AI assistant
ADMIRALTY RESOURCES NL. — AGM Information 2011
Sep 21, 2011
64309_rns_2011-09-21_a67cd3d0-b59f-44a7-8825-fdcff13099ff.pdf
AGM Information
Open in viewerOpens in your device viewer
==> picture [302 x 59] intentionally omitted <==
NEWS RELEASE
Date 22 September 2011
Dispatch of Notice of Meeting
Admiralty Resources NL (“Admiralty” or “the Company”; ASX: ADY) is pleased to confirm that the 2011 Annual General Meeting (“AGM”) mailing pack has been dispatched today.
The pack includes a Notice of Annual General Meeting with the explanatory notes, the proxy form, a brochure with the highlights for the year ended 30 June 2011 and a reply paid envelope. Those shareholders who have elected to receive a hard copy of the annual report will also receive their copy in the same pack.
The 2011 highlights, the Notice of AGM, an unpersonalised proxy form are annexed to this announcement and they are also available on the Company’s website on www.ady.com.au.
Admiralty confirms that its 2011 AGM will be held on:
Date: Thursday, 27 October 2011 Time: 10.30 am (AEDT) Venue: Collins 1 and 2 Room, Oaks on Collins, 480 Collins Street, Melbourne
Online proxy voting for Admiralty Resources NL’s AGM will be open from 12.00 am AEST on 26 September 2011.
Shareholders are reminded that for their votes to be considered effective, they must be received by the Share Registry, Boardroom Pty Limited, by 10.30 AEDT on Tuesday, 25 October 2011 (regardless if they are cast online or by post).
Yours faithfully,
ADMIRALTY RESOURCES NL
PER:
==> picture [78 x 51] intentionally omitted <==
Patrick Rossi
Company Secretary
Admiralty Resources NL ABN 74 010 195 972 Registered in Australia Registered Office: Level 16, 379 Collins Street Melbourne Victoria 3000 Australia
Tel: +61 3 9620 7144 Fax: +61 3 8677 6949
AdmirAlty resources Nl HiGHliGHts For tHe yeAr eNded 30 JuNe 2011
Dear Shareholder,
2011 Highlights and Annual General Meeting
On behalf of the Board of Admiralty Resources NL (“Admiralty”), I am pleased to enclose the 2011 Highlights with an abbreviated Chairman’s Report and Managing Director’s Report.
These are extracts from the 2011 Annual Report, which can be viewed on the Company’s website at www.ady.com.au or a copy can be requested through Investor Relations by emailing [email protected] or by calling +61 3 9620 7144.
I also gladly invite you to Admiralty’s 2011 Annual General Meeting (“AGM”) on 27 October 2011. Enclosed is the Notice of Meeting setting out the business of the AGM and the Proxy Form.
If you are unable to attend the AGM, I encourage you to complete the enclosed proxy form. The proxy form should be lodged with Boardroom Limited by 10.30am (AEDT) on Tuesday , 25 October 2011.
Yours sincerely,
==> picture [85 x 47] intentionally omitted <==
Patrick Rossi Company Secretary
Chairman’s Report
Dear Shareholder,
On my seventh year as Chairman of Admiralty, I present you our 2011 Highlights.
Over the last seven years, we have had more than our fair share of trouble. Mining is a difficult and can be an exasperating pursuit and during these last two years we have come across serious problems.
As a shareholder myself, I must say I am proud that, in a challenging year at various fronts, the Company continues to own worthwhile assets in Chile and in Australia, is debt free, has streamlined its management and reduced its administration overheads, has attracted a committed investor and has kick started its exploration activities. Most importantly, it has sold some of its Chilean assets to Icarus (Icarus Derivatives Ltd), now Australis Mining Ltd.
==> picture [106 x 134] intentionally omitted <==
What has brought about this transformation? In my view, our appointment of Stephen C. Prior as Executive Director and then Managing Director has been responsible for the remarkable turnaround of the Company. His honesty and integrity are such that he obtained the confidence of purchasers and colleagues alike with beneficial results.
