Announcement PDF ASX Announcement 26 September 2025 2025 Notice of Annual General Meeting Bhagwan Marine Limited (ASX: BWN) (the Company) provides the attached 2025 Notice of Annual General Meeting (Notice of AGM), Proxy Voting Form, and letter to shareholders regarding the Notice of AGM. The AGM will be held on Wednesday, 29 October 2025, at 10:30 am (Perth time) at the office of Clayton Utz, level 27, 250 St Georges Terrace, Perth, Western Australia 6000. The 2025 Notice of AGM will be sent today to shareholders consistent with their elections. Any shareholders that have not made an election to receive a hard copy of the Notice of AGM will receive a letter with details on where the Notice of AGM can be accessed, together with a personalised Proxy Voting Form. For shareholders who have elected to receive a hard copy, the Notice of AGM will be dispatched by post today. The Company’s Notice of AGM and 2025 Annual Report are available on the Company’s website at https://investors.bhagwanmarine.com/ View in Bhagwan’s InvestorHub: https://investors.bhagwanmarine.com/link/e95xze This ASX announcement has been authorised for release by the Board of Bhagwan Marine Limited. For further information, please contact: Loui Kannikoski Managing Director & CEO Bhagwan Marine Limited (08) 9424 2300 investor.relations@bhagwanmarine.com IR and Media Adviser: Kym Clements, Ink Communications 0415 181 172 investor.relations@bhagwanmarine.com kym@inkcommunications.com.au Andrew Wackett Executive Director Finance Bhagwan Marine Limited (08) 9424 2300 investor.relations@bhagwanmarine.com About Bhagwan Marine Limited Bhagwan Marine is Australia’s largest listed marine solutions company for the offshore energy, subsea, ports & inshore and defence sectors. Bhagwan’s diverse and multi-functional fleet is equipped to support a wide range of client operations. The Company is Australia’s largest in-house marine crewing provider, employing more than 1,000 skilled professionals, including up to 200 qualified divers. Bhagwan’s locally based crews are recognised for their strong safety culture, operational excellence and ability to deliver high-quality outcomes in complex environments. The Company’s long-standing partnerships with major energy and mining companies, construction firms and government agencies reflect Bhagwan’s reputation as a trusted and capable partner in marine operations. For more information, please visit www.bhagwanmarine.com Bhagwan Marine Limited ABN: 81 009 154 349 bhagwanmarine.com Level 3, 251 St Georges Terrace T: +61 8 9424 2300 Perth, Western Australia 6000 F: +61 8 9479 5202 investor.relations@bhagwanmarine.com Page 1 of 1 26 September 2025 Dear Shareholder, BHAGWAN MARINE LIMITED – NOTICE OF 2025 ANNUAL GENERAL MEETING OF SHAREHOLDERS Bhagwan Marine Limited (ASX: BWN) (the Company) is pleased to invite you to attend the 2025 Annual General Meeting of Shareholders (AGM). This is our second AGM since the Company successfully listed on the Australian Securities Exchange (ASX) on 30 July 2024. Notice is given that the AGM of Bhagwan Marine will be held as follows: Date: Wednesday, 29 October 2025 Time: 10.30am (AWST) Venue: The offices of Clayton Utz, QV1 Building Level 27, 250 St Georges Terrace, Perth, Western Australia. Notice of Meeting In accordance with the Corporations Act 2001 (Cth), the Company will not be sending hard copies of the Notice of AGM (Notice of Meeting) or its 2025 Annual Report to Shareholders unless a Shareholder has requested to receive these documents from the Company in physical form. The Company's Notice of Meeting and 2025 Annual Report can both be viewed and downloaded from the Company’s website at: www.bhagwanmarine.com/investors/announcements/ The Notice of Meeting and its accompanying explanatory memorandum should be read in its entirety. If you are in doubt about how to vote, you should seek professional advice before voting. All meeting resolutions will be voted upon by poll. If the above arrangements concerning the AGM change, Shareholders will be updated via the ASX Market Announcements Platform at www.asx.com.au and on the Company's website at www.bhagwanmarine.com before the commencement of the AGM. Please refer to the full Notice of Meeting for further important information. Proxy Voting, Lodgement and Attendance at the AGM You may vote by attending the AGM in person (or by attorney), by proxy or by appointing a corporate representative. A copy of your personalised Proxy Form is enclosed for your convenience. Shareholders are encouraged to complete their proxy voting online in advance of the meeting using the instructions set out on your enclosed personalized Proxy Form. If you would like to vote by proxy instead of attending the AGM, please ensure that your Proxy Form is completed and