Announcement PDF Wednesday, 19 October 2022 Notice of 2022 Annual General Meeting and Proxy Form Wrkr Ltd (ASX: WRK) releases a Shareholder Access Notice, Notice of 2022 Annual General Meeting and Proxy Form. The attached documents have been authorised for release by the Board. Wrkr Ltd ACN 611 202 414 Level 24, 66 Goulburn Street, Sydney NSW 2000 wrkr.com.au 19 October 2022 Annual General Meeting An Annual General Meeting of Shareholders of Wrkr Ltd (Company) will be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, NSW 2000 at 2.30pm (Sydney time) on Thursday 24 November 2022. The Notice of Annual General Meeting can be viewed and downloaded at the Company’s website at https://wrkr.com.au/investor-centre/. A complete copy of the Notice of Annual General Meeting has also been posted to the Company’s ASX market announcements page under the Company’s ASX code “WRK”. The Notice of Annual General Meeting includes information on participating in the meeting and the business to be considered at the meeting. Shareholders should monitor the Company’s website and ASX announcements where updates will be provided if it becomes necessary or appropriate to make alternative arrangements for the holding or conduct of the meeting. If you are unable to attend the meeting, we encourage you to submit a proxy form as early as possible. Instructions for lodgement of proxies are in the Notice of Annual General Meeting. Proxy forms must be lodged by 2.30pm (Sydney time) on Tuesday 22 November 2022. If you are unable to access the Notice of Annual General Meeting online or you have questions regarding submission of your proxy, please contact the Company’s share registry, Boardroom Pty Ltd on 1300 737 760 (within Australia) or +61 2 9290 9600 (outside Australia). Yours sincerely, Emma Dobson Non-Executive Chair E: emma.dobson@wrkr.com.au Authorised by the Board Wrkr Ltd ACN 611 202 414 Level 24, 66 Goulburn Street Sydney NSW 2000 wrkr.com.au NOTICE OF ANNUAL GENERAL MEETING WRKR LTD ACN 611 202 414 2.30pm (Sydney time) Thursday 24 November 2022 To be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, NSW 2000 This Notice of Annual General Meeting should be read in its entirety. If you are in doubt as to how you should vote, you should seek advice from your professional adviser. Should you wish to discuss the matters in this Notice of Annual General Meeting, please contact the Company on (02) 8090 1130. 1 CONTENTS General Information 2 Letter from the Chair 4 Notice of Annual General Meeting 5 Explanatory Statement 8 Glossary 17 Appendix A 18 GENERAL INFORMATION VENUE The Annual General Meeting of the Shareholders of Wrkr Ltd (Company) ACN 611 202 414 to which this Notice of Annual General Meeting relates will be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, New South Wales 2000 at 2.30pm (Sydney time) on Thursday 24 November 2022. Any Shareholders who wish to attend the Annual General Meeting should monitor the Company’s website and its ASX announcements for any updates about the Annual General Meeting. If it becomes necessary or appropriate to make alternative arrangements for the holding or conducting of the meeting, the Company will make further information available through the ASX website at asx.com.au (ASX: WRK) and on its website. OPPORTUNITY TO ASK QUESTIONS The Annual General Meeting is an opportunity to ask questions of the Board and management on the items of business before the Annual General Meeting and the management of the Company or questions of the auditor on the conduct of the audit and the auditor’s report. Shareholders are encouraged to direct questions to the Company or auditor at investorrelations@wrkr.com.au so that they are received no later than 7.00pm Tuesday, 22 November 2022. Please use the email subject “AGM Question”. Questions may also be asked during the Annual General Meeting. YOUR VOTE IS IMPORTANT The business of the Annual General Meeting affects your shareholding and your vote is important. The Company intends to conduct a poll on the Resolutions set out in the Notice of Annual General Meeting. VOTING IN PERSON AND BY PROXY To vote in person, attend the Annual General Meeting on the date and at the place set out above. You have the right to appoint a proxy of your choice. The proxy need not be a Shareholder. If you are entitled to vote two or more votes you may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If you appoint two proxies and the appointment does not specify the proportion or number of your votes, then each proxy may exercise half of the votes. 2 Completed Proxy Forms may be lodged as follows: Online: Step 1: Visit https://www.votingonline.com.au/wrkagm2022 Step 2: Enter your Postcode (if within Australia) OR Country of Residence (if outside Australia) Step 3: Enter your Voting Access Code (VAC) – as contained in attached Proxy Form Step 4: Follow the prompts to vote on each Resolution. By Mail to: Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001 Australia In Person: Boardroom Pty Limited Level 12, 225 George Street Sydney NSW 2000 Australia By fax: +61 2 9290 9655 Your proxy must be received by 2.30pm (Sydney time) on Tuesday 22 November 2022. Proxy Forms and appointments received later than the above time will be invalid. 