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Euro Manganese Announces Results of Annual General and Special Meeting

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Euro Manganese Inc. announced positive outcomes from its Annual General & Special Meeting held on February 25, 2022, with shareholders approving all matters presented. Key results include the re-election of all five management nominees, with Thomas M. Stepien receiving 99.71% of votes for re-election. Pricewaterhouse-Coopers LLP was confirmed as auditors with 99.81% support. Additionally, the stock option plan and its amendments were overwhelmingly endorsed, securing over 99% of shareholder votes. A critical ratification of a share issuance related to a placement with the European Bank for Reconstruction and Development also achieved 99.78% approval.

Positive
  • Shareholders approved all resolutions at the Annual Meeting.
  • All five management nominees were re-elected with high support.
  • Appointment of Pricewaterhouse-Coopers LLP as auditors received 99.81% approval.
  • The Company’s Stock Option Plan was re-approved with 99.76% votes in favor.
  • Amendments to the Stock Option Plan were approved with 99.74% support.
  • Ratification of the issuance of 17,800,000 shares related to a placement achieved 99.78% approval.
Negative
  • None.

VANCOUVER, British Columbia, Feb. 25, 2022 (GLOBE NEWSWIRE) -- Euro Manganese Inc. (TSX-V and ASX: EMN; OTCQX: EUMNF; Frankfurt: E06) (the "Company" or "EMN") is pleased to announce that shareholders have voted in favour of all matters of business brought before them at the Company's Annual General & Special Meeting of shareholders (the "Meeting") held on February 25, 2022. Detailed results of the voting from the Meeting are set out below.

In respect of election of the Company's directors, all five management nominees standing for re-election were elected as set out below based on a vote conducted by ballot:

NomineeTotal Votes
Cast
Votes For% ForVotes Withheld
(Abstained)
% Withheld
(Abstained)
John Webster132,618,49796,614,24272.8536,004,25527.15
Matthew P. James132,618,497114,465,60386.3118,152,89413.69
David B. Dreisinger132,618,497130,676,40298.541,942,0951.46
Gregory P. Martyr132,618,497103,392,11577.9629,226,38122.04
Thomas M. Stepien132,618,497132,239,70299.71378,7950.29


Other matters of business at the Meeting, all of which were also carried out and decided by ballot, were approved as set out below:

 Total VotesVotes For% ForVotes Against% AgainstVotes
Withheld
/Abstained
Resolution 2 – Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company

133,353,400133,100,99699.81NilNil252,404
Resolution 3 – Re-approval of the Company's Stock Option Plan (1)

132,618,497132,306,37499.76309,9230.232,200
Resolution 4 – Approval of Amendments to the Company's Stock Option Plan(2)

132,618,497132,279,84399.74316,4540.2422,200
Resolution 5 – for purposes of Listing Rule 7.4 of the Australian Stock Exchange ("ASX"), ratification and approval of the issuance of 17,800,000 Shares pursuant to a Placement with the European Bank for Reconstruction and Development (3)132,618,497132,323,74999.78270,5480.2024,200


 (1)In accordance with the rules of the ASX, shareholders of the Company also approved the Company's stock option plan (Resolution 3) by a majority of the votes cast, with the 3,587,243 votes cast by directors of the Company excluded from the vote. Based on this exclusion, the total number of votes cast for Resolution 3 was 129,031,254, of which 128,719,131 votes were cast for the resolution, representing 99.76% of the total votes cast, and 309,923 votes were cast against the resolution, representing 0.24% of the total votes cast.
 (2)In accordance with the rules of the ASX, shareholders of the Company also approved the amendments to the Company's stock option plan by a majority of the votes cast, with the 3,587,243 votes cast by directors of the Company excluded from the vote. Based on this exclusion, the total number of votes cast for Resolution 4 was 129,031,254, of which 128,692,600 votes were cast for the resolution, representing 99.74% of the total votes cast, and 316,454 votes were cast against the resolution, representing 0.25% of the total votes cast.
 (3)In accordance with the rules of the ASX, the Company is required to disregard any votes cast in favour of Resolution 5 by the European Bank for Reconstruction and Development ("EBRD") or any associates of EBRD. No votes were cast in favour of Resolution 5 by EBRD or any associates of EBRD, which results in a total of 132,618,497 Shares being voted in connection with Resolution 5.


