Bryah Resources Limited (ASX: BYH), a mineral exploration company focused on copper, gold, and manganese projects in Western Australia, has referred a shareholder dispute to the Takeovers Panel. The application, announced on Thursday, relates to alleged breaches of the Corporations Act 2001 concerning the acquisition of voting power and substantial shareholder disclosure requirements. The Takeovers Panel has not yet appointed a sitting panel or made any decision on whether to conduct proceedings.
The dispute centres around events following a two-tranche placement completed in February and April 2025. Subsequently, Mr Yonglu Yu, a client of GBA Capital Pty Ltd, lodged a notice to remove all three Bryah directors. GBA Capital then sent a substantial shareholder notice disclosing Mr Yu’s 11.84% voting power. Mr Yu also requested a meeting to consider resolutions to remove two directors and appoint his own nominees.
Bryah alleges that following this notice, dealers and clients of GBA Capital, including Mr Yu, traded shares in Bryah, increasing their aggregated holding. Bryah claims shareholders connected with GBA Capital and Mr Yu are associated with the goal of taking control of the board. As of July 3, 2025, the alleged associated shareholders collectively held 31.19% voting power in Bryah.
Bryah seeks interim orders restraining the alleged associated shareholders from acquiring further securities. Final orders requested include vesting shares acquired in breach of section 606 with ASIC for disposal, restraining voting rights exceeding 20%, and requiring corrective substantial holding disclosure. The meeting to consider the director removal resolutions is scheduled for July 29, 2025.