3 LETTER FROM THE CHAIR Dear Shareholder I am pleased to invite you to the Annual General Meeting of the Company which will be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, New South Wales 2000 on Thursday 24 November 2022, commencing at 2.30pm (Sydney time). The following pages contain details of the items of business that you have the opportunity to vote on at the Annual General Meeting. The Board encourages you to vote in favour of all of the Resolutions. I look forward to welcoming you at the Annual General Meeting. If you are unable to attend, please ensure that you lodge a proxy by the required date and time. Yours sincerely, Emma Dobson Non-Executive Chair NOTICE OF ANNUAL GENERAL MEETING Notice is given that the Annual General Meeting of Shareholders of the Company will be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, New South Wales 2000 at 2.30pm (Sydney time) on Thursday 24 November 2022. The Explanatory Statement to this Notice of Annual General Meeting provides information on matters to be considered at the Annual General Meeting and includes a glossary of defined terms. The Explanatory Statement, General Information section and the Proxy Form are part of this Notice of Annual General Meeting. 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 7pm (Sydney time) on Tuesday 22 November 2022. AGENDA ORDINARY BUSINESS FINANCIAL STATEMENTS AND REPORTS To consider the financial statements of the Company for the financial year ended 30 June 2022 together with the declaration of the Directors, the Directors’ report, the remuneration report and the auditor’s report. RESOLUTION 1 – REMUNERATION REPORT To consider and, if thought fit, to pass the following Resolution as a non-binding ordinary resolution: “That the remuneration report as contained in the Directors’ report of the Company for the financial year ended 30 June 2022 be adopted.” Voting exclusion As required by the Corporations Act, the Company will in accordance with section 250R, disregard any votes cast on Resolution 1 by or on behalf of a member of the key management personnel for the Company details of whose remuneration are included in the remuneration report, or a closely related party of any such a member. However, the Company need not disregard such a vote if the vote is not cast on behalf of such a person and is cast: (a) as a proxy by writing that specifies how the person is to vote on the Resolution; or (b) by the chair of the meeting as a proxy, and the appointment does not specify the way the proxy is to vote and expressly authorises 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 for the Company. The term “closely related party” in relation to a member of the key management personnel includes a spouse, child, dependent and certain other close family members as well as any companies controlled by the member. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – RANDOLF CLINTON To consider and, if thought fit, to pass the following Resolution as an ordinary resolution: “That Randolf Clinton, who retires in accordance with Clause 13.3(b) of the Company’s Constitution and being eligible, offers himself for re-election, be re-elected a Director.” 5 SPECIAL BUSINESS RESOLUTION 3 – APPROVAL OF ISSUE OF SECURITIES UNDER ASX LISTING RULE 7.1A To consider and, if thought fit, to pass the following Resolution as a special resolution: “That, pursuant to and for the purposes of ASX Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of (or the entry into agreements to issue) equity securities representing up to 10% of the issued capital of the Company (calculated in accordance with the formula prescribed in ASX Listing Rule 7.1A.2) on the terms and conditions set out in the Explanatory Statement.” RESOLUTION 4 – RATIFICATION OF PRIOR CONVERTIBLE NOTE ISSUE UNDER ASX LISTING RULE 7.4 To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That for the purposes of ASX Listing Rule 7.4 and all other purposes, approval is given for the ratification of the prior issue of 2,800,000 Convertible Notes to a sophisticated investor, as detailed in the Explanatory Statement.” Voting Exclusion In accordance with the ASX Listing Rules, the Company will disregard any votes cast in favour of Resolution 4 by or on behalf of a person who participated in the issue or an associate of that person. However, this does not apply to a vote cast in favour of Resolution 4 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) the holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: a. 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 b. the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way. RESOLUTION 5 – APPROVAL OF CONVERTIBLE NOTE ISSUE TO RELATED PARTY To consider and, if thought fit, to pass the following resolution as an ordinary resolution: “That for the purposes of ASX Listing Rule 10.11 and all other purposes, approval is given for the issue of 500,000 Convertible Notes to Parmms Enterprises Pty Ltd (ABN 31 077 860 372) as trustee for the Parmms Investment Trust, an entity controlled by Paul Collins, as detailed in the Explanatory Statement.” Voting Exclusion In accordance with the ASX Listing Rules, the Company will disregard any votes cast in favour of Resolution 5 by or on behalf of a person who is to receive the securities in question 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 6 of ordinary securities in the Company) or an associate of those persons. However, this does not apply to a vote cast in favour of Resolution 5 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) the holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: a. 