ADVFN Logo ADVFN

Trending Now

Toplists

It looks like you aren't logged in.
Click the button below to log in and view your recent history.

Hot Features

Registration Strip Icon for monitor Customisable watchlists with full streaming quotes from leading exchanges, such as LSE, NASDAQ, NYSE, AMEX, Bovespa, BIT and more.

NPM Neptune Min

1.125
0.00 (0.00%)
20 Dec 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Neptune Min LSE:NPM London Ordinary Share GB00B0LHS387 ORD 0.5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 1.125 0.00 00:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Result of AGM

30/01/2009 12:27pm

UK Regulatory


 
TIDMNPM 
 
NEPTUNE MINERALS PLC 
 
                                                      30 January 2009 
 
                           Results of AGM 
 
Neptune Minerals plc  (the "Company") (AIM:  NPM) announces that  the 
Annual General Meeting  ("AGM") of  the Company was  held today.  The 
resolutions proposed for the AGM, as set out in the Notice of Meeting 
(as announced on  30 December 2008)  and the Notice  of Intention  to 
Propose Directors (as announced on 27 January 2009) were as follows: 
 
1.   That  the financial  statements of  the Company  for the  period 
ended 30 June  2008 together with  the Reports of  the Directors  and 
Auditors be received and adopted. 
 
2.  That Mazars LLP  of 3 Sheldon Square,  London be re-appointed  as 
auditors of the Company  to hold office until  the conclusion of  the 
next Annual General Meeting and  that their remuneration be fixed  by 
the Directors. 
 
3.  To re-elect John  Feenan, who retires  by rotation in  accordance 
with the  Company's Articles  of Association,  as a  Director of  the 
Company. 
 
4.  To elect Richard  Gorton, who was appointed  as a Director  since 
the last Annual General Meeting, as a Director of the Company. 
 
5.   That  the  Directors  be  and  they  are  hereby  generally  and 
unconditionally authorized in accordance with the Companies Act  1985 
(the "Act") to exercise all powers  of the Company to allot  relevant 
securities within the  meaning of  Section 80 of  the Act  up to  the 
aggregate nominal amount of the authorised but unissued share capital 
of the Company immediately following the passing of this  resolution, 
provided  that  the  authority  hereby  conferred  shall  operate  in 
substitution for and to the exclusion of any previous authority given 
to the Directors pursuant to Section  80 of the Act and shall  expire 
on the date  15 months after  the passing of  this resolution or,  if 
earlier, at the conclusion of the next Annual General Meeting of  the 
Company, unless such authority is renewed, varied, or revoked by  the 
Company in general  meeting, save that  the Company may  at any  time 
before such expiry  make an  offer or agreement  which might  require 
relevant  securities  to  be  allotted  after  such  expiry  and  the 
Directors may allot relevant securities in pursuance of such offer or 
agreement as if the authority hereby conferred had not expired. 
 
6.  That the Directors be and  they are hereby empowered pursuant  to 
Section 95  of the  Act to  allot equity  securities (as  defined  in 
Section 94 of the Act)  for cash as if Section  89(1) of the Act  did 
not apply to  any such  allotment pursuant to  the general  authority 
conferred on them by resolution 5 above (as varied from time to  time 
by the Company in general meeting) provided that such power shall  be 
limited to: 
 
(a)        the allotment  of equity securities  in connection with  a 
rights issue or any other pre-emptive  offer in favour of holders  of 
equity  securities   where   the   equity   securities   respectively 
attributable to the interests of  all such holders are  proportionate 
(as nearly as may be) to the respective amounts of equity  securities 
held by them subject only to such exclusions or other arrangements as 
the directors  may  consider  appropriate  to  deal  with  fractional 
entitlements or legal or practical difficulties under the laws of  or 
the requirements of any recognised stock exchange or regulatory  body 
in any territory or otherwise; 
 
