Notice is hereby given that an Extraordinary General Meeting (EGM) of Imagion Biosystems Limited (Imagion or Company) will be held at the offices of K&L Gates Melbourne, Level 25, 525 Collins Street, Melbourne VIC 3000 and virtually via the online platform https://web.lumiagm.com/362-347-836 on Monday 13 November 2023 at 10.00am (AEDT) (Melbourne time).

The EGM will be held as a hybrid meeting, whereby shareholders can attend in person or virtually via the online platform at https://web.lumiagm.com/362-347-836. Registration opens from 9:30am on the day of the meeting. Accordingly, shareholders will be able to participate, ask questions and cast direct votes at the appropriate times whilst the meeting is in progress.

In order to provide shareholders with the opportunity to fully participate in the Meeting, the Company announces that shareholders can attend in person and virtually via the online platform at https://web.lumiagm.com/362-347-836 to do this you will need a desktop or mobile/tablet device with internet access, and you will need to provide your details (including Shareholder Reference Number (SRN) or Holder Identification Number (HIN) to be verified as a security holder or proxy holder. The online platform will allow you to listen to the proceedings, view the presentations and ask questions of the Board and vote in real-time.

Whilst live voting will now be available, shareholders are still strongly recommended to submit their votes by proxy to ensure that their votes are counted. Instructions on how to submit votes by proxy are contained within the “Proxies” section within the Notice of Meeting.

VOTING IS NOW OPEN. To vote online in relation to the following account, please follow the instructions below:

STEP 1: Visit https://web.lumiagm.com/362-347-836
STEP 2: Enter your Postcode (if within Australia) OR Country of Residence (if outside Australia)
STEP 3: Enter your Voting Access Code (VAC) – as contained in attached proxy
STEP 4: Follow the prompts to vote on each resolution

Important Note: For your voting instructions to be valid and counted towards this meeting please ensure your online lodgement is received no later than 10:00am (AEDT) on Saturday 11 November 2023. Voting instructions received after this time will not be valid for the scheduled meeting.

In accordance with the Corporations Act, the Company will not be dispatching physical copies of the Notice of Meeting and Explanatory Memorandum (Notice of Meeting). The Notice of Meeting will be made available to shareholders electronically.

Access to the Notice of Meeting is available as follows:

1. Online on the Imagion Biosystems Limited website: https://imagionbiosystems.com/investor-hub/
2. At our share registry website https://www.investorserve.com.au/ by logging in and selecting Company Announcements from the main menu.
3. A copy of the Notice of Meeting has also been lodged on the Company’s ASX market announcement page.

Enclosed is a Voting Form and Reply-Paid envelope.

Shareholders who have provided an email address will receive an email to their nominated email address with a link to an electronic copy of the Notice of Meeting and the Voting Form. If you would like to receive electronic communications from the Company in the future, please update your communication elections online at https://www.investorserve.com.au/.

If you are unable to access the Notice of Meeting online, please contact our share registry Boardroom Pty Limited at enquries@boardroomlimited.com.au or 1300 737 760 (within Australia) or +61 2 9290 9600 (outside Australia) between 8.30am and 5.30pm (AEDT) Monday to Friday, to arrange a copy.

Yours sincerely,

Geoff Hollis,
CFO and Company Secretary Imagion Biosystems Limited

PLEASE READ:

More EGM info >> HERE. The full announcement with information on how to join and vote, the business agenda, and additional details of the event.

 

NOTES

1. Explanatory Memorandum

The Explanatory Memorandum accompanying this Notice of Extraordinary General Meeting is incorporated in and comprises part of this Notice of Extraordinary General Meeting and should be read in conjunction with this Notice of Extraordinary General Meeting.

2. Questions from Shareholders

In order to provide an equal opportunity for all Shareholders to ask questions of the Board, we ask you to submit in writing any questions to the Company. Please send your questions via email to:

Company Secretary Imagion Biosystems Limited

corpsecretary@imagionbio.com

Your questions should relate to matters that are relevant to the business of the Extraordinary General Meeting, as outlined in this Notice of Meeting and Explanatory Memorandum.

In accordance with the Corporations Act 2001 (Cth) and the Company’s policy, a reasonable opportunity will also be provided to Shareholders attending the Extraordinary General Meeting to ask questions about, or make comments upon, matters in relation to the Company.

During the course of the Extraordinary General Meeting, the Chairman will seek to address as many Shareholder questions as reasonably practicable. However, there may not be sufficient time to answer all questions at the Extraordinary General Meeting. Please note that individual responses may not be sent to Shareholders.

3. Who may vote

A determination has been made by the Board under regulation 7.11.37 of the Corporations Regulations 2001 that shares in the Company which are on issue at 7:00pm (Melbourne time) on Saturday, 11 November 2023 will be taken to be held by the persons who held them at that time for the purposes of the Extraordinary General Meeting (including determining voting entitlements at the meeting).

4. Proxies

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.

• A proxy need not be a
• 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 exercise. If the Shareholder appoints two proxies and the appointment does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the votes held by that Shareholder.
• If the Shareholder appoints only one proxy, that proxy is entitled to Voting will take place by proxy and not a show of hands.
• Where two proxies are appointed, any fractions of votes resulting from the appointment of two proxies will be disregarded.
• A Proxy Form accompanies this
• Unless the Shareholder specifically directs the proxy how to vote, the proxy may vote as he or she thinks fit, or abstain from voting.
• If a Shareholder wishes to appoint a proxy, the Shareholder should complete the Proxy Form and comply with the instructions set out in that form relating to lodgement of the form with the
• The Proxy Form must be signed by the Shareholder or his or her attorney duly authorised in writing or, if the Shareholder is a corporation, either signed by an authorised officer or attorney of the corporation or otherwise signed in accordance with the Corporations Act.
• If any attorney or authorised officer signs the Proxy Form on behalf of a Shareholder, the relevant power of attorney or other authority under which it is signed or a certified copy of that power or authority must be deposited with the Proxy Form.
• The Proxy Form (together with any relevant authority) must be received by no later than 10:00am (Melbourne time) on Saturday, 11 November 2023 or 48 hours before the time scheduled for the commencement of any adjourned meeting.
• The completed Proxy Form may be lodged as follows:
  • Online: https://web.lumiagm.com/362-347-836
  • By fax: + 61 2 9290 9655
  • By mail: Boardroom Pty Limited, GPO Box 3993, Sydney NSW 2001 Australia
  • In person: Boardroom Pty Limited, Level 8, 210 George Street, Sydney NSW 2000 Australia
• The Chairman of the meeting intends to vote all available proxies in favour of all

5. Corporate Representative

Any corporate Shareholder who has appointed a person to act as its corporate representative at the Meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company’s representative. The authority must be sent to the Company and/or registry at least 24 hours in advance of the Meeting.