NoticeofMeeting and cancellation of Trading on AIM

 

TIDMCLIO 
 
RNS Number : 3667M 
Cape Lambert Iron Ore Limited 
28 January 2009 
 

28 January 2009 
 
 
CAPE LAMBERT IRON ORE LIMITED 
NOTICE OF GENERAL MEETING 
 
 
Cape Lambert Iron Ore Limited ("the Company" or 'Cape Lambert") (ASX: CFE, AIM: 
CLIO) announces that the Company's General Meeting will be held at 9am (WST) on 
27 February 2009 at Kailis Bros Fish Market and Café Function Centre, 101 Oxford 
Street, Leederville, Western Australia 6007. 
 
 
Cancellation of Trading on AIM 
 
 
One of the Resolutions to be put to Cape Lambert shareholders ("Shareholders") 
at the General Meeting is to request their approval for the cancellation of the 
admission of the Company's ordinary fully paid shares ("Shares") to trading on 
the AIM market of the London Stock Exchange plc ("AIM") (the "Cancellation"). 
 
 
The Board believe that the costs of remaining listed on AIM outweigh the 
benefits, and seeks Shareholder approval to cancel that listing. To be effective 
this resolution requires a majority of not less than 75% of the votes cast by 
Shareholders on this resolution at the Meeting. 
 
 
The Company listed on AIM on 4 May 2006 because the Directors considered that 
the market would offer additional liquidity for Shareholders and the Directors 
believed the listing would assist the Company in its funding requirements for 
its Cape Lambert Iron Ore Project which was acquired in December 2005. Since 
that time, the Shares have traded on AIM under "CLIO" and ASX with the code 
"CFE". 
 
 
Currently, 1.77 per cent of the Company's Ordinary Shares are held on the UK 
register, and there has been limited liquidity in the Company's shares. 
 
 
Retaining a listing on AIM involves considerable expense and compliance with 
applicable laws and regulations. The Directors do not consider that the initial 
benefits of listing the Company on AIM now outweigh the significant costs and 
resources incurred in retaining that listing. Accordingly, the Company seeks 
approval from Shareholders to cancel the Company's listing on AIM. 
 
 
If shareholders wish to sell their Ordinary Shares on AIM, they must do so prior 
to cancellation becoming effective (such cancellation will occur no earlier than 
five days after the General Meeting and is expected to occur at 7am on 9 March 
2009). The last trading day on AIM will be 6 March 2009. Following cancellation 
of admission of the Company's Ordinary Shares to AIM, the Depositary Interests 
("DI") which were trading on AIM will be cancelled. The Company will remain 
listed on the official list of ASX and Shareholders in jurisdictions outside of 
Australia will still be entitled to trade Shares on ASX. The Company will 
continue to comply with all accounting and regulatory requirements expected of a 
company of this status. 
 
 
Computershare, as the Company's registrar, will be writing to each DI holder on 
the UK register to advise them of the process in more detail but if DI holders 
do nothing with their existing holdings, the transfer to the Australian register 
will happen automatically. 
 
 
The Notice of General Meeting will be posted to shareholders. Extracts are set 
out below and a copy of the full Notice is available at the Company's website 
at: www.capelam.com.au. 
 
 
 
 
For further information please contact: 
 
