NSL Con. Ltd - NSL:ASX - Eisen in Indien - Kohle in Australien (Seite 22)

[id4]

Antwort auf Beitrag Nr.: 53.477.811 von id4 am 14.10.16 12:12:07

0,027 EUR = 0,0390 AUD

[id4]

2,70 EUR = 3,9040 AUD

[id4]

Antwort auf Beitrag Nr.: 53.477.595 von Elch_007 am 14.10.16 11:51:07

http://hotcopper.com.au/threads/ann-notice-of-annual-general…

anscheinend stand letztes jahr das gleich drin.
das ist nur zur sicherheit falls sie geld brauchen, denk ich.

gruß

[Elch_007]

4. Lösung 3 - ZULASSUNG VON 10% Bestückleistung zu prüfen und gegebenenfalls zu, die folgende Resolution als eine besondere Resolution zu verabschieden: "Das ist für die Zwecke der Regel 7.1A Listing und für alle anderen Zwecke,Genehmigung für die Gesellschaft gegeben ist in ASX Listing Rule 7.1A.2 und ansonsten auf die Bedingungen auf diese Anzahl von AktienwerteHöhe von 10% des Grundkapitals der Gesellschaft zum Zeitpunkt der Ausgabe, berechnet gemäß der Formel ist vorgeschriebenumAusgabebis in der Begründung ".

5. RESOLUTION 4 -GENEHMIGUNG Vorfrage - Platzierungsaktien zu prüfen und gegebenenfalls zu, passieren, mit oder ohne Änderung, die folgende Resolution als einen ordentlichen Beschluss: "Das ist für die Zwecke der ASX Listing 7.4 Regel und für alle anderen Zwecke Anteilinhaberdie Frage der 185.000.000 Platzierungsaktien über die Bedingungen und Bedingungendie in der Begründungratifizieren ".

......

[Nobody82]

Hat jemand schon die neueste Meldung mal durch den Translator "gejagt"?! ...

[Vaterland]

Antwort auf Beitrag Nr.: 53.475.525 von Elch_007 am 14.10.16 08:36:47

DATE: 25 November 2016 NSL CONSOLIDATED LIMITED ACN 057 140 922 NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Meeting will be held at:
TIME: 10:00am
DATE: 25 November 2016
PLACE: Armada Accountants & Advisors Suite 3, 17 Foley Street Balcatta WA 6021

The business of the Meeting affects your shareholding and your vote is important.
This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.
The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 5:00pm WST on 23 November 2016.

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BUSINESS OF THE MEETING
AGENDA
1. FINANCIAL STATEMENTS AND REPORTS
To receive and consider the annual financial report of the Company for the financial year ended 30 June 2016 together with the declaration of the directors, the director’s report, the Remuneration Report and the auditor’s report.
2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT
To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution:
“That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company’s annual financial report for the financial year ended 30 June 2016.”
Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.
Voting Prohibition Statement: A vote on this Resolution must not be cast (in any capacity) by or on behalf of either of the following persons: (a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or (b) a Closely Related Party of such a member. However, a person (the voter) described above may cast a vote on this Resolution as a proxy if the vote is not cast on behalf of a person described above and either: (a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on this Resolution; or (b) the voter is the Chair and the appointment of the Chair as proxy: (i) does not specify the way the proxy is to vote on this Resolution; and (ii) expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel.
3. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – PETER RICHARDS
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
“That, for the purpose of clause 13.2 of the Constitution, and for all other purposes, Peter Richards, a Director, retires by rotation, and being eligible, is re-elected as a Director.”
4. RESOLUTION 3 – APPROVAL OF 10% PLACEMENT CAPACITY
To consider and, if thought fit, to pass the following resolution as a special resolution:
“That, for the purposes of Listing Rule 7.1A and for all other purposes, approval is given for the Company to issue up to that number of Equity Securities equal to 10% of the issued capital of the Company at the time of issue, calculated in accordance with the formula prescribed in ASX Listing Rule 7.1A.2 and otherwise on the terms and conditions set out in the Explanatory Statement.”
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Voting Exclusion: The Company will disregard any votes cast on this Resolution by any person who may participate in the issue of Equity Securities under this Resolution and a person who might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if the Resolution is passed and any associates of those persons. However, the Company will not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.
5. RESOLUTION 4 – RATIFICATION OF PRIOR ISSUE – PLACEMENT SHARES
To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
“That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 185,000,000 Placement Shares on the terms and conditions set out in the Explanatory Statement.”
Voting Exclusion: The Company will disregard any votes cast on this Resolution by a person who participated in the issue and any associates of those persons. However, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

