For personal use only

13 December 2021

NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM

In accordance with Listing Rule 3.17, Zeus Resources Ltd (ACN 139 183 190) (the Company) (ASX: ZEU) attaches a copy of the following documents:

  1. Letter to Shareholders regarding arrangements for the Annual General Meeting as despatched to Shareholders in lieu of Notice of Meeting;
  2. Notice of Annual General Meeting; and
  3. Proxy Form.

This announcement was authorised for release to the ASX by the Board of the Company.

ENDS

For further information, please contact:

Emily Austin

Corporate Governance Advisor

melbourne.cosec@boardroomlimited.com.au

www.zeusresources.com Suite 105, 25-29 Berry Street North Sydney, NSW 2060, Australia Tel: +61 2 8488 3270 ACN: 139 183 190

13 December 2021

onlyDear Shareholder,

ANNUAL GENERAL MEETING 2021

It is my pleasure to invite you to join the Annual General Meeting (AGM) of Zeus Resources Limited (the Company or ZEUS) to be held at BoardRoom Pty Limited, Level 12, 225 George Street, NSW 2000 at 1:00 pm (AEDT) on, Friday, 14 January 2022.

On 29 March 2021, the Australian Securities and Investments Commission (ASIC) adopted a temporary "no- useaction" position in relation to the convening and holding of Shareholder meetings. The "no-action" position facilitates, amongst other things, providing Shareholders with the contents of the meeting electronically by the

Company.

Accordingly, the Company will not be sending hard copies of the Notice of Meeting to Shareholders. Instead, a copy of the Notice of the Meeting (Notice) will be available on the Company's website at: https://www.zeusresources.com/investors/.

If you have elected to receive notices by e-mail, you will receive an e-mail to your nominated e-mail address with

a link to the electronic copy of the Notice of Meeting and proxy form. If you have not elected to receive notices personalby e- mail, a copy of your proxy form will be posted to you, together with this letter.

ZEUS respects the rights of shareholders to participate in the AGM and understands the importance of the AGM to the Company's shareholders (Shareholders). Your participation in the AGM is important to us and we encourage all Shareholders and proxy holders to participate in the AGM.

Health and safety of our shareholders, employees and the broader community is important. As a result, please be mindful of any potential health risks and government restrictions in response to the COVID-19 pandemic. The AGM will be held physically, and the Company will seek to ensure that appropriate social gathering and physical distancing measures are in place at the AGM. However, if you cannot attend in person, and to minimise risks to Shareholders and our community, Shareholders are encouraged to vote on the resolutions to be considered at the AGM by proxy.

The Notice sets out the procedures for participation and voting in the AGM. The business of the AGM affects your Shareholding, and your vote is important. We encourage you to participate by voting on the resolutions to be considered at the AGM.

Shareholders who are unable to attend and vote in person at the AGM may appoint a proxy to do so on their behalf. If you would like to appoint a proxy, you should complete and return the Proxy Form enclosed with this Forletter so that it is received by ZEUS' share registry, BoardRoom Pty Limited, by 1:00 pm (AEDT) on Wednesday, 12 January 2022. You can also submit a direct vote prior to the AGM or appoint a proxy to attend the AGM and vote on your behalf electronically at https://www.votingonline.com.au/zeuagm2021,following the prompts and instructions. You will need your Voting Access Code (VAC) to hand, which is set out in your Proxy Form. Online proxies and proxy voting forms must be received before the deadline of 1:00 pm (AEDT) on Wednesday, 12

January 2022.

For all enquiries regarding the Notice of Meeting, your holding of shares, change of address or other registry matters,please contact BoardRoom on 1300 737 760 (for callers within Australia) and +61 2 9290 9600 (for callers outside Australia).

Suite 105, 25-29 Berry Street, North Sydney NSW 2060, Australia

Tel: +61 2 8488 3270

ACN: 139 183 190

www.zeusresources.com

The situation regarding COVID-19 is evolving rapidly hence Shareholders are encouraged to monitor the Company's ASX Announcements for any further updates in relation to the Meeting.

On behalf of the Board, thank you for your continuing support of ZEUS and I look forward to seeing some of you onlyat our AGM in January 2022.

Yours faithfully,

DONGFENG ZHANG

useCHAIRMAN personalFor

Suite 105, 25-29 Berry Street, North Sydney NSW 2060, Australia Tel: +61 2 8488 3270 ACN: 139 183 190 www.zeusresources.com

only

ZEUS RESOURCES LIMITED

use

ACN 139 183 190

NOTICE OF ANNUAL GENERAL MEETING

EXPLANATORY STATEMENT

PROXY FORM

personalFor

Friday, 14 January 2022

Date of Meeting:

Time of Meeting:

1:00 pm (AEDT)

Place of Meeting:

The offices of Boardroom Pty Limited, Level 12, 225 George Street, Sydney NSW 2000

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CONTENTS PAGE

Business of the Meeting (setting out the proposed Resolutions)

4

only

7

Explanatory Statement (explaining the proposed Resolutions)

Glossary

19

Proxy Form

Attached

use

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting (AGM or Meeting) of Shareholders of Zeus Resources Limited ACN 139 183 190 (the Company) will be held at 1:00 pm (AEDT) on Friday, 14 January 2022 at the offices of Boardroom Pty Limited, Level 12, 225 George Street, Sydney NSW 2000.

personalYOUR VOTE IS IMPORTANT

The business of the Meeting affects your shareholding, and your vote is important.

VOTING ENTITLEMENT AND VOTES OF SHAREHOLDERS

For the purpose of determining a person's entitlement to vote at the Annual General Meeting, a person will be recognised as a Shareholder of the Company and the holder of Shares if that person is registered as a holder of those Shares at 7:00 pm (AEDT) on Wednesday, 12 January 2022, being two days prior to the date of the Annual General Meeting.

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

On a show of hands, each shareholder entitled to vote and present in person or by proxy or, in the case of a Forbody corporate, by a corporate representative at the Annual General Meeting shall have one vote.

VOTING BY PROXY

A shareholder entitled to attend this Meeting and vote, is entitled to appoint a proxy to attend and vote on behalf of that shareholder at the Meeting.

  1. A proxy need not be a shareholder of the Company;
  2. If the shareholder is entitled to cast two or more votes at the Meeting, the shareholder may appoint two proxies and may specify the proportion or number of the votes which each proxy is appointed to

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Zeus Resources Limited published this content on 13 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 December 2021 00:35:02 UTC.