Further to the Company's announcement on 26 October 2012, the Company has considered the notice under section 249D of the Corporations Act 2001 (Cth) (the Corporations Act) that it received from a representative of a group of shareholders (Notice).
A copy of the Notice and the letter that accompanied it was attached to the announcement made by the Company on 26 October 2012.
The Company advises that it considers that the following resolutions (as referred to in the Notice) are within the power of members in a general meeting, and it is the Company's current intention to put them to shareholders as requested under the Notice:
- Resolution 1: Removal of Frank Brophy as a director;
- Resolution 2: Removal of Francesco (Frank) Petruzzelli as a director;
- Resolution 3: Appointment of Trevor Kelly as a director; and
- Resolution 4: Appointment of Thomas Burt as a director.
The Company considers that Resolution 5 (Novus Capital be restrained from issuing any convertible notes), as referred to in the Notice, is not required to be put to shareholders on the basis that: (1) the resolution seeks to take to the Company's members a power which under the Company’s constitution is vested in the Company’s directors, and (2) the allotment and issue of the convertible notes (as referred to in Resolution 5) was in any event approved, for the purpose of ASX Listing Rule 7.1 and all other purposes, at a general meeting of the Company held on 19 September 2012.
The Company's current intention is to hold an extraordinary general meeting as requested under the Notice on Wednesday, 19 December 2012. The notice of meeting is currently being prepared and will be dispatched to shareholders, and released on ASX, in accordance with the Corporations Act and the ASX Listing Rules.
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