Due to the inherited massive expenditure in Chile with no production, and accordingly no income, possible cessation of business drew closer and the situation was desperate. The management in Chile had instructions to dispose of all or part of our assets and avert disaster. Despite their confidence, no worthwhile offer came forward.
Stephen, with the encouragement and support of the Board, added to the Chilean strategy, despite grave local opposition in Chile from our own management. He carried out intense negotiations with Icarus in Melbourne and, eventually, an offer was received from Icarus. Despite the fact that it was the only binding offer, Stephen, with a 100% support of the Board, strengthened the deal time and time again and forcibly overthrew local management objections, cutting unsupportable cost and providing future income.
We have already received two instalments of US$1,000,000 each and we could expect to bring in about US$100m for the first 10 million tonnes of SCM Vallenar Iron Company (“VIC”) production at current prices. On the light of this, we are undertaking further promising development work in our Chilean assets, Harper South and Pampa Tololo.
Another important pillar of our successful year was the strengthening of the Board and our shareholder base through the appointment of Dr Shaoqing Li as a Non-executive Director in late March 2011. Dr Li, an accomplished civil engineer and entrepreneur, complements the Board with his technical expertise and his appointment coincided with Sino Investment & Holding Pty Ltd becoming a substantial shareholder, with 11% of the Company’s issued capital.
Your Board has also considerably benefited from the contributions and business acumen of Michael Perry, as nonexecutive Director. We are also happy that Patrick Rossi is now Company Secretary and relishing the task.
As always, I would like to extend my regard to you, my fellow shareholders, whether large or small, and invite you to attend our meetings and to keep in contact with the management with any queries that you may have. I truly believe the Company is well poised to unlock the potential of our mineral concessions in Chile and I expect to be able to report it to you next year.
Yours sincerely,
Professor J. Ross Harper Chairman
AdmirAlty resources Nl HiGHliGHts For tHe yeAr eNded 30 JuNe 2011
Highlights
First Quarter: July to September 2010
-
Conclusion of an exploration programme consisting of ground magnetic and gravity surveys in the Harper Geological District in Chile to detect and delineate additional anomalies in the geological district, resulting in the identification of 7 further areas of interest in Harper South.
-
Geos Mineral Consultants completed a conceptual economic study providing indicative project parameters to guide future exploration at the Bulman Project in the Northern Territory, Australia.
-
Agreement with Australis Mining Ltd (“Australis”) (formerly Icarus Derivatives Ltd) for the sale of SCM Vallenar Iron Company (“VIC”) for US$4,000,000 and a royalty agreement on all production for the life of the mine operations.
==> picture [33 x 41] intentionally omitted <==
==> picture [41 x 65] intentionally omitted <==
-
Appointment of Dr Shaoqing Li as Non ~~-~~ executive Director.
-
Sino Investment & Holding Pty Ltd becomes a substantial holder through the purchase of 72m shares at 4.2c, a 23% premium over the market price, raising $3,024,000.
-
Appointment of Mr Stephen C. Prior as Managing Director.
-
Removal of the mortgage over the Pampa Tololo concessions, located North of Vallenar (Chile) near Los Colorados and covering 3,455 hectares, after payment of US$285,068 and pursuant to the Purchase Agreement entered in September 2008.
==> picture [33 x 41] intentionally omitted <==
Third Quarter: January to March 2011
AdmirAlty resources Nl HiGHliGHts For tHe yeAr eNded 30 JuNe 2011
Highlights
Second Quarter: October to December 2010
-
Appointment of Mr Claudio Ferrada as our agent in Chile.
-
Approval of the transaction with Australis granted by the shareholders: 351.2m voted for, 31.8m voted against, 2.6m abstained.
