MINREX RESOURCES LIMITED MINREX RESOURCES NL ANNOUNCES THE RESULTS OF THE EXTRAORDINARY GENERAL MEETING HELD ON 13 OCTOBER 2014
The Company announces that the proposed acquisition of all of the share capital of Skin Elements Pty Ltd (Skin) was voted down by shareholders at today's Extraordinary General Meeting (EGM). The Share Purchase Agreement with Skin has therefore terminated and the Company will no longer pursue the acquisition of Skin. The Company also confirms the election of Messrs. Rob Downey and Abraham Schildkraut to the Board.
Reference is made to the notice of the Extraordinary General Meeting and Explanatory
Memorandum (together the "EGM Circular") of Minrex Resources NL ("Company") dated 12
September 2014 relating to the proposed acquisition of the entire share capital of Skin Elements Pty Ltd. Unless otherwise defined, terms used herein shall have the same meaning as in the EGM Circular.
RESULTS OF THE EXTRAORDINARY GENERAL MEETING
The Extraordinary General Meeting was held today on 13 October 2014. As at the date of this
Extraordinary General Meeting, there was a total of 17,500,001 Fully Paid Ordinary Shares and
17,500,000 Partly Paid Ordinary Shares in issue.
Security Transfer Registrars, the share registrar of the Company, conducted the poll on all resolutions.
Set out below are the results of voting at the Extraordinary General Meeting for each of the resolutions which were conducted by way of poll.
Given resolutions 1-11 and resolution 14 were all interdependent on each of these resolutions being passed, these resolutions failed. The Company has advised Skin that the SPA has been terminated as a result and the Company will no longer pursue the acquisition of Skin.
The only resolutions passed at today's EGM are resolutions 12 and 13 which appoint Messrs.
Robert Downey and Abraham Schildkraut respectively to the Board.
For enquiries: Simon Durack Executive Director Ph (08) 9486 8806
MinRex Resources NL ACN 151 185 867 LinQ House Level 1, 17 Ord Street West Perth WA 6005 P: +61 8 9486 8806 F: +61 9321 3559POLL RESULT:
FOR | AGAINST | ABSTAIN/ EXCLUDED | |
Resolution 1: Reduction of capital and consolidation of partly paid shares SPECIAL RESOLUTION | 7,148,934 | 6,774,337 | - |
Resolution 2: Issue of options to non-associated partly-paid shareholders ORDINARY RESOLUTION | 2,306,951 | 5,816,651 | 5,799,669 |
Resolution 3: Issue of options to Mr Emmanuel Heyndrickx ORDINARY RESOLUTION | 5,880,684 | 8,026,837 | 15,750 |
Resolution 4: Change of company type SPECIAL RESOLUTION | 7,148,934 | 6,774,337 | - |
Resolution 5: Adoption of new Constitution SPECIAL RESOLUTION | 7,146,434 | 6,776,837 | - |
Resolution 6: Significant change to activities ORDINARY RESOLUTION | 7,146,434 | 6,776,837 | - |
Resolution 7: Issue of Consideration Shares and Consideration Options to the Vendors ORDINARY RESOLUTION | 5,896,434 | 8,026,837 | - |
Resolution 8: Issue of Placement Shares and Placement Options ORDINARY RESOLUTION | 7,146,434 | 6,776,837 | - |
Resolution 9: Election of Peter Malone as a Director of the Company ORDINARY RESOLUTION | 5,896,434 | 8,026,837 | - |
Resolution 10: Election of David Humann as a Director of the Company ORDINARY RESOLUTION | 7,146,434 | 6,776,837 | - |
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FOR | AGAINST | ABSTAIN/ EXCLUDED | |
Resolution 11: Election of Luke Martino as a Director of the Company ORDINARY RESOLUTION | 7,146,434 | 6,776,837 | - |
Resolution 12: Election of Robert Hartley Downey as a Director of the Company ORDINARY RESOLUTION | 9,212,080 | 4,711,191 | - |
Resolution 13: Election of Abraham Anthony Schildkraut as a Director of the Company ORDINARY RESOLUTION | 9,212,080 | 4,711,191 | - |
Resolution 14: Change of Company name SPECIAL RESOLUTION | 7,296,434 | 6,626,837 | - |
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