BELMORE RESOURCES (HOLDINGS) PLC ("BELMORE" OR "THE COMPANY")
NOTICE OF AGM POSTING OF REPORT & ACCOUNTS
The Board of Belmore, a minerals exploration company with a focus on projects in the Republic of Ireland and Northern Ireland, announces that it has posted to shareholders copies of the Company's Annual Report & Accounts for the year ended 31 August 2006.
The Company also gives notice that the Annual General Meeting will be held at Longboat, 56 Sir John Rogersons Quay, Dublin 2 on 22 March 2007 at 2.30pm for the purpose of transacting the following business:
ORDINARY BUSINESS:
1. To consider and, if approved, adopt the Accounts for the year ended 31 August 2006 and the report of the Directors and Auditors thereon. 2. To re-elect George Emo as a Director.
3. To authorise the Directors to fix the remuneration of the Auditors.
SPECIAL BUSINESS:
4. To consider and, if thought fit, to approve the following resolution as an Ordinary Resolution:
``That, for the purpose of Section 20 of the Companies (Amendment) Act, 1983, the Directors of the Company be and are hereby generally and unconditionally authorised to exercise all powers of the Company to allot and issue relevant securities (within the meaning of Section 20(10) of the said Act) up to a maximum amount of the authorised but un-issued share capital of the Company. The authority hereby conferred shall expire on the date of the next Annual General Meeting or, if earlier, the date being 15 months after the passing of this resolution, unless previously renewed, varied or revoked by the Company in General Meeting save that the Company may make an offer or agreement before the expiry of this authority which would or might require relevant securities to be allotted or issued after this authority has expired and the Directors may allot and issue relevant securities in pursuance of any such offer or agreement as if the authority conferred hereby had not expired.''
5. To consider and if thought fit, to approve the following resolution as a Special Resolution:
``That, subject to the passing of Resolution No. 4 before this meeting, the Directors of the Company be and are hereby empowered pursuant to Section 24 of the Companies (Amendment) Act, 1983, with such power expiring on the date of the next Annual General Meeting of the Company or, if earlier, the date being 15 months after the passing of this resolution, to allot equity securities (within the meaning of Section 23 of the said Act) of the Company for cash pursuant to the authority conferred on the Directors by Resolution No. 4 as if sub-section 1 of the said Section 23 did not apply to any such allotment, provided that this power shall be limited to:
(a) the allotment of equity securities in connection with any offer of equity securities open for any period fixed by the Directors by way of rights, open offer or otherwise in favour of Ordinary Shareholders but subject to such exclusion or other arrangements as the Directors may deem necessary or expedient to deal with legal or practical problems in respect of overseas shareholders, fractional entitlements or otherwise, and
(b) (in addition to the authority conferred by paragraph (a) of this Resolution No. 5) the allotment of equity securities up to an aggregate nominal value of k4,709,431 of the issued share capital of the company and shall expire on the date of the next Annual General Meeting of the Company or, if earlier, the date being 15 months after the passing of this resolution, PROVIDED THAT the Company may, before such expiry, make an offer or agreement which would or might require relevant securities to be allotted or issued after this authority has expired and the Directors may allot and issue relevant securities in pursuance of any such offer or agreement as if the authority conferred hereby had not expired.''
--ENDS--
The directors of the issuer accept responsibility for this announcement
ENQUIRIES:
BELMORE RESOURCES (HOLDINGS) PLC TEL: 00 35387 681 2883 Patrick Mahony
BISHOPSGATE COMMUNICATIONS LTD TEL: 020 7562 3350 Maxine Barnes MOBILE: 07860 489 571 Sophie Davis VSA RESOURCES LIMITED TEL: 020 7628 3989 Paul Renken
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