received before 10:30am (AWST) on Monday, 27 October 2025, per the instructions on the enclosed Proxy Form. Any Proxy Forms received after that time will not be valid for the Meeting. Alternatively, you may cast your vote by proxy online at https://au.investorcentre.mpms.mufg.com/Login or scan the QR code below using your smartphone. To access this facility, you will need your Holder Identification Number (HIN) or Securityholder Reference Number (SRN). If you have difficulties voting by proxy or obtaining a copy of the Notice of Meeting, please get in touch with the Share Registrar, MUFG Corporate Markets (AU), on 1300 554 474 (within Australia) or +61 1300 554 474 (overseas). Yours sincerely, Loui Kannikoski Managing Director & CEO Bhagwan Marine Limited ABN: 81 009 154 349 Level 3, 251 St Georges Terrace T: +61 8 9424 2300 Perth, Western Australia 6000 F: +61 8 9479 5202 E: investor.relations@bhagwanmarine.com bhagwanmarine.com 2025 Notice of Annual General Meeting To be held at 10:30(AWST) on Wednesday, 29 October 2025 At QV1 Building – Level 27, 250 St Georges Terrace, Perth WA Bhagwan Marine Limited ACN 009 154 349 bhagwanmarine.com ABOUT BHAGWAN MARINE Bhagwan Marine is Australia’s largest listed marine solutions company operating within the offshore energy, subsea, ports & inshore and defence sectors. Our diverse, multifunctional fleet is equipped to support a wide range of client operations. We are Australia’s largest in-house marine crewing provider, employing more than 1,000 skilled professionals, including up to 200 qualified divers. Our locally based crews are recognised for their strong safety culture, operational excellence, and ability to deliver high-quality outcomes in complex environments. Our long-standing partnerships with major energy and mining companies, construction firms, and government agencies reflect our reputation as a trusted and capable partner in marine operations. 1 OUR DIVERSIFIED BUSINESS MODEL Supporting Core and Emerging Markets OFFSHORE ENERGY SUBSEA PORTS & INSHORE DEFENCE LARGE COMPLEX PROJECTS MEDIUM PROJECTS SPOT MARKET & VESSEL CHARTERS CORE MARKETS EMERGING MARKET Resources & Capabilities 1. Nationwide Facilities Providing Local Support 2. Diverse and Multi-Functional Vessel Fleet 3. Highly Experienced Team & Local Crews 4. Leading Marine Innovation & Technology BHAGWAN MARINE 2025 NOTICE OF ANNUAL GENERAL MEETING 2 FY25 HIGHLIGHTS RECORD NET REVENUE RECORD​ EBITDA2 $283.0 M​illion $50.9 Million Up 5% on FY24 $268.8m1 Up 23% on FY24 $41.3m STRENGTHENING AS AN ASX COMPANY MAINTAINED​ SAFETY FOCUS Refined strategy and appointed highly experienced COO to lead operations, deliver results and focus on growth. Enhanced systems for greater internal efficiencies. Implemented InvestorHub to increase shareholder engagement. LTIFR3 ZERO – improved from 0.90 TRIFR3 11.05 – up from 7.65 Implemented Safety Improvement Plan 1 FY25 gross revenue of $292.2m inclusive of pass-through revenue, FY24 gross revenue $303.2m 2 Pro Forma EBITDA 3 Total Recordable Injury Frequence Tate (TRIFR) and Lost Time Injury Frequency Rate (LTIFR) per million hours worked v FY24 4 Thevanard Island (TVI) 3 NET CASH FROM OPERATIONS INAUGURAL DIVIDEND $35.8 Million 0.5cps Up 23% on FY24 $29.0m Fully franked GROWTH & INNOVATION WITHIN CORE BUSINESS PROGRESSION WITHIN NEW GROWTH SECTORS Strong performance across all sectors. Six-year contract extension with Port of Melbourne. Further expansion into larger vessel market supported by Coral Knight acquisition. Invested in electrification and remote technologies. Grew presence in decommissioning and completed significant TVI4 project. Expanded operations to support offshore wind projects. Positioning for growth within emerging defence sector. BHAGWAN MARINE 2025 NOTICE OF ANNUAL GENERAL MEETING 4 You are Invited to Attend Our Annual General Meeting of Shareholders Dear Shareholders, On behalf of the Board of Directors, I am pleased to invite you to attend the 2025 Annual General Meeting (AGM) of Bhagwan Marine Limited (Bhagwan or the Company). This is our second AGM since Bhagwan listed on the Australian Securities Exchange (ASX) last year. The AGM will be held on Wednesday, 29 October 2025, at 10:30am (Perth time) at the office of Clayton Utz, Level 27, QV.1 Building 250 St Georges Terrace, Perth, Western Australia 6000. At the AGM, our Managing Director & Chief Executive Officer, Loui Kannikoski, will provide an update on Bhagwan’s strategy, operations and performance. Further information on the Company’s performance is also provided in our 2025 Annual Report, which is available on Bhagwan’s website at https://investors.bhagwanmarine.com/presentationsand-reports. The Board is recommending that Shareholders vote in favour of all Resolutions proposed in this Notice of