Ryzon Materials Limited (MNSEF)
OTCMKTS · Delayed Price · Currency is USD
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Inactive · Last trade price on Apr 13, 2026
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AGM 2025

Nov 26, 2025

Frank Poullas
Executive Chairman, Ryzon Materials Ltd

Good morning, ladies and gentlemen. Welcome to this annual general meeting of Ryzon Materials Limited. It is now 11:00 A.M., and I declare this meeting open. My name is Frank Poullas , the Company's Executive Chairman. With us today at the meeting are Directors Henian Chen , Hoshi Daruwalla , and David Wang, Company Secretary Jonathan Reynolds , and Chief Financial Officer Jurgen Behrens . Also with us today is the Company's Auditor, Sam Daniele. The structure of the meeting is that there are 17 resolutions to be considered, and all resolutions will be decided by a poll. I would like to inform the meeting that we have received proxies from 27 shareholders representing 113,110,988 shares, and in respect of all resolutions to be considered by the meeting, the majority of votes are in favor. Thank you to those shareholders who have lodged a proxy.

The results of the proxy vote are displayed on the screen for your information. As this is a virtual meeting, shareholders have the opportunity to lodge an electronic poll vote during the meeting and for five minutes following the close of the meeting. Once the votes are fully tabulated, the results will be announced by way of an announcement lodged with the ASX today. If you do lodge an electronic poll vote, please ensure you insert onto the form your HIN or SRN number, the name in which the shares are registered, as well as your contact details in case we need to speak to you in connection with your vote. Please note that the form needs to be fully completed before you can submit it. You can lodge a poll vote by selecting the Poll Quizzes button on your screen.

In addition, there is a facility for shareholders to lodge questions during the meeting. As the order of business progresses, I will answer questions related to the specific matter. You can also lodge a question by selecting the Q and A button on your screen. Please preface your question by inserting your HIN or SRN and name in which those shares are registered. What we will do is go through the agenda items, and regarding sort of general questions, we'll go through those. We've received a few questions prior to this meeting, and we'll go through those after we close up the meeting. The first order of business is for the meeting to consider the June 2025 financial report. The Corporations Act requires the financial report, which includes the financial statements and director's declaration, the director's report, and the auditor's report to be laid before the AGM.

There is no requirement either in the Corporations Act or in the Company's Constitution for members to approve the financial report, the director's report, or the auditor's report. I call on any member who would like to ask any questions or make comments on these reports or on the business and operations of the company, or who would like to ask the financial auditor questions about the auditor's report and the conduct of the audit of the financial report, to do so now. Okay, onto the formal resolutions. Resolution One, the resolution, which is a non-binding advisory resolution, is that the remuneration report included in the 2025 financial report be adopted by shareholders. I call on any member who would like to ask any questions or make comments on the 2025 remuneration report to do so now. Thank you. Subject to the final vote tally, I declare Resolution One carried.

Resolution Two, the resolution, which is an ordinary resolution, is to re-elect Henian Chen as a director of the company. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution Two carried. Resolution Three, which is an ordinary resolution, is to re-elect me as a director of the company. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution Three carried. Resolution Four, the resolution, which is an ordinary resolution, is to approve the issue of the debt capitalisation securities being a total of 339,880,000 shares and 169,940,000 options. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution Four carried.

Resolution Five is the resolution, which is an ordinary resolution, to approve the issue of the Shanghai Design Plant securities being a total of 70 million shares and 35 million options. Would any shareholder like to ask any questions relating to this resolution? Thank you. Subject to the final vote tally, I declare Resolution Five carried. Resolution Six, the resolution, which is an ordinary resolution, is to approve the issue of the Shanghai Placement securities being a total of 10 million shares and 5 million options. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution Six carried. Resolution Seven, the resolution, which is an ordinary resolution, is to approve the issue of up to 4 million equity commitment fee shares to Global Corporate Finance. Would any shareholder like to ask any questions relating to this resolution? Thank you.

