Emu NL 03

Introduction

  1. The Panel, Stephanie Charles (sitting President), Alberto Colla and John McGlue, made a declaration of unacceptable circumstances in relation to the affairs of Emu NL. The application concerned an Emu extraordinary general meeting considering resolutions to replace two of Emu’s three directors and a placement made on the day of the EGM.

Emu NL 05 – Undertaking

The Panel has accepted an undertaking from Emu NL in relation to the application dated 10 September 2025 by Dronkay Pty Ltd (see TP25/084).

Emu NL undertakes not to allot or issue any shortfall securities in relation to its non‑renounceable pro‑rata entitlement offer announced on 8 September 2025 until 13 October 2025 (being 14 days after Emu NL’s extraordinary general meeting scheduled for 29 September 2025).

A copy of the undertaking is attached.

Yowie Group Ltd 04 & 05

Introduction

  1. The Panel, Teresa Dyson (sitting President), Christopher Stavrianou and James Stewart1, declined to make a declaration of unacceptable circumstances on two applications by Keybridge Capital Limited in relation to the affairs of Yowie Group Ltd. The applications, heard together, concerned two purported control effects on Yowie. The first stemmed from a placement undertaken by Yowie and the second was a downstream control effect from an issue of units in HHY.

Twinza Oil Limited (Receivers and Managers Appointed)

Introduction

  1. The Panel, Bruce Cowley (sitting President), Ruth Higgins SC, and Kierin Deeming, declined to conduct proceedings on an application by a shareholder in relation to the affairs of Twinza Oil Limited (Receivers and Managers Appointed). The application concerned a proposed creditors’ scheme of arrangement whereby certain secured creditors of Twinza would acquire voting power of 85% in Twinza by way of a debt‑for‑equity swap, and the voting power of the ordinary and preference shareholders of Twinza would be diluted to 5% and 10% respectively.

Duxton Farms Ltd – Panel Receives Application

The Panel has received an application from Grant David Jopling1, Edward Fraser Hesket Youds, Explorer Corporation Pty Ltd & Chun Kei Leung in relation to the affairs of Duxton Farms Ltd (ASX: DBF) (Duxton Farms).

Details of the application, as submitted by the applicants, are below.

A sitting Panel has not been appointed at this stage and no decision has been made whether to conduct proceedings. The Panel makes no comment on the merits of the application.

Emu NL 05 – Panel Receives Application

The Panel has received an application from Dronkay Pty Ltd in relation to the affairs of Emu NL.

Details of the application, as submitted by the applicant (drawing also on publicly available information), are below.

A sitting Panel has not been appointed at this stage and no decision has been made whether to conduct proceedings. The Panel makes no comment on the merits of the application.

Details

Emu is a precious and base metals explorer listed on ASX.

The applicant is a shareholder of Emu.

Twinza Oil Limited – Panel Declines to Conduct Proceedings

The Panel has declined to conduct proceedings on an application dated 20 August 2025 from WM Clough Pty Ltd in relation to the affairs of Twinza Oil Limited (Receivers and Managers Appointed) (Twinza).

The application concerned a creditors’ scheme of arrangement (Scheme) as a result of which certain of Twinza’s senior creditors would hold 85 per cent of Twinza’s shares (see TP25/75).

Keybridge Capital Limited 18R

Introduction

  1. The review Panel, James Burchnall (sitting President), Louise Higgins, and Richard Phillips, declined to conduct proceedings on an application by Yowie in relation to the affairs of Keybridge. The application concerned, among other things, actions by Keybridge seeking to convene a meeting to change the composition of the Yowie board, which Yowie alleged constituted a frustrating action by triggering a condition of Yowie’s announced off‑market takeover bid for Keybridge.
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