Announcement PDF Bannerman Energy Ltd W bannermanenergy.com Suite 7, 245 Churchill Avenue, Subiaco, Western Australia 6008 T +61 8 9381 1436 PO Box 1973, Subiaco, Western Australia 6008 E info@bmnenergy.com 6 October 2026 The Manager Market Announcements Office Australian Securities Exchange Dear Manager, NOTICE OF ANNUAL GENERAL MEETING The following documents were sent to shareholders today in relation to the Annual General Meeting of Bannerman Energy Ltd (ASX:BMN; OTCQX:BNNLF, NSX:BMN) (Bannerman or the Company) to be held on Thursday, 5 November 2026 at 10:00 am (AWST): 1. Letter to Shareholders regarding the Notice of Meeting 2. Notice of Meeting 3. Proxy Form. This announcement was authorised to be given to ASX by the Board of Directors of Bannerman. Yours faithfully, Karen Logan Joint Company Secretary Bannerman Energy Ltd W bannermanenergy.com Suite 7, 245 Churchill Avenue, Subiaco, Western Australia 6008 T +61 8 9381 1436 PO Box 1973, Subiaco, Western Australia 6008 E info@bmnenergy.com 6 October 2026 Dear Shareholder, NOTICE OF ANNUAL GENERAL MEETING Bannerman Energy Ltd (ASX:BMN; OTCQX:BNNLF, NSX:BMN) (Bannerman or the Company) is convening its Annual General Meeting of shareholders on Thursday, 5 November 2026 at 10:00 am (AWST). In accordance with section 110D of the Corporations Act 2001 (Cth), the Company will not be sending hard copies of the Notice of Meeting to Shareholders unless they have made a valid election to receive documents by hard copy. Instead, the Notice of Meeting can be viewed and downloaded from the Company’s website at: https://bannermanenergy.com/annual-general- meeting/ A copy of your personalised Proxy Form is enclosed for your convenience. To lodge your proxy vote online, please visit www.investorvote.com.au and enter the Control Number 189168, together with your unique SRN/HIN postcode or country of residence. Intermediary Online subscribers (custodians) should visit www.intermediaryonline.com. Once logged in, you can also provide your email address to receive all future shareholder communications from the Company electronically. The Company strongly encourages Shareholders to lodge a directed proxy vote online or by form in accordance with the instructions on the Proxy Form prior to the meeting. Your proxy vote must be received by 10:00 am (AWST) on Tuesday, 3 November 2026. Any proxy vote received after that time will not be valid for the meeting. If the above arrangements regarding the meeting change, Shareholders will be notified via the ASX Market Announcements Platform. The Notice of Meeting should be read in its entirety. If you are in doubt as to how you should vote, you should seek advice from your accountant, solicitor or professional adviser prior to voting. If you have questions about the meeting and voting arrangements or have any difficulties obtaining the Notice of Meeting, please email the Joint Company Secretaries at info@bmnenergy.com or call +61 8 9381 1436. Executive Chairman, Brandon Munro and Managing Director and Chief Executive Officer, Gavin Chamberlain, regularly communicate directly with Shareholders via email – if you would like to be included in these communications, please visit www.investorvote.com.au and follow the instructions above to add your email address and we will include you on future email communications. Yours faithfully, Karen Logan Joint Company Secretary BANNERMAN ENERGY LTD ABN 34 113 017 128 NOTICE OF ANNUAL GENERAL MEETING Notice is given that the Meeting will be held at: TIME: 10:00 am (AWST) DATE: Thursday, 5 November 2026 PLACE: Subiaco Meeting Rooms, Level 1, Suite 9 110 Hay Street SUBIACO WA 6008 The business of the Meeting affects your shareholding, and your vote is important. This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting. The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 4pm (AWST) on 3 November 2026. Webcast details The Company advises that Shareholders that are not able to attend the Meeting physically will be able to watch, and listen to, a live webcast of the Meeting. The webcast will be an opportunity to view the proceedings and presentations at the Meeting and for Shareholders to submit online written questions during the Meeting. Shareholders wishing to watch the Meeting webcast should register online via this link: https://us02web.zoom.us/webinar/register/WN_fJiDi2ccSsquaQQ8_aHy7g Please note that the webcast is provided for convenience only and does not replace the physical Meeting where Shareholders will have the ability to participate and vote. Shareholders will not be able to vote via the webcast facility. Shareholders wishing to vote at the Meeting should either attend in person or follow the instructions for proxy voting set out in this Notice of Meeting. 1 2519-0525138518 BUSINESS OF THE MEETING AGENDA FINANCIAL STATEMENTS AND REPORTS To receive and consider the annual financial report of the Company for the financial year ended 30 June 2026 together with the declaration of the Directors, the Directors’ report, the Remuneration Report and the auditor’s report. 1. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution: “That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company’s annual financial report for the financial year ended 30 June 2026.” Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company. Note: A voting prohibition statement applies to this Resolution. Please see below. 2. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – MR DANNY GOEMAN 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 15.4 of the Constitution and for all other purposes, Mr Danny Goeman, a Director who retires pursuant to clause 15.4 of the Constitution and, being eligible, offers himself for re-election, is re-elected as a Director.” 3. RESOLUTION 3 – RE-ELECTION OF DIRECTOR – MR BRANDON MUNRO To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, in accordance with clause 15.2 of the Constitution, Mr Brandon Munro, a Director who retires by rotation and, being eligible, offers himself for re-election, is re-elected as a Director.” 4. RESOLUTION 4 – RE-ELECTION OF DIRECTOR – MS ALISON TERRY To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, in accordance with clause 15.2 of the Constitution, Ms Alison Terry, a Director who retires by rotation and, being eligible, offers herself for re-election, is re-elected as a Director.” 2 2519-0525138518 5. RESOLUTION 5 – RATIFICATION OF PRIOR ISSUE OF PLACEMENT SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders approve and ratify the issue of 31,000,000 Shares to various institutional and sophisticated investors on the terms and conditions set out in the Explanatory Statement.” Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of any person who participated in the issue or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 6. RESOLUTION 6 – ISSUE OF SHARES TO CPU SHARE PLANS PTY LIMITED (FOR THE PURPOSES OF THE EMPLOYEE SHARE TRUST) To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of 73,090 Shares to CPU Share Plans Pty Limited (the trustee of the Bannerman Energy Employee Share Trust) on the terms and conditions set out in the Explanatory Statement.” Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company), or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: 3 2519-0525138518 (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 7. RESOLUTION 7 – ISSUE OF SECURITIES TO MR DANNY GOEMAN UNDER THE NEDSIP To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, and subject to Resolution 2 being passed, approval is given for the Company to issue Incentives to Mr Danny Goeman, or his nominee, under the NEDSIP in satisfaction of the following amounts of his director’s fees: (a) in the financial year ending 30 June 2027, $25,000; and (b) in the financial year ending 30 June 2028, $25,000, with the maximum number of such Incentives to be determined in accordance with the formula set out in, and the Incentives otherwise to be issued on the terms described in, the Explanatory Statement.” Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2, or 10.14.3 who is eligible to participate in the NEDSIP, or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 8. RESOLUTION 8 – ISSUE OF SECURITIES TO MR GAVIN CHAMBERLAIN (MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER) UNDER THE EMPLOYEE INCENTIVE PLAN To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of 279,958 ZEPOs to Mr Gavin Chamberlain, or his nominee, under the Employee Incentive Plan on the terms described in the Explanatory Statement.” 4 2519-0525138518 Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2, or 10.14.3 who is eligible to participate in the Employee Incentive Plan, or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 9. RESOLUTION 9 – ISSUE OF SECURITIES TO MR BRANDON MUNRO (EXECUTIVE CHAIR) UNDER THE EMPLOYEE INCENTIVE PLAN To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the issue of 173,828 ZEPOs to Mr Brandon Munro, or his nominee, under the Employee Incentive Plan on the terms described in the Explanatory Statement.” Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2, or 10.14.3 who is eligible to participate in the Employee Incentive Plan, or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 5 2519-0525138518 10. RESOLUTION 10 – APPROVAL OF INCREASE IN THE ANNUAL NON-EXECUTIVE DIRECTOR FEE POOL To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 10.17 and clause 15.8 of the Constitution and for all other purposes, the maximum annual aggregate remuneration that may be paid to the Company’s non-executive Directors for their ordinary services as Directors is increased from $750,000 per annum to $1,000,000 per annum.” Voting Exclusion Statement: The Company will disregard any votes cast in favour of this Resolution by or on behalf of a Director of the Company, or any associates (as defined in the Listing Rules) of those persons. However, the Company need not disregard a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair 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) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) 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 (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. CHAIR’S VOTING INTENTIONS FOR UNDIRECTED PROXIES To the maximum extent permitted, the Chair intends to vote all undirected proxies held in favour of all Resolutions. In exceptional circumstances, the Chair may change his voting intention on any Resolution, in which case an ASX announcement will be made. Voting Prohibition Statement Resolution 1 – Adoption of Remuneration Report A vote on this Resolution must not be cast (in any capacity) by or on behalf of either of the following persons: (a) a member of the key management personnel, details of whose remuneration are included in the Remuneration Report; or (b) a closely related party of such a member. However, a person (the voter) described above may cast a vote on this Resolution as a proxy if the vote is not cast on behalf of a person described above and either: (a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on this Resolution; or (b) the voter is the Chair and the appointment of the Chair as proxy: (i) does not specify the way the proxy is to vote on this Resolution; and (ii) expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with the remuneration of a member of the key management personnel. 