If you have sold or transferred all of your registered holding in the Ordinary Shares in Aminex PLC, please forward this document and the Form of Proxy to the agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.
AMINEX PLC(Registered in Ireland Number 72399)
Charles Santos (Executive Chairman) Tom Mackay
Sultan Al-Ghaithi Robert Ambrose
To: The holders of Ordinary Shares Dear Shareholder,
Notice of 2026 Annual General MeetingRegistered Office: Paramount Court Corrig Road
Sandyford Business Park Dublin 18 D18 R9C7
Ireland 7 September 2026
The Annual General Meeting ("AGM") of Aminex PLC ("the Company") is to be held at 2.00 pm on Wednesday 30 September 2026 at The Geological Society, Burlington House, Piccadilly, London W1J 0BG. The Notice of the Annual General Meeting is set out on pages 2 to 4.
Business of the Annual General MeetingIn addition to the Ordinary Business to be transacted at the Annual General Meeting (as set out in Resolutions 1 and 2), the Board also proposes as Special Business the Resolutions numbered 3 and 4, as explained below.
Resolution 3, which is an ordinary resolution, seeks a new authority to enable the Directors to allot relevant securities up to a maximum amount equal to the aggregate nominal value of the authorised but unissued share capital of the Company from time to time. This authority will remain in place until the earlier of the end of the next AGM or 31 December 2027 (provided that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offer or agreement notwithstanding that the authority conferred under this resolution has expired). Resolution 4, which is a special resolution, seeks a new authority to disapply statutory pre-emption rights in relation to the allotment of equity securities. The authority will be limited to (i) the allotment of the equity securities in favour of shareholders holding Ordinary Shares and/or any persons having a right to subscribe for or convert securities into Ordinary Shares in the capital of the Company (including, without limitation, any holders of warrants and/or holders of options under the Company's share option scheme for the time being), and, in addition, (ii) the allotment of equity securities for cash up to an aggregate nominal value equal to €559,376, representing12.5 per cent of the Company's issued ordinary share capital (excluding deferred share capital) as at 7 September 2026. The authority will remain in place until the earlier of the end of the next AGM or 31 December 2027.
RecommendationThe Directors believe that the Resolutions are in the best interest of the Company and its shareholders as a whole and recommend you vote in favour of the Resolutions as set out in the Notice of AGM as they intend to do themselves in respect of their own beneficial holdings of Ordinary Shares.
Yours faithfully,
Charles Santos Executive Chairman
Notice of MeetingNOTICE IS HEREBY GIVEN that the forty fifth Annual General Meeting of the Company will be held at The Geological Society, Burlington House, Piccadilly, London W1J 0BG on Wednesday 30 September 2026 at 2.00 pm for the purpose of considering and, if thought fit, passing the following Resolutions of which Resolutions numbered 1 to 3 (inclusive) will be proposed as Ordinary Resolutions and Resolution numbered 4 will be proposed as a Special Resolution.
Ordinary Business:To receive and consider the Statement of Accounts for the year ended 31 December 2025 and the reports of the Directors and Auditor thereon.
To authorise the Directors to fix the remuneration of the Auditor.
Special Business:That the Directors be and are hereby generally and unconditionally authorised pursuant to Section 1021 of the Companies Act 2014 (the "Act") to exercise all the powers of the Company to allot relevant securities (within the meaning of Section 1021 of the Act) up to a maximum amount equal to the aggregate nominal value of the authorised but unissued share capital of the Company from time to time.
The authority hereby conferred shall expire (unless previously renewed, varied or revoked by the Company in general meeting) on the earlier of the conclusion of the 2027 Annual General Meeting and 31 December 2027, save that the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offer or agreement as if the power conferred hereby had not expired.
That the Directors be and are hereby empowered pursuant to Section 1023 of the Companies Act 2014 (the "Act") to allot equity securities (as defined by Section 1023 of the Act) for cash as if Section 1022(1) of the Act did not apply to any such allotment provided that this power shall be limited to:
the allotment of equity securities on the exercise of any option or warrant granted by the Company from time to time; and
in addition and without prejudice to the authority conferred by paragraph (a) of this Resolution, the allotment of equity securities up to a maximum aggregate nominal value of €559,376.
The power hereby conferred shall expire on the earlier of the conclusion of the 2027 Annual General Meeting and 31 December 2027, save that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired.
