Notice of Annual General Meeting, Proxy Form & Access Letter
Released
Released
Announcement PDF
Ocean Sciences Ltd
Suite 303, 365 Little
Collins Street,
Melbourne, VIC, 3000
ACN: 009 104 330
Ocean Sciences Ltd
26 November 2026
12:00PM AEDT
Address
Ground Floor, 365 Little Collins Street, Melbourne VIC 3000
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.
Notice of 2026 Annual General Meeting
Explanatory Statement | Proxy Form
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 2
Contents
Venue and Voting Information 2
Notice of Annual General Meeting – Agenda and Resolutions 4
Notice of Annual General Meeting – Explanatory Statement 9
Glossary 16
Schedule 1 – Auditor Nomination Letter 18
Important Information for Shareholders about the Company’s AGM
This Notice is given based on circumstances as at 23 October 2026. Should circumstances change,
the Company will make an announcement on the ASX market announcements platform and on
the Company’s website at https://bphglobal.com/. Shareholders are urged to monitor the ASX
announcements platform and the Company’s website.
Venue and Voting Information
The Annual General Meeting of the Shareholders to which this Notice of Meeting relates will be
held at 12:00pm AEDT on 26 November 2026 at Ground Floor Business Centre, 365 Little Collins
Street, Melbourne VIC 3000.
Your vote is important
The business of the Meeting affects your shareholding and your vote is important.
Voting in person
To vote in person, attend the Meeting on the date and at the place set out above.
Voting by proxy
To vote by proxy, please use one of the following methods:
Online Lodge the Proxy Form online at https://investor.automic.com.au/#/loginsah by
following the instructions: Login to the Automic website using the holding details as
shown on the Proxy Form. Click on ‘View Meetings’ – ‘Vote’. To use the online
lodgement facility, Shareholders will need their holder number (Securityholder
Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the
front of the Proxy Form.
For further information on the online proxy lodgement process please see the
Online Proxy Lodgement Guide at https://www.automicgroup.com.au/virtual-
agms/
By post Automic, GPO Box 5193, Sydney NSW 2001
By hand Automic, Level 5, 126 Phillip Street, Sydney NSW 2000
By email Completing the enclosed Proxy Form and emailing it to:
meetings@automicgroup.com.au
Your Proxy instruction must be received not later than 48 hours before the commencement of the
Meeting. Proxy Forms received later than this time will be invalid.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 3
Power of Attorney
If the proxy form is signed under a power of attorney on behalf of a Shareholder, then the attorney
must make sure that either the original power of attorney or a certified copy is sent with the proxy
form, unless the power of attorney has already provided it to the Share Registry.
Corporate Representatives
If a representative of a corporate Shareholder or a corporate proxy will be attending the Meeting,
the representative should bring to the Meeting adequate evidence of their appointment, unless
this has previously been provided to the Share Registry.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 4
Notice of Annual General Meeting
Notice is hereby given that the 2026 Annual General Meeting of Shareholders of Ocean Sciences
Ltd ACN 009 104 330 will be held at 12:00pm AEDT on 26 November 2026 at Ground Floor Business
Centre, 365 Little Collins Street, Melbourne VIC 3000 (Meeting).
The Explanatory Statement to this Notice of Meeting provides additional information on matters
to be considered at the Annual General Meeting. The Explanatory Statement and the Proxy Form
form 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 Meeting are those who are registered
Shareholders at 7:00pm AEDT on 24 November 2026.
Terms and abbreviations used in this Notice of Meeting and Explanatory Statement (Notice) are
defined within the Notice and the Glossary.
Agenda
Financial statements and reports
The Meeting will consider the financial statements and reports of the Company including the
income statement, balance sheet, statement of changes in equity, cash flow statement, the notes
to the financial statements, the Directors’ declaration and the reports of the Directors and Auditors
for the 2026 financial year.
While no resolution is required in relation to this item, Shareholders will be given the opportunity
to ask questions and make comments on the financial statements and reports.