Meeting. This recommendation is given by the Board, subject to the applicable voting restrictions noted in this Notice. I encourage Shareholders to vote and submit questions in advance of the AGM. Further details are set out in this Notice of Meeting on “Participating in the AGM” and “How to Vote at the AGM” on pages 7 and 8. In the event it becomes necessary for the Company to give further updates on the arrangements for the AGM, we will inform you through the ASX Market Announcements Platform. We will not be sending Shareholders a hard copy of the Notice of Meeting, unless a Shareholder has requested to receive notices of general meetings in hard copy, in which case, the Shareholder will receive a hard copy. I look forward to your participation at the meeting and thank you for your continued support. Yours sincerely, Anthony Wooles Chair and Non-Executive Director 26 September 2025 KEY DATES LOCATION OF MEETING Deadline for lodgement of voting instructions 10:30am (Perth time) on Monday,27 October 2025 Determination of voting eligibility 4:00pm (Perth time) on Monday, 27 October 2025 Annual General Meeting 10:30am (Perth time) on Wednesday, 29 October 2025, at the office of Clayton Utz, Level 27, QV.1 Building 250 St Georges Terrace, Perth, Western Australia 6000. QUERIES If you have any queries regarding the matters contained in the Meeting documents, please call the Company Secretary on +61 8 9424 2300. BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 6 Participating at the AGM How to Vote at the AGM The 2025 Annual General Meeting (AGM) of Bhagwan Marine Limited’s (Bhagwan or the Company) will be held at 10:30am (Perth time) on Wednesday, 29, October 2025, at the office of Clayton Utz, Level 27, QV.1 Building 250 St Georges Terrace, Perth, Western Australia 6000. Eligibility to Vote If it becomes necessary to make alternative arrangements for holding the AGM, the Company will give Shareholders as much notice as practicable. Pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth), the Directors have determined that the shareholding of each Shareholder for the purpose of ascertaining voting entitlements for the AGM will be as it appears in the Company's share register at 4:00pm (Perth time) on Monday, 27 October 2025. Shareholders will not be able to attend online or virtually on this occasion. A Shareholder can attend and vote at the Meeting (in person or by proxy). Alternatively, Shareholders may appoint a proxy to attend and vote at the AGM. See below “Voting by Proxy”. How to Submit Your Vote in Advance of the Meeting All Resolutions will be Conducted by Poll Shareholders may appoint a proxy to vote on their behalf through the voting website: https://au.investorcentre.mpms.mufg.com Voting on all resolutions will be conducted by a poll as determined by the Chair of the Meeting, subject to the requirements of the Corporations Act and the Company’s Constitution. Instructions on how to appoint a proxy are set out below under “Voting by Proxy” and in the accompanying Proxy Form. Proxy votes must be received by 10:30am (Perth time) on Monday, 27 October 2025. How to Ask Questions – Before and at the AGM The Company is committed to making sure that all Shareholders have a reasonable opportunity to participate in Shareholder meetings. Shareholders attending the Meeting can ask questions on the day of the AGM. Questions can be submitted in advance of the Meeting by emailing questions to Bhagwan’s Company Secretary at investor.relations@bhagwanmarine.com Written questions (including questions to the Auditor) should be submitted no later than the fifth business day before the AGM, being 22 October 2025. Written questions to the Auditor should relate to the content of the Auditor’s Report and the conduct of the audit. The Auditor will also be in attendance at the AGM. The Chair of the AGM will endeavour to address as many of the more frequently raised relevant questions and comments as possible during the course of the AGM. However, there may not be sufficient time available at the AGM to address all the questions and comments raised. Please note that individual responses will not be sent to Shareholders. The Chair of the Meeting will open the poll at the beginning of the Meeting, and the poll will remain open until declared closed at the end of the Meeting. Voting by Corporate Representatives Any corporate Shareholder wanting to appoint a person to act as its representative at the AGM must provide MUFG Corporate Markets AU (Share Registry) with a formal notice of appointment signed as required by section 127 of the Corporations Act or the constitution of the corporation in advance of the meetings. A form of notice of appointment can be obtained from the Share Registry or downloaded from: https://www.mpms.mufg.com/en/forindividuals/au/shareholders/forms/ Voting by Proxy A Shareholder can appoint a representative or the Chair as a proxy to vote for the Shareholder. A representative can be a natural person and does not need to be a Shareholder of the Company. If the representative is a proxy, the proxy can be appointed in respect of some or all of the votes held by the Shareholder. A Shareholder can appoint two proxies and specify the proportion or number of votes each proxy is appointed to exercise. If the proportion or number of votes is not specified, each proxy may exercise half the votes. On a poll, each proxy may only exercise votes in respect of those voting rights the proxy represents. BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 7 Online: All Shareholders can appoint a proxy to vote on their behalf online at: https://au.investorcentre.mpms.mufg.com by following the instructions set out on the Share Registry website. Shareholders who elected to receive their Notice of Meeting electronically will have received an email with a link to the Share Registry site. Select ‘Shareholders Login’ and in the ‘View Single Holding’ section, enter Bhagwan Marine or the ASX code: BWN in the Issuer name field, your Holder Identification Number (HIN) or Security Reference Number (SRN) (which is shown on the front of your Proxy Form or on your holding statement), postcode, complete the security process, tick the terms and conditions agreement and click ‘Login’. Select the ‘Voting’ tab and then follow the prompts. You can also ask questions using the ‘Ask a question’ link below the voting link once you select the ‘Voting’ tab. Your Proxy Form will be deemed to have been signed if it is lodged in accordance with the instructions given on the website. Please note: The Share Register, MUFG Corporate Market (AU) was formerly known as Link Group. All other Shareholders will receive a letter by direct mail with instructions on how to vote online, which includes a specific six-digit Control Number to vote online. To take effect, the proxy appointment must be received by the Share Registry no later than 10:30am (Perth time) on Monday, 27 October 2025. By mobile: scan the QR code on your Proxy Form and follow the prompts By mail: If Shareholders are unable to complete an online proxy appointment, a Proxy Form can be requested by contacting the Share Registry on 1300 554 474 (within Australia) or +61 1300 554 474 (overseas). A completed Proxy Form (together with any authority under which the proxy was signed or a certified copy of the authority) must be returned to the Share Registry no later than 10:30am Perth time on Monday, 27 October 2025. The Proxy Form and authority must be returned as set out below: • by post or hand deliver to: Bhagwan Marine Limited c/- MUFG Corporate Markets (AU) Limited Parramatta Square Level 22, Tower 6 10 Darcy Street, Parramatta NSW 2150, or • by facsimile to: MUFG Corporate Markets on (02) 9287 0309 (within Australia) or +612 9287 0309 (outside Australia). How the Chair Intends to Vote Available Proxies The Chair of the Meeting intends to vote all available proxies in favour of the Resolutions set out in this Notice. Any directed proxies that are not voted on a poll at the Meeting will automatically default to the Chair of the Meeting, who is required to vote proxies as directed. Proxy voting by KMP Resolutions 1, 3 and 4 relate to the remuneration of KMP (being the Directors). If a Shareholder who is not a member of the Company’s KMP appoints a member of the Company’s KMP (being the Directors) or one of the KMP’s closely related parties (such as close family members or any controlled entities) as their proxy, the proxy will not be able to cast the Shareholder’s votes on Resolutions 1, 3 or 4 unless the proxy is directed how to vote or the Chair of the Meeting is appointed as proxy. If the Chair of the Meeting is appointed as a Shareholder’s proxy or becomes their proxy by default and the Shareholder does not mark a voting box on the Proxy Form for Resolutions 1, 3 or 4 (as applicable), then by completing and submitting the Proxy Form the Shareholder will be expressly authorising the Chair of the Meeting to exercise the proxy in respect of Resolutions 1, 3 or 4 (as applicable) as the Chair decides, even though the item is connected with the remuneration of the Company’s KMP. Voting Exclusions Certain voting restrictions apply to Resolution 1 (Adoption of the Remuneration Report), and Resolutions 3, 4, 5 and 6 (Issue of Performance Rights to the Managing Director & CEO, Mr Loui Kannikoski, the Executive Director Finance, Mr Andrew Wackett, the GM Corporate Services, Ms Kerren Kannikoski, and the GM WA Operations, Mr Tom Kannikoski, respectively), as set out on page 11. If you wish to appoint a member of the