Dated: 11 October 2016
By order of the Board

Sean Henbury Company Secretary
Voting in person
To vote in person, attend the Meeting at the time, date and place set out above. Voting by proxy
To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form. In accordance with section 249L of the Corporations Act, Shareholders are advised that:  each Shareholder has a right to appoint a proxy;  the proxy need not be a Shareholder of the Company; and  a Shareholder who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints 2 proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes. Shareholders and their proxies should be aware that changes to the Corporations Act made in 2011 mean that:  if proxy holders vote, they must cast all directed proxies as directed; and  any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed. Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on [phone].
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EXPLANATORY STATEMENT
This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions.
1. FINANCIAL STATEMENTS AND REPORTS
In accordance with the Constitution, the business of the Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 June 2016 together with the declaration of the directors, the directors’ report, the Remuneration Report and the auditor’s report.
The Company will not provide a hard copy of the Company’s annual financial report to Shareholders unless specifically requested to do so. The Company’s annual financial report is available on its website at www.nslconsolidated.com.
2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT
2.1 General
The Corporations Act requires that at a listed company’s annual general meeting, a resolution that the remuneration report be adopted must be put to the shareholders. However, such a resolution is advisory only and does not bind the company or the directors of the company.
The remuneration report sets out the company’s remuneration arrangements for the directors and senior management of the company. The remuneration report is part of the directors’ report contained in the annual financial report of the company for a financial year.
The chair of the meeting must allow a reasonable opportunity for its shareholders to ask questions about or make comments on the remuneration report at the annual general meeting.
2.2 Voting consequences
A company is required to put to its shareholders a resolution proposing the calling of another meeting of shareholders to consider the appointment of directors of the company (Spill Resolution) if, at consecutive annual general meetings, at least 25% of the votes cast on a remuneration report resolution are voted against adoption of the remuneration report and at the first of those annual general meetings a Spill Resolution was not put to vote. If required, the Spill Resolution must be put to vote at the second of those annual general meetings.
If more than 50% of votes cast are in favour of the Spill Resolution, the company must convene a shareholder meeting (Spill Meeting) within 90 days of the second annual general meeting.
All of the directors of the company who were in office when the directors' report (as included in the company’s annual financial report for the most recent financial year) was approved, other than the managing director of the company, will cease to hold office immediately before the end of the Spill Meeting but may stand for reelection at the Spill Meeting.
Following the Spill Meeting those persons whose election or re-election as directors of the company is approved will be the directors of the company.
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2.3 Previous voting results
At the Company’s previous annual general meeting the votes cast against the remuneration report considered at that annual general meeting were less than 25%. Accordingly, the Spill Resolution is not relevant for this Annual General Meeting.
3. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – PETER RICHARDS
3.1 General
The Constitution sets out the requirements for determining which Directors are to retire by rotation at an annual general meeting.
Peter Richards, who has served as a director since 12 August 2009 and was last reelected on 19 November 2014, retires by rotation and seeks re-election.
3.2 Qualifications and other material directorships
3.3 Mr Richards has more than 36 years of business and international experience with global companies including BP plc, Wesfarmers Limited, Dyno Nobel Limited and Norfolk Holdings Limited. Most recently he was CEO of Norfolk and was previously CEO of Dyno Nobel prior to its takeover in 2008. During his time with Dyno Nobel, Peter successfully led the Asia Pacific operation based in Sydney and then the North American business unit based in Utah, USA. After becoming CEO, Peter expanded the business into China, Southern Africa and Europe while continuing to build upon its core Australian and North American operations. Peter’s experience has afforded significant exposure to the investment, broking and analyst community.
