Announcement PDF 27 November 2025 Taranaki VTM project • World class tier 1 project • Offshore vanadium titaniferous iron sands • West Coast, North Island New Zealand Mt Boppy & Wonawinta Projects • Operating gold & silver producer Exceptional exploration potential within the Cobar Basin, NSW • Valuable production infrastructure, strategically located 2025 AGM Presentation Summary of Proxy Voting (Cont’d) 2 Summary of Proxy Voting (Cont’d) 3 Summary of Proxy Voting 4 2025 Accounts and Reports 5 Receipt and Consideration of Account and Reports To receive and consider the Financial Report, together with the Directors’ Report and the Auditor’s Report for the financial year ended 30 June 2025. Further information RSM Australia, the Company’s external auditor, are not in attendance at today’s Meeting. Questions for the Auditors can still be raised, which will be forwarded to them for a response. Following receipt of the response, we will make these available. There is no requirement for Shareholders to Approve the Financial Report. The 2025 Annual Report is available on the Company’s website at www.manukaresources.com.au Resolution 1 6 Adoption of Remuneration Report To consider, and if thought fit, to pass, with or without amendment the following non-binding resolution: “That, for the purpose of section 250R(2) of the Corporations Act, and for all other purposes, the Remuneration Report, forming part of the Company’s 2025 Annual Report, be adopted.” Further information • The Directors recommend that Shareholders vote in favour of adopting the Remuneration Report. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. • The 2025 Remuneration Report can be found on pages 27 to 34 of the 2025 Annual Report. In Favour Against Proxy’s Discretion Abstain / Exclude 204,635,044 8,608,205 3,793,849 125,055,155 94.29% 3.97% 1.75% Resolution 2 7 Re-election of Director – Mr Alan J Eggers To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Clause 13.3 of the Constitution, ASX Listing Rule 14.4 and for all other purposes Mr Alan J Eggers retiring by rotation, being eligible and offering himself for re-election, is re-elected as a director, effective from the conclusion of this Meeting.” Further information • The Directors recommend (with Mr Alan J Eggers) that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Details of Mr Eggers’s experience and qualifications can be found on page 14 of the Explanatory Memorandum to the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 334,998,542 2,797,766 3,842,737 453,208 98.06% 0.82% 1.12% Resolution 3 8 RATIFICATION OF PRIOR ISSUE OF SHARES – SECURITY SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue of 10,000,000 Security Shares on 06 June 2025 to Breakout Star Holdings Pty Ltd, as set out in the Explanatory Memorandum, are approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 335,785,979 2,369,526 3,842,737 94,011 98.18% 0.69% 1.12% Resolution 4 9 RATIFICATION OF PRIOR ISSUE OF A CONVERTIBLE NOTE To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 06 June 2025 of one (1) $250,000 Convertible Note to Breakout Star Holdings Pty Ltd (or their nominee/s) as set out in the Explanatory Memorandum, are approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,447,487 2,777,994 3,842,737 2,024,035 98.05% 0.82% 1.13% Resolution 5 10 RATIFICATION OF PRIOR ISSUE OF SHARES – EXTENSION COLLATERAL SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 06 June 2025 of 12,800,000 Extension Collateral Shares to Admin Reg Holdings Pty Ltd (or their nominee/s), as set out in the Explanatory Memorandum, are approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,807,739 2,417,665 3,842,737 2,024,112 98.16% 0.71% 1.13% Resolution 6 11 RATIFICATION OF PRIOR ISSUE OF UNLISTED OPTIONS TO CLAYMORE CAPITAL PTY LTD To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 25 June 2025 of 1,000,000 unlisted Options exercisable at $0.06 each on or before 29 May 2026 to Claymore Capital Pty Ltd (or their nominee/s), as set out in the Explanatory Memorandum, are approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,421,416 2,797,365 3,842,737 2,030,735 98.05% 0.82% 1.13% Resolution 7 12 RATIFICATION OF PRIOR ISSUE OF UNLISTED OPTIONS TO MR ANTANAS GUOGA – SUB-UNDERWRITER To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 8 July 2025 of 20,000,000 unlisted Options exercisable at $0.10 each on or before 7 August 2028 to Mr Antanas Guoga as sub-underwriter (or his nominee/s) to the Company’s fully underwritten non-renounceable Entitlement Offer as part of the sub-underwriting consideration