-
Completion of the sale of VIC, resulting in the transfer of mineral concessions to Australis and receipt of US$1m. The discontinuing of the VIC operations have resulted in a profit before significant items of $7,916,101 compared with a loss of $4,696,584 in 2010.
==> picture [33 x 41] intentionally omitted <==
-
Shareholders’ approval for share consolidation and adoption of new constitution.
-
New prospect with highly anomalous zinc and lead mineralisation, named “Ripple Hill”, identified by Geos Mineral Consultants in the Bulman project following a reconnaissance geochemical sampling programme.
-
Finalised the establishment of a branch in Chile, named Admiralty Minerals Chile Pty Ltd Agencia en Chile (“AMC”).
-
Completed the share consolidation on the basis of 1 new share for every 5 shares held, resulting in an issued capital of 482,170,235 shares.
==> picture [42 x 65] intentionally omitted <==
-
Completion of Share Purchase Plan, issuing 52m shares at 3.3c, after receiving 338 applications with an average of $5,000 participation per holder, raising a total of $1,727,500.
-
Change of Share Registry from Computershare Investor Services Pty Limited to Boardroom Limited, after a cost analysis reported savings of 38%.
==> picture [33 x 41] intentionally omitted <==
-
Receipt of the second instalment of US$1m from Australis in relation to the sale of VIC.
-
As at 30 June 2011, Admiralty remained debt free and had cash on hand of $5,032,970 (2010: $1,265,227) and with the top 20 holders owning 50.49% of the shares (2010: 14.12%)
Fourth Quarter: March to June 2011
AdmirAlty resources Nl HiGHliGHts For tHe yeAr eNded 30 JuNe 2011
==> picture [96 x 138] intentionally omitted <==
Managing Director’s Report
The 2011 financial year has been an eventful and successful year for our Company in which Admiralty has refocused on exploration and rebuilt its balance sheet. The highlights of our outstanding year can be summarized into:
-
A high resolution ground magnetic survey and lithology work in Harper South;
-
Drilling programmes in Mariposa, La Chulula, Negrita, Soberana, La Vaca and Mal Pelo; and
-
The completion of the sale of our former subsidiary, SCM Vallenar Iron Company (“VIC”) to Australis Mining Ltd (“Australis”) ( formerly Icarus Derivatives Ltd );
-
A ground magnetic survey over our Pampa Tololo iron prospect, followed by a drilling programme.
-
Our refocusing on the exploration programme, following the drastic reduction of costs, inappropriate for a company of our size and capitalisation;
Our most heavily explored and documented target is Mariposa. We have commissioned an engineering firm to undertake a mining study and create a mine plan for the Mariposa deposit, meeting broad economic cut-off and processing grades and provide a costed model for pit production, equipment and activities.
- The restructure of the Company’s Chilean operations, which are now run as a Chilean legal branch or agency of Admiralty to ensure that the focus of objectives are followed in accordance with the guidelines of the Board of Directors; and
Admiralty expects to re-assess Mariposa’s current resources and elevate part of the resource to reserve status within the current financial year. To this effect, I have been regularly travelling to Chile and meeting with contractors to define the scope of the works.
- Our good corporate results, where we executed two placements raising $3.6m and completed a Share Purchase Plan raising $1.7m, enabling the Company to strengthen its financial position.
Australia. Admiralty continues to maintain interests in the Bulman project, a 250 km[2 ] concession prospective for lead and zinc and located in the Northern Territory.
Completion of the sale of VIC
The Australis deal provided for US$4,000,000 in cash payments and a royalty agreement on all future production from the Northern Region of the Harper Geological District (“Harper North”). Two instalments of US$1,000,000 have already been received.
A new highly prospective anomaly in lead and zinc named Ripple Hill was identified during the year and we await in hopeful anticipation the results of the airborne survey that has been undertaken in August 2011.
The transaction has dramatically reduced the administration overheads in Chile and has provided the Company with the very much needed cash flow to continue its exploration programme and prove up further mineral resources.
