Ann: Notice of Annual General Meeting/Proxy Form, page-2

As the 2024 AGM approaches, TMZ shareholders have several critical resolutions to consider. With the shift to “Silver Metal Group Limited” signalling a renewed focus on silver and resource expansion, this AGM represents a turning point.

Resolution 1: Adoption of Remuneration Report

Suggested Vote: ✅ For
Rationale:
While advisory, this vote on the Remuneration Report lets shareholders weigh in on the compensation structure for key management. The report details a restrained approach, reflecting the board's conservative fiscal management as executives receive no short-term incentives for the year ending 30 June 2024. This decision aligns with shareholder interests by prioritising capital preservation.

Key Points:

• Executive directors and management opted out of bonuses amid uncertain cash flow, showing fiscal responsibility.
• A vote in favour encourages this prudent approach, which could be essential as Thomson transitions its brand and business focus.

Resolution 2: Election of Michael Povey as Director

Suggested Vote: ✅ For
Rationale:
Michael Povey, a mining engineer with extensive experience across global markets and diverse resource projects, brings senior management expertise vital to Thomson’s expansion. His background with Rio Tinto and Anglo American, along with his active roles in resource companies listed on the ASX, TSXV, and AIM, supports Thomson’s technical and operational ambitions.

Key Points:

• His experience in mining operations and technical evaluation aligns directly with the company’s strategic goals in silver resource development.
• The Explanatory Notes designate him as a non-independent director, reflecting his executive capacity and current consulting role with the Company.
• Povey’s international insights and leadership across public resource companies could prove invaluable in positioning the Company within the evolving silver and metals markets.

Resolution 3: Election of Kevin Lynn as Director

Suggested Vote: ✅ For
Rationale:
Kevin Lynn, Chartered Accountant and Master of Finance, contributes financial acumen critical to the Company’s budget-conscious strategies and potential capital restructuring. His role as Executive Director and Company Secretary includes an in-depth understanding of mining finance and regulatory compliance, areas crucial as the company looks to stabilise and pursue growth.

Key Points:

• Lynn's finance and regulatory background bolsters the board’s fiscal oversight, aligning with commitments made to meet future capital needs through shareholder-approved debt conversions.
• Classified as a non-independent director due to his executive role, he is positioned to bring financial clarity to Thomson’s planned capital raising initiatives.

Resolution 4: Election of John Featherby as Director

Suggested Vote: ✅ For
Rationale:
With extensive experience in stockbroking, wealth management, and corporate relations, Featherby offers a vital link between Thomson’s resources strategy and capital markets. Since joining Hartley Poynton (now Euroz Hartleys) in 1987, Featherby has fostered corporate relations and led business development, making his skill set highly compatible with Thomson’s capital requirements.

Key Points:

• Notably, Featherby is the only director considered fully independent, providing a balanced voice amidst executive perspectives.
• His network and understanding of capital markets can enhance Thomson’s ability to attract investment under its new focus as “Silver Metal Group Limited.”

Resolution 5: Consolidation of Share Capital

Suggested Vote: ✅ For
Rationale:
The proposed 12-to-1 share consolidation aims to streamline the company’s capital structure by reducing the share count from approximately 976 million to 81 million. This consolidation is expected to position shares at a higher price point, potentially attracting institutional investors who are deterred by low-price stocks.

Key Points:

• Options will be adjusted in line with the 12-to-1 ratio, ensuring shareholders and option holders maintain their proportional ownership.
• The consolidation does not alter shareholders’ percentage interests but may enhance share liquidity and perception, thus supporting the Company’s upcoming capital-raising endeavours.

Resolution 6: Approval of Change of Company Name to "Silver Metal Group Limited"

Suggested Vote: ✅ For
Rationale:
This rebranding to "Silver Metal Group Limited" more accurately reflects the Company’s strategic direction, which now centres around silver exploration and resource development. The proposed name underscores the Company’s renewed commitment to silver, aligning public perception with operational focus.

Key Points:

• The change in name and branding is strategic, aiming to capture a wider audience and create alignment with investors interested in silver and metals.
• ASIC has reserved the name, pending shareholder approval, with a 75% majority required.

Additional Considerations and Voting Recommendations

1. Directors have committed up to $250,000 each to support the Company’s obligations until future capital raises are complete, with debt conversion conditional on shareholder approval. This shows a robust commitment to supporting the Company financially.
2. The consolidation and name change will proceed promptly after AGM approval, with trading on a post-consolidation basis anticipated by 3 December 2024.
3. Each director has extensive experience within the resource and mining sectors, fostering a board dynamic attuned to resource exploration’s challenges and opportunities.

In light of Thomson’s prudent fiscal management, strategic rebranding, and careful selection of director candidates, these resolutions collectively signal a balanced, growth-oriented future. Voting in favour of each resolution aligns with a long-term view, supporting both structural efficiency and resource-focused expansion. Shareholders’ positive vote on these resolutions will enable TMZ, soon to be Silver Metal Group Limited, to progress confidently toward its strategic goals.

I'm happy to hear and discuss others' insights on these resolutions.