ARCL Altus Res.

TIDMARCL

RNS Number : 3475O

Altus Resource Capital Limited

18 September 2013

 
 Altus Resource Capital Limited 
  Registered in Guernsey No. 50318 
 
   NOTICE OF GENERAL MEETING 
 

NOTICE IS HEREBY GIVEN that the GENERAL MEETING of the voting Members of Altus Resource Capital Limited (the "Company") will be held at Anson Place, Mill Court, La Charroterie, St Peter Port, Guernsey, Channel Islands on 5 December 2013 at 9.30 a.m., for the following purposes:

Ordinary Business:

1. TO receive the audited Annual Report and Consolidated Financial Statements for the year ended 30 June 2013.

2. TO re-appoint Deloitte LLP as Auditor to the Company, to hold office from the conclusion of this meeting until the conclusion of the next general meeting to be held in 2014 under section 199 of The Companies (Guernsey) Law, 2008, as amended, and to authorise the Directors to determine its remuneration

Special Business: to be proposed as an ordinary resolution

3. TO resolve as an ordinary resolution that the Company be authorised, in accordance with section 315 (1) (a) of the Law, to make market purchases (within the meaning of section 316 of the Law) of ordinary shares of no par value each (the "Shares"), and to cancel such Shares or hold such Shares as treasury shares, provided that:

i. The maximum number of Shares hereby authorised to be purchased shall be 14.99% of the Shares in issue;

ii. Purchases by the Company will only be made in the market at prices below the estimated prevailing NAV per Share where the Directors believe such purchases will result in an increase in the NAV per Share of the remaining Shares and as a means of addressing any imbalance between the supply of, and demand for, such Shares;

iii. The maximum which may be paid for a Share shall not be at a price higher than 5% above the average mid-market values for the Shares for the five Business Days before the purchase is made or the higher of the last independent trade or the

highest independent bid for the shares;

   iv.           the minimum price to be paid for a Share shall be 1 pence; and 

v. Unless previously varied, revoked or renewed, the authority hereby conferred shall expire at the conclusion of the General Meeting of the Company to be held in 2014, under section 199 of the Law, save that the Company may, prior to such expiry, enter into a contract to purchase Shares under such authority and make a purchase of Shares pursuant to such contract.

   BY ORDER OF THE BOARD                                                           Registered Office: 
   Anson Fund Managers Limited                                                            Anson Place 

Secretary Mill Court

La Charroterie

16 September 2013 St Peter Port

Guernsey

Notes:

-- Ordinary Resolution: This resolution requires a simple majority of those Shareholders voting in person or by proxy at the General Meeting to be passed.

-- A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote instead of him or her. A proxy need not be a member of the Company. Completion and return of the form of proxy will not preclude members from attending or voting at the meeting, if they so wish.

-- More than one proxy may be appointed provided each proxy is appointed to exercise the rights attached to different shares.

-- To be valid the Form of Proxy, together with the original power of attorney or other authority, if any, under which it is executed (or a notarially certified copy of such power of authority) must be deposited with the Company's agent, for this purpose being, Anson Registrars Limited, Anson Place, Mill Court, La Charroterie, St Peter Port, Guernsey, C.I. GY1 1EJ, not less than 48 hours before the time for holding the meeting. A Form of Proxy is enclosed with this Notice.

-- All persons recorded on the register of shareholders as holding shares in the Company as at 9.30 a.m. (Guernsey time) on 5 December 2013 or, if the General Meeting is adjourned, as at 48 hours before the time of any adjourned General Meeting, shall be entitled to attend and vote (either in person or by proxy) at the General Meeting and shall be entitled to one vote per share held.

-- Where there are joint registered holders of any shares such persons shall not have the right of voting individually in respect of such shares but shall elect one of their number to represent them and to vote whether in person or by proxy in their name. In default of such election the person whose name stands first on the register of shareholders shall alone be entitled to vote. Where there are joint participants in respect of any share such persons shall not have the right of voting individually in respect of such share but shall elect one of their number to represent them and to vote whether in person or by proxy in their name. In default of such election the participant whose interests are first notified to the Company shall alone be entitled to vote.

-- On a poll votes may be given either personally or by proxy and a shareholder entitled to more than one vote need not use all his votes or cast all the votes he uses in the same way.

-- Any corporation which is a shareholder may by resolution of its directors or other governing body authorise such person as it thinks fit to act as its representative at this meeting. Any person so authorised shall be entitled to exercise on behalf of the corporation which he represents the same powers (other than to appoint a proxy) as that corporation could exercise if it were an individual shareholder.

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