Closure
Although Admiralty has not received any income from sales this year, it has not entered into any debt either. Our balance sheet, our current positive cash position and the projected income from our royalty stream are all strong and I believe we have the resources to conduct substantial exploration and investment in our existing projects in Chile and Australia and I am, therefore, very excited of the potential that lies ahead as the Company remains well positioned to capitalise on strong demand for commodities.
We are pleased with the progress which Australis is making towards production and we appreciate the valuable opportunity to “look over their shoulders” to emulate their successes and avoid potential pitfalls as they undertake work to get Harper North into production.
Exploration
We have significant and complex projects. Admiralty is focused on ensuring we have the right people and structures in place to be recognised as a well-managed company, to meet the challenges ahead and deliver value for our shareholders.
Chile. Admiralty has a strong position in the Chilean iron ore belt, where the Company has kicked off an active exploration programme throughout the mineral concessions owned by its Agency in Chile.
The programme consists of geophysics work and reverse circulation and diamond drilling campaigns, in the different areas of interest, following our goal to improve the value of our asset via drilling out a resource and bringing the project into production as soon as possible.
The coming year will be one of the most important in Admiralty’s 30 year history as the results from exploration flow and the Company moves towards project development, financing and production.
I express my thanks to my fellow Directors, our shareholders, our staff, our agent in Chile and our consultants, who have again contributed in a committed fashion to our Company over the past year.
To this end, previous exploration work has been reviewed and a small consulting exploration team has been established to ensure that there is a good correlation between all available data.
Yours faithfully,
The objectives for this year are to continue the exploration on Harper South and Pampa Tololo concessions, increasing our JORC compliant mineral resources, upgrading the existent resources to reserves and find suitable strategies to exploit the mineral concessions through the following activities:
==> picture [123 x 45] intentionally omitted <==
Stephen C. Prior Managing Director
Admiralty Resources NL ACN 010 195 972
1
NOTICE OF 2011 ANNUAL GENERAL MEETING
Notice is given that the Annual General Meeting of Members of Admiralty Resources NL (ACN 010 195 972) (the “Company”) is to be held in Rooms Collins 1 and 2 at Oaks on Collins, 480 Collins Street, Melbourne, Victoria on Thursday, 27 October 2011 at 10.30 a.m. (AEDT).
AGENDA - ORDINARY BUSINESS
1. To receive the financial report
To receive and consider the Reports of the Directors and the Auditor and the Financial Report of the Company for the year ended 30 June 2011.
2. To adopt the Remuneration Report
To consider and, if thought fit, to pass the following resolution as an advisory resolution:
“That the Remuneration Report for the year ended 30 June 2011 (as set out in the Directors’ Report) is adopted.”
3. To re-elect a director – Professor John Ross Harper
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“To re-elect as a director Professor John Ross Harper, who retires by rotation in accordance with Clause 5.3(c)(i) of the Company’s constitution and who is eligible for re-election.”
4. To elect a director – Dr Shaoqing Li
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“To elect as a director Dr Shaoqing Li, who was appointed as a director of the Company since the last annual general meeting, in accordance with Clause 5.2(a)(ii) of the Company’s constitution.”
5. Ratification of share issue on 29 March 2011
To consider and, if thought fit, to pass the following resolution as an ordinary resolution:
“That, pursuant to and in accordance with Listing Rule 7.4 of the ASX Listing Rules, the issue of 72,000,000 fully paid ordinary shares in the capital of the Company, which were issued on 29 March 2011 at a price of A$0.042 per share to Sino Investment & Holding Pty Ltd to raise A$3,024,000, be ratified and approved.”
An Explanatory Memorandum providing you with further information in relation to the resolutions accompanies this Notice of Annual General Meeting.
