Ann: Offtake Term Sheet Signed with Haida Graphite, page-25

Yes shareholders will need to vote on the deal. The meeting for the vote will be somewhere in West Perth and the WA supporters of this deal (including management who will have good visibility of proxies, attendees and intended votes prior the meeting) will have gathered enough attendees in the room to put their hands up in favour of the deal so that it goes through on a show of hands. All that is needed is >50% of those casting a vote to vote in favour of the deal.

Key then will be the votes of Shandong, but also the many millions of shares held by the various nominee companies and those shares that Somers has acquired beneficial interests in through the capital raises over the past 12 months that it has underwritten and which would be currently registered in the name of nominees.

The vote can be opposed and voted down, but it would be necessary for the many individual holders against the deal to rally together and give proxies to an attendee and then have a poll demanded at the meeting.

Now would be an appropriate time for those opposing the deal to express their views, as the option exercise date is fast approaching and it would expected that the vote would then take place around the end of March 2018. So a little over 6 weeks for the opposition votes to be gathered together - ie, a very small amount of time.