6 2519-0525138518 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. In accordance with section 249L of the Corporations Act, Shareholders are advised that: • each Shareholder has a right to appoint a proxy; • the proxy need not be a Shareholder of the Company; and • a Shareholder who is entitled to cast two (2) or more votes may appoint two (2) proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints two (2) proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes. Shareholders and their proxies should be aware that: • if proxy holders vote, they must cast all directed proxies as directed; and • any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed. Voting Prohibition by Proxies (Remuneration of key management personnel) To the extent required by section 250BD of the Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment, on Resolutions 1, 6, 7, 8, 9 or 10 if the person is either a member of the Company’s key management personnel or a closely related party of such a member and the appointment does not specify the way the proxy is to vote on the relevant Resolution. However, the proxy may vote if the proxy is the Chair and the appointment expressly authorises the Chair to exercise the proxy even if the Resolutions are connected directly or indirectly with the remuneration of a member of key management personnel. If the Chair is appointed as your proxy and you have not specified the way the Chair is to vote on Resolutions 1, 6, 7, 8, 9 or 10, by signing and returning the Proxy Form (including via an online facility), you are considered to have provided the Chair with an express authorisation for the Chair to vote the proxy in accordance with the Chair's intention, even though the Resolutions are connected directly or indirectly with the remuneration of a member of key management personnel. Voting in person To vote in person, attend the Meeting at the time, date and place set out above. You may still attend the Meeting and vote in person even if you have appointed a proxy. If you have previously submitted a Proxy Form, your attendance will revoke your proxy’s entitlement to vote. Please bring your personalised Proxy Form with you as it will help you to register your attendance at the Meeting. If you do not bring your Proxy Form with you, you can still attend the Meeting but representatives from Computershare will need to verify your identity. You can register from 9.30 am on the day of the Meeting. Should you wish to discuss the matters in this Notice of Meeting, please do not hesitate to contact the Joint Company Secretaries at info@bmnenergy.com or on +61 8 9381 1436. Dated: 6 October 2026 By order of the Board Karen Logan Joint Company Secretary 7 2519-0525138518 EXPLANATORY STATEMENT This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions. FINANCIAL STATEMENTS AND REPORTS In accordance with the Corporations Act, the business of the Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 June 2026, together with the declaration of the Directors, the Directors’ report, the Remuneration Report and the auditor’s report. The Company will not provide a hard copy of the Company’s annual financial report to Shareholders unless specifically requested to do so. The Company’s annual financial report is available on its website at www.bannermanenergy.com. Shareholders will be provided with a reasonable opportunity to ask questions or make statements in relation to these reports or the management of the Company. The Company’s auditor, Ernst & Young, will be present at the Meeting and Shareholders will have an opportunity to ask the auditor questions in relation to the conduct of the audit, the Auditor’s Report, the Company’s accounting policies, and the independence of the auditor. The auditor will also respond to written questions on the content of the Auditor’s Report or the conduct of the audit of the annual financial report of the Company for the financial year ended 30 June 2026 provided these are submitted to the Company no later than five business days prior to the Meeting. There is no requirement for Shareholders to approve the Company’s annual financial report. 1. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT 1.1 General The Corporations Act requires that, at a listed company’s annual general meeting, a resolution that the remuneration report be adopted must be put to the shareholders. However, such a resolution is advisory only and does not bind the company or the directors of 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 contained in the annual financial report of the company for a financial year. The chair of the meeting must allow a reasonable opportunity for its shareholders to ask questions about or make comments on the remuneration report at the annual general meeting. 