BY ORDER OF THE BOARD
Brian Cassidy Secretary
7 September 2026
Registered Office:
Paramount Court, Corrig Road, Sandyford Business Park, Dublin 18 D18 R9C7, Ireland
Notes: Entitlement to Attend and VoteOnly those members registered in the 'Register of Members' of the Company four days before the time appointed for the meeting, or if the meeting is adjourned at 6.00 pm on the day which is four days before the time appointed for the adjourned meeting, shall be entitled to attend and vote at the meeting in respect of the number of shares registered in their names at the relevant time. Changes to entries in the register after the relevant time will be disregarded in determining the right of any person to attend and/or vote at the meeting. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other registered holder(s) and for this purpose, seniority will be accepted to order in which the names stand in the 'Register of Members' in respect of a joint holding.
Website Giving Information Regarding the MeetingInformation regarding the meeting, including information required by section 1103 of the Companies Act 2014, is available from www.aminex-plc.com.
Attending in PersonThe meeting will be held at 2.00 pm on Wednesday 30 September 2026 at The Geological Society, Burlington House, Piccadilly, London W1J 0BG.
Proxy Voting - registered membersA member entitled to attend, speak and vote at the meeting is entitled to appoint a proxy to attend, speak and vote on his/her behalf. A member may appoint more than one proxy to attend and vote at the meeting in respect of shares held in different securities accounts. A member acting as an intermediary on behalf of one or more clients may grant a proxy to each of its clients or their nominees provided each proxy is appointed to exercise rights attached to different shares held by that member. A proxy need not be a member of the Company.
A Form of Proxy for use by members is enclosed with this Notice of Annual General Meeting (or is otherwise being delivered to members). Completion of a Form of Proxy (or submission of proxy instructions electronically) will not prevent a member from attending the Annual General Meeting and voting in person should they wish to do so.
To be effective, the completed Form of Proxy together with any power of attorney or other authority under which it is executed, or a notarially certified copy thereof, must be deposited with the Registrar of the Company, Computershare Investor Services (Ireland) Limited, P.O. Box 13030, 3100 Lake Drive, Citywest Business Campus, Dublin 24, D24 AK82, Ireland not less than 48 hours before the time appointed for the meeting or any adjournment of the meeting.
In the case of a corporation, the instrument appointing a proxy shall be either under its common seal or under the hand of an officer or attorney duly authorised in that behalf.
If a proxy is executed under a power of attorney, such power of attorney must be deposited with the Company with the Form of Proxy.
Proxy Voting - EB Participants and CDI HoldersAll proxy votes must be received by the Company's Registrar not less than 48 hours before the time appointed for the meeting or any adjournment of the meeting. However, persons holding through the Euroclear Bank or (via a holding of CREST depository interests ("CDIs")) CREST systems will also need to comply with any additional voting deadlines imposed by the respective service offerings. All persons affected are recommended to consult with their stockbroker or other intermediary at the earliest opportunity. The submission of a proxy will not prevent members attending and voting at the meeting should you wish to do so.
For voting services offered by custodians holding Irish corporate securities directly with Euroclear Bank, please contact your custodian.
Euroclear Bank will, wherever practical, aim to have a voting instruction deadline of one (1) hour prior to the Company's proxy appointment deadline (being 48 hours before the relevant meeting). Voting instructions cannot be changed or cancelled after Euroclear Bank's voting deadline. There is no facility to offer a letter of representation/appoint a corporate representative other than through the submission of third-party proxy appointment instructions. EB Participants are strongly encouraged to familiarise themselves with the new arrangements with Euroclear Bank, including the new voting deadlines and procedures.
Euroclear UK & Ireland Limited ("EUI"), the operator of the CREST system has arranged for voting instructions relating to the CDIs held in CREST to be received via a third-party service provider, Broadridge Financial Solutions Limited ("Broadridge"). CREST members can complete and submit proxy appointments (including voting instructions) electronically through Broadridge. If you hold CDIs, and you wish to submit electronic voting instructions or proxy appointment instructions you must use the Broadridge Global Proxy Voting service Set-up Form (CRT408) prescribed by Broadridge. Completed application forms should be returned to EUI by an authorised signatory with another relevant authorised signatory copied in for verification purposes using the following email address: eui.srd2@euroclear.com. Fully completed and returned application forms will be shared with Broadridge by EUI. This will enable Broadridge to contact you and share further detailed information on the service offering and initiate the process for granting your access to the Broadridge platform. The voting service will process and deliver proxy voting instructions received from CREST members on the Broadridge voting deadline date to Euroclear Bank, by its cut-off and to agreed market requirements. Broadridge's voting deadline will accordingly be earlier than Euroclear Bank's voting instruction deadline as set out above. Voting instructions cannot be changed or cancelled after Broadridge's voting deadline. There is no facility to offer a letter of representation/appoint a corporate representative other than through the submission of third-party proxy appointment instructions. CREST members with holdings of CDIs are strongly encouraged to familiarise themselves with the new arrangements with Broadridge, including the new voting deadlines and procedures and to take, as soon as possible, any further actions required by Broadridge before they can avail of this voting service.