Mr Richards also hold other current directorships in Emeco Holdings Limted, Grain Corp Limited and Cockatoo Coal Limited.
3.4 Independence
If elected the board considers Peter Richards will be an independent director.
3.5 Board recommendation
The Board supports the re-election of Peter Richards and recommends that Shareholders vote in favour of Resolution 2.
4. RESOLUTION 3 – APPROVAL OF 10% PLACEMENT CAPACITY– SHARES
4.1 General
ASX Listing Rule 7.1A provides that an Eligible Entity (as defined below) may seek shareholder approval by special resolution passed at an annual general meeting to have the capacity to issue up to that number of Equity Securities (as defined below) equal to 10% of its issued capital (10% Placement Capacity) without using that company’s existing 15% annual placement capacity granted under ASX Listing Rule 7.1.
An Eligible Entity is one that, as at the date of the relevant annual general meeting:
(a) is not included in the S&P/ASX 300 Index; and
(b) has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000.
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As at the date of this Notice, the Company is an Eligible Entity as it is not included in the S&P/ASX 300 Index and has a current market capitalisation of $53,840,656 (based on the number of Shares on issue and the closing price of Shares on the ASX on 10 October 2016).
An Equity Security is a share, a unit in a trust, a right to a share or unit in a trust or option, an option over an issued or unissued security, a convertible security, or, any security that ASX decides to classify as an equity security.
Any Equity Securities issued under the 10% Placement Capacity must be in the same class as an existing class of quoted Equity Securities.
As at the date of this Notice, the Company currently has two (2) classes of quoted Equity Securities on issue, being the Shares (ASX Code: NSL) and Options (ASX code: NSLO).
If Shareholders approve Resolution 3, the number of Equity Securities the Company may issue under the 10% Placement Capacity will be determined in accordance with the formula prescribed in ASX Listing Rule 7.1A.2.
Resolution 3 is a special resolution. Accordingly, at least 75% of votes cast by Shareholders present and eligible to vote at the Meeting must be in favour of Resolution 3 for it to be passed.
4.2 Technical information required by ASX Listing Rule 7.1A
Pursuant to and in accordance with ASX Listing Rule 7.3A, the information below is provided in relation to this Resolution 3:
(a) Minimum Price
The minimum price at which the Equity Securities may be issued is 75% of the volume weighted average price of Equity Securities in that class, calculated over the 15 ASX trading days on which trades in that class were recorded immediately before:
(i) the date on which the price at which the Equity Securities are to be issued is agreed; or
(ii) if the Equity Securities are not issued within 5 ASX trading days of the date in section 4.2(a)(i), the date on which the Equity Securities are issued.
(b) Date of Issue
The Equity Securities may be issued under the 10% Placement Capacity commencing on the date of the Meeting and expiring on the first to occur of the following:
(i) 12 months after the date of this Meeting; and
(ii) the date of approval by Shareholders of any transaction under ASX Listing Rules 11.1.2 (a significant change to the nature or scale of the Company’s activities) or 11.2 (disposal of the Company’s main undertaking) (after which date, an approval under Listing Rule 7.1A ceases to be valid),
(10% Placement Capacity Period).
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(c) Risk of voting dilution
Any issue of Equity Securities under the 10% Placement Capacity will dilute the interests of Shareholders who do not receive any Shares under the issue.
If Resolution 3 is approved by Shareholders and the Company issues the maximum number of Equity Securities available under the 10% Placement Capacity, the economic and voting dilution of existing Shares would be as shown in the table below.
The table below shows the dilution of existing Shareholders calculated in accordance with the formula outlined in ASX Listing Rule 7.1A(2), on the basis of the market price of Shares and the number of Equity Securities on issue as at 10 October 2016.
The table also shows the voting dilution impact where the number of Shares on issue (Variable A in the formula) changes and the economic dilution where there are changes in the issue price of Shares issued under the 10% Placement Capacity.
Number of Shares on Issue (Variable ‘A’ in ASX Listing Rule 7.1A2)

