TIDMSVML

RNS Number : 5845U

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 
  +61(8) 9322 6322 
  info@sovereignmetals.com 
 
 
 Nominated Adviser on AIM and 
  Joint Broker 
 SP Angel Corporate Finance LLP    +44 20 3470 0470 
 Ewan Leggat 
  Charlie Bouverat 
  Harry Davies-Ball 
 
 Joint Brokers 
 Berenberg                         +44 20 3207 7800 
 Matthew Armitt 
 Jennifer Lee 
 
 Tavistock PR                      +44 20 7920 3150 
 
 
 Resolution                              Number of Proxy Votes                        Number and Percentage          Voting 
                                                                                    of Votes cast on the Poll        Method 
                                                                                                                       and 
                                                                                                                     Result 
                               For        Against     Abstain      Proxy's        For        Against     Abstain 
                                                                  Discretion 
                           -----------  ----------  -----------  -----------  -----------  ----------  ----------- 
                                                                                                                     Carried 
 1. Remuneration                                                                                                     on vote 
  Report                    5,664,686     22,000     19,101,151   2,471,598    9,795,986     22,000     19,101,151   by poll 
                                                                                 (99.8%)      (0.2%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 2. Re-election                                                                                                      Carried 
  of Director -                                                                                                      on vote 
  Mr Ian Middlemas          23,241,037   1,546,800       -        2,471,598    27,372,337   1,546,800       -        by poll 
                                                                                  (95%)        (5%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 3. Re-election                                                                                                      Carried 
  of Director -                                                                                                      on vote 
  Dr Julian Stephens        23,241,037   1,546,800       -        2,471,598    27,372,337   1,546,800       -        by poll 
                                                                                  (95%)        (5%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 4. Renewal of                                                                                                       Carried 
  Employee Incentive                                                                                                 on vote 
  Equity Plan               19,359,686    10,000     5,418,151    2,471,598    23,490,986    10,000     5,418,151    by poll 
                                                                                 (99.9%)      (0.1%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 5. Issue of Performance 
  Rights to a Director                                                                                               Carried 
  - Mr Benjamin                                                                                                      on vote 
  Stoikovich                4,116,886    1,569,800   19,101,151   2,471,598    8,248,186    1,569,800   19,101,151   by poll 
                                                                                  (84%)        (16%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 6. Issue of Performance                                                                                             Carried 
  Rights to a Director                                                                                               on vote 
  - Mr Mark Pearce          4,116,886    1,569,800   19,101,151   2,471,598    8,248,186    1,569,800   19,101,151   by poll 
                                                                                  (84%)        (16%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 7. Issue of Performance                                                                                             Carried 
  Rights to a Director                                                                                               on vote 
  - Mr Nigel Jones          4,116,886    1,569,800   19,101,151   2,471,598    8,248,186    1,569,800   19,101,151   by poll 
                                                                                  (84%)        (16%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 8. Approval of                                                                                                      Carried 
  Additional 10%                                                                                                     on vote 
  Placement Capacity        24,715,837    72,000         -        2,471,598    28,847,137    72,000         -        by poll 
                                                                                 (99.8%)      (0.2%) 
                           -----------  ----------  -----------  -----------  -----------  ----------  -----------  -------- 
 

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             Selwyn Capital Limited (beneficial 
  (including registered holder)           interest) 
  Note: Provide details of the 
  circumstances giving rise to 
  the relevant interest. 
                                        ----------------------------------- 
 Date of change                          24 November 2023 
                                        ----------------------------------- 
  No. of securities held prior           (a) 4,190,000 
  to change 
                                          (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                     Not applicable - see nature 
  Note: If consideration is non-cash,     of change below 
  provide details and estimated 
  valuation 
                                        ----------------------------------- 
  No. of securities held after           (a) 4,190,000 
  change 
                                          (b) 600,000 
                                          (c) 350,000 
                                          (d) 500,000 
                                        ----------------------------------- 
 Nature of change                        Issue of Performance Rights 
  Example: on-market trade, off-market    following shareholder approval 
  trade, exercise of options, 
  issue of securities under dividend 
  reinvestment plan, participation 
  in buy-back 
                                        ----------------------------------- 
 

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

Part 3 - + Closed period

 
 Were the interests in the securities       No 
  or contracts detailed above traded 
  during a + closed period where prior 
  written clearance was required? 
 If so, was prior written clearance         Not applicable 
  provided to allow the trade to proceed 
  during this period? 
                                           --------------- 
 If prior written clearance was provided,   Not applicable 
  on what date was this provided? 
                                           --------------- 
 
 
 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)            *    Mr Mark Pearce and Mrs Natasha Pearce 
  Note: Provide details of the 
  circumstances giving rise to 
  the relevant 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           (a) 4,520,842 
  to change 
                                          (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                     Not applicable - see nature 
  Note: If consideration is non-cash,     of change below 
  provide details and estimated 
  valuation 
                                        ------------------------------------------------------- 
  No. of securities held after           (a) 4,520,842 
  change 
                                          (b) 300,000 
                                          (c) 250,000 
                                          (d) 400,000 
                                        ------------------------------------------------------- 
 Nature of change                        Issue of Performance Rights 
  Example: on-market trade, off-market    following shareholder approval 
  trade, exercise of options, 
  issue of securities under dividend 
  reinvestment plan, participation 
  in buy-back 
                                        ------------------------------------------------------- 
 

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

Part 3 - + Closed period

 
 Were the interests in the securities       No 
  or contracts detailed above traded 
  during a + closed period where prior 
  written clearance was required? 
 If so, was prior written clearance         Not applicable 
  provided to allow the trade to proceed 
  during this period? 
                                           --------------- 
 If prior written clearance was provided,   Not applicable 
  on what date was this provided? 
                                           --------------- 
 
 
 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             Redbeck Partners Ltd (beneficial 
  (including registered holder)           interest) 
  Note: Provide details of the 
  circumstances giving rise to 
  the relevant interest. 
                                        ---------------------------------- 
 Date of change                          24 November 2023 
                                        ---------------------------------- 
  No. of securities held prior           (e) 225,000 
  to change 
                                          (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                     Not applicable - see nature 
  Note: If consideration is non-cash,     of change below 
  provide details and estimated 
  valuation 
                                        ---------------------------------- 
  No. of securities held after                      (a) 225,000 
  change 
                                                     (b) 300,000 
                                                     (c) 100,000 
                                                     (d) 150,000 
                                        ---------------------------------- 
 Nature of change                        Issue of Performance Rights 
  Example: on-market trade, off-market    following shareholder approval 
  trade, exercise of options, 
  issue of securities under dividend 
  reinvestment plan, participation 
  in buy-back 
                                        ---------------------------------- 
 

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

Part 3 - + Closed period

 
 Were the interests in the securities       No 
  or contracts detailed above traded 
  during a + closed period where prior 
  written clearance was required? 
 If so, was prior written clearance         Not applicable 
  provided to allow the trade to proceed 
  during this period? 
                                           --------------- 
 If prior written clearance was provided,   Not applicable 
  on what date was this provided? 
                                           --------------- 
 
 
 Initial notification/Amendment   Initial 
 LEI                              213800NSPXSASTENFQ34 
                                 ------------------------------------- 
 Place of transaction             Australian Securities Exchange (ASX) 
                                 ------------------------------------- 
 

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