In accordance with ASX Listing Rule 3.13.2(e), the following information is being provided for the aggregate number of securities for which valid proxies were received before the Meeting:

NomineeTotal Proxies ReceivedProxy directed to vote ForProxy directed to vote AgainstProxy directed to AbstainedProxy could vote at their discretion
Resolution 1 –
Election of directors:
     
John Webster130,842,49794,838,242N/A36,004,255Nil
Matthew P. James130,842,497112,689,603N/A18,152,894Nil
David B. Dreisinger130,842,497128,900,402N/A1,942,095Nil
Gregory P. Martyr130,842,497101,616,115N/A29,226,382Nil
Thomas M. Stepien130,842,497130,463,702N/A378,795Nil
Resolution 2 – Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company131,577,400131,324,996N/A252,404Nil
Resolution 3 – Re-approval of the Company's Stock Option Plan (1)127,255,254126,943,131309,9232,200Nil
Resolution 4 – Approval of Amendments to the Company's Stock Option Plan(1)

127,255,254126,916,600316,45422,200Nil
Resolution 5 – Ratification and approval of the issuance of 17,800,000 Shares pursuant to a Placement with the EBRD (2)130,842,497130,547,749270,54824,200Nil

 

 (1)Excludes 3,587,243 votes cast by proxy by directors of the Company.
 (2)Excludes nil votes by EBRD or any associates of EBRD.


A total of 132,618,497 common shares were voted in connection with the election of the directors and for resolutions 3, 4 and 5 above, representing approximately 35.09% of the issued and outstanding common shares of the Company eligible to vote at the Meeting. A total of 133,353,400 common shares were voted in connection with resolution 2 above, representing approximately 35.28% of the issued and outstanding common shares of the Company eligible to vote at the Meeting. The results of all matters considered at the Meeting are reported in the Report of Voting Results as filed by the Company on SEDAR at www.sedar.com.

About Euro Manganese Inc.

Euro Manganese Inc. is a battery materials company whose principal focus is advancing the development of the Chvaletice Manganese Project, in which it holds a 100% interest. The proposed Project entails re-processing a significant manganese deposit hosted in mine tailings from a decommissioned mine, strategically located in the Czech Republic. The Company’s goal is to become a leading, competitive and environmentally superior primary producer of ultra-high-purity Manganese Products in the heart of Europe, serving the lithium-ion battery industry, as well as other high-technology applications.

Authorized for release by the CEO of Euro Manganese Inc. 

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

Contact:
Euro Manganese Inc.
 
Matthew James
President & CEO
+44 747 229 66 88

E-mail: info@mn25.ca
Website: www.mn25.ca
Fausto Taddei
Vice President, Corporate Development
& Corporate Secretary
+604-681-1010 ext. 105
  
Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8
  

FAQ

What were the results of Euro Manganese's Annual General Meeting on February 25, 2022?

Euro Manganese's Annual General Meeting resulted in shareholders approving all resolutions, including the re-election of management and the appointment of auditors.

Who was re-elected as directors during the Euro Manganese AGM?

All five management nominees were re-elected, including Thomas M. Stepien, who received 99.71% of votes for re-election.

What percentage of votes supported the appointment of auditors at Euro Manganese?

The appointment of Pricewaterhouse-Coopers LLP as auditors received 99.81% approval from shareholders.

How did shareholders vote on the Company's Stock Option Plan at the AGM?

The Company's Stock Option Plan was re-approved with 99.76% of votes cast in favor.

What significant issuance was ratified during the Euro Manganese AGM?

The AGM ratified the issuance of 17,800,000 shares related to a placement with the European Bank for Reconstruction and Development, achieving 99.78% approval.

EURO MANAGANESE INC

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