14 May 2024
Tirupati Graphite
plc
('Tirupati' or the 'Company')
NOTICE OF REQUISITIONED
GENERAL MEETING
On 23 April 2024, the Company
received a requisition letter (the "Requisition Letter") from
Walpole St. Andrews Nominees Ltd on behalf of a group of underlying
shareholders holding, in aggregate, 6,847,813 ordinary shares
representing c. 5.8% of the issued ordinary share capital of the
Company (the 'Requisitioners') on the receipt date. The letter
required the Company to convene a general meeting of the Company's
shareholders pursuant to section 303 of the Companies Act 2006 (the
'Act') to consider resolutions to remove Shishir Poddar, Puruvi
Poddar and Alastair Bath from office as directors of the Company
and to appoint Mark Rollins, Leo Koot, Isabel de Salis and Murat
Dogan Erden as directors of the Company.
Accordingly, the Board is today
posting the Notice to shareholders (the "Circular") convening the
requisitioned General Meeting for shareholders which is to be held
at the offices of Bird & Bird LLP, 12 New Fetter Lane, London
EC4A 1JP on Tuesday 11 June 2024 at 3.00 pm (GMT).
A copy of the Circular and Notice are available on
the Company's website (https://tirupatigraphite.co.uk/) under the
tab COPORATE NEWS AND DOCUMENTS (this tab is in the INVESTOR CENTRE
section of the Company's website).
The
Board unanimously recommends shareholders VOTE
AGAINST ALL Resolutions.
The Company recognises that its current board
structure and composition must be
addressed to ensure it returns to QCA compliance with
the appointment of wholly independent directors as soon as
practically possible. The Board is taking urgent steps to enhance this and
is seeking the appointment of a new Non-Executive Chair,
Non-Executive Directors, and a CFO.
Replacing the existing Board would
deprive it of critical sector and business knowledge, access to
intellectual property and relationships. The proposed
directors have neither the sector skills nor experience to navigate
the complex and specialist graphite sector. Their appointments
would be value-destructive to the Company's prospects and would not
bring true independence to the board.
Shareholders are strongly encouraged
to read the Company's full response posted on 13 May 2024 to the
requisition letter that provided a full response to the issues
raised by the requisitioners. A copy can be found at:
https://polaris.brighterir.com/public/tirupati_graphite/news/rns/story/rnd5zkx
ENDS
For further information, please
visit https://www.tirupatigraphite.co.uk/
or contact:
Tirupati Graphite Plc
Puruvi Poddar - Joint Managing
Director
|
admin@tirupatigraphite.co.uk
+44 (0) 20 39849894
|
CMC
Markets UK Plc (Joint Broker)
Douglas Crippen
|
+44 (0)20 3003 8632
|
Optiva Securities Limited (Joint
Broker)
Ben Maitland - Corporate
Finance
|
+44 (0) 20 3034 2707
|
FTI
Consulting (Financial PR)
Ben Brewerton / Nick Hennis / Lucy
Wigney
|
+44 (0) 20 3727 1000
tirupati@fticonsulting.com
|
About Tirupati Graphite
Tirupati Graphite Plc is a
specialist Graphite producer and a supplier of the critical mineral
for a decarbonised economy and the energy transition. The Company
places a special emphasis on green applications including renewable
energy, e-mobility, energy storage and thermal management, and is
committed to ensuring its operations are
sustainable.
The Company's operations include
primary mining and processing in Madagascar where the Company
operates two key projects, Sahamamy and Vatomina with a combined
30,000 tpa of currently installed capacity, producing high-quality
flake graphite concentrate with up to 97% purity and selling to
customers globally.
The Company also holds two advanced
stage, world class, natural graphite projects in Mozambique. Work
has already commenced to optimise the economics for development of
the Montepuez graphite project, which is permitted for 100,000tpa
production and where substantial construction work has already been
undertaken by the predecessor. A table of the Company's projects is
provided below:
Country
|
Project
|
Stage
|
Madagascar
|
Sahamamy
|
In production: 18,000tpa
capacity
|
Madagascar
|
Vatomina
|
In production: 12,000tpa
capacity
|
Mozambique
|
Montepuez
|
100,000tpa permitted,
development-initiated
|
Mozambique
|
Balama Central
|
58,000tpa permitted,
development-ready
|