The reason companies issue to high net worth and sophisticated...

The reason companies issue to high net worth and sophisticated investors is that they do not need to prepare a prospectus (rights issues) or take other measures involving time and expense. 
It is assumed that those folks can look after themselves, (possibly with the advice of their broker, or a financial adviser, or a big bank - lol, lol and LOL), unlike the rest of us - the great unwashed.  
Those are the rules laid down by ASX.  And there is good reading on the ASX website about these matters.

Companies have a 15% placement provision to take advantage of the sophs, if cash is needed urgently or is offered on advantageous terms, without immediate approval of shareholders.  Resolution 1 is just to replenish that 15%.

VMC has not yet decided whether to purchase the gold mine or not.  I would love to know their thinking atm.
If they do, and chose to pay with shares, Resolution 2 just provides for that up to $3000,000 worth.

It seems all straight forward to me. 

I still like the idea of an IPO for the gold project, after purchase and taking it to a feasibility stage. Company's future could revolve around the very impressive vanadium deposit, either to process towards a V Master Alloy or V Oxide for flow batteries. Or it could involve DeGrussa North.

There are 57 million VMCOA listed options striking at 20c in Nov this year, if they can be exercised it will bring in $11 mill.  So that should be the companies main priority IMO.   I disclose I hold VMCOAs.
A sweetener could be offered to bring the exercise forward in time, say 1 new option (40c - Nov 2022) for every 5 VCMOAs exercised !! Would need SH approval, no doubt, but then the gold mine can be purchased with cash.

As an aside, this is the only company that I know of which does not put the exercise value and date of its listed options in its 3Bs.  Mr Tan ??