Dilution
Issue Price (per Share)
$0.0165 50% decrease in Issue Price
$0.033 Issue Price
$0.0495 50% increase in Issue Price
1,631,535,049 (Current Variable A)
Shares issued - 10% voting dilution
163,153,505 Shares
163,153,505 Shares
163,153,505 Shares
Funds raised $2,692,032 $5,384,066 $8,076,098
2,447,302,574 (50% increase in Variable A)
Shares issued - 10% voting dilution
244,730,257 Shares
244,730,257 Shares
244,730,257 Shares
Funds raised $4,038,049 $8,076,098 $12,114,148
3,263,070,098 (100% increase in Variable A)
Shares issued - 10% voting dilution
326,307,010 Shares
326,307,010 Shares
326,307,010 Shares
Funds raised $5,384,066 $10,768,131 $16,152,197

*The number of Shares on issue (Variable A in the formula) could increase as a result of the issue of Shares that do not require Shareholder approval (such as under a pro-rata rights issue or scrip issued under a takeover offer) or that are issued with Shareholder approval under Listing Rule 7.1. The table above uses the following assumptions: 1. There are currently 1,631,535,049 Shares on issue. 2. The issue price set out above is the closing price of the Shares on the ASX on 10 October 2016. 3. The Company issues the maximum possible number of Equity Securities under the 10% Placement Capacity. 4. The Company has not issued any Equity Securities in the 12 months prior to the Meeting that were not issued under an exception in ASX Listing Rule 7.2 or with approval under ASX Listing Rule 7.1. 5. The issue of Equity Securities under the 10% Placement Capacity consists only of Shares. It is assumed that no Options are exercised into Shares before the
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date of issue of the Equity Securities. If the issue of Equity Securities includes quoted Options, it is assumed that those quoted Options are exercised into Shares for the purpose of calculating the voting dilution effect on existing Shareholders. 6. The calculations above do not show the dilution that any one particular Shareholder will be subject to. All Shareholders should consider the dilution caused to their own shareholding depending on their specific circumstances. 7. This table does not set out any dilution pursuant to approvals under ASX Listing Rule 7.1. 8. The 10% voting dilution reflects the aggregate percentage dilution against the issued share capital at the time of issue. This is why the voting dilution is shown in each example as 10%. 9. The table does not show an example of dilution that may be caused to a particular Shareholder by reason of placements under the 10% Placement Capacity, based on that Shareholder’s holding at the date of the Meeting.
Shareholders should note that there is a risk that:
(i) the market price for the Company’s Shares may be significantly lower on the issue date than on the date of the Meeting; and
(ii) the Shares may be issued at a price that is at a discount to the market price for those Shares on the date of issue.
(d) Purpose of Issue under 10% Placement Capacity
The Company may issue Equity Securities under the 10% Placement Capacity for the following purposes:
(i) as cash consideration in which case the Company intends to use funds raised for the acquisition of new resources, assets and investments (including expenses associated with such an acquisition), continued exploration expenditure on the Company’s current assets, general working capital etc; or
(ii) as non-cash consideration for the acquisition of new resources assets and investments including/excluding previously announced acquisitions, in such circumstances the Company will provide a valuation of the non-cash consideration as required by listing Rule 7.1A.3.
The Company will comply with the disclosure obligations under Listing Rules 7.1A(4) and 3.10.5A upon issue of any Equity Securities.
(e) Allocation policy under the 10% Placement Capacity
The recipients of the Equity Securities to be issued under the 10% Placement Capacity have not yet been determined. However, the recipients of Equity Securities could consist of current Shareholders or new investors (or both), none of whom will be related parties of the Company.
The Company will determine the recipients at the time of the issue under the 10% Placement Capacity, having regard to the following factors:
(i) the purpose of the issue;
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(ii) alternative methods for raising funds available to the Company at that time, including, but not limited to, an entitlement issue or other offer where existing Shareholders may participate;
(iii) the effect of the issue of the Equity Securities on the control of the Company;
(iv) the circumstances of the Company, including, but not limited to, the financial position and solvency of the Company;
(v) prevailing market conditions; and
(vi) advice from corporate, financial and broking advisers (if applicable).
Further, if the Company is successful in acquiring new resources, assets or investments, it is likely that the recipients under the 10% Placement Capacity will be vendors of the new resources, assets or investments.
(f) Previous approval under ASX Listing Rule 7.1A
The Company previously obtained approval from its Shareholders pursuant to ASX Listing Rule 7.1A at its annual general meeting held on 26 November 2015 (Previous Approval).
The Company has issued 92,262,646 Shares pursuant to the Previous Approval.
During the 12 month period preceding the date of the Meeting, being on and from 25 November 2015, the Company has not issued any Equity Securities under any other purpose.
Further details of the issues of Equity Securities by the Company during the 12 month period preceding the date of the Meeting, being those issued pursuant to the Previous Approval, are set out in Schedule 1.
(g) Compliance with ASX Listing Rules 7.1A.4 and 3.10.5A
When the Company issues Equity Securities pursuant to the 10% Placement Capacity, it must give to ASX:
(i) a list of the recipients of the Equity Securities and the number of Equity Securities issued to each (not for release to the market), in accordance with Listing Rule 7.1A.4; and
(ii) the information required by Listing Rule 3.10.5A for release to the market.
4.3 Voting Exclusion
A voting exclusion statement is included in this Notice. As at the date of this Notice, the Company has not invited any existing Shareholder to participate in an issue of Equity Securities under ASX Listing Rule 7.1A. Therefore, no existing Shareholders will be excluded from voting on Resolution 3.
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5. RESOLUTION 4 – RATIFICATION OF PRIOR ISSUE – PLACEMENT SHARES
5.1 Background
On 28 July 2016, the Company issued 185,000,000 Shares (Placement Shares) to professional and sophisticated investors at an issue price of $0.02 per Share to raise $3,700,000 (Placement). The Placement was conducted pursuant to the Company’s exciting placement capacity under ASX Listing Rule 7.1. The funds raised pursuant to the Placement will be used to fund the construction, commissioning and accelerated expansion of the wet beneficiation plant in India and to provide flexibility to repay outstanding debts.
5.2 General
Resolution 4 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of those Placement Shares (Ratification).
ASX Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue more equity securities during any 12 month period than that amount which represents 15% of the number of fully paid ordinary securities on issue at the commencement of that 12 month period.
ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1. It provides that where a company in general meeting ratifies the previous issue of securities made pursuant to ASX Listing Rule 7.1 (and provided that the previous issue did not breach ASX Listing Rule 7.1) those securities will be deemed to have been made with shareholder approval for the purpose of ASX Listing Rule 7.1.
By ratifying this issue, the Company will retain the flexibility to issue equity securities in the future up to the 15% annual placement capacity set out in ASX Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.
5.3 Technical information required by ASX Listing Rule 7.4
Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to the Ratification:
(a) 185,000,000 Placement Shares were issued;
(b) the issue price was $0.02 per Placement Share;
(c) the Placement Shares issued were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares;
(d) the Placement Shares were issued to professional and sophisticated investors. None of these subscribers are related parties of the Company; and
(e) the funds raised from this issue were used to fund the construction, commissioning and accelerated expansion of the wet beneficiation plant in India and to provide flexibility to repay outstanding debts.