 (b)        the  allotment   of  options,   conditional  awards   and 
performance shares of 0.5 pence each in the capital of the Company to 
the management  and  employees,  Directors  and  consultants  of  the 
Company pursuant to  the Company's Executive  Incentive Plan and  the 
subsequent allotment on  conversion or, as  appropriate, exercise  of 
such performance shares, conditional awards or options into  ordinary 
shares representing up  to an  aggregate 20 per  cent of  all of  the 
issued ordinary share  capital after conversion  or (as  appropriate) 
exercise of all  options, conditional awards  and performance  shares 
issued under the Executive Incentive Plan; and 
 
(c) the allotment (otherwise than pursuant to sub-paragraphs (a)  and 
(b) above) of equity securities up to an aggregate nominal amount  of 
GBP66,500 representing approximately 20 per cent of the issued ordinary 
share capital of the Company 
 
and the power hereby conferred shall operate in substitution for  and 
to the  exclusion  of  any  previous power  given  to  the  Directors 
pursuant to Section 95  of the Act  and shall expire  on the date  15 
months after the passing  of this resolution or,  if earlier, at  the 
conclusion of the next Annual General Meeting of the Company,  unless 
such power is renewed or extended prior to or at such meeting  except 
that the Company may before the expiry of any power contained in this 
resolution make an offer  or agreement which  would or might  require 
equity securities to be allotted after such expiry and the  Directors 
may allot equity securities in  pursuance of such offer or  agreement 
as if the power conferred hereby had not expired. 
 
7.  That  the Articles  of Association  produced to  the meeting  and 
initialed  by  the  Chairman  of  the  meeting  for  the  purpose  of 
identification be  adopted  as the  Articles  of Association  of  the 
Company in substitution for, and to the exclusion of, the Articles of 
Association. 
 
8.  To consider and, if thought fit, pass the following resolution: 
In accordance with Listing Rule 41 of the AIM Market the admission of 
the Company's Ordinary Shares on the  AIM Market of the London  Stock 
Exchange be cancelled. 
 
9.  To appoint  Christopher John Rowe  as a Director  of the  Company 
(nominated by 
    Clachan Nominees Limited A/C Holdings). 
 
10.  To appoint  Douglas Harry Winton  as a Director  of the  Company 
(nominated by 
    Clachan Nominees Limited A/C Holdings). 
 
11.  To appoint Peter Adrian Vanderspuy as a Director of the  Company 
(nominated by 
    Newsmith Opportunities Private Equity Fund LP). 
. 
12.  To  appoint  Sadiq Currimbhoy  as  a Director  of  the  Company. 
(nominated by 
    Newsmith Opportunities Private Equity Fund LP). 
 
 
At the Annual General Meeting  of the Company held today  resolutions 
1, 2, 7, 8, 9, 10, 11 & 12 were carried. Resolutions 3, 4, 5 & 6 were 
not carried. As a result of this, John Feenan and Richard Gorton were 
not re-elected to the board of the Company. 
 
                        Cancellation from AIM 
 
Resolution 8 passed by Shareholders approved 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"). 
 
As announced on  30 October  2008, cancellation of  admission of  the 
Company's Shares to trading on AIM will occur at 7.00am UK time on  9 
February 2009. 
 
 
                      Appointment of Directors 
 
Further to the carrying  of resolutions 9, 10,  11 & 12, the  Company 
announces the  appointment of  Christopher John  Rowe, Harry  Winton, 
Peter  Adrian  Vanderspuy  and  Sadiq  Currimbhoy  as  Non  Executive 
Directors with immediate effect. 
 
Due to the  timing of the  notices put forward  (as detailed  above), 
Grant Thornton UK LLP, as Nominated Adviser to Neptune Minerals  Plc, 
was not given a satisfactory  timeframe within which to complete  the 
due diligence procedures as required under the AIM Rules and as  such 
has been unable to conclude on the appropriateness of the changes  to 
the Board. A further announcement in relation to this matter will  be 
made as appropriate. 
 
Christopher John Rowe, aged 64 has been appointed to the board of the 
Company following his election as detailed in Resolution 9 above. 
 
