Mali Lithium Limited : - Review of Managing Director Remuneration

Mr Chris Evans commenced as Managing Director of the Company on the 3rd of February 2019.

The remuneration package afforded Mr Evans was detailed in an ASX announcement dated 24 January 2019 and is comprised of two elements, Fixed Remuneration and Equity Incentives. The terms of the Employment Agreement require all Equity Incentives to be approved by shareholders and the Board prior to their award.

It was the Company's intention at the time of appointing Mr Evans to seek approval for the issue of all Equity Incentives simultaneously to provide for transparency.

Due to ASX listing rules however, Mr Evans' Equity Incentives, referred to as 'Remuneration Shares' in the ASX Announcement of 24 January 2019, could not be awarded as envisaged. Listing Rule 10.13.3 requires all shares approved by shareholders to be issued to Mr Evans within 30 days of shareholder approval. The last day for listed companies working to the calendar year to hold their Annual General Meeting is 30 May, whereas Mr Evans' employment contract requires the Remuneration Shares to be awarded over various years on 1 July. A variation to his contract was thus necessary.

Whilst shareholders voted on and approved the balance of the Equity Incentives set out in the ASX announcement of 24 January 2019, the Board resolved, in conjunction with Mr Evans, not to issue the shareholder approved Equity Incentives but to restructure the whole of the Equity Incentive package.

The overriding principles in taking this action were to achieve an outcome that: provided no greater benefit to Mr Evans than the value attributed to the Equity Incentives as set out in an independent valuation obtained by the Company on 26 March 2019.

All Equity Incentives to be issued to Mr Evans satisfy regulatory reporting requirements such that they can be voted on by shareholders at a single meeting in the interests of transparency.

The Company and Mr Evans have now reached agreement whereby the following Equity Incentives will be proposed to Shareholders at the next General Meeting.

The Performance Rights approved by shareholders on 27 May 2019, but not yet issued remain unchanged.

The three tranches of Incentive Options approved by shareholders on 27 May 2019 but not issued be replaced by a single tranche of Performance Rights. The value attributable to the Performance Rights will be of an equivalent value to the approved but not issued Incentive Options as disclosed and approved by shareholders in the 2019 Notice of Annual General Meeting.

The Performance Shares as set out in the ASX announcement of 24 January 2019, and for which the Company obtained an independent valuation on 26 March 2019, will be cancelled.

The amended terms of the Incentive Options are reflected in Annexure A to this announcement. There is no change to Mr Evans' Fixed Remuneration as set out in the ASX Announcement of 24 January 2019.

Contact:

Chris Evans

Tel: [phone]

About Mali Lithium

Mali Lithium Limited (ASX:MLL) is developing the world class Goulamina Lithium Project in Mali, West Africa. Goulamina is fully permitted and is one of the world's largest uncommitted hard rock Lithium Reserves. The company is currently completing its Definitive Feasibility Study and has released the results of its PreFeasibility Study (PFS) on the project to the ASX on 4 July 2018. The Company also has a diversified commodity portfolio containing prospective gold tenements in southern Mali from which it intends to generate near term value for shareholders.

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