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NOTICE IS HEREBY GIVEN that the Nineteenth Annual General Meeting of the members of PlatSearch NL (the "Company") will be held at The Rugby Club, Rugby Place, off 31a Pitt Street, Circular Quay, Sydney on Tuesday, 22 November 2005 commencing at 4:30pm. (refer to map below) ORDINARY BUSINESS 1. To receive the accounts To receive the Reports of the Directors and Auditors, and the Financial Report for the year ended 30 June 2005. To elect a Director Mr R J Soper retires as a Director pursuant to the Company's constitution and, being eligible, offers himself for re-election. Adoption of Remuneration Report To adopt the Remuneration Report for the financial year ended 30 June 2005. |
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SPECIAL BUSINESS To consider and, if thought fit, to pass the following resolution as an ordinary resolution. Ratification of previous share issue "THAT for the purposes of Listing Rule 7.4 of the Australian Stock Exchange Limited, the issue by the Company of 4,055,000 fully paid ordinary shares in the capital of the Company as announced on 9 March 2005, at a price of 8 cents per share and which raised $324,400, to the parties referred to in the Explanatory Notes, is hereby approved." Voting Exclusion Statement In respect of Resolution 4 the Company will disregard any votes cast on this resolution by the persons, or associates of those persons, being the persons whose names are set out in the Explanatory Notes and who participated in the issue. However the Company need not disregard any note by any such persons if: it is cast by any of them as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form, or it is cast by any of them who is chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides. To transact any other business brought forward in accordance with the Company's constitution. Further information in relation to these resolutions is set out in the Explanatory Notes below.
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PROXIES To be effective, proxy forms must be received by the Company at its registered office at least 48 hours before the time for holding the meeting. Hand Delivery: Level 1, 80 Chandos Street, St Leonards NSW 2065 By Mail: Postal Address: PO Box 956, Crows Nest NSW 1585 By Facsimile: (02) 9906 5233
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A member entitled to attend and vote is entitled to appoint not more than two persons as his/her proxy to attend and vote instead of the member. A proxy need not be a member of the Company. If more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the member’s voting rights. Unless under Power of Attorney (which should have been noted by the Company) a proxy form by a corporation should be executed under its common seal or in accordance with the Corporations Act. Dated at St Leonards this 10th day of October 2005. BY ORDER OF THE BOARD Robert J Waring
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EXPLANATORY NOTES These explanatory notes set out information in connection with the business to be considered at the 2005 PlatSearch NL Annual General Meeting. ORDINARY BUSINESS The following items of ordinary business will be considered at the meeting. Resolution 1 Financial Report This item of business relates to the receipt and adoption of the Company's Financial Report for the year ended 30 June 2005. Resolution 2 Election of Director - Mr R J Soper Mr R J Soper was originally appointed a Director of the Company in March 1987. Under the Company's constitution, Mr R J Soper retires by rotation, and being eligible, wishes to stand for re-election. Mr Soper has more than 39 years experience in mining operations, mineral economics, investment management, strategic analysis and merchant banking. He is currently a director of the following listed companies, King Island Scheelite Limited, Huntley Investment Company Limited, Klondike Source Limited and Paradigm Gold Ltd. In addition, during the past three years Mr Soper was a director of listed companies, Continental Minerals Corporation Limited and Buka Minerals Limited.
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Resolution 3 Adoption of Remuneration Report The Corporate Law Economic Reform Programme (Audit Reform and Corporate Disclosure Act 2004 (Cth)) (CLERP 9) requires that a resolution be put to the members to adopt the remuneration report as disclosed in the directors’ report. The vote on this resolution is advisory only and non-binding. The resolution gives the members the opportunity to ask questions or make comments concerning the remuneration report during the meeting. SPECIAL BUSINESS Resolution 4 Ratification of previous share issues The Australian Stock Exchange Limited
(ASX) Listing Rule 7.1 allows the Company to issue a maximum of 15% of its
expanded capital in any The Company previously issued ordinary shares by way of a placement of 4,055,000 shares at a price of 8 cents per share to raise $324,400 to clients of Pattersons Securities Ltd (2,550,000 shares) and to a group of five sophisticated investors (1,505,000 shares) ("the Issue") as announced to ASX on 9 March 2005. As the Issue was not in breach of Listing Rule 7.1 and was not previously approved by the shareholders of the Company, Resolution 4 calls for shareholder approval and ratification of this Issue. The shares issued pursuant to the placement rank equally in all respects with all existing ordinary shares previously issued by the Company. The funds raised in the placement are being used to increase working capital and to meet the costs incurred in mineral exploration and project generation.
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Last updated
06 Feb 2008
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