Mr Rowe  holds/has held  the following  positions where  he has  been 
acting in the capacity of a director: 
 
 
Current                                                     Past 
Directorships/Partnerships                                  Directorships/Partnerships 
                                                            (within  the   last   five 
                                                            years) 
 
ARC Fund Management Limited                                 Subsea Resources Plc 
104 Belgrave Road Limited                                   Consolidated         Asset 
                                                            Management (Holdings) Plc 
ARC Property Nominees Limited                               Consolidated         Asset 
                                                            Management Limited 
ARC Equities Limited                                        Throgmorton          Asset 
                                                            Management Limited 
ARC Capital and Income Plc                                  API Petroleum Limited 
                                                            API Resources Limited 
                                                            ARC Private Equity Plc 
                                                            Throgmorton      Financial 
                                                            Services Limited 
 
 
There is  no  other information  that  is required  to  be  disclosed 
pursuant to Schedule 2 paragraph (g) of the AIM Rules. 
 
Douglas Harry Winton, aged 56 has been appointed to the board of  the 
Company following his election as detailed in Resolution 10 above. 
 
Mr Winton holds/has held  the  following positions where he has  been 
acting in the capacity of a director: 
 
 
Current                                                     Past 
Directorships/Partnerships                                  Directorships/Partnerships 
                                                            (within  the   last   five 
                                                            years) 
 
Spearhead and Partners Limited                              Topbright Limited 
Spearhead Consultants Limited                               Commonwealth Risk Services 
                                                            (Europe) Limited 
Spearhead Limited 
32 Threadneedle Limited 
Enigma Handling Limited 
Douglas Winton Consultants 
 
 
There is  no  other information  that  is required  to  be  disclosed 
pursuant to Schedule 2 paragraph (g) of the AIM Rules. 
 
Peter Adrian Vanderspuy, aged 43 has  been appointed to the board  of 
the Company  following  his election  as  detailed in  Resolution  11 
above. 
 
Mr Vanderspuy holds/has  held the  following positions  where he  has 
been acting in the capacity of a director: 
 
 
Current                                                     Past 
Directorships/Partnerships                                  Directorships/Partnerships 
                                                            (within  the   last   five 
                                                            years) 
 
NewSmith Capital Partners LLP                               None 
 
 
There is  no  other information  that  is required  to  be  disclosed 
pursuant to Schedule 2 paragraph (g) of the AIM Rules. 
 
Sadiq Currimbhoy, aged  42 has  been appointed  to the  board of  the 
Company following his election as detailed in Resolution 12 above. 
 
Mr Currimbhoy holds/has  held the  following positions  where he  has 
been acting in the capacity of a director: 
 
 
Current                                                     Past 
Directorships/Partnerships                                  Directorships/Partnerships 
                                                            (within  the   last   five 
                                                            years) 
 
NewSmith Capital Partners LLP                               None 
 
 
There is  no  other information  that  is required  to  be  disclosed 
pursuant to Schedule 2 paragraph (g) of the AIM Rules. 
 
Further to  the above  appointments, the  board of  directors of  the 
Company is now as follows: 
 
John Goodwin - non-executive Chairman 
Simon McDonald - Managing Director 
Christopher Rowe - non-executive Director 
Douglas Winton - non-executive Director 
Adrian Vanderspuy - non-executive Director 
Sadiq Currimbhoy - non-executive Director 
 
 
For more information please contact: 
 
 
Simon McDonald (Neptune MD and CEO):          T: +61 (0) 2 9957 5244 
By email to the Company                       info@nepmins.com 
 
Fiona Owen (Grant Thornton UK LLP, Nomad):    T: +44 (0) 20 7383 5100 
 
Rozanne Ichikowitz (Grant Thornton, Sydney):  T: +61 (0) 2 8297 2522 
 
Daniel   Fox-Davies   (Fox   Davies   Capital T: +44 (0) 20 7936 5230 
Limited, Broker): 
 
Nadja Vetter/Sofia Rehman/Matthew Law (Cardew T: +44 (0) 20 7930 0777 
Group, PR):                                   T: +44 (0) 7941 340 436 
 
=--END OF MESSAGE--- 
 
 
 
 
This announcement was originally distributed by Hugin. The issuer is 
solely responsible for the content of this announcement. 
 

1 Year Neptune Minerals Chart

1 Year Neptune Minerals Chart

1 Month Neptune Minerals Chart

1 Month Neptune Minerals Chart

Your Recent History

Delayed Upgrade Clock