and otherwise, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,821,814 2,410,440 3,842,737 2,017,262 98.16% 0.71% 1.13% Resolution 8 13 RATIFICATION OF PRIOR ISSUE OF UNLISTED OPTIONS TO CLIENT OF CLAYMORE CAPITAL PTY LTD – SUB- UNDERWRITER To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 8 July 2025 of 20,000,000 unlisted options exercisable at $0.10 each on or before 7 August 2028 to a professional and sophisticated client of Claymore Capital Pty Ltd as sub-underwriter (or his nominee/s) to the Company’s fully underwritten non-renounceable Entitlement Offer as part of the sub-underwriting consideration and otherwise, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,778,128 2,455,158 3,842,737 2,016,230 98.15% 0.72% 1.13% Resolution 9 14 RATIFICATION OF PRIOR ISSUE OF SHARES TO CLAYMORE CAPITAL PTY LTD IN LIEU OF LEAD MANAGER UNDERWRITING FEES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 8 July 2025 of 5,379,163 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Claymore Capital Pty Ltd (or their nominee/s) as consideration for underwriting and sub-underwriting services to the Company’s fully underwritten non-renounceable Entitlement, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,823,039 2,387,601 3,842,737 2,038,876 98.17% 0.70% 1.13% Resolution 10 15 RATIFICATION OF PRIOR ISSUE OF SHARES TO MR ANTANAS GUOGA IN LIEU OF SUB-UNDERWRITING FEES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 8 July 2025 of 5,581,395 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Mr Antanas Guoga (or his nominee/s) as consideration for underwriting and sub-underwriting services to the Company’s fully underwritten non-renounceable Entitlement, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,754,508 2,421,113 3,842,737 2,073,895 98.16% 0.71% 1.13% Resolution 11 16 RATIFICATION OF PRIOR ISSUE OF SHARES TO CLAYMORE CAPITAL PTY LTD TO SATISFY LEAD MANAGER UNDERWRITER COMMITMENTS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 5 August 2025 of 13,303,939 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Claymore Capital Pty Ltd (or their nominee/s) to the Company’s fully underwritten non-renounceable Entitlement, issued to satisfy the outstanding balance of their aggregate underwriting commitments, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,791,466 2,384,156 3,890,752 2,025,879 98.15% 0.70% 1.14% Resolution 12 17 RATIFICATION OF PRIOR ISSUE OF SHARES TO MR ANTANAS GUOGA TO SATISFY SUB-UNDERWRITER COMMITMENTS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 5 August 2025 of 13,227,689 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Mr Antanas Guoga (or his nominee/s) to the Company’s fully underwritten nonrenounceable Entitlement, issued to satisfy the outstanding balance of their aggregate underwriting commitments, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,785,961 2,388,907 3,890,752 2,026,633 98.15% 0.70% 1.14% Resolution 13 18 RATIFICATION OF PRIOR ISSUE OF SHARES TO CREDITOR MCPAUL FAMILY PTY LTD To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 5 August 2025 of 692,872 fully paid ordinary shares at a deemed issue price of $0.043 per Share to McPaul Family Pty Ltd (or their nominee/s) in satisfaction of outstanding fees and other amounts owing to that creditor, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,790,210 2,422,885 3,842,737 2,036,421 98.16% 0.71% 1.13% Resolution 14 19 RATIFICATION OF PRIOR ISSUE OF SHARES TO CREDITOR CONAN MINERALS GROUP PTY LIMITED To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 5 August 2025 of 4,362,790 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Conan Minerals Group Pty Limited (or their nominee/s) in satisfaction of outstanding fees and other amounts owing to that creditor, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,723,330 2,455,122 3,842,737 2,071,064 98.15% 0.72% 1.13% Resolution 15 20 RATIFICATION OF PRIOR ISSUE OF SHARES TO CREDITOR CLAYMORE CAPITAL PTY LTD To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior issue on 5 August 2025 of 4,033,005 fully paid ordinary shares at a deemed issue price of $0.043 per Share to Clamore Capital Pty Ltd (or their nominee/s) in satisfaction of outstanding fees and other amounts owing to that creditor, as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,735,601 2,441,002 3,890,752 2,024,898 98.14% 0.72% 1.14% Resolution 16 21 APPROVAL OF PROPOSED ISSUE OF SHARES AND OPTIONS ON CONVERSION OF CONVERTIBLE NOTES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, Shareholders approve the proposed issue of up to 13,913,199 Ordinary Shares and 27,826,398 Options in the Company to Unrelated Convertible Noteholders upon the conversion of convertible notes previously issued by the Company, as set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 333,528,992 2,694,028 3,842,737 2,026,496 98.08% 0.79% 0.79% Resolution 17 22 RATIFICATION OF PRIOR ISSUE OF TRANCHE 1 PLACEMENT SHARES – LISTING RULE 7.1 To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the prior by the Company of 34,441,027Placement Shares to a number of sophisticated and professional investors at an issue price of $0.075 per Share on the terms and conditions as set out in the Explanatory Memorandum, is approved and ratified.