AuKing Mining Limited Prospectus

10.Board of Directors and Senior Management continued AKN Director Fees and Salaries Settlements At the beginning of 2019, the Board of AKN resolved that in order to preserve available cash funds, the Existing Directors would take significant reductions in the fees and salaries that were paid to them until such time as the Company was in a better position financially to meet these costs. In the case of non-executive directors (Dr Peng and Mr Wang), no directors fees have since been paid by the Company. In the case of executive directors (Mr Williams and Mr Yang), at least a 25% reduction has been applied to their salary entitlements and, during significant periods, no salaries were paid. The Company has entered into respective agreements with each of these persons that the Company will satisfy its obligations to pay the moneys owing to them for unpaid fees and salaries by the issue of ordinary shares. The following number of Shares are to be issued: a. Dr Peng – 420,000 Shares b. Mr Williams – 1,114,445 Shares c. Mr Yang – 635,485 Shares d. Mr Wang – 350,000 Shares. Each of the Existing Directors have agreed to enter a voluntary restriction agreement, restricting trading in these Shares for a 24 month period from the date of Official Quotation of the Company’s shares on the ASX. The proposed issue of Shares to the Existing Directors is the subject of Approval Resolutions at the General Meeting. Tighe Loan Agreement On 7 September 2020, the Company entered into a short-term loan agreement with the Peter Tighe Super Fund making provision for the loan of $150,000 to the Company. Interest accrues on the loan at the rate of 20% and is payable at the same time as the loan is repaid by the Company. The parties have agreed that the loan and any unpaid accrued interest (incurred after 31 December) will be repaid out of the proceeds of the Offer, or otherwise on 30 April 2021 (if that date occurs before Completion). The Company was required to make immediate payment of the interest payable up to 31 December 2020 on 14 February 2021. At the time the Tighe Loan Agreement was entered and varied, the terms of the transactions were considered to be on normal commercial terms and conditions which were no more favourable than those which it is reasonable to expect would be applied if the transaction was at arm’s length for the purposes of section 210 of the Corporations Act and as such member approval was not required. Director Salaries Paul Williams has an existing executive service contract that will be varied as set out in section 12.5. The contract and variation were considered to be reasonable remuneration for the purposes of section 211 of the Corporations Act and as such member approval was not required. Details of Mr Williams’ remuneration are set out in sections 10.7 and 12.5. Mr Yang has provided executive services to the Company and has been paid remuneration for these services. Details of Mr Yang’s remuneration are set out in section 10.7. The renumeration was considered to be reasonable remuneration for the purposes of section 211 of the Corporations Act and as such member approval was not required. 210