Leigh Creek Energy : Constitution
LCK.AX
For personal use only
Constitution
Leigh Creek Energy Limited
ACN 107 531 822
A company limited by shares
This constitution was presented to the annual general meeting of the above company held on 4 November 2021 and is signed by me for the purpose of identification.
………………………………………………………..
Justyn Peters
Chair of the meeting
Adelaide . Brisbane . Melbourne . Perth . Sydney
For personal use only
Constitution
Contents
page
1.
Preliminary
1
1.1
Application of the Corporations Act
1
1.2
Definitions
1
1.3
Interpretation
2
1.4
Powers under this constitution
4
1.5
Payments
5
1.6
ASX Listing Rules compliance
6
2.
Share capital
7
2.1
Shares
7
2.2
Preference shares
7
2.3
Issue of shares of same class
9
2.4
Joint holders of shares
9
2.5
Equitable and other claims
10
2.6
Employee share ownership plans
10
3.
Calls, forfeiture, indemnities, lien and surrender
10
3.1
Calls
10
3.2
Proceedings for recovery of calls
11
3.3
Payments in advance of calls
12
3.4
Forfeiture of partly paid shares
12
3.5
Indemnity for payments by the company
13
3.6
Lien on shares
14
3.7
Surrender of shares
14
3.8
General provisions applicable to a disposal of shares under this constitution
15
3.9
Interest payable by member
16
4.
Distributions
16
4.1
Dividends
16
4.2
Capitalisation of profits and other amounts
18
4.3
Additional powers
18
4.4
Reserves
19
4.5
Carry forward of profits
19
4.6
Dividend reinvestment plans
20
4.7
Dividend selection plans
20
5.
Transfer and transmission of shares
20
5.1
Transfer of shares
20
5.2
Registration of transfers
21
5.3
Power to suspend registration of transfers
21
5.4
Transmission of shares
21
5.5
Listed company
22
5.6
Small holdings
23
5.7
Proportional takeover approval
24
6.
General meetings
25
6.1
Calling general meetings
25
6.2
Notice of general meetings
26
6.3
Admission to general meetings
26
6.4
Quorum at general meetings
27
6.5
Chair of general meetings
27
Constitution - new 220921.DOCX
For personal use only
Constitution
Contents
page
6.6
Conduct of general meetings
28
6.7
Meetings by technological means
28
6.8
Decisions at general meetings
29
6.9
Voting rights
30
6.10
Representation at general meeting
32
6.11
Direct voting
34
6.12
Separate class meetings
35
7.
Directors
35
7.1
Appointment and removal of directors
35
7.2
Vacation of office
37
7.3
Remuneration and expenses
37
7.4
Share qualification
38
7.5
Interested directors
38
7.6
Powers and duties of directors
39
7.7
Proceedings of directors
40
7.8
Convening of meetings of directors
40
7.9
Notice of meetings of directors
41
7.10
Quorum at meetings of directors
41
7.11
Chair and deputy chair of directors
42
7.12
Decisions of directors
42
7.13
Written resolutions
43
7.14
Alternate directors
43
7.15
Committees of directors
44
7.16
Delegation to individual directors
45
7.17
Validity of acts
45
8.
Executive officers
45
8.1
Managing directors, deputy managing directors and executive directors
45
8.2
Associate directors
46
8.3
Secretaries
46
8.4
Terms of office
46
9.
Indemnity and insurance
47
9.1
Indemnity
47
9.2
Insurance
48
9.3
Savings
48
9.4
Officer
49
10.
Winding-up
49
10.1
Distribution of surplus
49
10.2
Division of property
49
11.
Minutes and records
50
11.1
Minute books
50
11.2
Minutes
50
11.3
Evidence
51
11.4
Inspection of records
51
12.
Execution of documents
51
12.1
Manner of execution
51
For personal use only
Constitution
Contents
13. Notices
page
51
51
51
52
52
52
53
53
53
54
54
54
55
55
For personal use only
Constitution
Leigh Creek Energy Limited
ACN 107 531 822
1. Preliminary
page 1
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Disclaimer
Leigh Creek Energy Limited published this content on 15 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 November 2021 07:39:02 UTC.