Subject to the final vote tally, I declare Resolution Seven carried. Resolution Eight is the resolution, which is an ordinary resolution, to approve the issue of up to 20 million equity commitment agreement options to Global Corporate Finance. Would any shareholder like to ask any questions on this resolution? Thank you. Subject to the final vote tally, I declare Resolution Eight carried. Resolution Nine, which is a special resolution, is to approve the additional 10% placement capacity under ASX Listing Rule 7.18. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution Nine carried. Resolution 10, the resolution, which is an ordinary resolution, is to approve the company's new employee incentive scheme known as the Ryzon Securities Plan. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 10 carried.

Resolution 11, which is an ordinary resolution, is to approve potential termination benefits arising under the Ryzon Securities Plan. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 11 carried. Resolution 12, which is an ordinary resolution, is to approve the issue of 5 million director options to me. Would any shareholders like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 12 carried. Resolution 13, which is an ordinary resolution, is to approve the issue of 5 million director options to Henian Chen . Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 13 carried. Resolution 14, which is an ordinary resolution, is to approve the issue of 5 million director options to Hoshi Daruwalla .

Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 14 carried. Resolution 15, the resolution, which is an ordinary resolution, is to approve the issue of 5 million director options to David Wang. Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 15 carried. Resolution 16, which is an ordinary resolution, is to approve the issue of 2 million director options to Meng Sun . Would any shareholder like to ask any questions? Thank you. Subject to the final vote tally, I declare Resolution 16 carried. Resolution 17, which is an ordinary resolution, is to approve the securities placement securities being a total of up to 200 million shares and up to 200 million options to raise up to AUD 10 million. Would any shareholder like to ask any questions?

Thank you. Subject to the final vote tally, I declare Resolution 17 carried. I would like to thank everyone for your participation today, ladies and gentlemen, and thank you to those shareholders who have lodged their vote. Please subscribe on our website for news and press releases as all the latest updates on Nachu and any other matters are announced to the ASX. Please note voting will remain open for a further five minutes should you wish to lodge a vote. I hereby declare the meeting closed. We have received a few questions prior to the meeting, and please feel free to ask any questions if you like. The first one, I am pretty sure the questions that have already been sent through are probably questions that you all have on your mind.

Firstly, as I just mentioned previously, it would be a good idea to, if you're not subscribed on the website for news releases, to do so and to keep an eye on the ASX boarding releases if you're unable to subscribe on our website. The latest update, which came out on the 21st of November, was in relation to requirements for requotation on the ASX. As you can imagine, the company is working around the clock to meet the requirements that have been provided to us. A question that came in has asked around a potential placement and whether shareholders can participate. The offer is open for sophisticated investors and professional investors being done at a price of AUD 0.05 per share. Hence, Resolution 17 talking about 200 million shares and raising up to AUD 10 million.

It is at 5 cents a share with a free attaching option at 5 cents with a three-year expiry date. If anyone is interested, please reach out to info@ryzon.au. That is info@ryzon.au. There is no com between ryzon and the .au. If there is any interest, feel free to reach out and you can be included in that placement. The next question is asking about an update on Tanzania and the Anode business. That is obviously the company's focus going forward on those two items. We are planning on starting pre-development works on the Tanzanian Nachu Graphite Project literally next month. There will be more about it as work starts. We will obviously keep the market informed and keep shareholders informed of any works that begin.

On the Anode side, we've actually got a couple of our directors who are on this meeting from overseas who are in meetings on the Anode plant and the potential of getting that plant up and running as we speak. They're the questions that have been asked. I'm not sure if there are any other questions that have come in. I'll just leave it for a couple of minutes to see if anything comes through. If anyone has any questions at any time, please feel free to call the office or email at info@ryzon.au. Please feel free to do so at any time, and we can answer those questions that you may have. Anyway, we appreciate your attendance. Once again, please subscribe to our website for any updates. Once again, appreciate your attendance. Thank you.

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