A representative of Company’s auditor, HLB Mann Judd (VIC Partnership), 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 Company’s Annual Report can be viewed online on the ASX announcements platform
www.asx.com.au (ASX code: OSS) and the Company’s website https://bphglobal.com/
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 5
Resolutions
Resolution 1 – Adoption of Remuneration Report
To consider and, if thought fit, to pass the following resolution as a Non-Binding Resolution:
“That, for the purpose 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.
Resolution 2 – Re-election of Francesco Cannavo as Director
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“That, Francesco Cannavo, a Director of the Company, retires and being eligible offers himself for re-
election as a Director, is re-elected a Director effective immediately.”
Resolution 3 – Appointment of Auditor
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“That, subject to and conditional on the Australian Securities and Investments Commission consenting
to the resignation of HLB Mann Judd as auditor of the Company under section 329(5) of the Corporations
Act, the Company appoint HLB Mann Judd Audit and Assurance (Vic) Pty Ltd as auditor of the Company,
effective from the date of this Meeting.”
Resolution 4 – ASX Listing Rule 7.1A Approval of Future Issue of
Securities.
To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“That, for the purposes of ASX Listing Rule 7.1A and for all other purposes, the Shareholders approve the
issue of equity securities up to 10% of the issued capital of the Company (at the time of issue) calculated
in accordance with the formula prescribed in ASX Listing Rule 7.1A.2 and otherwise on the terms and
conditions set out in the Explanatory Statement which accompanies and forms part of this Notice of
Meeting.”
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 6
Voting Prohibitions and Exclusions
Resolution 1
Voting Prohibition Statement: In accordance with section 250BD of the
Corporations Act, the Company will disregard any votes cast on Resolution 1 by or
on behalf of a Restricted Voter. However, the Company need not disregard a vote
if:
(a) it is cast by a person as a proxy appointed in writing that specifies how the
proxy is to vote on Resolution 1; and
(b) it is not cast on behalf of a Restricted Voter.
If you appoint the the Chair and you are not a Restricted Voter, by submitting the
Proxy Form you authorise the Chair to exercise the proxy even though Resolution
1 is connected directly or indirectly with the remuneration of a KMP and you will be
taken to have directed the Chair to vote in accordance with his or her stated
intention to vote in favour of Resolution 1. If you do not want your vote exercised
in favour of Resolution 1, you should direct the Chair to vote “against”, or to abstain
from voting on, this Resolution.
Determination of voting entitlement
For the purpose of determining a person’s entitlement to vote at the Meeting, a person will be
recognised as a Shareholder and the holder of Shares if that person is registered as a holder of
those Shares at 7:00pm AEDT on 24 November 2026.
Votes
Voting on each resolution will be by way of a poll, every member present in person or by attorney
or by proxy or, in the case of a body corporate, by a representative, shall have one vote for each
share held by him, her or it.
On a poll, every member present in person or by attorney or by proxy or, in the case of a body
corporate, by a representative, shall have one vote for each share held by him, her or it.
Proxies
A Shareholder entitled to attend and vote is entitled to appoint a proxy to attend and vote instead
of the Shareholder.
Where the Shareholder is entitled to cast two or more votes, the Shareholder may appoint two
proxies and may specify the proportion or number of votes each proxy is appointed to exercise.
If the Shareholder appoints two proxies and the appointment does not specify the proportion or
number of the Shareholder’s votes each proxy may exercise, each proxy may exercise half of the
votes. A proxy need not be a Shareholder.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 7
To be effective, the instrument of appointment of a proxy (and power of attorney or other
authority, if any, under which it is signed or a certified copy of that power or authority) must be
received by the Company, by mail at Automic GPO Box 5193, Sydney NSW 2001, in person Level 5,
126 Phillip Street Sydney NSW 2000, by email at meetings@automicgroup.com.au or online at
https://investor.automic.com.au/#/loginsah by 48 hours prior to commencement of the Meeting.
If you choose to appoint a proxy, you are encouraged to direct your proxy how to vote on the
Resolutions by marking either “For”, “Against” or “Abstain” on the form of proxy for that item of
business.
