The Corporations Act doesn't have exclusions to what resolutions shareholders can propose, nonetheless, a NSW Supreme Court ruling handed down in the case of Molopo Energy Limited (Company) versus Keybridge Capital Limited (Requisitioning Member) held the Company was not required to convene a meeting for shareholders to vote on the resolutions proposed.
Justice White made several important findings that could impact the strategies of shareholder activists both seeking to effect a capital reduction and more generally.
~ A Company's power to undertake a capital reduction under s256B of the Corporations Act is vested in the directors, with the function of the shareholders to approve a decision of the directors.
The shareholder group had resolutions drafted to effect return of capital and distribution of LLL shares, but the lawyer advised that the only way we could proceed would be through the courts, it was the lawyer that shared the NSW Supreme Court ruling.
We are just going to have to take them on their word and continuous undertaking that they will return capital (cash) and distribute the LLL shares back to shareholders.
Keep a copy of every announcement that makes mention of their undertaking to return cash and shares who knows it might be needed.
I would hope that after the have concluded their negotiations (with Soren SA) to sell Morila things will move a bit quicker, but, post signing the tripartite agreement they still need to conclude the financials and lodge, annual report, call a meeting, etc etc
We will be de-listed before we get to a meeting, every shareholder should be emailing them asking them to announce the company's plans!
You may think it is a wasted exercise sending an email, (they made commitments to engage with shareholders) but sending an email gives you a "paper trail." - who knows that might be needed also!
cheers
FFX Price at posting:
20.0¢ Sentiment: None Disclosure: Held
