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PHOSCO LTD — Board/Management Information 2012
Nov 1, 2012
65559_rns_2012-11-01_5a34ccbe-c4cc-4372-806f-26788768c443.pdf
Board/Management Information
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Celamin Holdings NL ACN 139 255 771 ABN 82 139 255 771
Level 4,100 Albert Road, South Melbourne Vic 3205 Phone: (03) 9692 7222 Fax: (03) 9077 9233 Email: [email protected]
2 November 2012
Dear Shareholder
BOARD OPPOSES SHAREHOLDER REQUISITIONS
This Notice of General Meeting relates to a shareholder requisition received by Celamin Holdings NL (the " Company ") as announced to ASX on 18 October 2012 to consider resolutions to:
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remove Mr David Regan and the Hon. Andrew Thomson as Directors of the Company; and
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elect Mr John Welsh as a Director of the Company.
YOUR BOARD UNANIMOUSLY OPPOSES THE RESOLUTIONS TO REMOVE TWO CURRENT DIRECTORS AND APPOINT A NEW DIRECTOR.
Your Board UNANIMOUSLY OPPOSES the requisition for the following reasons :
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The requisition does not contain any rationale for the resolutions;
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Your Board views the requisition as an unnecessary attempt to disrupt the Company by a minority shareholder who is the holder of 13.96% of the shares; and
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Your Board sees no reason why there ought to be a change in Board composition and views the requisition as an unnecessary cost and inconvenience to the Company at this time, with no material benefit.
I encourage you to read the Explanatory Memorandum in full and vote at the General Meeting AGAINST the resolutions. I intend to vote all proxies over which I have discretion AGAINST the resolutions relating to the requisition.
If you are unable to attend the General Meeting please complete and lodge your proxy form by 2:00pm on the date that is 2 days before the General Meeting.
Yours sincerely,
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The Hon. Andrew Thomson Chairman