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Euro Manganese Announces Results of Annual General and Special Meeting

29.02.2024  |  GlobeNewswire

VANCOUVER, Feb. 29, 2024 - 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 29, 2024. 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:

Nominee Total Votes Cast Votes For % For Votes Withheld
(Abstained)
% Withheld
(Abstained)
John Webster 108,781,419 106,340,951 97.76 2,440,468 2.24
Matthew P. James 108,781,419 106,333,331 97.75 2,448,088 2.25
David B. Dreisinger 108,781,419 106,256,256 97.68 2,525,163 2.32
Gregory P. Martyr 108,781,419 106,261,136 97.68 2,520,283 2.32
Thomas M. Stepien 108,781,419 106,254,136 97.68 2,527,283 2.32


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 Votes Votes For % For Votes
Against
% Against Votes
Withheld
/Abstained
Resolution 2 -
Approval of an increase in directors' fees to non-executive directors(1)
108,781,419 105,582,010 97.06 3,044,277 2.80 155,132
Resolution 3 -
Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company
109,400,917 108,119,136 98.83 Nil Nil 1,281,781
Resolution 4 -
Re-approval of the Company's Stock Option Plan (2)
108,781,419 106,088,759 97.52 2,337,857 2.15 354,803
Resolution 5 -
Approval of Amendments to the Company's Stock Option Plan(3)
108,781,419 106,204,889 97.63 2,345,346 2.16 231,184

(1) In accordance with the rules of the Australian Securities Exchange (the "ASX"), shareholders of the Company also approved the increase in directors' fees to non-executive directors to provide for an additional non-executive Director to be added during the year from a strategic industry investor and/or to enhance gender diversity within the Board by a majority of the votes cast, with the 3,747,510 votes cast by directors of the Company excluded from the vote. Based on this exclusion, the total number of votes cast was 105,033,909, of which 101,834,500 votes were cast for the resolution, representing 96.95% of the total votes cast, and 3,044,277 votes were cast against the resolution, representing 2.90% of the total votes cast.

(2) In accordance with the rules of the ASX, shareholders of the Company also approved the Company's stock option plan by a majority of the votes cast, with the 3,747,510 votes cast by directors of the Company excluded from the vote. Based on this exclusion, the total number of votes cast in respect of this resolution was 105,033,909, of which 102,341,249 votes were cast for the resolution, representing 97.44% of the total votes cast, and 2,337,857 votes were cast against the resolution, representing 2.23% of the total votes cast.

(3) 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 3,747,510 votes cast by directors of the Company excluded from the vote. Based on this exclusion, the total number of votes cast for this resolution was 105,033,909, of which 102,457,379 votes were cast for the resolution, representing 97.55% of the total votes cast, and 2,345,346 votes were cast against the resolution, representing 2.23% of the total votes cast.

A total of 108,781,419 common shares, representing approximately 27.02% of the issued and outstanding common shares of the Company eligible to vote at the Meeting, were voted in connection with the election of the directors (resolution 1) as well as resolutions 2, 4 and 5 above. A total of 109,400,917 common shares were voted in connection with resolution 3 above, representing approximately 27.17% 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.sedarplus.ca.

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:

Nominee Total Proxies
Received
Proxy directed
to vote For
Proxy directed
to vote
Against
Proxy
directed to
Abstain
Proxy could
vote at their
discretion
Resolution 1 -
Election of directors:
John Webster 108,781,419 106,340,951 N/A 2,440,468 Nil
Matthew P. James 108,781,419 106,333,331 N/A 2,448,088 Nil
David B. Dreisinger 108,781,419 106,256,256 N/A 2,525,163 Nil
Gregory P. Martyr 108,781,419 106,261,136 N/A 2,520,283 Nil
Thomas M. Stepien 108,781,419 106,254,136 N/A 2,527,283 Nil
Resolution 2 -
Approval of an increase in directors' fees to non-executive directors(1)
105,033,909 101,834,500 3,044,277 155,132 Nil
Resolution 3 -
Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company
109,400,917 108,119,136 N/A 1,281,781 Nil
Resolution 4 -
Re-approval of the Company's Stock Option Plan (1)
105,033,909 102,341,249 2,337,857 354,803 Nil
Resolution 5 -
Approval of Amendments to the Company's Stock Option Plan(1)
105,033,909 102,457,379 2,345,346 231,184 Nil

(1) Excludes 3,747,510 votes cast by proxy by directors of the Company.

About Euro Manganese
Euro Manganese is a battery materials company focused on becoming a leading producer of high-purity manganese for the electric vehicle industry. The Company is advancing development of the Chvaletice Manganese Project in the Czech Republic and pursuing an opportunity to produce battery-grade manganese products in Bécancour, Québec.

The Chvaletice Project is a unique waste-to-value recycling and remediation opportunity involving reprocessing old tailings from a decommissioned mine. It is also the only sizable resource of manganese in the European Union, strategically positioning the Company to provide battery supply chains with critical raw materials to support the global shift to a circular, low-carbon economy.

Euro Manganese is dual-listed on the TSXV and the ASX, and is also traded on the OTCQX.

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.

Inquiries
Dr. Matthew James
President & CEO
+1-604-681-1010 ext. 101
Fausto Taddei
Vice President, Corporate Development
& Corporate Secretary
+1-604-681-1010 ext. 105
E-mail: info@mn25.ca
Website: www.mn25.ca

Company Address: #709 -700 West Pender St., Vancouver, British Columbia, Canada, V6C 1G8



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