23 April 2014
The Manager
Company Announcements Office ASX Limited
Level 6, 20 Bridge Street SYDNEY NSW 2000
Dear sir/madam
The Company advises that it has received a request pursuant to section 249D of the Corporations Act requesting the Company to call a General Meeting to consider resolutions to elect four new directors (Messrs Gary Dartnall, Matthew Joynes, Malcolm Reeve and Ethan Gilmore), and remove the Company's existing directors.
None of the Board nominees are shareholders in the Company and with the exception of Mr Joynes none of the nominees are known to the Company. Accordingly, the Company is in the process of contacting the nominees to confirm their candidature.
The Company also notes that the majority of the shareholders who have signed the request are
resident outside of Australia and none of the Board nominees are resident in Australia.
The majority of shares held by the shareholders making the request are owned by or on behalf of Guaranty Finance Investors LLC (Guaranty), representing approximately 4.6% of the total ordinary shares on issue.
As a significant holder, Guaranty was previously represented on the Company's Board by Mr Don Campbell. Mr Campbell resigned on 17 July 2012 on the basis that he was unable to devote sufficient time to his Board duties given his other commitments and the geographical constraints of residing in the USA. The last substantial holder notice filed by Guaranty on 8 February 2013 disclosed that Guaranty had voting power of 5.3%. It is the Company's understanding, however, that Guaranty's voting power has decreased since that filing and that Guaranty is no longer a substantial holder. In the light of the request the Company will be seeking clarification of this from Guaranty.
Yours sincerely
Susan Hunter Company Secretary
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