Yowie Group Announces 2026 AGM on August 28 with Director Elections and Remuneration Report Vote

Yowie Group’s 2026 AGM Voting Deadlines and Meeting Details

Yowie Group Ltd has set a clear timeline for shareholder participation in the 2026 Annual General Meeting. The voting eligibility snapshot date is 7:00pm AEST on Wednesday, 26 August 2026, determining which shareholders may vote. Proxy votes must be lodged by 12:00pm AEST on the same date; late proxies will not be accepted. These dates may be adjusted at the company’s discretion.

The AGM will begin at 12:00pm AEST on Friday, 28 August 2026 at Azure Group’s Sydney CBD offices. Shareholders are encouraged to thoroughly review the Notice of Meeting, Explanatory Statement, and Proxy Form prior to voting. Those uncertain about voting decisions should consult their accountant, solicitor, or other professional adviser. Meeting documents and the annual financial report are accessible at www.yowie.com for shareholders unable to attend in person.

Shareholder Vote on Adoption of Remuneration Report for FY2025

Resolution 1 requires shareholders to vote on adopting the Remuneration Report included in the 2025 annual financial report. This non-binding vote is mandated by section 250R(2) of the Corporations Act 2001 (Cth) for all listed companies. The Directors’ Report details remuneration policies and arrangements for Directors and Key Management Personnel. While advisory in nature, the board will consider the vote outcome when shaping future remuneration policies.

Voting restrictions apply to key management personnel and their closely related parties on this resolution unless appointed as proxies with explicit instructions or voting via the Chairman as proxy. The Chairman intends to vote all undirected proxies in favor of Resolution 1. Shareholders wishing to oppose or abstain should specify their preferences on proxy forms.

Election of Gary Miller as Non-Executive Director Following March 2026 Appointment

Gary Miller, appointed to the board on 30 March 2026, seeks formal election under clause 13.4 of the Constitution and ASX listing rule 14.4. This clause requires directors appointed as additions to stand for election at the next AGM. His appointment increases the board to six directors. The other Directors unanimously recommend voting in favor of his election, with the Chairman supporting Resolution 2.

Mr Miller brings over 30 years of financial markets experience, holding a Diploma of Financial Advising. His background includes directorship and Responsible Officer roles at a Brisbane financial planning firm and membership on the investment committee of an ASX-listed financial services company. He also serves as a Non-Executive Director of Benjamin Hornigold Limited (ASX:BHD), gaining expertise in commercial property investment, development finance, and asset recovery, which adds valuable experience to Yowie Group’s board.

Re-Election of Directors Sulieman Ravell and Martyn McCathie Under Rotation

Resolutions 3 and 4 cover the re-election of Sulieman Ravell and Martyn McCathie, who retire by rotation per Rule 13.2 of the Constitution and ASX listing rule 14.4. Both directors are eligible and have nominated for re-election. The board supports their re-election, although detailed information about their roles and experience is not provided in the announcement.

Director rotation ensures board renewal while maintaining continuity. It provides shareholders with regular opportunities to evaluate director performance and board composition. No specific board or Chairman voting recommendations for these resolutions are disclosed, but shareholders can review director credentials in the meeting materials and annual report.

2025 Annual Financial Report Presentation and Auditor Engagement at AGM

The 2025 Annual Report will be formally presented at the AGM, fulfilling constitutional and Corporations Act requirements. Shareholders may discuss the report and raise questions, though no vote is required on this item. The report is available online at www.yowie.com for those who did not receive a hard copy.

Representatives from RSM Australia Partners, Yowie Group’s external auditors, will attend to address shareholder inquiries about the audit process and audit report content. This direct auditor engagement enhances corporate governance transparency and allows shareholders to gain deeper insight into the company’s financial reporting and audit outcomes.

Access to AGM Documentation and Shareholder Guidance

Yowie Group provides comprehensive access to AGM materials including the Notice of Meeting, Explanatory Statement, Proxy Form, and 2025 Annual Report via www.yowie.com. This digital availability complements the option for shareholders to request hard copies. Shareholders are urged to review all documents carefully to make informed voting decisions.

For shareholders uncertain about voting, the company recommends consulting professional advisers such as accountants or solicitors. This ensures shareholders understand the resolutions and their implications before casting votes, supporting informed participation in the AGM.

Governance Framework for Director Appointments and Voting Restrictions

Director appointments and rotations are governed by Yowie Group’s Constitution and ASX listing rules. Clause 13.4 permits appointment of directors to fill casual vacancies or as additions, with terms expiring at the next AGM. These appointees are not counted in director rotation calculations. Rule 13.2 mandates periodic retirement by rotation, requiring directors to seek re-election, ensuring board renewal and shareholder oversight.

Voting restrictions apply to key management personnel and their closely related parties on the Remuneration Report resolution unless appointed as proxies with clear instructions or voting through the Chairman. These measures promote independent shareholder decision-making on executive remuneration.

Board Composition and Oversight of Corporate Governance

The board currently comprises six directors following Gary Miller’s March 2026 appointment. Aside from those standing for election or re-election, no further details on other directors are provided. The board’s multi-director structure aims to provide diverse perspectives and effective oversight of company strategy and operations. Periodic elections and rotations enable shareholders to assess director performance and board suitability regularly.

The Directors, excluding Gary Miller regarding his own election, unanimously recommend voting in favor of his appointment. The Chairman intends to support Resolutions 1, 2, and 3 by voting all undirected proxies accordingly. Shareholders retain the right to direct proxies against or abstain from any resolutions.

Post-AGM Investor Considerations and Reporting

After the 28 August 2026 AGM, investors should watch for announcements confirming voting outcomes on all four resolutions. The Remuneration Report vote, although advisory, will indicate shareholder views on executive pay. Election results for Gary Miller, Sulieman Ravell, and Martyn McCathie will clarify board composition and governance continuity. Any significant dissent may lead to further company disclosures on governance or remuneration policies.

The 2025 Annual Report, available at www.yowie.com, will provide detailed financial and operational insights for the year ended 30 June 2025, including the auditor’s opinion on financial statement fairness. Subsequent company updates on business performance and strategic initiatives will be key milestones following the AGM.