2
NOTES TO THE NOTICE OF MEETING
Voting Entitlement
The Board has determined in accordance with regulation 7.11.37 of the Corporations Regulations that for the purpose of voting at the Annual General Meeting, shares will be taken to be held by those who hold them at 7.00 p.m. (AEDT) on Tuesday 25 October 2011. This means that if you are not the registered holder of a relevant share at that time you will not be entitled to vote in respect of that share.
Voting by Proxy
Each member who is entitled to attend and vote at the Annual General Meeting may appoint a proxy to attend and vote on behalf of that member. The proxy need not be a member of the Company.
A member who is entitled to cast two or more votes may appoint one or two proxies and may specify the proportion or number of votes that each proxy is appointed to exercise. If a member appoints two proxies and the appointment does not specify the proportion, or number, of the member’s votes, each proxy may exercise half of the member’s votes.
Lodging your Proxy
A proxy is enclosed with this notice of meeting. For the appointment of a proxy to be effective for the meeting, the proxy appointment form must be received by the Share Registry, Boardroom Pty Limited, at least 48 hours before the meeting by one of the methods outlined below:
• delivered by post to the Share Registry, Boardroom Pty Limited, GPO Box 3993, Sydney NSW 2001, Australia; or
• sent by fax to the Share Registry, Boardroom Pty Limited, on +61 2 9290 9655; or
• online on www.boardroomlimited.com.au/vote/adyagm2011, logging in using the control number found on the front of the accompanying proxy form.
The business of the Annual General Meeting affects your shareholding and your vote is important. Please allow sufficient time for delivery of your proxy form as it must be recorded by 10.30 a.m. (AEDT) on Tuesday 25 October 2011 to be effective.
Bodies Corporate
Directed and Undirected Proxies
If you choose to appoint a proxy, the Company encourages you to direct your proxy how to vote on Resolution 2 (Adoption of Remuneration Report) by marking either “For”, “Against” or “Abstain” for this item of business on the proxy form.
If you sign the enclosed proxy form and do not specify an individual or body corporate as your proxy, you will have appointed the chairperson of the meeting as your proxy. In that case, your shares will not be voted on Resolution 2 (Adoption of Remuneration Report) unless you direct the chairperson of the meeting how to vote as your proxy by marking the appropriate box on the proxy form. The Company expects that Professor Ross Harper, chairman of the Company’s board of directors, will be the chairperson of the meeting.
The chairperson of the meeting will vote undirected proxies on, and in favour of, all of the proposed resolutions, other than Resolution 2 (Adoption of Remuneration Report). Any undirected proxies held by the chairperson of the meeting will not be voted on Resolution 2 (Adoption of Remuneration Report). The same will apply if you appoint as your proxy any other director of the Company, any other of the Company’s key management personnel or any of their closely related parties.
“Key management personnel” of the Company for the financial year ended 30 June 2011 are identified in the Remuneration Report, which forms part of the Company’s 2011 Annual Report. The “closely related parties” of the Company’s key management personnel are defined in the Corporations Act 2011 (Cth), and include certain of their family members, dependants and companies they control.
A body corporate may appoint an individual as a representative to exercise all or any of the powers the body corporate may exercise at meetings of members. The appointment may be a standing one. Unless otherwise specified in the appointment, the representative may exercise, on the body corporate’s behalf, all of the powers the body corporate could exercise at a meeting or in voting on a resolution.
Voting Exclusion Statement
In accordance with the ASX Listing Rules, the Company will disregard any votes cast on Resolution 5 by Sino Investment & Holding Pty Ltd or any of its associates (including Dr Shaoqing Li).
However, the Company need not disregard a vote if it is cast by a person as 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.
In accordance with the Corporations Act 2001 (Cth), the Company will disregard any votes cast on Resolution 2 by the Company’s key management personnel or any of their closely related parties.
Dated this 16[th] September 2011. BY ORDER OF THE BOARD.
