Precedent CT-C01 AGM documents INTREPID MINES LIMITED‌

ACN 060 156 452

2016 NOTICE OF ANNUAL GENERAL MEETING

Intrepid Mines Limited hereby gives notice that the Annual General Meeting of Shareholders will be held on 31 May 2016 at 10:00am (AEST) at the offices of McCullough Robertson Lawyers, Level 11, 66 Eagle Street, Brisbane, Queensland, 4000

Notice of Annual General Meeting

Intrepid Mines Limited ACN 060 156 452

Notice is given that the Annual General Meeting of Intrepid Mines Limited ACN 060 156 452 (Company or Intrepid) will be held at:

Location

McCullough Robertson Lawyers, Level 11, 66 Eagle Street, Brisbane, Queensland, 4000

Date

Tuesday, 31 May 2016

Time

10:00am (AEST)

Ordinary business

Financial statements and reports

To receive and consider the Company's financial reports and the reports of the Directors and the Company's auditor for the year ended 31 December 2015.

Directors' Remuneration Report

To consider and, if in favour, to pass the following resolution under section 250R(2) of the

Corporations Act 2001 (Cth) (Corporations Act):

  1. 'That the Remuneration Report of the Directors for the year ended 31 December 2015 be adopted.'

    Note: This resolution will be decided as if it were an ordinary (majority) resolution, but under

    section 250R(3) of the Corporations Act the vote is advisory only and does not bind the directors of the Company. Key Management Personnel whose remuneration details are contained in the Remuneration Report (and their closely related parties) are restricted from voting on this resolution under section 250R(4) of the Corporations Act.

    Re-election of Richard Baumfield

    To consider and, if in favour, to pass the following resolution as an ordinary resolution:

  2. 'That Richard Baumfield, who was appointed as a director of the Company on 1 July 2015 and retires from office under rule 53.1 of the Constitution and Listing Rule 14.5, being eligible, be elected as a director of the Company.'

    Note: Information about this candidate appears in the Explanatory Memorandum.

    Change of auditor

  3. To consider and, if thought fit, to pass the following ordinary resolution:

    'That, subject to the consent of the Australian Securities and Investments Commission to the current auditor resigning, Ernst & Young having been duly nominated under section 328B(1) of the Corporations Act, be appointed as auditor of the Company'.

    Note: A summary of the background to this change appears in the Explanatory Memorandum. Also, under section 328B(3) of the Corporations Act 2001 (Cth), a copy of the nomination of the auditor accompanies this notice.

    Special business

    Return of capital to Shareholders

    To consider and, if in favour, to pass the following resolution as an ordinary resolution:

  4. 'That for the purpose of Part 2J.1 of the Corporations Act and for all other purposes, subject to the receipt of an appropriate Class Ruling from the Australian Taxation Office, the issued share capital of the Company be reduced by up to $24,309,379 under an equal capital reduction in accordance with section 256C of the Corporations Act to be effected by the Company paying each registered holder of Intrepid Shares as at 5.00pm on a date to be announced by the Board the amount of $0.07 per Intrepid Share.'

    Note: Further information in relation to this resolution appears in the Explanatory Memorandum.

    Share consolidation

    To consider and, if in favour, to pass the following resolution as an ordinary resolution:

  5. 'That, conditional on the passing of resolution 4 and the execution of the capital reduction, with effect from the date of the share capital reduction (as announced by the Board) the share capital of the Company be consolidated through the conversion of every 20 Intrepid Shares into one Intrepid Share, and that any resulting fractions be rounded down to the nearest whole number, or zero, as applicable.'

    Note: Further information in relation to this resolution appears in the Explanatory Memorandum.

    Approval to extend the on-market share buy-back

    To consider and, if in favour, to pass the following resolution as an ordinary resolution:

  6. 'That, for the purposes of section 257C of the Corporations Act, rule 29 of the Constitution, and for all other purposes, the Company is authorised to conduct an on-market buy-back of fully paid ordinary shares in the Company in the 12 month period following the approval of this resolution, provided that the number of shares being bought back does not exceed 20% of the lowest number of shares on issue in the capital of the Company in the 12 months prior to the date of the Annual General Meeting.'

    Note: Further information in relation to this resolution appears in the Explanatory Memorandum.

    Adoption of new constitution

    To consider and, if in favour, to pass the following resolution as a special resolution:

  7. 'That with immediate effect, and pursuant to section 136(2) of the Corporations Act and for all other purposes, the Company repeal and replace its Constitution with a new constitution in the form of the document tabled at the Annual General Meeting and signed by the Chairman of the Annual General Meeting for the purposes of identification (Proposed Constitution).'

Note: A summary of differences between the existing Constitution and the Proposed Constitution is provided in the Schedule to the Explanatory Memorandum.

Dated Friday, 22 April 2016 By order of the Board

Andrew Crawford

Company Secretary

Intrepid Mines Limited published this content on 22 April 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 18 May 2016 15:47:03 UTC.

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