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EVOLUTION MINING LIMITED — Regulatory Filings 2011
Oct 13, 2011
64885_rns_2011-10-13_79532931-fa69-431b-a9de-d17a5b791fa3.pdf
Regulatory Filings
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ABN 33 009 232 277
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14 October 2011
The Company Announcements Office Australian Securities Exchange Level 4, 20 Bridge St SYDNEY NSW 2000
RESULTS OF SCHEME AND GENERAL MEETINGS
Conquest Mining Limited (ASX: CQT) (“Conquest”) held two shareholder meetings this morning: a scheme meeting to vote on the proposed merger with Catalpa Resources Limited (“Catalpa”) (“the Merger”) and a general meeting to vote on resolutions related to the proposed merger and certain other resolutions (together, “the Meetings”).
All resolutions were passed at the Meetings. Details of the votes cast on each resolution are attached to this announcement, in accordance with listing rule 3.13.2 and section 251AA(2) of the Corporations Act 2001 (Cth).
For the Merger (and the broader transaction of which the Merger forms part) to be implemented, Catalpa shareholders must pass a resolution at an extraordinary general meeting to be held at 1pm (Sydney time) today (“the Catalpa Meeting”). That resolution relates to the issue of shares to Newcrest Mining Limited (“Newcrest”) as consideration for the purchase of Newcrest’s interest in the Cracow and Mt Rawdon gold projects in Queensland.
An announcement will be made following the Catalpa Meeting in relation to the results of the votes taken at that meeting.
Yours faithfully
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Evan Elstein Company Secretary
Conquest Mining ASX Release
RESULTS OF SCHEME AND GENERAL MEETINGS
Details of the Votes Cast on Each Resolution
| Scheme Meeting | Total | Total | Total | Abstained | ||
|---|---|---|---|---|---|---|
| For | Against | |||||
| “That, pursuant to and in accordance with section 411 of the | Votes | 358,574,212 | 3,150,345 |
361,724,557 |
46,826 |
|
| Corporations Act 2001 (Cth), the proposed scheme of arrangement | ||||||
| between the Company and the holders of its fully paid ordinary shares, the terms of which are contained and more particularly described in the scheme booklet of which this notice forms part, is |
% Votes Holders |
99.13% 671 |
0.87% 36 |
100% 707 |
6 |
|
| approved (with or without modification as approved by the Federal | ||||||
| Court of Australia).” | % Holders | 94.91% | 5.09% |
100% |
| Scheme Meeti | ng | |||||||
| Total | Total | Total | Ab | stained | ||||
| For | Against | |||||||
| “That, pursuant to and in accordance with section 411 of the Corporations Act 2001 (Cth), the proposed scheme of arrangement between the Company and the holders of its fully paid ordinary shares, the terms of which are contained and more particularly described in the scheme booklet of which this notice forms part, is approved (with or without modification as approved by the Federal Court of Australia).” |
358,574,212 | 3,150,345 |
361,724,557 |
46,826 |
||||
| Votes | ||||||||
| % Votes | 99.13% | 0.87% |
100% |
|||||
| Holders | 671 | 36 |
707 |
6 |
||||
| u pp y ” |
% Holders | 94.91% | 5.09% |
100% |
||||
| General Meeting | ng | |||||||
| Total | Total | Total | Ab | stained | ||||
| For | Against | |||||||
| “That, for the purpose of section 208 of the Corporations Act, rule 10.11 of the Listing Rules and for all other purposes, the Company issue the Tranche 1 Non-dilution Rights Options to the Trustee, to be held on behalf of Jake Klein, on the terms more particularly described in the scheme booklet of which this notice forms part.” |
275,934,180 | 70,275,652 |
346,209,832 | 1,369,093 |
||||
| Votes | ||||||||
| 79.70% | 20.30% |
100% |
||||||
% Votes |
||||||||
| “That, for the purpose of section 208 of the Corporations Act, rule 10.11 of the Listing Rules and for all other purposes, the Company issue the Tranche 2 Non-dilution Rights Options to the Trustee, to be held on behalf of James Askew, on the terms more particularly described in the scheme booklet of which this notice forms part.” |
275,718,180 | 70,275,652 |
345,993,832 | 1,581,093 |
||||
| Votes | ||||||||
| , y heme booklet of which this notice forms part.” |
% Votes | 79.69% | 20.31% |
100% |
||||
| “That, for the purpo 10.11 of the Listing issue the Tranche held on behalf of N described in the sc |
se of section 208 of the Corporations Act, rule Rules and for all other purposes, the Company 3 Non-dilution Rights Options to the Trustee, to be icholas Curtis, on the terms more particularly heme booklet of which this notice forms part.” |
242,071,215 | 103,888,902 | 345,960,117 | 1 |
,581,093 | ||
| Votes | ||||||||
| 69.97% | 30.03% |
100% |
||||||
| % Votes | ||||||||
| “That, for the purpo other purposes, the of Majority Options subject to, and in a Options Offers, as of which this notice |
se of rule 6.23.2 of the Listing Rules and for all Company cancel the Majority Options the subject Offers accepted by Majority Optionholders, ccordance with, the terms of the relevant Majority more particularly described in the scheme booklet forms part.” |
335,793,028 | 8,359,994 |
344,153,022 | 826,729 | |||
| Votes | ||||||||
| 97.57% | 2.43% |
100% |
||||||
| % Votes | ||||||||
| “That, for the purpose of rules 6.23.2 and 10.11 of the Listing Rules and for all other purposes, the Company cancel the Minority Options and issue the Minority Options Consideration to the Trustee, to be held on behalf of the Interested Directors, subject to, and in accordance with, the terms of the Minority Options Offers, as more particularly described in the scheme booklet of which this notice forms part.” |
||||||||
| 337,625,814 | 7,178,606 |
344,804,420 | ||||||
| Votes | ||||||||
| 97.92% | 2.08% |
100% |
||||||
| % Votes | ||||||||