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GLOSSARY
$ means Australian dollars.
10% Placement Capacity has the meaning given in Section 4.1.
Annual General Meeting or Meeting means the meeting convened by the Notice.
ASIC means the Australian Securities & Investments Commission.
ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires.
ASX Listing Rules means the Listing Rules of ASX.
Board means the current board of directors of the Company.
Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.
Chair means the chair of the Meeting.
Closely Related Party of a member of the Key Management Personnel means:
(a) a spouse or child of the member;
(b) a child of the member’s spouse;
(c) a dependent of the member or the member’s spouse;
(d) anyone else who is one of the member’s family and may be expected to influence the member, or be influenced by the member, in the member’s dealing with the entity;
(e) a company the member controls; or
(f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the definition of ‘closely related party’ in the Corporations Act.
Company means NSL Consolidated Limited (ACN 057 140 922).
Constitution means the Company’s constitution.
Corporations Act means the Corporations Act 2001 (Cth).
Directors means the current directors of the Company.
Eligible Entity means an entity that, at the date of the relevant general meeting:
(a) is not included in the S&P/ASX 300 Index; and
(b) has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000.
Equity Securities includes a Share, a right to a Share or Option, an Option, a convertible security and any security that ASX decides to classify as an Equity Security.
Explanatory Statement means the explanatory statement accompanying the Notice.
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Key Management Personnel has the same meaning as in the accounting standards issued by the Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated group.
Notice or Notice of Meeting means this notice of meeting including the Explanatory Statement and the Proxy Form.
Ordinary Securities has the meaning set out in the ASX Listing Rules.
Placement has the meaning given in section 5.1 of the Explanatory Statement.
Placement Shares has the meaning given in section 5.1 of the Explanatory Statement.
Proxy Form means the proxy form accompanying the Notice.
Remuneration Report means the remuneration report set out in the Director’s report section of the Company’s annual financial report for the year ended 30 June 2016.
Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.
Section means a section of the Explanatory Statement.
Share means a fully paid ordinary share in the capital of the Company.
Shareholder means a registered holder of a Share.
Variable A means “A” as set out in the formula in ASX Listing Rule 7.1A(2).
WST means Western Standard Time as observed in Perth, Western Australia.
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SCHEDULE 1 – ISSUES OF EQUITY SECURITIES SINCE 25 NOVEMBER 2015
Date Quantity Class Recipients Issue price and discount to Market Price (if applicable)1
Form of consideration

