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ABM Resources NL
AUSTRALIA ABU.AX 0,12 AU$ 43,75%
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Notice of General Meeting/Proxy Form/Chairman's Letter

Publié le 29 mars 2016

b41aa0bc-199a-401f-bec7-84b74a1c0565.pdf


29 March 2016


Dear Fellow Shareholder,


VOTE AGAINST APAC'S OPPORTUNISTIC GRAB FOR CONTROL


APAC


  • APAC Resources Ltd ("APAC"), a Hong Kong-based fund manager and current major shareholder in ABM Resources NL ("ABM" or the Company") has taken action which is disrupting the Company's plans. APAC wants shareholders to remove ALL existing Directors other than APAC's current nominee, Mr Andrew Ferguson, and elect two more of its own nominees to the ABM board. This would result in a board consisting entirely of APAC nominees, only one of whom is resident in Australia.


  • If APAC succeeds in its grab for control there would be no independent Directors to represent the interests of minority shareholders. Such a substantial change of key personnel would leave the Company to pursue an as yet unclear strategy, led by Directors unfamiliar with the Company or its stakeholders.


    Restructure


  • The Company recognised the need for refreshment of the Board and has taken steps to effect these changes in an orderly fashion, prior to APAC requisitioning a section 249 meeting. Within the last six months the Managing Director, Chairman and one of the Company's non-executive directors have stepped down and a new Managing Director and Non-executive director have been appointed. The process of recruiting a new, appropriately qualified, independent non-executive chairman is well advanced and an appointment is expected to be made in the near term.


  • The Company is also in the process of implementing an operational restructure, which together with the recently announced capital raising will reposition the Company as an active, focused gold exploration and development company.


  • This restructuring will deliver lower overhead costs enabling the greatest proportion of funds to be directed to exploration and project evaluation with the aim of generating shareholder value from the Company's existing gold resources and highly prospective exploration properties in the Tanami region of the Northern Territory.


  • Proceeds of the capital raising will fully fund substantial exploration campaigns for the 2016 and 2017 field seasons.


VOTE AGAINST ALL RESOLUTIONS TO MAINTAIN AN INDEPENDENT BOARD AND CLEAR STRATEGIC DIRECTION


Your company has a strong future with potential to deliver significant value to shareholders. It is important that your interests be represented by a strong, experienced, and independent board that embodies all shareholders. It is important that all shareholders exercise their vote as every vote counts to help protect your shareholder rights and the future of the company.



To help avoid confusion, along with the enclosed BLUE proxy form for the 9 May meeting, we have provided a yellow voting card that sets out how to vote in accord with the recommendations of the ABM Directors for the 9 May meeting.


If you've already voted for the first meeting, to be held on 18 April, and wish to change your vote this can be done online at www.securitytransfer.com.au or by lodging another completed proxy form.


I thank you for your continued support and look forward to ABM realising its potential as one of Australia's leading junior gold explorers focused on the highly prospective Tanami region.


If you have any questions about the resolutions or how to vote please call the ABM shareholder information helpline on 1300 823 159 or +61 2 8022 7902 (for callers outside Australia).


Richard Procter Chairman


ABM Resources NL Shareholder Meeting

Monday 9 MAY 2016


THE DIRECTORS (MR FERGUSON EXCLUDED) RECOMMEND THAT SHAREHOLDERS VOTE

AGAINST

ALL RESOLUTIONS ON THE BLUE PROXY FORM (WITH EACH DIRECTOR ABSTAINING FROM MAKING A RECOMMENDATION RELATING TO THEIR OWN REMOVAL)



RESOLUTION


For Against


Abstain

  1. APPOINTMENT OF MR BRETT SMITH AS A DIRECTOR X


  2. APPOINTMENT OF MR MYLES CAMPION AS A DIRECTOR X


  3. REMOVAL OF MS SUSIE CORLETT AS A DIRECTOR X


  4. REMOVAL OF MR BRETT LAMBERT AS A DIRECTOR X


  5. REMOVAL OF MR RICHARD PROCTER AS A DIRECTOR X


You can vote online at www.securitytransfer.com.au (log into the Investor Centre and click "Proxy Voting")

or by completing and returning the BLUE proxy form to:

Security Transfer Registrars Pty Ltd Postal Address PO BOX 535

Applecross WA 6953 AUSTRALIA

Street Address Alexandrea House

Suite 1, 770 Canning Highway Applecross WA 6153 AUSTRALIA

Facsimile +61 8 9315 2233

Email [email protected]



THIS VOTE MUST BE RECEIVED BY 2:00PM WST ON SATURDAY 7 MAY 2016


ABM RESOURCES NL ACN 009 127 020

NOTICE OF GENERAL MEETING


TIME: 2 pm (WST)


DATE: 9 May 2016


PLACE: BDO Audit (WA) Pty Ltd 38 Station Street

Subiaco, Western Australia


This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.


Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (+61 8) 9423 9777.

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