Harvest Minerals : HMI - AGM Notice of Meeting 10112020.pdfPDF, 235 KB

HARVEST MINERALS LIMITED

ACN 143 303 388

NOTICE OF ANNUAL GENERAL MEETING

TIME:	4:00pm (WST)
DATE:	10	November 2020
PLACE:	22	Lindsay Street, Perth WA 6000

This Notice of Annual General Meeting is an important document and requires your immediate attention. Please read it carefully. If you are in doubt as to what you should do, please consult your professional adviser.

CONTENTS PAGE

Notice of Annual General Meeting (setting out the proposed resolutions)	2
Explanatory Statement (explaining the proposed resolutions)	3
Glossary	3

IMPORTANT INFORMATION

TIME AND PLACE OF MEETING

The Annual General Meeting of the Shareholders of Harvest Minerals Limited which this Notice of Annual General Meeting relates to will be held at 4:00pm (WST) on 10 November 2020 at 22 Lindsay Street, Perth WA 6000.

SPECIAL NOTICE REGARDING COVID-19

In view of the evolving Covid-19 situation and public health concerns, the Board is monitoring closely how matters develop over the coming months. The health of the Company's shareholders, as well as its employees and other stakeholders is of paramount importance. The Board encourages shareholders to monitor the Company's website for any updates in relation to the Meeting that may be provided.

VOTING IN PERSON

To vote in person, attend the Annual General Meeting on the date and at the place set out above.

VOTING BY PROXY

To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.

Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

• the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed); and
• if the proxy has 2 or more appointments that specify different ways to vote on the resolution - the proxy must not vote on a show of hands; and
• if the proxy is the chair of the meeting at which the resolution is voted on - the proxy must vote on a poll, and must vote that way (i.e. as directed); and
• if the proxy is not the chair - the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

Transfer of non-chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

• an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members; and
• the appointed proxy is not the chair of the meeting; and
• at the meeting, a poll is duly demanded on the resolution; and
• either of the following applies:

1. the proxy is not recorded as attending the meeting;

1. the proxy does not vote on the resolution,

the chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.

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NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of Shareholders of Harvest Minerals Limited will be held at 22 Lindsay Street, Perth WA 6000 at 4:00pm (WST) on 10 November 2020.

The Explanatory Statement provides additional information on matters to be considered at the Annual General Meeting. The Explanatory Statement and the Proxy Form are part of this Notice of 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 of the Company on 8 November 2020 at 4:00pm (WST).

Terms and abbreviations used in this Notice and Explanatory Statement are defined in the Glossary.

AGENDA

ORDINARY BUSINESS

Financial Statements and Reports

To receive and consider the annual financial report of the Company for the six months year ended 31 December 2019 together with the declaration of the directors, the directors' report, the remuneration report and the auditor's report.

1. RESOLUTION 1 - RE-ELECTION OF A DIRECTOR - MR JACK JAMES

To consider and if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:

"That, for the purpose of clause 14.2 of the Constitution and for all other purposes, Mr Jack James, a Director, retires by rotation, and being eligible, is re-elected as a Director."

DATED: 7 OCTOBER 2020

BY ORDER OF THE BOARD

JACK JAMES

COMPANY SECRETARY

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EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of the Shareholders of the Company in connection with the business to be conducted at the Annual General Meeting to be held at 22 Lindsay Street, Perth, WA 6000 at 4:00pm (WST) on 10 November 2020.

This purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions in the Notice of Meeting.

1. FINANCIAL STATEMENTS AND REPORTS
   In accordance with the Constitution, the business of the Annual General Meeting will include receipt and consideration of the annual financial report of the Company for the six months ended 31 December 2019 together with the declaration of the directors, the directors' report, the remuneration report and the auditor's report.
   The Company is not required to provide a hard copy of the Company's annual financial report to Shareholders unless a
   Shareholder has specifically elected to receive a printed copy.
   Whilst the Company will not provide a hard copy of the Company's annual financial report unless specifically requested to do so, Shareholders may view the Company's annual financial report on its website at www.harvestminerals.net.
2. RESOLUTION 1 - RE-ELECTION OF DIRECTOR - MR JACK JAMES
   Clause 14.2 of the Constitution requires that if the Company has three or more Directors, one third (or the number nearest one-third) of those Directors must retire at each annual general meeting, provided always that no Director (except a Managing Director) shall hold office for a period in excess of 3 years, or until the third annual general meeting following his or her appointment, whichever is the longer, without submitting himself or herself for re-election.
   A Director who retires by rotation under clause 14.2 of the Constitution is eligible for re-election. Accordingly, Mr Jack James retires in accordance with the Constitution and, being eligible for re-election, offers himself for re-election at the Annual General Meeting.
3. ENQUIRIES
   Shareholders are required to contact the Company Secretary on [phone] if they have any queries in respect of the matters set out in these documents.