1.2 Voting consequences A company is required to put to its shareholders a resolution proposing the calling of another meeting of shareholders to consider the appointment of directors of the company (Spill Resolution) if, at two consecutive annual general meetings, at least 25% of the votes cast on a remuneration report resolution are voted against adoption of the remuneration report and at the first of those annual general 8 2519-0525138518 meetings a Spill Resolution was not put to vote. If required, the Spill Resolution must be put to vote at the second of those annual general meetings. If more than 50% of votes cast are in favour of the Spill Resolution, the company must convene a shareholder meeting (Spill Meeting) within 90 days of the second annual general meeting. All of the directors of the company who were in office when the directors' report (as included in the company’s annual financial report for the most recent financial year) was approved, other than the managing director of the company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting. Following the Spill Meeting, those persons whose election or re-election as directors of the company is approved will be the directors of the company. 1.3 Previous voting results At the Company’s previous annual general meeting, the votes cast against the remuneration report considered at that annual general meeting were less than 25%. Accordingly, the Spill Resolution is not relevant for this Annual General Meeting. 1.4 Board Recommendation The Board recommends that Shareholders vote in favour of the adoption of the Remuneration Report. 2. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – MR DANNY GOEMAN 2.1 General In accordance with clause 15.4 of the Constitution, a Director appointed by the Board to fill a casual vacancy holds office until the next annual general meeting (being the Meeting) and is eligible for re-election. Mr Danny Goeman was appointed as a Director by the Board on 3 March 2026 to fill a casual vacancy. If re-elected pursuant to Resolution 2, Mr Goeman will continue to serve for a further term of up to three years or until the third AGM following his re-election, in accordance with clause 15.2 of the Constitution. 2.2 Qualifications and other material directorships Mr Goeman has over 30 years of strategic marketing experience. He has a wealth of experience in portfolio optimisation including industry analysis, high level commercial negotiations, market segmentation, and product placement across different geographies including Australia, Asia, Africa, and Europe. Mr Goeman is currently Chief Marketing Officer at Hancock Iron Ore. He previously held the role of Global Director Sales & Marketing and Shipping at Fortescue Metals, before becoming the Senior Advisor to the Chief Executive Officer. Prior to Fortescue Metals, he was the Head of Marketing at international potash development company, Danakali, where he developed the offtake strategy and offtake contract framework and led the offtake negotiations on behalf of the Colluli Mining Share Company. He became the Chief Executive Officer from September 2017 to August 2018. 9 2519-0525138518 Prior to Danakali, Mr Goeman spent 25 years with Rio Tinto in Australia and Asia, and held several senior positions including, General Manager Sales & Marketing, General Manager Industry Analysis, and Chief Price Negotiator Asia. Mr Goeman was previously a non-executive director of RareX Ltd. Since his appointment to the Board on 3 March 2026, Mr Goeman has contributed significant leadership and strategic marketing expertise. Mr Goeman is chair of the Product Offtake Committee, drawing on his extensive experience in offtake strategy, portfolio optimisation and industry analysis. The Company has undertaken the appropriate searches from government authorities, none of which revealed any information of concern. Mr Goeman has reconfirmed that he has sufficient time to meet his responsibilities as a Director of Bannerman. 2.3 Independence If re-elected, the Board will consider Mr Goeman to be an independent Director. 2.4 Board recommendation The Board has reviewed Mr Goeman’s performance since his appointment to the Board. It considers that Mr Goeman’s skills and experience will continue to enhance the Board’s ability to perform its role. Accordingly, the Board (with Mr Goeman abstaining) supports the re-election of Mr Goeman and recommends that Shareholders vote in favour of Resolution 2. 3. RESOLUTION 3 – RE-ELECTION OF DIRECTOR – MR BRANDON MUNRO 3.1 General In accordance with clause 15.2 of the Constitution, one third of the Directors must retire at each annual general meeting, and a Director (other than the Managing Director) must not hold office (without re-election) past the third annual general meeting following the director’s appointment or 3 years, whichever is longer. Mr Brandon Munro, who has served as a Director since 2016, retires by rotation and, being eligible, seeks re-election. Mr Munro is Executive Chairman of the Company. He was previously the Managing Director of the Company and was therefore exempt from the rotation and r