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Besra Gold Responds to the Purported Notices Under s.143 of CBCA

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Besra Gold (OTC: BESAF, ASX: BEZ) announced legal advice on purported shareholder requisition notices under section 143 of the CBCA. Canadian counsel advised the 17 June 2026 notice is not valid, so no further special meeting will be called. The 29 June 2026 notice remains under legal review and shareholders currently need not act.

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Positive

  • Canadian counsel advised the 17 June 2026 s.143 notice is not valid
  • No further special shareholder meeting will be convened for the 17 June notice

Negative

  • Validity of the 29 June 2026 s.143 notice remains under legal review
  • Ongoing legal uncertainty around shareholder requisition process under CBCA

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Perth, Western Australia--(Newsfile Corp. - July 9, 2026) - Besra Gold Inc (ASX: BEZ) ("Besra" or the "Company") refers to its announcements, dated 19 June 20261 and 30 June 20262, concerning purported notices received under section 143 of the Canada Business Corporations Act (CBCA). Those notices concerned identical proposed shareholder resolutions dealing principally with the removal and/or appointment of directors, together with a resolution concerning dealings in respect of the Gold Purchase Agreement between the Company and Quantum Metal Recovery Inc dated 8 May 2023.

The Company advises that it has now received advice from its Canadian legal counsel that the purported section 143 requisition notice, dated 17 June 2026, which was delivered immediately following the Company's previous special meeting of shareholders, is not valid for the purposes of section 143 of the CBCA.

Accordingly, the Company does not propose to convene a further special meeting of shareholders in response to that Notice.

Separate and distinct from the foregoing, as outlined to the ASX on 30 June 20262, the Company is seeking legal advice as to the validity and compliance of the Purported 29 June 2026 s.143 Notice.

To the extent that it is determined to be valid, the Company will comply with its legal obligations under the CBCA.

Currently, shareholders are not required to take any action.

This announcement has been authorised for release by the Board of Directors.

For more information please contact:

Investors:
Dr John Blake
Chairman
info@besra.com
Media:
Nicholas Read / Kate Bell
Read Corporate
info@readcorporate.com.au

 


1 Besra ASX: BEZ "Receipt of Purported Notice under s.143 of CBCA", dated 19 June 2026.
2 Besra ASX: BEZ "Receipt of Purported Notice under s.143 of CBCA", dated 30 June 2026.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/304569

FAQ

What did Besra Gold (BESAF) announce on July 9, 2026 about CBCA section 143 notices?

Besra Gold announced legal advice on two purported shareholder requisition notices under section 143 of the CBCA. According to Besra, counsel found the 17 June 2026 notice invalid, while the 29 June 2026 notice is still being assessed for validity and compliance.

Why is the 17 June 2026 CBCA s.143 notice to Besra Gold (BESAF) considered invalid?

The 17 June 2026 requisition notice is considered invalid based on advice from Besra Gold’s Canadian legal counsel. According to Besra, this notice, delivered after a prior special shareholder meeting, does not meet section 143 CBCA requirements, so no further meeting will be convened from it.

How is Besra Gold (BESAF) responding to the 29 June 2026 s.143 shareholder notice?

Besra Gold is seeking legal advice on the validity and compliance of the 29 June 2026 section 143 notice. According to Besra, if this second notice is determined valid, the company will comply with its legal obligations under the Canada Business Corporations Act.

Will Besra Gold (BESAF) call another special shareholder meeting after July 9, 2026?

Besra Gold does not plan to call a special shareholder meeting in response to the 17 June 2026 notice. According to Besra, any decision to convene a further meeting depends on whether the separate 29 June 2026 section 143 notice is ultimately deemed valid.

Do Besra Gold (BESAF) shareholders need to take any action regarding the CBCA s.143 notices?

Shareholders currently do not need to take any action in relation to the section 143 notices. According to Besra, the company is handling the matter with Canadian legal counsel and will meet any CBCA obligations if the 29 June 2026 notice is validated.

What corporate matters were targeted by the Besra Gold section 143 shareholder resolutions in June 2026?

The proposed shareholder resolutions focused on removing or appointing directors and dealing with the Gold Purchase Agreement with Quantum Metal Recovery. According to Besra, these issues were included in identical resolutions linked to the June 2026 section 143 notices under the CBCA.