==> picture [108 x 70] intentionally omitted <==
Patrick Rossi Company Secretary
3
EXPLANATORY MEMORANDUM
Item 2 – Remuneration Report
The Remuneration Report is contained in the Directors’ Report, part of the Company’s 2011 Annual Report. The Report explains the Company’s executive remuneration practices and the link between the remuneration of employees and the Company’s performance and sets out remuneration details for each Director and for each named Executive.
The Corporations Act 2001 (Cth) (“Corporations Act”) requires listed companies to put the Remuneration Report for each financial year to a resolution of members at their Annual General Meeting. Under the Corporations Act, the vote is advisory only and does not bind the Company or the Directors. The Board will consider the vote and comments made by shareholders on the Remuneration Report at the meeting when reviewing the Company’s remuneration policies. If 25% or more of votes that are cast are voted against the adoption of the Remuneration Report at two consecutive AGMs, shareholders will be given the opportunity to vote at the second of those AGMs on a resolution (“spill resolution”) that another meeting be held within 90 days at which all of the Company’s directors (other than the Managing Director) must stand for re-election.
The Directors make no recommendation with respect to voting.
Any undirected proxies held by the chairperson of the meeting, other directors or other key management personnel or any of their closely related parties will not be voted on Resolution 2 (Adoption of Remuneration Report).
“Key management personnel” of the Company for the financial year ended 30 June 2011 are identified in the Remuneration Report, which formed part of the Company’s 2011 Annual Report. The “closely related parties” of the Company’s key management personnel are defined in the Corporations Act, and include certain of their family members, dependants and companies they control.
If you choose to appoint a proxy, the Company encourages you to direct your proxy how to vote on Resolution 2 (Adoption of Remuneration Report) by marking either “For”, “Against” or “Abstain” for this item of business on the proxy form.
Item 3 – To re-elect a director – Professor John Ross Harper CBE, MA, LLB, D Univ
Professor John Ross Harper was appointed to the Board on 29 March 2005, elected as a Director of the Company at the 2005 Annual General Meeting and re-elected at the Company’s 2007 and 2009 Annual General Meetings. In accordance with Clause 5.3(c)(i) of the Company’s constitution, which provides that one third of the directors for the time being must retire at each annual general meeting, Professor Harper retires and, being eligible, offers himself for re-election.
Professor Harper holds the degrees of Bachelor of Laws and Master of Arts from Glasgow University. He was awarded an Honorary Doctorate for services to Law at Glasgow University in 2002. Professor Harper is an Emeritus Professor of Law at Strathclyde University. He was awarded a CBE for public and political services in 1986.
Professor Harper has had twelve years experience in mining as the Chairman of Mining (Scotland) Ltd, a company which bought British Coal’s assets in Scotland and was the biggest producer of coal in Scotland.
He was also President of the International Bar Association and works as a consultant for the legal firm Harper & MacLeod LLP.
The Directors, other than Professor John Ross Harper, recommend that members vote in favour of the resolution.
4
EXPLANATORY MEMORANDUM (Continued)
Item 4 – To elect a director – Dr Shaoqing Li BSc, PhD, MIEAust, CPEng
Dr Shaoqing Li was appointed to the Board on 29 March 2011. In accordance with Clause 5.2(a)(ii) of the Company’s constitution, which provides that a director who was appointed by the other directors will hold office only until the next annual general meeting, Dr Li retires and, being eligible, offers himself for election.
Dr Li holds the degree of Bachelor of Science (Eng) majoring in civil engineering from Zhejiang University and has also completed a PhD in Civil and Maritime Engineering with the University of New South Wales.
Dr Li holds and has held board and senior management positions in listed and unlisted public companies and private companies across Australia, China and Hong Kong. Dr Li’s previous positions include Executive Director of a large private software and computer organisation in China, senior technical manager at Sino Gold Ltd and senior geotechnical engineer/project manager at Golder Associates Ltd. He is a director of Sino Investment & Holding Pty Ltd, a substantial shareholder in the Company.
The Directors, other than Dr Shaoqing Li, recommend that members vote in favour of the resolution.
