Documents Referenced in the Notice of Meeting:

Notice of Annual General Meeting
Nomination of Nomination of Auditor
Constitution

ORDINARY BUSINESS

Items of business are:

ITEM 1:
FINANCIAL STATEMENTS AND REPORTS

To receive and consider the Company’s Annual Financial Report and the reports of the Directors and Auditor for the year ended 30 June 2023.

ITEM 2:
Resolution 1
ADOPTION OF DIRECTORS’ REMUNERATION REPORT

To consider, and if in favour, to pass the following Resolution under section 250R(2) Corporations Act (Cth): ‘That the Remuneration Report of the Directors for the financial year ended 30 June 2023 be adopted.’

Note:
This Resolution will be decided as if it were an ordinary resolution, but under section 250R(2) Corporations Act the vote on this Resolution is advisory only and does not bind the Directors.

Voting exclusion:

(a) Key management personnel (KMP) whose remuneration details are contained in the Remuneration Report (and their closely related parties) are restricted from voting onResolution 2 under section 250R(4)Corporations Act.

(b) KMP (or their closely related parties) appointed as a proxy must not vote on a Resolution connected directly or indirectly with the remuneration of KMP if the proxy is undirected unless:

(i) the proxy is the person chairing the meeting; and

(ii) the proxy appointment expressly authorises the person chairing the meeting to vote undirected proxies on such a resolution.

ITEM 3
Resolution 2
ELECTION OF DIRECTOR

To consider, and if in favour, to pass the following as an ordinary Resolution:

2. ‘That, Mr Jason Clive Pohl, a Director appointed under clause 11.4 of the constitution, having consented to act and being eligible, be elected as a Director of the Company.’

Note:

Information about the candidate appears in the Explanatory Memorandum.

ITEM 4
Resolution 3
RE-ELECTION OF DIRECTOR

To consider, and if in favour, to pass the following as an ordinary Resolution:

3. ‘That, Mrs Angela Obree, who retires byrotation under rule 11.2 of the Company’s constitution, and being eligible, having offered herself for re-election, be re-elected as a Director of the Company.’

Note:

Information about the candidate appears in the Explanatory Memorandum.

ITEM 5
Resolution 4
AMENDMENT OF CONSTITUTION

To consider, and if in favour, to pass the following as a special resolution:

4. That the constitution of the Company be amended in the manner set out in Annexure A of this notice of meeting.

Note:

This Resolution 4 is a special resolution and can only be passed if at least 75% of the votes cast, in person or by proxy, by members who are entitled to vote on the resolution, are in favour.

Information about the proposed amendments to the Constitution of the Company are set out in the Explanatory Memorandum and Annexure A of this notice of meeting.

ITEM 6
Resolution 5
CHANGE OF AUDITOR

To consider, and if in favour, to pass the following as an ordinary Resolution:

5. ‘That subject to the consent from ASIC to the current auditor resigning to appoint Augmented Audit Co Pty Ltd as auditor of the Company effective from the date of the Annual General Meeting.’

Note:

Information about the change of auditor appears in the Explanatory Memorandum.

The Company welcomes any feedback from Shareholders and will answer questions prior to the AGM and at the AGM. Should a Shareholder have a question about the contents of the Notice of Meeting, please email the Company Secretary at info@globalmastersfund.com.au.