan Leggat Charlie Bouverat Harry Davies-Ball
Joint Brokers
Berenberg	[phone]
Matthew Armitt
Jennifer Lee
Tavistock PR	[phone]

Resolution	Number of Proxy Votes				Number and Percentage of Votes cast on the Poll			Voting Method and Result
	For	Against	Abstain	Proxy's Discretion	For	Against	Abstain
1.    Remuneration Report	5,664,686	22,000	19,101,151	2,471,598	9,795,986 (99.8%)	22,000 (0.2%)	19,101,151	Carried on vote by poll
2.    Re-election of Director - Mr Ian Middlemas	23,241,037	1,546,800	-	2,471,598	27,372,337 (95%)	1,546,800 (5%)	-	Carried on vote by poll
3.    Re-election of Director - Dr Julian Stephens	23,241,037	1,546,800	-	2,471,598	27,372,337 (95%)	1,546,800 (5%)	-	Carried on vote by poll
4.    Renewal of Employee Incentive Equity Plan	19,359,686	10,000	5,418,151	2,471,598	23,490,986 (99.9%)	10,000 (0.1%)	5,418,151	Carried on vote by poll
5.    Issue of Performance Rights to a Director - Mr Benjamin Stoikovich	4,116,886	1,569,800	19,101,151	2,471,598	8,248,186 (84%)	1,569,800 (16%)	19,101,151	Carried on vote by poll
6.    Issue of Performance Rights to a Director - Mr Mark Pearce	4,116,886	1,569,800	19,101,151	2,471,598	8,248,186 (84%)	1,569,800 (16%)	19,101,151	Carried on vote by poll
7.    Issue of Performance Rights to a Director - Mr Nigel Jones	4,116,886	1,569,800	19,101,151	2,471,598	8,248,186 (84%)	1,569,800 (16%)	19,101,151	Carried on vote by poll
8.    Approval of Additional 10% Placement Capacity	24,715,837	72,000	-	2,471,598	28,847,137 (99.8%)	72,000 (0.2%)	-	Carried on vote by poll

Issue of Performance Rights

Following the shareholder approval of resolutions 5 to 7 today, the Company has issued 1,750,000 unlisted performance rights to Directors as disclosed in the Notice of AGM as follows:

·      700,000 performance rights subject to the "Grant of Mining Licence Milestone" that have no exercise price and expire 31 March 2026; and

·      1,050,000 performance rights subject to the "Final Investment Decision Milestone" that have no exercise price and expire 30 June 2026.

Following the issue of these performance rights, the Company has the following securities on issue:

·      563,003,401 fully paid ordinary shares;

·      34,549,598 unlisted options exercisable at A$0.535 each on or before 21 July 2024;

·      9,110,000 unlisted performance rights subject to the "Definitive Feasibility Study Milestone" expiring on or before 31 October 2025;

·      3,150,000 unlisted performance rights subject to the "Grant of Mining Licence Milestone" that have no exercise price and expire 31 March 2026; and

·      4,150,000 unlisted performance rights subject to the "Final Investment Decision Milestone" that have no exercise price and expire 30 June 2026.

Change of Directors' Interest Notices are provided below.

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity                  SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

A)              

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Benjamin Stoikovich
Date of last notice	29 September 2023

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Selwyn Capital Limited (beneficial interest)
Date of change	24 November 2023
No. of securities held prior to change	(a)   4,190,000 (b)   600,000 (c)   - (d)   -
Class	(a)   Ordinary Fully Paid Shares (b)   Unlisted Performance Rights subject to the "Definitive Feasibility Study Milestone" expiring 31 October 2025 (c)   Unlisted Performance Rights subject to the Grant of Mining Licence Milestone" expiring 31 March 2026 (d)   Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026
Number acquired	(c)   350,000 (d)   500,000
Number disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
No. of securities held after change	(a)   4,190,000 (b)   600,000 (c)   350,000 (d)   500,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of Performance Rights following shareholder approval

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Australian Securities Exchange (ASX)

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity                  SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

B)              

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Mark Pearce
Date of last notice	29 September 2023

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	·  Mr Mark Pearce and Mrs Natasha Pearce <NMLP Family A/C> (trustee and beneficial interest) ·  Apollo Group Pty Ltd (director and indirect shareholder) ·  Crystal Brook Investments Pty Ltd (director and beneficial interest)
Date of change	24 November 2023
No. of securities held prior to change	(a)     4,520,842 (b)     300,000 (c)     - (d)     -
Class	(a)     Ordinary Fully Paid Shares (b)     Unlisted Performance Rights subject to the "Definitive Feasibility Study Milestone" expiring 31 October 2025          (c)     Unlisted Performance Rights subject to the Grant of Mining Licence Milestone" expiring 31 March 2026 (d)    Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026
Number acquired	(c)     250,000 (d)     400,000
Number disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
No. of securities held after change	(a)     4,520,842 (b)     300,000 (c)     250,000 (d)     400,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of Performance Rights following shareholder approval

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Australian Securities Exchange (ASX)

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01  Amended 01/01/11

Name of entity                  SOVEREIGN METALS LIMITED

ABN                                    71 120 833 427

C)              

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. 

Name of Director	Nigel Jones
Date of last notice	29 September 2023

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Redbeck Partners Ltd (beneficial interest)
Date of change	24 November 2023
No. of securities held prior to change	(e)   225,000 (f)    300,000 (g)   - (h)   -
Class	(e)   Ordinary Fully Paid Shares (f)    Unlisted Performance Rights subject to the "Definitive Feasibility Study Milestone" expiring 31 October 2025 (g)   Unlisted Performance Rights subject to the Grant of Mining Licence Milestone" expiring 31 March 2026 (h)   Unlisted Performance Rights subject to the "Final Investment Decision Milestone" expiring 30 June 2026
Number acquired	(c)   100,000 (d)   150,000
Number disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Not applicable - see nature of change below
No. of securities held after change	(a)  225,000 (b)  300,000 (c)  100,000 (d)  150,000
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of Performance Rights following shareholder approval

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	Not applicable
If prior written clearance was provided, on what date was this provided?	Not applicable

Initial notification/Amendment	Initial
LEI	213800NSPXSASTENFQ34
Place of transaction	Australian Securities Exchange (ASX)

 

END