Item 5 - Ratification of share issue on 29 March 2011
The Directors approved the issue and allotment of 72,000,000 shares by way of a share placement to Sino Investment & Holding Pty Ltd.
Resolution 5 seeks shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of those shares to Sino Investment & Holding Pty Ltd.
Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to the Share Ratification:
(a) 72,000,000 shares were allotted;
(b) the issue price was $0.042 per share, a 23% premium over the market price at the time;
(c) the shares issued were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing shares;
- (d) the shares were allotted and issued to Sino Investment & Holding Pty Ltd;
(e) the funds raised were for purposes of providing the Company with capital to fund an exploration programme in the Harper South and Pampa Tololo mineral concessions in Chile and working capital requirements.
ASX Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue during any 12 month period any equity securities, or other securities with rights to conversion to equity (such as an option), if the number of those securities exceeds 15% of the number of securities in the same class on issue at the commencement of that 12 month period.
ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1. It provides that where a company in general meeting ratifies the previous issue of securities made pursuant to ASX Listing Rule 7.1 (and provided that the previous issue did not breach ASX Listing Rule 7.1) those securities will be deemed to have been made with shareholder approval for the purpose of ASX Listing Rule 7.1.
By ratifying this issue, the Company will retain the flexibility to issue equity securities in the future up to the 15% annual placement capacity set out in ASX Listing Rule 7.1 without the requirement to obtain prior shareholder approval.
The Directors, other than Dr Shaoqing Li, recommend that members vote in favour of the resolution.
Admiralty Resources NL
ACN 010 195 972
==> picture [167 x 23] intentionally omitted <==
FOR ALL ENQUIRIES CALL:
(within Australia) 1300 737 760 (outside Australia) +61 2 9290 9600
**FACSIMILE** +61 2 9290 9655 ## **ALL CORRESPONDENCE TO:** Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001 Australia ## **Your Address** ## **YOUR VOTE IS IMPORTANT** **FOR YOUR VOTE TO BE EFFECTIVE IT MUST BE RECORDED BEFORE 10:30 am (AEDT) TUESDAY 25[TH] OCTOBER 2011** ## **TO VOTE ONLINE** This is your address as it appears on the company’s share register. If this is incorrect, please mark the box with an “X” and make the correction on the form. Securityholders sponsored by a broker should advise your broker of any changes. **Please note, you cannot change ownership of your securities using this form.** ## **Reference Number: Please note it is important you keep this confidential** **STEP 1 : VISIT www.boardroomlimited.com.au/vote/adyagm2011 STEP 2: Enter your holding/Investment type STEP 3: Enter your Reference Number and VAC: ** ## **TO VOTE BY COMPLETING THE PROXY FORM** ## **STEP 1 Appointment of Proxy** ## Indicate here who you want to appoint as your Proxy If you wish to appoint the chairperson of the meeting as your proxy, mark the box. If you wish to appoint someone other than the chairperson of the meeting as your proxy please write the full name of that individual or body corporate. If you leave this section blank, or your named proxy does not attend the meeting, the chairperson of the meeting will be your proxy. A proxy need not be a security holder of the company. Do not write the name of the issuer company or the registered securityholder in the space. ## **Proxy which is a Body Corporate** Where a body corporate is appointed as your proxy, the representative of that body corporate attending the meeting must have provided an “Appointment of Corporate Representative” prior to admission. An Appointment of Corporate Representative form can be obtained from the company’s securities registry. ## **Appointment of a Second Proxy** You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the company’s securities registry or you may copy this form. To appoint a second proxy you must: (a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting rights or the number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded. - (b) return both forms together in the same envelope. ## **STEP 2 Voting Directions to your Proxy** ## You can tell your Proxy how to vote To direct your proxy how to vote, place a mark in one of the boxes opposite each item of business. All your securities will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of securities you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid. ## **STEP 3 Sign the Form** ## The form **must** be signed as follows **:** **Individual:** This form is to be signed by the securityholder. **Joint Holding** : where the holding is in more than one name, all the securityholders must sign. **Power of Attorney:** to sign under a Power of Attorney, you must have already lodged it with the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form when you return it. **Companies:** this form must be signed by a Director jointly with either another Director or a Company Secretary. Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. **Please indicate the office held by signing in the appropriate place.** ## **STEP 4 Lodgement of a Proxy** This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below not later than 48 hours before the commencement of the meeting at **10.30 am on Thursday, 27[th] October 2011** . Any Proxy Form received after that time will not be valid for the scheduled meeting. ## **Proxies may be lodged using the reply paid envelope or:** **BY MAIL -** Share Registry – Boardroom Pty Limited, GPO Box 3993, Sydney NSW 2001 Australia **BY FAX -** + 61 2 9290 9655 **IN PERSON -** Share Registry – Boardroom Pty Limited, Level 7, 207 Kent Street, Sydney NSW 2000 Australia ## **Vote online at:** ## **www.boardroomlimited.com.au/vote/adyagm2011** ## **or turnover to complete the Form** ## **Attending the Meeting** If you wish to attend the meeting please bring this form with you to assist registration **.** **Admiralty Resources NL** **==> picture [134 x 37] intentionally omitted <==** **----- Start of picture text -----****----- End of picture text -----**
## **STEP 1 - Appointment of Proxy** I/We being a member/s of **Admiralty Resources NL** and entitled to attend and vote hereby appoint the chairperson of the meeting (mark with an **OR** ‘X’) **==> picture [189 x 35] intentionally omitted <==** If you are not appointing the chairperson of the meeting as your proxy please write here the full name of the individual or body corporate (excluding the registered Securityholder) you are appointing as your proxy. or failing the individual or body corporate named, or if no individual or body corporate is named, the chairperson of the meeting, as my/our proxy at the **Annual General Meeting of Admiralty Resources NL to be held at the Rooms Collins 1 and 2 at Oaks on Collins, 480 Collins Street, Melbourne, VIC 3000 on Thursday, the 27th of October 2011 at 10.30am (AEDT)** and at any adjournment of that meeting, to act on my/our behalf and to vote in accordance with the following directions or if no directions have been given, as the proxy sees fit. _**Important instructions for Resolution 2: If you appoint the chairperson of the meeting as your proxy, or if the chairperson of the meeting is appointed as your proxy by default (ie if you do not specify an individual or body corporate as your proxy or your named proxy does not attend the meeting), and you have not directed him/her how to vote by marking the appropriate box under ‘Step 2’ below, your shares will not be voted in relation to Resolution 2. :Similarly, if you appoint as your proxy any other director of Admiralty Resources NL, any other of Admiralty Resources NL’s key management personnel or any of their closely related parties, and you have not directed him/her how to vote by marking the appropriate box under ‘Step 2’ below, your shares will not be voted in relation to Resolution 2.**_ ## **STEP 2 - Voting directions to your Proxy – please mark** **to indicate your directions** **Ordinary Business For Against Abstain*** Resolution 2 **To adopt the Remuneration Report** Resolution 3 **To re-elect a director – Professor John Ross Harper** Resolution 4 **To elect a director – Dr Shaoqing Li** Resolution 5 **Ratification of share issue on 29 March 2011 – Share Placement** The chairperson of the meeting will vote undirected proxies on, and in favour of, all of the proposed resolutions except for Resolution 2. *If you mark the Abstain box for a particular item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll. **STEP 3 - PLEASE SIGN HERE This section** _**must**_ **be signed in accordance with the instructions overleaf to enable your directions to be implemented.** **==> picture [492 x 91] intentionally omitted <==** **----- Start of picture text -----**
Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact Name ……………………………….…….. Contact Daytime Telephone ………………………………….. Date / / 2011
**----- End of picture text -----**