KMP (which includes each of the Directors and the Chair) as your proxy or attorney, please read the voting exclusions carefully. Shareholders are encouraged to direct their proxies on how to vote. BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 8 Notice of 2025 Annual General Meeting Notice is hereby given that the 2025 Annual General Meeting of Shareholders of Bhagwan Marine Limited will be held on Wednesday, 29 October 2025, at 10:30am (Perth time) at the office of Clayton Utz, Level 27, QV.1 Building 250 St Georges Terrace, Perth, Western Australia 6000. Items of Business FY25 Financial Statements and Reports To receive and consider the Financial Report, Directors’ Report, and Auditor’s Report contained within the Company’s Annual Report for the year ended 30 June 2025. No vote is required on this item. Resolution 4 - Issue of Performance Rights to the Executive Director Finance, Mr Andrew Wackett To consider and, if appropriate, pass the following as an ordinary resolution: “That the Remuneration Report of the Company for the financial year ended 30 June 2025 be adopted.” “That, for the purpose of ASX Listing Rule 10.14 and for all other purposes, approval is given to issue 389,834 Performance Rights under the Incentive Awards Plan, as long-term incentives, to the Executive Director Finance of the Company, Mr Andrew Wackett, or his nominee, on the terms and conditions summarised in the Explanatory Statement.” A voting exclusion applies to this Resolution (see page 11). A voting exclusion applies to this Resolution (see page 11). The vote on this Resolution is advisory only and does not bind the Directors or the Company. Resolution 5 - Issue of Performance Rights to the GM Corporate Services, Ms Kerren Kannikoski Resolution 2 - Re-Election of Ms Tracey Horton AO as a Director To consider and, if appropriate, pass the following as an ordinary resolution: To consider and, if appropriate, pass the following as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.14 and for all other purposes, approval is given to issue 203,062 Performance Rights under the Incentive Awards Plan, as long-term incentives, to the General Manager Corporate Services of the Company, Ms Kerren Kannikoski, or her nominee, on the terms and conditions summarised in the Explanatory Statement.” Resolution 1 - Adoption of the Remuneration Report To consider and, if appropriate, pass the following as an ordinary resolution: “That Ms Tracey Horton, a Director of the Company who retires in accordance with clause 47(b) of the Company's Constitution and ASX Listing Rule 14.4, and being eligible, is re-elected as a Director of the Company.” Resolution 3 - Issue of Performance Rights to the Managing Director and CEO, Mr Loui Kannikoski A voting exclusion applies to this Resolution (see page 11) To consider and, if appropriate, pass the following as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.14 and for all other purposes, approval is given to issue 574,870 Performance Rights under the Incentive Awards Plan, as long-term incentives, to the Managing Director and CEO of the Company, Mr Loui Kannikoski, or his nominee, on the terms and conditions summarised in the Explanatory Statement.” A voting exclusion applies to this Resolution (see page 11). BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 9 Notice of 2025 Annual General Meeting 2025 continued Resolution 6 - Issue of Performance Rights to the GM WA Operations, Mr Tom Kannikoski 26 September 2025 To consider and, if appropriate, pass the following as an ordinary resolution: “That, for the purpose of ASX Listing Rule 10.11 and for all other purposes, approval is given to issue 183,296 Performance Rights, as long-term incentives, under the Incentive Awards Plan to the General Manager WA Operations of the Company, Mr Tom Kannikoski, or his nominee, on the terms and conditions summarised in the Explanatory Statement.” A voting exclusion applies to this Resolution (see page 11). Other Business To transact any other business that may be appropriately brought before the AGM in accordance with the Company’s Constitution or the law. Explanatory Statement This Notice should be read in conjunction with the Explanatory Statement, which provides further information on each of the business items. The Explanatory Statement forms part of this Notice. Terms and abbreviations used in this Notice and Explanatory Statement are defined in the Glossary on page 25. The Directors recommend that Shareholders read this Explanatory Statement before determining whether or not to support the Resolutions. By order of the Board Anthony Wooles Chair and Non-Executive Director BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 10 Voting Exclusion Statements The following voting exclusions apply to Resolution 1 (Adoption of the Remuneration Report), and Resolutions 3, 4, 5 and 6 (Issue of Performance Rights). Resolution 1 – Adoption of the Remuneration Report Voting exclusion statement: The Company will disregard any votes cast on Resolution 1: a) by or on behalf of members of the Key Management Personnel who are named in the Remuneration Report for the year ended 30 June 2025, or their Closely Related Parties, regardless of the capacity in which the vote is cast; or b) as a proxy by members of the Key Management Personnel at the date of the Meeting and their Closely Related Parties, unless the vote is cast as proxy for a person entitled to vote on Resolution 1: c) in accordance with a direction on the proxy form; or d) by the Chair of the Meeting in accordance with an express authority in the Proxy Form to vote undirected proxies as the Chair sees fit even though Resolution 1 is connected with the remuneration of the Key Management Personnel. Resolutions 3, 4 and 5 - Issue of Performance Rights to the Managing Director & CEO, Mr Loui Kannikoski, the Executive Director Finance, Mr Andrew Wackett and the GM Corporate Services, Ms Kerren Kannikoski Voting exclusion statement: The Company will disregard any votes cast in favour of Resolutions 3, 4 and 5 by or on behalf of Mr Loui Kannikoski, Mr Andrew Wackett and Ms Kerren Kannikoski (respectively) or any person referred to in ASX Listing Rule 10.14.1, 10.14.2 or 10.14.3 who is eligible to participate in the Incentive Awards Plan, or any of their associates. Resolution 6 - Issue of Performance Rights to the GM WA Operations, Mr Tom Kannikoski Voting exclusion statement: The Company will disregard any votes cast in favour of Resolution 6 by or on behalf of Mr Tom Kannikoski and any other person who will obtain a material benefit as a result of the issue of the Performance Rights (except a benefit solely by reason of being a holder of Shares) the subject of Resolution 6 or any associate of any such person. However, the Company will not disregard a vote cast in favour of Resolution 6 by: a) a person acting as proxy or attorney for a person who is entitled to vote on Resolution 6, in accordance with directions given to the proxy or attorney to vote on Resolution 6 in that way; b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on Resolution 6, in accordance with a direction given to the Chair of the Meeting to vote on Resolution 6 as the Chair of the Meeting decides; or c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary, provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on Resolution 6; and (ii) the holder votes on Resolution 6 in accordance with directions given by the beneficiary to the holder to vote in that way. However, this does not apply to a vote cast in favour of Resolutions 3, 4 and 5 by: a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or c) a holder acting solely in a nominee, trustee or custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. BHAGWAN MARINE LIMITED 2025 NOTICE OF ANNUAL GENERAL MEETING 11 Explanatory Statement This Explanatory Statement has been prepared for Shareholders to outline information concerning the Resolutions and assist Shareholders in assessing the merits of approving the proposed Resolutions in the Notice. The Directors recommend that Shareholders read this Explanatory Statement in full before making any decision in relation to the Resolutions. Terms and abbreviations used in this Explanatory Statement are defined in the Glossary on page 25. FY25 Financial Statements and Reports In accordance with the Corporations Act, the Financial Report and the Directors’ and Auditor’s Reports for the year ended 30 June 2025 (FY25) will be put before the Annual General Meeting. These reports are contained within the Company’s 2025 Annual Report. This is the Company’s second Annual Report since listing on the ASX on 30 July 2024. The 2025 Annual Report is available at: https://investors.bhagwanmarine.com/presentations-andreports At the Meeting, the Chair will provide Shareholders with a reasonable opportunity to ask questions about and make comments on these reports. KPMG Auditor Partner, Mr Hayden Rutters will also be available at the Meeting, and a reasonable opportunity will be given to Shareholders to ask questions of the Auditor relevant to the conduct of the audit, the preparation and content of the Auditor’s Report, the accounting policies adopted in relation to the preparation of the financial statements, and the independence of the Auditor in relation to the conduct of the audit. Shareholders may also submit written questions to the Auditor on the content of the Auditor’s Report or the conduct of its audit for the year ended 30 June 2025. Such questions must be received by no later than 22 October 2025. The Auditor is not