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Euro Manganese Announces Results of Annual General and Special Meeting

26.02.2022  |  GlobeNewswire

VANCOUVER, Feb. 25, 2022 - 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:

Nominee Total Votes
Cast
Votes For % For Votes Withheld
(Abstained)
% Withheld
(Abstained)
John Webster 132,618,497 96,614,242 72.85 36,004,255 27.15
Matthew P. James 132,618,497 114,465,603 86.31 18,152,894 13.69
David B. Dreisinger 132,618,497 130,676,402 98.54 1,942,095 1.46
Gregory P. Martyr 132,618,497 103,392,115 77.96 29,226,381 22.04
Thomas M. Stepien 132,618,497 132,239,702 99.71 378,795 0.29


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 Votes Votes For % For Votes Against % Against Votes
Withheld
/Abstained
Resolution 2 - Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company

133,353,400 133,100,996 99.81 Nil Nil 252,404
Resolution 3 - Re-approval of the Company's Stock Option Plan (1)

132,618,497 132,306,374 99.76 309,923 0.23 2,200
Resolution 4 - Approval of Amendments to the Company's Stock Option Plan(2)

132,618,497 132,279,843 99.74 316,454 0.24 22,200
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) 132,618,497 132,323,749 99.78 270,548 0.20 24,200


(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:

Nominee Total Proxies Received Proxy directed to vote For Proxy directed to vote Against Proxy directed to Abstained Proxy could vote at their discretion
Resolution 1 -
Election of directors:
John Webster 130,842,497 94,838,242 N/A 36,004,255 Nil
Matthew P. James 130,842,497 112,689,603 N/A 18,152,894 Nil
David B. Dreisinger 130,842,497 128,900,402 N/A 1,942,095 Nil
Gregory P. Martyr 130,842,497 101,616,115 N/A 29,226,382 Nil
Thomas M. Stepien 130,842,497 130,463,702 N/A 378,795 Nil
Resolution 2 - Appointment of Pricewaterhouse-Coopers LLP as Auditors of the Company 131,577,400 131,324,996 N/A 252,404 Nil
Resolution 3 - Re-approval of the Company's Stock Option Plan (1) 127,255,254 126,943,131 309,923 2,200 Nil
Resolution 4 - Approval of Amendments to the Company's Stock Option Plan(1)

127,255,254 126,916,600 316,454 22,200 Nil
Resolution 5 - Ratification and approval of the issuance of 17,800,000 Shares pursuant to a Placement with the EBRD (2) 130,842,497 130,547,749 270,548 24,200 Nil


(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


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Euro Manganese Inc.
Bergbau
A2N6V9
CA29872T1003

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