Subject to the voting restrictions set out in the Voting Exclusion Statements, the Chair will vote
undirected proxies on, and in favour of Resolutions 1 to 4.
If the proxy is the Chair, the Chair can vote undirected proxies on Resolution 1, provided that the
proxy form expressly authorises the Chair to vote on this Resolution even though this Resolution
is connected with the remuneration of key management personnel (KMP).
A form of proxy accompanies this Notice.
Questions and Comments by Shareholders
A reasonable opportunity will be given to Shareholders to ask questions and/or make comments
on the management of the Company at the Meeting.
A reasonable opportunity will be given for Shareholders to ask questions of the Company’s
external auditor, HLB Mann Judd. These questions should be relevant to:
(a) the conduct of the audit;
(b) the preparation and contents of the audit report;
(c) the accounting policies adopted by the Company in relation to the preparation of its financial
statements; and
(d) the independence of the auditor in relation to the conduct of the audit.
Shareholders may also submit a written question to HLB Mann Judd if the question is relevant to
the content of the audit report or the conduct of its audit of the Company’s financial report for the
year ended 30 June 2026. Relevant written questions for the auditor must be received by the
Company no later than 12:00pm AEDT on 19 November 2026. A representative of HLB Mann Judd
will provide answers to the questions at the Meeting. Questions can be sent by email to the
Company Secretary at justyn@stedwell.com.au or by post to Ocean Sciences Ltd, Suite 303, 365
Little Collins Street, Melbourne VIC 3000.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 8
Explanatory Statement
This Explanatory Statement has been prepared for the information of the Shareholders in
connection with the business to be conducted at the Annual General Meeting to be held at
12:00pm AEDT on 26 November 2026 at Ground Floor, 365 Little Collins Street, Melbourne VIC
3000.
The 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.
If you are in any doubt about what to do in relation to the Resolutions contained in the Notice of
Meeting and this Explanatory Statement, it is recommended that you seek advice from an
accountant, solicitor or other professional advisor.
Full details of the business to be considered at the Meeting are set out below.
Agenda
Ordinary business
Financial statements and reports
In accordance with the Constitution and the Corporations Act, the business of the Annual General
Meeting will include receipt and consideration of the Annual Financial Report together with the
declaration of the Directors, the Director’s Report, the Remuneration Report and the Auditor’s
Report.
In accordance with the amendments to the Corporations Act, the Company is no longer required
to provide a hard copy of the 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 Annual Financial Report unless specifically
requested to do so, the Company’s Annual Report can be viewed online on the ASX
announcements platform www.asx.com.au (ASX code: OSS) and the Company’s website
https://bphglobal.com/
No resolution is required for this item, but Shareholders will be given the opportunity to ask
questions and to make comments on the management and performance of the Company.
The Company’s auditor will be present at the Meeting. During the discussion of this item, the
auditor will be available to answer questions on the:
• Conduct of the audit;
• Preparation and content of the Auditor’s Report;
• Accounting policies adopted by the Company in relation to the preparation of the financial
statements; and
• Independence of the auditor in relation to the conduct of the audit.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 9
Resolutions
Resolution 1– Adoption of Remuneration Report
Background
In accordance with section 250R(2) of the Corporations Act, the Company is required to present to
its Shareholders the Remuneration Report as disclosed in the Annual Financial Report. The vote
on the Resolution is advisory only and does not bind the Directors or the Company. The
Remuneration Report is set out in the Company’s Annual Report.
In accordance with Section 250SA of the Corporations Act, Shareholders will be provided with a
reasonable opportunity to ask questions concerning, or make comments on, the Remuneration
Report at the Annual General Meeting.
In accordance with Division 9 of Part 2G.2 of the Corporations Act, if twenty five (25%) per cent or
more of votes that are cast are voted against the adoption of the Remuneration Report at two
consecutive Annual General Meetings, Shareholders will be required to vote at the second of
those Annual General Meetings on a resolution (a “spill resolution”) that another meeting be
held within 90 days at which all of the Company’s Directors (other than the Managing Director)
must go up for re-election.