Issue – 23 September 2016 Appendix 3B – 23 September 2016
4,422,500 Shares2 Optionholders upon conversion of Quoted Options3
$0.01 Amount raised = $44,225 Amount spent = $Nil

Amount remaining = $44,225 Proposed use of remaining funds5 to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital.
Issue – 5 September 2016 Appendix 3B – 5 September 2016
5,863,205 Shares2 Optionholders upon conversion of Quoted Options3
$0.01 Amount raised = $58,632 Amount spent = $Nil

Amount remaining = $58,632 Proposed use of remaining funds5 to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital.
Issue – 5 September 2016 Appendix 3B – 5 September 2016
185,000,000 Shares2 Professional and Sophisticated Investors as announced on 22 July 2016
$0.02 representing a discount of 325%
Amount raised = $3,700,000 Amount spent = $1,869,673 Use of funds: fund the construction, commissioning and accelerated expansion of the wet benfication plant in India and to provide flexibility to repay debt. Amount remaining = $1,830,327 Proposed use of remaining funds5 fund the construction, commissioning and accelerated expansion of the wet benfication plant in India and to provide flexibility to repay debt.
Issue – 5 September 2016 Appendix 3B – 5 September 2016
12,500,000 Shares2 Optionholders upon conversion of Quoted Options3
$0.01 Amount raised = $125,000 Amount spent = $125,000 Use of funds to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital.

Amount remaining = Nil
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Issue – 13 July 2016 Appendix 3B – 13 July 2016
20,000,000 Shares2 Optionholders upon conversion of Unquoted Options4 issued pursuant to the Company’s ESOP
Nil Consideration: Nil, issued pursuant to the Company’s ESOP adopted at the general meeting held on 11 August 2014. Current value6 = $660,000

Issue – 13 July 2016 Appendix 3B – 13 July 2016
8,696,438 Shares2 Optionholders upon conversion of Quoted Options3
$0.01 Amount raised = $86,964 Amount spent = $86,964 Use of funds to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital.

Amount remaining = Nil
Issue – 27 June 2016 Appendix 3B – 1 July 2016
38,041,667 Shares2 Optionholders upon conversion of Quoted Options3 and Unquoted Options4
$0.01 and $0.0096 Amount raised = $373,950 Amount spent = $373,950 Use of funds to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital.

Amount remaining = Nil
Issue – 27 June 2016 Appendix 3B – 1 July 2016
10,000,000 Unquoted Options5
Optionholders pursuant to the Company’s ESOP
Nil Consideration: Nil, issued pursuant to the Company’s ESOP adopted at the general meeting held on 11 August 2014. Current value6 = $66,403

Issue – 4 May 2016 Appendix 3B – 4 May 2016
227,509,987 Shares2 Professional and sophisticated investors pursuant to the placement approved by Shareholders on 18 April 2016
$0.008 per Share representing a discount of 312.5%
Amount raised = $1,820,080 Amount spent = $1,820,080 Use of funds to fund the acquisition, construction and commissioning of the wet benefication plant in India and for general working capital

Amount remaining = Nil
Issue – 4 May 2016 Appendix 3B – 4 May 2016
232,590,218 Quoted Options3
Professional and sophisticated investors pursuant to Tranche 2 of the placement as announced on 2 March 2016
Nil Consideration: Nil, free attaching options on a 1:2 basis pursuant to the placement as announced on 2 March 2016 Current value6 = $5,116,984
Issue – 9 March 2016 Appendix 3B – 9 March 2016
177,670,449 Shares2 Professional and sophisticated investors pursuant to Tranche 1 of the placement as announced on
$0.008 per Share representing a discount of 312.5%
Amount raised = $1,421,363 Amount spent = $1,421,363 Use of funds to fund the acquisition, construction and commissioning of the wet
15

