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SIPA RESOURCES INTERNATIONAL NL 2002-10-10 ASX-SIGNAL-G

HOMEX - Perth

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RETURN OF CAPITAL

Directors have resolved to seek shareholder approval at the Annual
General Meeting to be held on 14 November 2002 for a Return of
Capital of five cents per share to all shareholders.

It is proposed that the Return of Capital be made in two tranches,
namely, May and September 2003 so as tocoincide with the income from
the mining of the higher grade ore at the Waugh deposit.

Full details of the distribution are contained in the Notice of
Annual General Meeting lodged with the Australian Stock Exchange
today and to be forwarded to shareholders shortly.

NOTICE OF MEETING

Notice is hereby given that the Annual General Meeting of members of
Sipa Resources International NL will be he of at the Celtic Club, 48
Ord street, West Perth, Western Australia on Thursday14 November
2002 at 11.30am.

ORDINARY BUSINESS

(1) To receive and consider the Annual Report of Directors, Financial
Statements and Auditors Report thereon for the year ended 30 June
2002.

(2) RE-ELECTION OF MR HENRY CRAWFORD AS A DIRECTOR

TO consider and, if thought fit, pass the following resolution as an
ordinary resolution:

"That Mr W H Crawford, being a director of the Company who retires in
accordance with Article 14.3(b) of the Company's Constitution and,
beingeligible, offers himself for re-election, be and is hereby
re-elected as a director of the Company.

(3) RE-ELECTION OF MR DAVID WILLIAMS AS A DIRECTOR

To consider and, if thought fit, pass the following resolution as an
ordinary resolution:

"That Mr D J Williams, being a director of the company who retires in
accordance with Article 14.3(a) of the Company's Constitution and,
being eligible, offers himself for re-election, be and is hereby
re-elected as a director of the Company".

(4) ISSUE OF EMPLOYEE OPTIONS

To consider and, If thought fit, pass the following resolution as an
ordinary resolution:

"That approval be and is hereby given to the issue by the Company to
Mr M G Doepel, Managing Director of the Company, of 300,000 free
options pursuant to the terms of the Company's Employee incentive
Scheme."

(5) DIRECTORS' FEES

To consider and, if thought fit, pass the following resolution as an
ordinary resolution:

"That the maximum aggregate amount of fees that may be paid per annum
to non-executive directors of the Company be and is hereby increased
by $80,000.00 from $100,000-00 to $180,000.00".

(6) RETURN OF CAPITAL

To consider and, if thought fit, pass the following resolution as a
special resolution:

"That, for the purposes of Section 256C of the Corporations Act,
Regulation 8.3 of the Constitution of the Company and for all other
purposes, the share capital of the Company be reduced and that the
reduction be effected by payment of:

(a) a fixed amount per fully paid ordinary share, as determined by
the directors, to be made pro rata to the number of fully paid
ordinary shares held by each shareholder on the register at 30 May
2003; and

(b) a fixed amount per fully paid ordinary share, as determined by
the directors, to be made pro rata to the number of fully paid
ordinary shares held by each shareholder on the register at 30
September 2003;

not exceeding in total an amount of 5 cents per share and otherwise
on the terms and conditions contained in the Explanatory Memorandum
accompanying this Notice of Meeting."

D I Gore
SECRETARY

A full copy of this announcement, including Explanatory Memorandum,
is available in PDF format on www.asx.com.au. Alternatively it is
available for purchase from ASX Customer Service on 1 300 300 279.