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 b. the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way. GENERAL INFORMATION ON PROXY VOTING It is the intention of the Chair to vote eligible undirected proxies in favour of all Resolutions. In respect of Resolution 1, the Proxy Form contains an express authorisation for the Chair to exercise undirected proxies even though this Resolution is connected directly or indirectly with the remuneration of a member of key management personnel. Those Shareholders appointing a proxy who do not want the Chair to cast their vote in favour of a Resolution should: (a) appoint the Chair as proxy with a direction to cast votes in the manner directed; or (b) appoint a person other than the Chair as proxy with or without a direction to cast votes 'for', 'against' or to 'abstain' from voting on the Resolution (as the Shareholder considers appropriate). DATED: Wednesday 19 October 2022 BY ORDER OF THE BOARD Emma Dobson NON-EXECUTIVE CHAIR 7 EXPLANATORY STATEMENT This Explanatory Statement has been prepared for the information of the Shareholders in connection with the business to be conducted at the Annual General Meeting to be held at the offices of Grant Thornton Australia at Level 17, 383 Kent Street, Sydney, New South Wales 2000 on Thursday 24 November 2022 at 2.30pm (Sydney time). The purpose of this Explanatory Statement is to provide information to assist Shareholders in deciding whether or not to pass the Resolutions in the Notice of Annual General Meeting. FINANCIAL STATEMENTS AND REPORTS The business of the Annual General Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 June 2022 together with the declaration of the Directors, the Directors’ report, the remuneration report and the auditor’s report. RESOLUTION 1 – REMUNERATION REPORT The remuneration report as set out in the Directors’ report in the Company’s 2022 Annual Report must be put to the vote for its adoption in accordance with section 250R(2) of the Corporations Act. The vote on this resolution is advisory only and does not bind the Directors or the Company. The remuneration report sets out the Company’s remuneration arrangements for the Directors and senior management of the Company. The remuneration report is part of the Directors’ report for the financial year ended 30 June 2022. The 2022 Annual Report of the Company (containing the remuneration report) is available on the Company’s website at https://wrkr.com.au/investor-centre/. Shareholders will be given a reasonable opportunity at the Annual General Meeting to ask questions about, or make comments on, the remuneration report. If at least 25% of the votes cast are against the adoption of the remuneration report at this Annual General Meeting, and then again at the following annual general meeting, the Company will be required to put a resolution to the later annual general meeting to approve calling a further general meeting (spill resolution). If 50% or more of eligible votes cast are in favour of the spill resolution, the Company must convene a general meeting (spill meeting) within 90 days of the later annual general meeting. All of the Directors who were in office when the Directors’ report considered at the later annual general meeting was approved, will need to stand for re-election at the spill meeting. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – RANDOLF CLINTON Each Director of the Company was re-elected as a Director at the Company’s 2021 annual general meeting. Clause 13.3(b) of the Company’s Constitution requires that there must be an election of Directors at each annual general meeting of the Company. In accordance with this clause, it was decided by lot that Mr Clinton will be the Director to retire for re-election at the 2022 Annual General Meeting. Therefore, Mr Clinton retires pursuant to clause 13.3(b) of the Constitution and, being eligible, offers himself for re-election. The Board appointed Mr Clinton as a non-executive Director on 28 January 2021 (upon the merger with Comply Path). The Company conducted appropriate checks into Mr Clinton’s background and these checks did not reveal any information of concern. The Board consider Mr Clinton to be an independent Director. Mr Clinton has over 30 years of leadership experience in investment banking and financial markets, having worked in the UK, Singapore, HK & Australia for organisations such as; JPMorgan, Royal Bank of Scotland, Credit Suisse and ABN Amro. Those leadership roles included; Managing Director, Head of Cash Equities 8 Asia ex Japan & Head of Equities Distribution Asia Pacific for JPMorgan; Managing Director, Co-Head Australian Equities for JPMorgan; Managing Director, Head of Australian Equities for Royal Bank of Scotland. In addition, he has held Responsible Officer, Responsible Executive, Audit committee, directorships and global equity executive management committee roles in numerous geographies around the world. Mr Clinton has a very broad geographic, cultural, industry, management and business building experience having started, developed or managed businesses and/or teams in Korea, Taiwan, HK, China, Singapore, Malaysia, Thailand, Indonesia, Philippines, India, Pakistan, Dubai, Japan, UK and the US. In the last 7 years, Mr Clinton started Clinton Capital Partners which is a venture capital advisory business, that focuses on raising capital for early stage technology companies. He has significant experience in dealing with public and private companies, along with wholesale investors across the globe. Recommendation The Directors support the re-election of Mr Clinton. They (other than Mr Clinton) recommend that Shareholders