Ann: Notice of Annual General Meeting/Proxy Form , page-8

re: Ann: Notice of Annual General Meeting/Pro... IMO, the company directors are treating the ordinary shareholders as fools.

How unfair is it for the Managing Director to publicly state on many occasions that the share price is grossly undervalued and then place a resolution before the forthcoming AGM expecting 1,000,000 free share options exercisable at 30% above the 5 days average trading "prior to the date of issue" and exercisable on or before 28 November 2013?

If the resolution is passed and the share price is about the same on the date of issue of the free options, the exercise price would only be around 65 cents per option.

The company is entering a growth phase via its majority stake in Ironclad Mining. Moving into 2mtpa production over the intervening two and a half years between mine start up and the 28 November 2013 when the options are due to be exercised would give the Managing Director and his fellow directors a significant windfall at the expense of ordinary shareholders.

All else being equal, take a moment to consider the future share price of the company based on a conservative forward pe ratio and a mine operating profit of NOT LESS than $70M pa for Ironclad Mining as declared by its own published figures.

These options would be worth many millions of dollars and who pays for this windfall?

Three guesses.

Are the company directors deserving of these free options?

Finch is the Managing Director and his annual salary and bonus (excluding company car, entertainment, travel and accommodation, etc) was $448,141 for the past financial year. His salary package represents around 1% of the company's market capitalisation. Not bad work if you can get it. Thank goodness he's not running BHP. He's very well paid for running a small public company.

McKay is an independent consultant and his annual salary and directors fees were $271,080 for the past financial year. He is a Non-Executive Director working as an independent consultant and acts as the company secretary. Why do we need to grant him 500,000 free options, he doesn't even work full-time in the business?

Sadleir is a Non_Executive Director and he was paid $48,000 last financial year for attending 12 board meetings. $4,000 is not a bad half day's work if you can get it. Why do we need to grant him 500,000 free options, he doesn't even work in the business.

These resolutions are an absolute disgrace and these directors should be place on notice that this exhibition of greed will not be tolerated.

Stagman