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 335,586,029 2,423,848 3,842,737 239,639 98.17% 0.71% 1.12% Resolution 18 23 APPROVAL OF PROPOSED ISSUE OF TRANCHE 2 PLACEMENT SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, Shareholders approve the proposed issue of up to 165,558,973 Placement Shares to a number of sophisticated and professional investors at an issue price of $0.075 per Share on the terms and conditions as set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 335,394,041 2,615,335 3,842,737 240,140 98.11% 0.77% 1.12% Resolution 19(a) 24 APPROVAL OF PROPOSED ISSUE OF INCENTIVE OPTIONS TO DIRECTORS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the proposed issue to Mr Dennis Karp, a Director, or his nominee, of a total of 20,000,000 Incentive Options under the Incentive Plan on the terms and conditions set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 205,783,873 9,055,037 3,842,737 123,410,606 94.10% 4.14% 1.76% Resolution 19(b) 25 APPROVAL OF PROPOSED ISSUE OF INCENTIVE OPTIONS TO DIRECTORS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the proposed issue to Mr Alan Eggers, a Director, or his nominee, of a total of 20,000,000 Incentive Options under the Incentive Plan on the terms and conditions set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 211,382,432 3,456,419 3,842,737 123,410,665 96.66% 1.58% 1.76% Resolution 19(c) 26 APPROVAL OF PROPOSED ISSUE OF INCENTIVE OPTIONS TO DIRECTORS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.14 and for all other purposes, Shareholders approve the proposed issue to Mr John Seton, a Director, or his nominee, of a total of 2,500,000 Incentive Options under the Incentive Plan on the terms and conditions set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 205,424,996 9,053,914 3,842,737 123,770,606 94.09% 4.15% 1.76% Resolution 20 27 APPROVAL OF 10% PLACEMENT FACILITY To consider and, if thought fit, to pass, with or without amendment, the following resolution as a special resolution: “That, pursuant to and in accordance with ASX Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of Equity Securities totalling up to 10% of the issued capital of the Company at the time of issue, calculated in accordance with the formula prescribed in ASX Listing Rule 7.1A.2, as set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 335,426,259 2,584,803 3,842,737 238,454 98.12% 0.76% 1.12% Resolution 21 28 APPROVAL OF PROPOSED ISSUED OF SHARES To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, Shareholders approve the proposed issue by the Company of 85,733,333 Shares (each of which is proposed to be issued at a deemed issue price of A$0.075 per share) to Tennant Metals South Africa Proprietary Limited or its nominee in consideration for the extinguishment of A$6,430,000 of existing debt owed by the Company to Tennant Metals South Africa Proprietary Limited on the terms set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 326,115,774 3,032,275 3,666,487 93,394 97.99% 0.91% 1.10% Resolution 22 29 APPROVAL OF PROPOSED ISSUED OF WARRANTS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, Shareholders approve the proposed issue by the Company of 22,500,000 Warrants (each of which is proposed to be issued for nil cash consideration) to Tennant Metals South Africa Proprietary Limited or its nominee in consideration for Tennant Metals South Africa Proprietary Limited's entry into the Restructuring Agreement on the terms set out in the Explanatory Memorandum.” Further information • The Directors recommend that Shareholders vote in favour of this resolution. • The Chair intends to exercise all available proxies in favour of the resolution. • Voting prohibitions apply as set out in the Notice of Meeting. In Favour Against Proxy’s Discretion Abstain / Exclude 325,704,833 3,438,178 3,666,487 98,432 97.87% 1.03% 1.10% Manuka Resources Limited Conclusion