vote in favour of Resolution 2 due to Mr Clinton’s leadership and business building experience. RESOLUTION 3 – APPROVAL OF ISSUE OF SECURITIES UNDER ASX LISTING RULE 7.1A Broadly speaking, and subject to a number of exceptions, ASX Listing Rule 7.1 limits the amount of equity securities that a listed company can issue 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 period. Under ASX Listing Rule 7.1A, however, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. Resolution 3 seeks Shareholder approval by way of special resolution for the Company to have the additional 10% capacity provided for in ASX Listing Rule 7.1A to issue equity securities without Shareholder approval (Additional Placement Capacity). The exact number of equity securities to be issued is not fixed and will be determined in accordance with the formula prescribed in ASX Listing Rule 7.1A.2 (see below). If Resolution 3 is passed, the Company will be able to issue equity securities up to the combined 25% limit in ASX Listing Rule 7.1 and 7.1A without any further Shareholder approval. If Resolution 3 is not passed, the Company will not be able to access the additional 10% capacity to issue equity securities without Shareholder approval provided for in ASX Listing Rule 7.1A and will remain subject to the 15% limit on issuing equity securities without Shareholder approval set out in ASX Listing Rule 7.1. Relevant Requirements of ASX Listing Rule 7.1A (a) Eligible entities An eligible entity for the purposes of ASX Listing Rule 7.1A is an entity that is not included in the S&P/ASX 300 Index and has a market capitalisation of $300 million or less. The Company is an eligible entity for these purposes. (b) Shareholder approval The Additional Placement Capacity must be approved by special resolution at an annual general meeting. A resolution under ASX Listing Rule 7.1A cannot be put at any other Shareholder meeting. As a special resolution, Resolution 3 requires approval of 75% of the votes cast by Shareholders present and eligible to vote. (c) Equity Securities Equity securities issued under the Additional Placement Capacity must be in the same class as an existing class of equity securities of the Company that are quoted on ASX and must be issued for a cash consideration. As at the date of this Notice of Annual General Meeting, the Company has only one class of equity securities quoted on ASX, being fully paid ordinary shares. 9 (d) Formula for calculating number of Equity Securities that may be issued under the Additional Placement Capacity If Resolution 3 is passed, the Company may issue or agree to issue, during the period of approval, the number of equity securities calculated in accordance with the following formula in ASX Listing Rule 7.1A.2: (AxD)-E Where: A D E The number of fully paid ordinary securities on issue 12 months before the date of issue or agreement to issue: • plus the number of ordinary securities to be added as set out in ASX Listing Rule 7.1; and • less the number of fully paid ordinary securities cancelled in the relevant period. 10% The number of equity securities issued or agreed to be issued under ASX Listing Rule 7.1A.2 in the 12 months before the date of issue or agreement to issue where the issue or agreement has not been subsequently approved by the holders of its ordinary securities under ASX Listing Rule 7.4. Information for Shareholders as required by ASX Listing Rule 7.3A In accordance with ASX Listing Rule 7.3A, information is provided in relation to the Additional Placement Capacity as follows: (a) Minimum price The issue price of the new equity securities will be no lower than 75% of the volume weighted average price (VWAP) for securities in the relevant quoted class calculated over the 15 trading days on which trades in that class were recorded immediately before: • the date on which the price of the equity securities to be issued is agreed by the entity and the recipient of the securities; or • if the equity securities are not issued within 10 trading days of the date above, the date on which the equity securities are issued. (b) Risk of economic and voting dilution If Resolution 3 is passed and the Company issues equity securities under the Additional Placement Facility, existing Shareholders' economic interests may be diluted if the equity securities are issued at a discount. Further, existing Shareholders' voting power in the Company will be diluted as shown in the table below, by up to 9.09%. There is a risk that: • the market price for the Company's existing equity securities may be significantly lower on the date of issue of the new equity securities than on the date of the Shareholder approval at the Annual General Meeting; and • the new equity securities may be issued at a price that is at a discount to the market price of the Company's existing equity securities on the issue date, which may have an effect on the amount of funds raised by the issue of the new equity securities, and also on the Company’s Share price post issue of the equity securities. The following table shows the dilution of existing Shareholders on the basis of the current market price of the Shares and the current number of Shares as at the date of this Notice of Annual General Meeting for variable "A". The table also shows: • two examples where variable "A" has increased by 50% and 100%. Variable "A" is based on the number of Shares the Company has on issue as at the date of this Notice of Annual General Meeting. The number of Shares may