It is noted that at the Company’s last Annual General Meeting, the votes cast against the
Remuneration Report represented less than twenty-five (25%) per cent of the total votes cast on
that resolution and accordingly, a spill resolution will not under any circumstances be required
for this Meeting.
The Directors will consider the outcome of the vote and comments made by Shareholders on the
Remuneration Report at the Meeting when reviewing the Company’s remuneration policies.
Voting
Note that a voting exclusion applies to Resolution 1 in the terms set out in the Notice of Meeting.
In particular, the Directors and other Restricted Voters must not vote on this Resolution and must
not cast a vote as proxy, unless the appointment gives a direction on how to vote, or the proxy is
given to the Chair and you submit the Proxy Form, authorising the Chair to exercise the proxy even
though Resolution 1 is connected directly or indirectly with the remuneration of a KMP and that in
doing so you will be taken to have directed the Chair to vote in accordance with the Chair’s stated
intention to vote in favour of Resolution 1.
Shareholders are urged to read carefully the Proxy Form and to provide a direction to the proxy
on how to vote on this Resolution.
Directors’ Recommendation
Noting that each Director has a personal interest in their own remuneration from the Company
(as such interests are described in the Remuneration Report) and, as described in the voting
exclusions on this resolution (set out in the Notice of AGM), that each Director (or any Closely
Related Party of a Director) is excluded from voting their shares on this Resolution, the Directors
unanimously recommend that Shareholders vote in favour of Resolution 1 to adopt the
Remuneration Report.
Where permitted, the Chair intends to vote all undirected proxies in favour of this Resolution.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 10
Resolution 2 – Re-election of Francesco Cannavo as a Director
Background
Francesco Cannavo, an Executive Director of the Company retires at the Meeting and being eligible
offers himself for Re-election.
Mr Cannavo is an experienced public company director with significant business and investment
experience working with companies operating across various industry sectors. Mr Cannavo is the
founder of Golden Venture Capital, a corporate advisory firm based out of Melbourne, Australia.
He has been instrumental in assisting many listed and unlisted companies achieve their growth
potential by providing strategic advice on raising investment capital and completing strategic
acquisitions. He is an entrepreneur with a strong network of investors and industry contacts in the
public company sector in Australia and throughout the Asia-Pacific region. He has extensive
experience in capital raisings, investment activities and IPOs.
Directors’ recommendation
The Directors (Francesco Cannavo abstaining) recommend that Shareholders vote in favour of this
Resolution.
Resolution 3 – Appointment of Auditor
Background
HLB Mann Judd (the Existing Auditor) has advised the Company that the group of partners
comprising the Existing Auditor has restructured by transferring their practice to an Authorised
Audit Company. In accordance with the Corporations Act, the Company is required to undertake
a change of auditor process as a result of this transfer.
The Existing Auditor has given notice under section 329(5) of the Corporations Act of its intention
to resign as auditor of the Company with the resignation to take effect at the upcoming AGM,
subject to ASIC providing its consent to the change of auditors.
HLB Mann Judd Audit and Assurance (Vic) Pty Ltd (the New Auditor) has given its written consent
to act as auditor of the Company and has not withdrawn its written consent to act as auditors of
the Company, and has confirmed that it has the necessary resources to complete the statutory
obligations. If approved, the appointment of the New Auditor will take effect once ASIC has
consented to the resignation of the Existing Auditor.
In accordance with Section 328B(1) of the Corporations Act, the Company has sought and obtained
a nomination from a Shareholder, Apertus Capital Pty Ltd, for HLB Mann Judd Audit and Assurance
(Vic) Pty Ltd to be appointed as the Company's auditor. A copy of this nomination is attached to
this Explanatory Statement as Schedule 1.
Directors’ recommendation
The Directors recommend that Shareholders vote in favour of Resolution 3.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 11
Resolution 4 – ASX Listing Rule 7.1A Approval of Future Issue of
Securities (10% Placement Capacity)
Background
Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of
equity securities that a listed company can issue without the approval of its shareholders over any
12 month period to 15% of the fully paid ordinary securities it has on issue as at the proposed date
of the issue of Equity Securities.