 
+--------------------------------+----------------+----------------+----------------+ 
|                                |                                 | 
+--------------------------------+---------------------------------+ 
| Cape Lambert Iron Ore Limited:                  |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Tony Sage                                       | [phone]               | 
+-------------------------------------------------+---------------------------------+ 
|                                                 |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Australian Enquiries:                           |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Professional Public Relations                   |                                 | 
+-------------------------------------------------+---------------------------------+ 
| David Tasker                                    | [phone]              | 
+-------------------------------------------------+---------------------------------+ 
|                                                 |                                 | 
+-------------------------------------------------+---------------------------------+ 
| UK Enquiries:                                   |                                 | 
| Nominated Adviser:                              |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Grant Thornton UK LLP                           | [phone]             | 
| Fiona Owen                                      |                                 | 
|                                                 |                                 | 
+-------------------------------------------------+---------------------------------+ 
| AIM Broker:                                     |                                 | 
| Collins Stewart Europe Limited                  |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Adrian Hadden                                   | [phone]             | 
+-------------------------------------------------+---------------------------------+ 
| Oliver Quarmby                                  | [phone]             | 
+-------------------------------------------------+---------------------------------+ 
|                                                 |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Conduit PR                                      |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Jos Simson                                      | [phone]             | 
+-------------------------------------------------+---------------------------------+ 
| Jane Stacy                                      | [phone]             | 
+-------------------------------------------------+---------------------------------+ 
|                                                 |                                 | 
+-------------------------------------------------+---------------------------------+ 
| Website:                                        |                                 | 
+-------------------------------------------------+---------------------------------+ 
| www.capelam.com.au                              |                                 | 
+--------------------------------+----------------+----------------+----------------+ 
 
 
NOTICE OF GENERAL MEETING 
Notice is given that the General Meeting of Shareholders will be held at 9am 
(WST) on 27 February 2009 at Kailis Bros Fish Market and Café Function Centre, 
101 Oxford Street, Leederville, Western Australia 6007. 
 
 
The Explanatory Statement to this Notice of Meeting provides additional 
information on matters to be considered at the General Meeting. The Explanatory 
Statement and the Proxy Form are part of this Notice of Meeting. 
 
 
The Directors have determined pursuant to Regulation 7.11.37 of the Corporations 
Regulations 2001 (Cth) that the persons eligible to vote at the General Meeting 
are those who are registered Shareholders of the Company at the opening of 
business on 26 February 2009. 
 
 
Terms and abbreviations used in this Notice of Meeting and Explanatory Statement 
are defined in the Glossary. 
AGENDA 
SPECIAL business 
Resolution 1 - Cancellation OF LISTING ON ALTERNATE INVESTMENT MARKET 
To consider and, if thought fit, to pass, with or without amendment, the 
following resolution as a special resolution: 
"That, for the purposes of AIM Rule 41 and for all other purposes, the admission 
of the Company's Ordinary Shares to the AIM Market of the London Stock Exchange 
be cancelled ." 
Resolution 2 - ratification of prior issue - Shares 
To consider and, if thought fit, to pass, with or without amendment, the 
following resolution as an ordinary resolution: 
"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, 
Shareholders ratify the allotment and issue of 61,000,000 Shares on the terms 
and conditions set out in the Explanatory Statement." 
Voting Exclusion: The Company will disregard any votes cast on this Resolution 
by a person who participated in the issue and any of their associates. However, 
the Company need not disregard a vote if it is cast by a person as a proxy for a 
person who is entitled to vote in accordance with the directions on the Proxy 
Form or it is cast by the person chairing the meeting as proxy for a person who 
is entitled to vote, in accordance with a direction on the Proxy Form to vote as 
the proxy decides. 
Resolution 3 - ratification of prior issue - EMPLOYEE Options 
To consider and, if thought fit, to pass, with or without amendment, the 
following resolution as an ordinary resolution: 
"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, 
Shareholders ratify the allotment and issue of 8,350,000 Employee Options on the 
terms and conditions set out in the Explanatory Statement." 
Voting Exclusion: The Company will disregard any votes cast on this Resolution 
by a person who participated in the issue and any of their associates. However, 
the Company need not disregard a vote if it is cast by a person as a proxy for a 
person who is entitled to vote in accordance with the directions on the Proxy 
Form or it is cast by the person chairing the meeting as proxy for a person who 
is entitled to vote, in accordance with a direction on the Proxy Form to vote as 
the proxy decides. 
DATED: 23 January 2009 
BY ORDER OF THE BOARD 
 
 
 
 
Timothy turner 
cape lambert iron ore limited 
COMPANY SECRETARY 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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