Besra Gold Inc. Announces Postponement of Special Meeting of Shareholders

Melbourne, Victoria, Australia--(Newsfile Corp. - May 5, 2025) -  Besra Gold Inc (ASX: BEZ) (Besra or the Company) today announced that the Company's board of directors (the Board) has resolved to postpone the upcoming special meeting (the Special Meeting) of shareholders of Besra (Shareholders), which was scheduled to be held on 26 May 2025 (corresponding to 27 May 2025 in Australia). The Special Meeting will now take place on 23 June 2025 (corresponding to 24 June 2025 in Australia). The record date for determining Shareholders entitled to receive notice of and to vote at the Special Meeting will be 5:00 pm (Melbourne time) on 5 May 2025.

As previously announced, following the Company's announcement that the Special Meeting would be convened for Shareholders to consider the proposed removal of Dato Lim Khong Soon from the Board, Quantum Metal Recovery Inc (Quantum), a company controlled by Mr Lim, purported to requisition a meeting of Shareholders for the purpose of removing each of the Company's directors other than Mr Lim and electing three new director nominees proposed by Quantum (the Quantum Nominees). Since receiving the requisition, Besra has engaged with Quantum with a view to obtaining sufficient information regarding the Quantum Nominees to fully inform Shareholders about the important voting decision they face. Quantum has not advised whether it intends to disseminate a dissident proxy circular.

The Board has determined that the postponement of the Special Meeting is in the best interests of Besra and its Shareholders as it will provide additional time for, among other things, a determination by the Board as to whether further engagement with Quantum may enable the Company to avoid the distraction and expense of a proxy contest.

Advisors

Norton Rose Fulbright Canada LLP is acting as legal counsel to Besra in connection with the Special Meeting.

This announcement was authorised for release by the Board of Besra Gold Inc.

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Forward-Looking Statements:

This news release contains "forward-looking information" or "forward-looking statements" within the meaning of applicable securities laws (collectively, "forward-looking statements"). In some cases, forward-looking statements are identifiable by the terminology used, such as "may," "expect," "believe," "plan," "anticipate," "intend," "could," "estimate," "continue," or similar expressions or the negative of such expressions. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances are considered forward-looking statements. Forward-looking statements in this news release include, among other things, references, expressed or implied, to the date of the Special Meeting and the matters to be considered by Shareholders at the Special Meeting.

Forward-looking statements are subject to known and unknown risks and uncertainties and other factors, some of which are beyond the control of Besra, which could cause actual events, results, expectations, achievements or performance to differ materially. These risks and uncertainties include, but are not limited to, the possibility that the Special Meeting will be further postponed or adjourned and other risks and uncertainties. The foregoing list of risks and uncertainties is not exhaustive.

Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking statements. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking statement is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking statements, which speak only as of the date made. The forward-looking statements contained in this news release represent the Company's expectations as of the date of this news release (or as of the date they are otherwise stated to be made) and are subject to change after such date. However, the Company disclaims any intention or obligation or undertaking to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable laws. All of the forward-looking statements contained in this news release are expressly qualified by the foregoing cautionary statements.

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