Under Listing Rule 7.1A, however, an eligible entity can seek approval from its members, by way
of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra
10% to 25%.
An eligible entity for the purposes of Listing Rule 7.1A is an entity that is not included in the
S&P/ASX 300 Index and has a market capitalisation less than the amount prescribed by ASX
(currently $300 million).
As of the date of this Notice of Meeting, the Company is an eligible entity. If at the time of the
Meeting the Company is no longer an eligible entity this Resolution will be withdrawn.
This Resolution seeks Shareholder approval by way of a special resolution for the Company to
have the additional 10% capacity provided for in Listing Rule 7.1A to issue Equity Securities without
Shareholder approval.
If this Resolution is passed, the Company will be able to issue Equity Securities up to the combined
25% limit in Listing Rules 7.1 and 7.1A without any further Shareholder approval.
If this Resolution is not passed, the Company will not be able to access the additional 10% capacity
to issue Equity Securities without Shareholder approval provided for in Listing Rule 7.1A and will
remain subject to the 15% limit on issuing Equity Securities without Shareholder approval set out
in Listing Rule 7.1.
Information Required by ASX Listing Rule 7.3A
The following information is provided to Shareholder for the purposes of Listing Rule 7.3A.
Period for which the approval will be valid
An approval under this Listing Rule 7.1A commences on the date of this Annual General Meeting
at which the approval is obtained and expires on the first to occur of the following:
(a) the date which is 12 months after the date of this Annual General Meeting at which the
approval is obtained;
(b) the time and date of the Company’s next Annual General Meeting; and
(c) the time and date on which Shareholders approve a transaction under Listing Rule 11.1.2 (a
significant change to the nature or scale of activities) or Listing Rule 11.2 (disposal of main
undertaking).
Minimum price at which the Equity Securities may be issued under Listing Rule 7.1A
Any Equity Securities issued under Listing Rule 7.1A.2 must be an existing quoted class of the
Company’s Equity Securities and issued for cash consideration.
The issue price per Equity Security must not be less than 75% of the volume weighted average
market price of the Equity Securities in that class, calculated over 15 trading days on which trades
in that class were recorded immediately before:
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 12
(a) the date on which the price at which the Equity Securities are to be issued is agreed by the
Company and the recipient of the Equity Securities; or
(b) if the Equity Securities are not issued within 10 trading days of the date in paragraph (a), the
date on which the Equity Securities are issued.
Purposes for which the funds raised by an issue of Equity Securities under Listing Rule 7.1A may
be used
As noted above, any Equity Securities issued under Listing Rule 7.1A.2 must be issued for cash
consideration. Accordingly, every issue of Equity Securities under Listing Rule 7.1A.2 will have an
accompanying proposed use of funds at the time of issue.
As at the date of preparing this Notice, the Company has not made any agreement or formed a
specific intention to offer any Equity Securities under Listing Rule 7.1A during the Listing Rule 7.1A
mandate period, if Shareholders approve this Resolution. However, if Shareholders approved this
Resolution and the Company did raise funds from the issue of Equity Securities under Listing Rule
7.1A, based on the Company’s existing plans, the Company considers that the funds may be used
for working capital and to fund product development.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 13
Risk of economic and voting dilution to existing ordinary Securityholders
If this Resolution is approved, and the Company issues Equity Securities under Listing Rule 7.1A,
the existing Shareholders’ economic and voting power in the Company will be diluted.
There is a risk that:
(a) the market price for the Company’s Equity Securities in that class may be significantly lower
on the issue date than on the date of the approval under Listing Rule 7.1A; and
(b) the Equity Securities may be issued at a price that is at a discount (as described above) to
the market price for the Company’s Equity Securities on the issue date;
which may have an effect on the amount of funds raised by the issue of Equity Securities under
Listing Rule 7.1A.