Action To Be TakenAs a member, you have several ways to exercise your right to vote:
by attending the meeting in person;
by appointing the Chairman or another person as a proxy to vote on your behalf;
by appointing a proxy via the Euroclear Bank processes (for Euroclear Bank participants and CDI holders in CREST).
Electronic proxy appointment is available for the meeting. This facility enables a member to lodge his/her proxy appointment by electronic means by logging on to the website of the Registrars, https://www.eproxyappointment.com. To appoint a proxy electronically members will require the Meeting Control Number, their Shareholder Reference Number (SRN) and PIN number as printed on the accompanying Form of Proxy. Full details of the procedures, including voting instructions are given on the website.
Should you not receive a Form of Proxy you may request this by telephoning the Company's registrar on 01 2475697 (from Ireland)/ 0370 707 1535 (from the UK) or by writing to the Company Secretary at the address set out above.
Notes: (continued) Questions at the Annual General MeetingPursuant to section 1107 of the Companies Act 2014, any member attending the meeting has the right to ask questions, subject to any reasonable measures the Company may take to ensure identification of the member. The Company must cause to be answered any such question relating to business being dealt with at the meeting but no such answer need be given if (a) to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information, (b) the answer has already been given on the Company's website in the form of an answer to a question, or (c) it appears to the Chairman of the meeting that it is undesirable in the interests of good order of the meeting that the question be answered.
Members' right to table draft resolutions and put items on the agendaA shareholder or a group of shareholders holding 3% of the issued share capital, representing at least 3% of the total voting rights of all shareholders who have a right to vote at the meeting, have a right to table a draft resolution for an item on the agenda of the meeting subject to any contrary provisions in company law. In the case of the 2026 Annual General Meeting, the latest date for submission of such requests is 16 September 2026. The request:
may be in hard copy form or in electronic form;
must set out in writing details of the draft resolution in full or, if supporting a draft resolution sent by another shareholder, clearly identify the draft resolution which is being supported; and
must be authenticated by the person or persons making it (by identifying the shareholder or shareholders meeting the qualification criteria and, if in hard copy, by being signed by the shareholder or shareholders).
In addition to the above, the request must be made in accordance with one of the following ways:
a hard copy request which is signed by the shareholder(s), states the full name and address of the shareholder(s) and is sent to the Company Secretary, Aminex plc, Paramount Court, Corrig Road, Sandyford Business Park, Dublin18, D18 R9C7 Ireland; or
a request which states the full name and address of the shareholder(s) and the Shareholder Investor Code (IVC) (as printed on the accompanying Form of Proxy) and is sent to company.secretary@aminex-plc.com.
A draft resolution must not be such as would be incapable of being passed or otherwise be ineffective (whether by reason of inconsistency with any enactment or the Company's Memorandum and Articles of Association or otherwise). Any draft resolution must not be defamatory of any person.
Issued shares and total voting rightsThe total number of issued shares on the date of this notice of Annual General Meeting is 4,475,001,044. On a vote by show of hands every member who is present in person and every proxy has one vote (but no individual shall have more than one vote). On a poll every member shall have one vote for every share carrying voting rights of which he is the holder.
The ordinary resolutions require a simple majority of members voting in person or by proxy to be passed. The special resolutions require a majority of not less than 75 per cent of those who vote either in person or by proxy to be passed.
Data Protection StatementYour personal data includes all data provided by you, or on your behalf, which relates to you as a shareholder, including your name and contact details, the votes you cast and your Shareholder Reference Number (attributed to you by the Company). The Company determines the purposes for which and the manner in which your personal data is to be processed. The Company and any third party to whom it discloses the data (including the Company's Registrars) may process your personal data for the purposes of compiling and updating the Company's records, fulfilling its legal obligations and processing the shareholder rights you exercise.
MiscellaneousA copy of this Notice, the 2025 Annual Report and copies of any other documentation relating to the 2026 Annual General Meeting, including proxy forms, are available on the Company's website, https://www.aminex-plc.com.
During the meeting, shareholders (or their duly appointed proxies) may not use cameras, smart phones or other audio, video or electronic recording devices, unless expressly authorised by the Chairman of the meeting. This prohibition shall not apply to equipment being used by the Company for the purpose of projecting the meeting onto screens during the meeting or to photographs taken by accredited press photographers admitted to the meeting.
