Critical Elements Announces the Results from the Annual and Special Meeting of Shareholders
PRESS RELEASE
CRITICAL ELEMENTS ANNOUNCES THE RESULTS FROM THE ANNUAL
AND SPECIAL MEETING OF SHAREHOLDERS
JULY 14, 2023 – MONTREAL , QUEBEC – CRITICAL ELEMENTS LITHIUM CORPORATION (the
“Corporation ” or “ Critical Elements ”) (TSX.V: CRE) (US OTCQX: CRECF) (FSE: F12) is pleased
to announce that at its Annual shareholders meeting (the “ Meeting ”) held on July 13, 2023,
shareholders of the Corporation approved all the resolutions, as follows:
Election of Jean-Sébastien Lavallée, Steffen Haber, Eric Zaunsc herb, Marc Simpson,
Matthew Lauriston Starnes, Marcus Brune, Ani Markov a, Maysa Habelrih and Vanessa
Laplante as directors;
Appointment of KPMG LLP as auditors;
Adoption of the Corporation’s equity incentive compensation plan (the “ Omnibus Plan ”).
At its Annual and Special Meeting of Shareholders h eld on July 13, 2023, the Company's
shareholders, by a vote of disinterested shareholde rs, approved proposed amendments to the
Omnibus Equity Incentive Plan (the "Omnibus Plan"). The proposed amendments are as follows:
The Omnibus Plan is amended to increase the total number of common shares of the
Company reserved for issuance from 41,462,480 to 43 ,557,060, to reflect the increase in
the number of issued and outstanding common shares of the Company as at the date of
this Circular;
In accordance with policy 4.4, the Omnibus Plan ha s been amended to specifically describe
the vesting requirements applicable to stock options granted to investor relations providers;
In accordance with policy 4.4, the Omnibus Plan ha s been amended to specifically provide
that the minimum vesting period applicable to DSUs, RSUs and IAUs shall not be less than
one year after the grant date, as well as an amendment to limit the expected discretionary
acceleration of the vesting period relating to these awards to the minimum vesting period
described above, except in connection with a change of control, takeover bid, reverse
takeover (RTO) or other similar transaction;
The Omnibus Plan has been amended to reflect the r evised expiration schedule with respect
to any award held by a Participant whose employment or directorship with the Company is
terminated by the Company or a subsidiary of the Company without cause (whether or not
such termination occurs with or without reasonable or adequate notice, or with or without
some or adequate compensation in lieu of such reasonable notice), then: with regard to any
Vested Award held by such Participant, the Expiry Date shall be the earliest of (i) the Expiry
Date of such Award, or (ii) the date is determined in accordance with the following table:
Terms of office within the Company Revised expiry d ate
From 0 to 3 month Effective date of termination
More than 3 months until 1 year 1 month following e ffective date of termination
More than 1 year until 3 years 3 months following e ffective date of termination
More than 3 years 12 months following effective dat e of termination
In the case of a consultant whose contractual rela tionship is terminated by the Company
without cause, then the expiration date of any vest ed award shall be the earlier of (i) the
expiration date of such award; or (ii) a date that is 30 days after the termination date if the
consultant has been providing services to the Company for less than 2 years; or (iii) a date
that is 90 days after the termination date if the c onsultant has been providing services to
the Company for 2 years or more.
A summary of the Omnibus Plan can be found in the M anagement Proxy Circular dated June 5,
2023 (the "Circular"), filed under Critical Element s' profile on SEDAR at www.sedar.com. The
Omnibus Plan, in its entirety, is also attached as Schedule "B" to the Circular .
About Critical Elements Lithium Corporation
Critical Elements aspires to become a large, responsible supplier of lithium to the flourishing electric
vehicle and energy storage system industries. To this end, Critical Elements is advancing the wholly
owned, high purity Rose lithium project in Québec, the Corporation’s first lithium project to be
advanced within a land portfolio of over 1,050 squa re kilometers. On June 13 th , 2022, the
Corporation announced results of a feasibility stud y on Rose for the production of spodumene
concentrate. The after-tax internal rate of return for the Project is estimated at 82.4%, with an
estimated after-tax net present value of US$1.9 B at an 8% discount rate. In the Corporation’s view,
Québec is strategically well-positioned for US and EU markets and boasts good infrastructure
including a low-cost, low-carbon power grid featuring 94% hydroelectricity. The project has received
approval from the Federal Minister of Environment and Climate Change on the recommendation of
the Joint Assessment Committee, comprised of repres entatives from the Impact Assessment
Agency of Canada and the Cree Nation Government and also received the Certificate of
Authorization pursuant to section 164 of Québec's Environment Quality Act from the Québec
Minister of the Environment, the Fight against Climate Change, Wildlife and Parks.
FOR FURTHER INFORMATION , PLEASE CONTACT :
Patrick Laperrière
Director of Investor Relations and Corporate Development
514-817-1119
www.cecorp.ca
Jean-Sébastien Lavallée, P.Geo.
Chief Executive Officer
819-354-5146
www.cecorp.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is described in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.