| Fri 23 Feb 2007, 14:46 | | MVL - Mvelaphanda Resources Limited - Results of g |
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MVL
MVL
MVL - Mvelaphanda Resources Limited - Results of general meeting
Mvelaphanda Resources Limited
Incorporated in the Republic of South Africa)
(Registration number: 1980/001395/06)
Share Code: MVL & ISIN: ZAE000050266
("Mvela Resources")
RESULTS OF GENERAL MEETING
Further to the announcement made on 7 December 2006, the requisite majority
of Mvela Resources Shareholders, at a general meeting of the company held
on 23 February 2007, passed all ordinary and special resolutions to
implement a transaction in terms of which:
* A subsidiary of Afripalm Resources (Proprietary) Limited ("Afripalm
Resources") will subscribe in cash for 40,000,000 ordinary shares and
35,000,000 A ordinary shares;
* Lazarus Zim, Afripalm Resources, its subsidiaries and its shareholders
("Afripalm group") have undertaken that any mining investment opportunity
which is offered to the Afripalm group or of which the Afripalm group
otherwise becomes aware, will be referred to Mvela Resources to pursue
should it elect to do so; and
* Mvela Resources has granted an option to a subsidiary of Afripalm
Resources to subscribe, in cash, for up to 10,000,000 Mvela Resources
ordinary shares
The special resolutions have been submitted to the Companies and
Intellectual Property Registration Office (CIPRO) for registration as
required by the Companies Act, 1973, as amended.
Results of general meeting of shareholders
% in favour
Special resolution number 1 - Conversion of 99.73%
50,000,000 authorised unissued ordinary shares into
A ordinary shares
Special resolution number 2 - Amendment to articles 99.73%
of association
Ordinary resolution number 1 - Allotment and issue 99.39%
of 35,000,000 A ordinary shares to Afripalm 1
Ordinary resolution number 2 - Allotment and issue 99.66%
of 40,000,000 ordinary shares to Afripalm 1
Special resolution number 3 - Repurchase of A 99.26%
ordinary shares from Afripalm 1
Special resolution number 4 - General authority to 96.46%
repurchase ordinary shares
Special resolution number 5 - Threshold to approve 96.20%
section 228 disposals
Special resolution number 6 - Repurchase of A 99.46%
ordinary shares
Ordinary resolution number 3 - Option granted to 99.72%
Afripalm 2 to subscribe for 10,000,000 ordinary
shares
Ordinary resolution number 4 - General authority to 93.16%
allot and issue or sell ordinary shares
Ordinary resolution number 5 - General authority to 92.52%
allot and issue or sell ordinary shares, options,
convertible instruments for cash
Ordinary resolution number 6 - general authority of 100.00%
directors to act
Pine Pienaar, CEO of Mvela Resources, commenting on the outcome of the
general meeting said; "it is heartening to see the support that
shareholders of Mvela Resources have given to the transaction. Not only
has the share price of the company risen 45% since the transaction was
announced, but there was near unanimous approval of all resolutions, by
shareholders". "The successful introduction of Afripalm as a major
shareholder has recapitalised the balance sheet of the company, with
approximately R1.5 billion available for growth, and will secure an
additional pipeline of previously unavailable opportunities. Moreover, the
enhanced empowerment shareholding will accelerate Mvela Resources`
strategic intent of becoming an operating diversified mining company and
consolidating the fragmented junior mining sector", concluded Pienaar.
Johannesburg
23 February 2007
Sponsor
JPMorgan Equities Limited
Date: 23/02/2007 14:46:00 Produced by the JSE SENS Department.