The table below shows the potential dilution of existing Securityholders on the basis of 3 different
assumed issue prices and values for the variable “A” in the formula in rule 7.1A.2:
Potential Dilution and Funds Raised
Variable “A” ASX Listing Rule 7.1A.2
$0.0065
50% decrease in
issue price
$0.013
issue prices(b)
$0.026
100% increase in
issue price
“A” is the number of
shares on issue, being
235,350,169
Shares(a)
10% voting
dilution(c)
23,535,017 23,535,017 23,535,017
Funds raised
$ 152,978 $ 305,955 $ 611,910
“A” is a 50% increase
in shares on issue,
being
353,025,254
Shares
10% voting
dilution(c)
35,302,525 35,302,525 35,302,525
Funds raised
$ 229,466 $ 458,933 $ 917,866
“A” is a 100% increase
in shares on issue,
being
470,700,338
Shares
10% voting
dilution(c)
47,070,034 47,070,034 47,070,034
Funds raised
$ 305,955 $ 611,910 $ 1,223,821
Notes:
(a) Based on the total number of fully paid ordinary Shares on issue as at 12 October 2026.
(b) Based on the closing price of the Company’s Shares on ASX as at 12 October 2026.
(c) The table assumes that the Company issues the maximum number of ordinary Shares available to be issued
under Listing Rule 7.1A.
(d) The table does not show an example of dilution that may be caused to a particular Shareholder by reason of
issues of Equity Securities under Listing Rule 7.1A based on that Shareholder’s holding at the date of this
Explanatory Statement.
(e) The table shows the effect of an issue of Equity Securities under Listing Rule 7.1A only, not under the Company’s
15% placement capacity under Listing Rule 7.1.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 14
Allocation policy for issues under Listing Rule 7.1A
The Company’s allocation policy and the identity of the allottees of Equity Securities under Listing
Rule 7.1A will depend on a number of factors, including:
(a) the Company’s intentions in relation to the possible issue of Equity Securities (for cash
consideration) during the Listing Rule 7.1A mandate period;
(b) the structure and timeframe of the capital raising opportunities available to the Company
and any alternative methods for raising funds that are available to the Company (such as a
pro rata offer or an offer under a share purchase plan);
(c) the potential effect on the control of the Company;
(d) the Company’s financial position and the likely future capital requirements; and
(e) advice from the Company’s corporate or financial advisors.
The Company may raise funds during the Listing Rule 7.1A mandate period, although this cannot
be guaranteed. Subject to the requirements of the Listing Rules and the Corporations Act, the
Board of Directors reserve the right to determine at the time of any issue of Equity Securities under
Listing Rule 7.1A, the allocation policy that the Company will adopt for that issue.
If and when the determination is made to proceed with an issue of Equity Securities during the
Listing Rule 7.1A mandate period, details regarding the allottees and purposes of issue will be
disclosed pursuant to the Company’s obligations under Listing Rules 3.10.3 and 7.1A.4.
Offers made under Listing Rule 7.1A may be made to parties (excluding any related parties)
including professional and sophisticated investors, existing Shareholders of the Company, clients
of Australian Financial Service License holders and/or their nominees, or any other person to
whom the Company is able to make an offer of Equity Securities.
Issue or agreement to issue Equity Securities under Listing Rule 7.1A in the 12 months prior to
AGM
The Company has not issued any Equity Securities under Listing Rule 7.1A in the 12 months prior
to AGM. The Company has not agreed, before the 12-month period referred to in the preceding
paragraph, to issue any Equity Securities under Rule 7.1A.2 where such securities remain unissued
as at the date of the Meeting.
This Resolution is a Special Resolution. For a Special Resolution to be passed, at least 75% of the
votes validly cast on the resolution by Shareholders (by number of Shares) must be in favour of
this Resolution.
Directors’ recommendation
The Directors recommend that Shareholders vote in favour of this Resolution
Enquiries
Shareholders are asked to contact the Company Secretary on +61 (0) 3 90882049 if they have any
queries in respect of the matters set out in these documents.
Ocean Sciences Ltd |Annual General Meeting – Notice of Meeting and Explanatory Statement 15
Glossary
AEDT means Australian Eastern Daylight Savings Time as observed in Melbourne, Victoria.
AGM or Meeting means an Ann
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