increase as a result of issues of Shares that do not require Shareholder approval (for example a pro rata entitlement issue or scrip issued under a takeover 10 offer) or future placements under ASX Listing Rule 7.1 that are approved by Shareholders in the future; and • two examples of where the issue price of Shares has decreased by 50% and increased by 50% as against the current market Share price (which, for the purposes of this table, is $0.021 as at Friday 7 October 2022). Variable 'A' in ASX Listing Rule 7.1A.2 Current Variable A (1,223,443,971 Shares) 50% increase in current Variable A (1,835,165,957 Shares) 100% increase in current Variable A (2,446,887,942 Shares) Dilution $0.0105 Number of Shares that could be issued under the Additional Placement Capacity (10%) Funds raised Number of Shares that could be issued under the Additional Placement Capacity (10%) Funds raised Number of Shares that could be issued under the Additional Placement Capacity (10%) Funds raised $0.021 $0.0315 Assuming 50% decrease in Issue Price 122,344,397 Shares Issue Price 122,344,397 Shares Assuming 50% increase in Issue Price 122,344,397 Shares $1,284,616 183,516,595 Shares $2,569,232 183,516,595 Shares $3,853,849 183,516,595 Shares $1,926,924 244,688,794 Shares $3,853,848 244,688,794 Shares $5,780,773 244,688,794 Shares $2,569,232 $5,138,465 $7,707,697 This table has been prepared on the following assumptions: • The Company issues the maximum number of equity securities available under the Additional Placement Capacity. • No Options are exercised into Shares before the date of the issue of the equity securities under the Additional Placement Capacity. • The table does not show an example of the economic dilution that may be caused to a particular Shareholder’s shareholding by reason of placements under the Additional Placement Capacity, based on that Shareholder's holding at the date of the Annual General Meeting. • The table shows only the effect of issues of equity securities under ASX Listing Rule 7.1A on the basis of the Company’s current issued share capital, not under the 15% placement capacity under ASX Listing Rule 7.1. • The issue of equity securities under the Additional Placement Capacity consists only of Shares. • The issue price is assumed to be the Share price of $0.021 at market close on Friday 7 October 2022 (rather than being based on the 15 day VWAP). • In each case, an issue of the maximum number of Shares under the Additional Placement Capacity would dilute the Shareholders as at the date immediately prior to the issue by up to 9.09%. For example, based on the current number of Shares, existing Shareholders would have 1,223,443,971 votes out of a total post-issue number of Shares of 1,345,788,368, representing 90.9% of the postissue total number of Shares (or a dilution of 9.09%). 11 (c) Placement Period Shareholder approval of the Additional Placement Capacity under ASX Listing Rule 7.1A is valid from 24 November 2022 (the date of the Annual General Meeting) and expires on the first to occur of: • the date that is 12 months after the date of the Annual General Meeting (being 24 November 2023); • the time and date of the Company’s next Annual General Meeting; and • the time and date of the approval by Shareholders of a transaction under ASX Listing Rule 11.1.2 (a significant change to the nature or scale of activities) or ASX Listing Rule 11.2 (disposal of main undertaking); (the Placement Period). (d) Purposes for which the new equity securities may be issued The Company may seek to issue new equity securities for cash consideration to raise funds for growth initiatives and business development opportunities, ‘business as usual’ software development, customer acquisition and/or for general working capital. (e) Allocation policy The Company's allocation policy for the issue of new equity securities under the Additional Placement Capacity will depend on the market conditions existing at the time of the proposed issue. The allottees will be determined at the relevant time having regard to factors such as: • the purpose of the issue; • the methods of raising funds that are available to the Company, including but not limited to, rights issues or other issues in which existing Shareholders can participate and other forms of equity and debt financing; • the effect of the issue of new equity securities on the control of the Company; • the circumstances of the Company, including, but not limited to, the financial situation of the Company; and • advice from corporate, financial and broking advisers (as relevant). As at the date of this Notice of Annual General Meeting the allottees are not known but may include existing substantial Shareholders and/or new Shareholders. No allottee under the Additional Placement Capacity is intended to be a related party or an associate of a related party. Existing Shareholders may or may not be entitled to subscribe for any equity securities issued under the Additional Placement Capacity and it is possible that their shareholding will be diluted. The Company will comply with the disclosure obligations under ASX Listing Rule 7.1A.4 on the issue of any new equity securities. (f) Details of equity securities issued under earlier placement capacity approval The Company has not issued or agreed to issue any equity securities under ASX Listing Rule 7.1A.2 in the 12 months preceding the date of the Annual General Meeting. (g) Voting exclusion A voting exclusion statement is included in this Notice of Annual Gene