BLACK SWAN GRAPHENE ANNOUNCES AGM VOTING RESULTS

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Black Swan Graphene Inc. (SWAN) Announces Positive Voting Results from Annual General Meeting

TORONTO, Nov. 27, 2023 /PRNewswire/ - Black Swan Graphene Inc. ("Black Swan") (or the "Company") (TSXV: SWAN) (OTCQB: BSWGF) (Frankfurt: R96) is pleased to announce the voting results from its Annual General Meeting of shareholders (the "Meeting") held on November 27, 2023. Shareholders holding 188,634,887 shares or 62.52% of the outstanding shares of the Company were represented in person or by proxy at the Meeting and voted in favour of all matters brought before the Meeting.

The Company's shareholders set the number of directors of the Company for the ensuing year at seven. All director nominees set out in the Management Information Circular dated October 13, 2023 (the "Circular"), were elected as directors, to serve until the next meeting of shareholders of the Company or until their successors are elected or appointed.

Name	Votes FOR	% FOR	Votes WITHHELD	% WITHHELD
Simon Marcotte	187,921,129	99.99 %	845	0.01 %
Harry Swan	187,921,974	100 %	0	0 %
Peter Damouni	187,919,160	99.99 %	2,814	0.01 %
Michael Edwards	187,921,129	99.99 %	845	0.01 %
Roy McDowall	187,921,129	99.99 %	845	0.01 %
Brad Humphrey	187,919,160	99.99 %	2,814	0.01 %
David Deak	187,919,160	99.99 %	2,814	0.01 %

The Company's shareholders appointed McGovern Hurley LLP as auditor of the Company for the ensuing year at a remuneration to be fixed by the directors.

The Company's shareholders also reapproved the Company's rolling omnibus equity incentive plan (the "Omnibus Plan"). Pursuant to the Omnibus Plan, the Company is entitled to grant stock options, restricted share units ("RSUs"), performance share units ("PSUs") or deferred share units ("DSUs") to eligible persons under the Omnibus Plan, with the number of common shares issuable thereunder, together with the number of common shares issuable under any other security-based compensation arrangements of the Company, not to exceed 10% of the total number of common shares outstanding from time to time. Subject to the terms of the applicable grants and the Omnibus Plan, the Company may, at its discretion, settle RSUs, PSUs or DSUs granted under the Omnibus Plan in either cash or equity.

Under the policies of the TSX Venture Exchange, the Omnibus Plan must be approved on an annual basis by an ordinary resolution of the shareholders entitled to vote at such meeting.

About Black Swan Graphene Inc.

Black Swan is focused on the large-scale production and commercialization of patented high-performance and low-cost graphene products aimed at several industrial sectors, including concrete, polymers, Li-ion batteries, and others, which are expected to require large volumes of graphene. Black Swan aims to leverage the low cost and green hydroelectricity of the province of Québec as well as the proximity of the province's emerging graphite industry in order to establish an integrated supply chain, reduce overall costs, and accelerate the deployment of graphene usage. On March 27, 2023, Black Swan, Nationwide Engineering Research and Development Ltd. ("NERD") and Arup Group Limited ("Arup") announced strategic partnerships, establishing a fully integrated supply chain and providing a turnkey solution for the construction and concrete industries. Arup is a multinational engineering consultancy headquartered in London, United Kingdom, with 18,000 experts working across 140 countries. Black Swan's graphene processing technology was developed by Thomas Swan & Co. Ltd ("Thomas Swan") over the last decade. Thomas Swan is a United Kingdom-based global chemicals manufacturer, with a century-long track record and has been at the forefront of graphene innovation.

For more information, please visit: www.blackswangraphene.com

Black Swan Graphene Inc. on behalf of the Board of Directors
Simon Marcotte, CFA, President & Chief Executive Officer

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information

The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements." Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: risks related to the TSXV listing, risk related to the failure to obtain adequate financing on a timely basis and on acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks associated with the industry; risks related to the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for delays in development activities or the completion of feasibility studies; the uncertainty of profitability; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of feasibility studies, and the possibility that future results will not be consistent with the Company's expectations; risks related to commodity prices fluctuations; and other risks and uncertainties related to the Company's prospects, properties and business detailed elsewhere in the Company's disclosure record. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Furthermore, performance results of graphene products as additives can vary widely depending on type and the specificity of the target material, the specifics of the graphene product itself, including but not limited to, carbon purity, particle size, surface agent, dispersion behavior, and application and usage methods. Investors are cautioned against attributing undue certainty to forward-looking statements and initial test results. These forward-looking statements and test results are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances, except in accordance with applicable securities laws. Actual events or results could differ materially from the Company's expectations or projections.

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SOURCE Black Swan Graphene Inc

FAQ

What is the outcome of Black Swan Graphene Inc.'s Annual General Meeting held on November 27, 2023?

Shareholders holding 188,634,887 shares or 62.52% of the outstanding shares of the Company were represented in person or by proxy at the Meeting and voted in favour of all matters brought before the Meeting. The number of directors of the Company for the ensuing year was set at seven.

Who were the director nominees elected at the Annual General Meeting of Black Swan Graphene Inc.?

All director nominees set out in the Management Information Circular dated October 13, 2023, were elected as directors, to serve until the next meeting of shareholders of the Company or until their successors are elected or appointed. The elected directors include Simon Marcotte, Harry Swan, Peter Damouni, Michael Edwards, Roy McDowall, Brad Humphrey, and David Deak.

Who was appointed as the auditor of Black Swan Graphene Inc. for the ensuing year?

The Company's shareholders appointed McGovern Hurley LLP as auditor of the Company for the ensuing year at a remuneration to be fixed by the directors.

What is the Omnibus Plan reapproved by the shareholders of Black Swan Graphene Inc.?

The Company's shareholders reapproved the Company's rolling omnibus equity incentive plan (the 'Omnibus Plan'), which entitles the Company to grant stock options, restricted share units (RSUs), performance share units (PSUs), or deferred share units (DSUs) to eligible persons under the plan.

What is the maximum limit of common shares issuable under Black Swan Graphene Inc.'s Omnibus Plan?

The number of common shares issuable under the Omnibus Plan, together with the number of common shares issuable under any other security-based compensation arrangements of the Company, is not to exceed 10% of the total number of common shares outstanding from time to time.