NoticeofMeeting and cancellation of Trading on AIM
January 28 2009 - 4:29AM
UK Regulatory
TIDMCLIO
RNS Number : 3667M
Cape Lambert Iron Ore Limited
28 January 2009
28 January 2009
CAPE LAMBERT IRON ORE LIMITED
NOTICE OF GENERAL MEETING
Cape Lambert Iron Ore Limited ("the Company" or 'Cape Lambert") (ASX: CFE, AIM:
CLIO) announces that the Company's General Meeting will be held at 9am (WST) on
27 February 2009 at Kailis Bros Fish Market and Caf� Function Centre, 101 Oxford
Street, Leederville, Western Australia 6007.
Cancellation of Trading on AIM
One of the Resolutions to be put to Cape Lambert shareholders ("Shareholders")
at the General Meeting is to request their approval for the cancellation of the
admission of the Company's ordinary fully paid shares ("Shares") to trading on
the AIM market of the London Stock Exchange plc ("AIM") (the "Cancellation").
The Board believe that the costs of remaining listed on AIM outweigh the
benefits, and seeks Shareholder approval to cancel that listing. To be effective
this resolution requires a majority of not less than 75% of the votes cast by
Shareholders on this resolution at the Meeting.
The Company listed on AIM on 4 May 2006 because the Directors considered that
the market would offer additional liquidity for Shareholders and the Directors
believed the listing would assist the Company in its funding requirements for
its Cape Lambert Iron Ore Project which was acquired in December 2005. Since
that time, the Shares have traded on AIM under "CLIO" and ASX with the code
"CFE".
Currently, 1.77 per cent of the Company's Ordinary Shares are held on the UK
register, and there has been limited liquidity in the Company's shares.
Retaining a listing on AIM involves considerable expense and compliance with
applicable laws and regulations. The Directors do not consider that the initial
benefits of listing the Company on AIM now outweigh the significant costs and
resources incurred in retaining that listing. Accordingly, the Company seeks
approval from Shareholders to cancel the Company's listing on AIM.
If shareholders wish to sell their Ordinary Shares on AIM, they must do so prior
to cancellation becoming effective (such cancellation will occur no earlier than
five days after the General Meeting and is expected to occur at 7am on 9 March
2009). The last trading day on AIM will be 6 March 2009. Following cancellation
of admission of the Company's Ordinary Shares to AIM, the Depositary Interests
("DI") which were trading on AIM will be cancelled. The Company will remain
listed on the official list of ASX and Shareholders in jurisdictions outside of
Australia will still be entitled to trade Shares on ASX. The Company will
continue to comply with all accounting and regulatory requirements expected of a
company of this status.
Computershare, as the Company's registrar, will be writing to each DI holder on
the UK register to advise them of the process in more detail but if DI holders
do nothing with their existing holdings, the transfer to the Australian register
will happen automatically.
The Notice of General Meeting will be posted to shareholders. Extracts are set
out below and a copy of the full Notice is available at the Company's website
at: www.capelam.com.au.
For further information please contact:
+--------------------------------+----------------+----------------+----------------+
| | |
+--------------------------------+---------------------------------+
| Cape Lambert Iron Ore Limited: | |
+-------------------------------------------------+---------------------------------+
| Tony Sage | +61 (0)8 93809555 |
+-------------------------------------------------+---------------------------------+
| | |
+-------------------------------------------------+---------------------------------+
| Australian Enquiries: | |
+-------------------------------------------------+---------------------------------+
| Professional Public Relations | |
+-------------------------------------------------+---------------------------------+
| David Tasker | +61 (0)8 9388 0944 |
+-------------------------------------------------+---------------------------------+
| | |
+-------------------------------------------------+---------------------------------+
| UK Enquiries: | |
| Nominated Adviser: | |
+-------------------------------------------------+---------------------------------+
| Grant Thornton UK LLP | +44 (0)20 7383 5100 |
| Fiona Owen | |
| | |
+-------------------------------------------------+---------------------------------+
| AIM Broker: | |
| Collins Stewart Europe Limited | |
+-------------------------------------------------+---------------------------------+
| Adrian Hadden | +44 (0)20 7523 8353 |
+-------------------------------------------------+---------------------------------+
| Oliver Quarmby | +44 (0)20 7523 8354 |
+-------------------------------------------------+---------------------------------+
| | |
+-------------------------------------------------+---------------------------------+
| Conduit PR | |
+-------------------------------------------------+---------------------------------+
| Jos Simson | +44 (0)20 7429 6603 |
+-------------------------------------------------+---------------------------------+
| Jane Stacy | +44 (0)20 7429 6606 |
+-------------------------------------------------+---------------------------------+
| | |
+-------------------------------------------------+---------------------------------+
| Website: | |
+-------------------------------------------------+---------------------------------+
| www.capelam.com.au | |
+--------------------------------+----------------+----------------+----------------+
NOTICE OF GENERAL MEETING
Notice is given that the General Meeting of Shareholders will be held at 9am
(WST) on 27 February 2009 at Kailis Bros Fish Market and Caf� Function Centre,
101 Oxford Street, Leederville, Western Australia 6007.
The Explanatory Statement to this Notice of Meeting provides additional
information on matters to be considered at the General Meeting. The Explanatory
Statement and the Proxy Form are part of this Notice of Meeting.
The Directors have determined pursuant to Regulation 7.11.37 of the Corporations
Regulations 2001 (Cth) that the persons eligible to vote at the General Meeting
are those who are registered Shareholders of the Company at the opening of
business on 26 February 2009.
Terms and abbreviations used in this Notice of Meeting and Explanatory Statement
are defined in the Glossary.
AGENDA
SPECIAL business
Resolution 1 - Cancellation OF LISTING ON ALTERNATE INVESTMENT MARKET
To consider and, if thought fit, to pass, with or without amendment, the
following resolution as a special resolution:
"That, for the purposes of AIM Rule 41 and for all other purposes, the admission
of the Company's Ordinary Shares to the AIM Market of the London Stock Exchange
be cancelled ."
Resolution 2 - ratification of prior issue - Shares
To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:
"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the allotment and issue of 61,000,000 Shares on the terms
and conditions set out in the Explanatory Statement."
Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any of their associates. However,
the Company need not disregard a vote if it is cast by a person as a proxy for a
person who is entitled to vote in accordance with the directions on the Proxy
Form or it is cast by the person 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.
Resolution 3 - ratification of prior issue - EMPLOYEE Options
To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an ordinary resolution:
"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes,
Shareholders ratify the allotment and issue of 8,350,000 Employee Options on the
terms and conditions set out in the Explanatory Statement."
Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a person who participated in the issue and any of their associates. However,
the Company need not disregard a vote if it is cast by a person as a proxy for a
person who is entitled to vote in accordance with the directions on the Proxy
Form or it is cast by the person 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.
DATED: 23 January 2009
BY ORDER OF THE BOARD
Timothy turner
cape lambert iron ore limited
COMPANY SECRETARY
This information is provided by RNS
The company news service from the London Stock Exchange
END
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