GLOSSARY

$ means Australian dollars.

Annual General Meeting or Meeting means the meeting convened by the Notice.

ASIC means the Australian Securities and Investments Commission.

Board means the board of directors of the Company.

Business Day means Monday to Friday inclusive, except New Year's Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that AIM declares is not a business day.

Company means Harvest Minerals Limited (ACN 143 303 388).

Constitution means the Company's constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Directors mean the current directors of the Company.

Explanatory Statement means the explanatory statement to the Notice.

Notice of Meeting or Notice of Annual General Meeting means this notice of annual general meeting including the Explanatory Statement.

Proxy Form means the proxy form accompanying the Notice.

Resolutions means the resolutions set out in the Notice of Meeting, or any one of them, as the context requires.

Shareholder means a shareholder in the Company.

WST means Western Standard Time as observed in Perth, Western Australia.

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HARVEST MINERALS LIMITED ACN 143 303 388

ANNUAL GENERAL MEETING - APPOINTMENT OF PROXY

I/We

of

being a Shareholder of Harvest Minerals Limited, entitled to attend and vote at the Annual General Meeting, hereby

Appoint Name of proxy

OR		the Chair as my proxy

or failing the person so named or, if no person is named, the Chair, or the Chair's nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit, at the Annual General Meeting to be held at 4:00pm (WST), on 10 November 2020 at 22 Lindsay Street, Perth, WA 6000, and at any adjournment thereof.

AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS

CHAIR'S VOTING INTENTION IN RELATION TO UNDIRECTED PROXIES

The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. In exceptional circumstances the Chair may change his/her voting intention on any Resolution. In the event this occurs an AIM announcement will be made immediately disclosing the reasons for the change.

Voting on Business of the Annual General Meeting	FOR	AGAINST ABSTAIN
Resolution 1	Re-Election of a Director - Mr Jack James

Please note: If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution on a show of hands or on a poll and your votes will not to be counted in computing the required majority on a poll.

If two proxies are being appointed, the proportion of voting rights this proxy represents is		%
Signature of Shareholder(s):				Date: ______________________
Individual or Shareholder 1		Shareholder 2		Shareholder 3
Sole Director/Company Secretary		Director		Director/Company Secretary

Contact Name: ______________________________________ Contact Ph (daytime): ______________________________

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HARVEST MINERALS LIMITED

ACN 143 303 388

Instructions for Completing 'Appointment of Proxy' Form

1. (Appointing a Proxy): A member entitled to attend and vote at an Annual General Meeting is entitled to appoint not more than two proxies to attend and vote on a poll on their behalf. The appointment of a second proxy must be done on a separate copy of the Proxy Form. Where more than one proxy is appointed, such proxy must be allocated a proportion of the member's voting rights. If a member appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half the votes. A duly appointed proxy need not be a member of the Company.
2. (Direction to Vote): A member may direct a proxy how to vote by marking one of the boxes opposite each item of business. Where a box is not marked the proxy may vote as they choose. Where more than one box is marked on an item the vote will be invalid on that item.
3. (Signing Instructions):
4. • (Individual): Where the holding is in one name, the member must sign.
   • (Joint Holding): Where the holding is in more than one name, all of the members should sign.
   • (Power of Attorney): If you have not already provided the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.
   • (Companies): Where the company has a sole director who is also the sole company secretary, that person must sign. Where the company (pursuant to Section 204A of the Corporations Act) does not have a company secretary, a sole director can also sign alone. Otherwise, a director jointly with either another director or a company secretary must sign. Please sign in the appropriate place to indicate the office held.
5. (Attending the Meeting): Completion of a Proxy Form will not prevent individual members from attending the Annual General Meeting in person if they wish. Where a member completes and lodges a valid Proxy Form and attends the Annual General Meeting in person, then the proxy's authority to speak and vote for that member is suspended while the member is present at the Annual General Meeting.
6. (Return of Proxy Form): To vote by proxy, please complete and sign the enclosed Proxy Form and return by:

1. deliver the proxy form by hand to the Company's registered office at 22 Lindsay Street, Perth, Western Australia;
2. mail the proxy form to the Company's registered office at PO Box 8546, Perth BC, Western Australia, 6849; or
3. send the proxy from by facsimile to the Company on facsimile number [phone],
4. send by email to the Company at [e-mail]

so that it is received not later than 4.00pm (WST) on 8 November 2020.

Proxy forms received later than this time will be invalid.

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