Base Resources (BSE) EGM 2024 summary

Opening remarks and agenda

• Chair welcomed shareholders and guests, acknowledged traditional land owners, and outlined the meeting's hybrid format and safety procedures.

• Introduced board members, management, and key attendees, including the auditor and share registry representative.

• Meeting opened with key details, questions, and poll voting, followed by the Chair's address and a management presentation before proceeding to formal business and Q&A, then closure.

• Outlined the meeting's purpose: to consider and vote on a scheme of arrangement for a combination with Energy Fuels.

Specific resolutions to be voted on

• Sole item of business: approval of a scheme of arrangement for Energy Fuels to acquire all shares, with Base Resources shareholders receiving 0.026 Energy Fuels shares and an unfranked special dividend of A$0.065 per share.

• Shareholders considered and voted on a scheme of arrangement for Energy Fuels Inc. to acquire 100% of Base Resources shares.

• Resolution required approval by a majority in number and at least 75% of votes cast by shareholders, under section 411 of the Corporations Act 2001 (Cth).

Board and executive committee updates

• Board comprised Michael Stirzaker (Chair), Tim Carstens (Managing Director), Diane Radley, Scot Sobey, and Sheila Khama (Non-Executive Directors).

• Board unanimously recommends voting in favor of the scheme, supported by an independent expert's conclusion that it is in shareholders' best interests and fair and reasonable in the absence of a superior proposal.

• Directors' interests in the outcome may differ from other shareholders, as detailed in the scheme booklet.

• No superior alternative proposal had emerged at the time of the meeting.