2 March 2016 benefication plant in India and for general working capital

Amount remaining = Nil
Issue – 13 November 2015 Appendix 3B – 13 November 2015
19,511,738 Shares2 Magna Equities Deemed issue price of 0.00896 per Share
Consideration: Nil, issued in accordance with a conversion notice to convert $125,000 of loan funds into Shares. Current value6 = $643,887
Notes: 1. Market Price means the closing price on ASX (excluding special crossings, overnight sales and exchange traded option exercises). For the purposes of this table the discount is calculated on the Market Price on the last trading day on which a sale was recorded prior to the date of issue of the relevant Equity Securities. 2. Fully paid ordinary shares in the capital of the Company, ASX Code: NSL (terms are set out in the Constitution). 3. Quoted Options, exercisable at $0.01 each, on or before 31 December 2016, ASX Code: NSLO. 4. Unquoted Options, exercisable at $0.0096 each, on or before 31 December 2016. The full terms and conditions were disclosed in the notice of meeting for the shareholder meeting held on 11 August 2014. 5. Unquoted Options, exercisable at $0.014 each, on or before 30 June 2018. The full terms and conditions were disclosed in the notice of meeting for the shareholder meeting held on 11 August 2014. 6. This is a statement of current intentions as at the date of this Notice. As with any budget, intervening events and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way the funds are applied on this basis. 7. In respect of quoted Equity Securities the value is based on the closing price of the Shares ($0.033) or Options ($0.022) as the context requires on the ASX on 10 October 2016. In respect of unquoted Equity Securities the value of Options is measured using the Black & Scholes option pricing model. Measurement inputs include the Share price on the measurement date, the exercise price, the term of the Option, the impact of dilution, the expected volatility of the underlying Share (based on weighted average historic volatility adjusted for changes expected due to publicly available information), the expected dividend yield and the risk free interest rate for the term of the Option. No account is taken of any performance conditions included in the terms of the Option other than market based performance conditions (i.e. conditions linked to the price of Shares).



16

PROXY FORM
NSL CONSOLIDATED LIMITED ACN 057 140 922
ANNUAL GENERAL MEETING
I/We

of:
being a Shareholder entitled to attend and vote at the Meeting, hereby appoint:
Name: OR: the Chair of the Meeting as my/our proxy.

or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit, at the Meeting to be held at 10:00am, on 25 November 2016 at Armada Accountants & Advisors, Suite 3, 17 Foley Street, Balcatta WA 6021, and at any adjournment thereof. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS

Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolution 1 (except where I/we have indicated a different voting intention below) even though Resolution 1 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair.

CHAIR’S VOTING INTENTION IN RELATION TO UNDIRECTED PROXIES

The Chair intends to vote undirected proxies in favour of all Resolutions. In exceptional circumstances the Chair may change his/her voting intention on any Resolution. In the event this occurs an ASX announcement will be made immediately disclosing the reasons for the change.


Voting on business of the Meeting FOR AGAINST ABSTAIN Resolution 1 Adoption of Remuneration Report Resolution 2 Re-election of Director – Peter Richards Resolution 3 Approval of 10% Placement Capacity Resolution 4 Ratification of Prior Issue – Placement Shares

Please note: If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

If two proxies are being appointed, the proportion of voting rights this proxy represents is: % Signature of Shareholder(s): Individual or Shareholder 1 Shareholder 2 Shareholder 3
Sole Director/Company Secretary Director Director/Company Secretary
Date:
Contact name: Contact ph (daytime):
E-mail address:
Consent for contact by e-mail in relation to this Proxy Form: YES NO

17

Instructions for completing Proxy Form
1. (Appointing a proxy): A Shareholder entitled to attend and cast a vote at the Meeting is entitled to appoint a proxy to attend and vote on their behalf at the Meeting. If a Shareholder is entitled to cast 2 or more votes at the Meeting, the Shareholder may appoint a second proxy to attend and vote on their behalf at the Meeting. However, where both proxies attend the Meeting, voting may only be exercised on a poll. The appointment of a second proxy must be done on a separate copy of the Proxy Form. A Shareholder who appoints 2 proxies may specify the proportion or number of votes each proxy is appointed to exercise. If a Shareholder appoints 2 proxies and the appointments do not specify the proportion or number of the Shareholder’s votes each proxy is appointed to exercise, each proxy may exercise one-half of the votes. Any fractions of votes resulting from the application of these principles will be disregarded. A duly appointed proxy need not be a Shareholder.
2. (Direction to vote): A Shareholder may direct a proxy how to vote by marking one of the boxes opposite each item of business. The direction may specify the proportion or number of votes that the proxy may exercise by writing the percentage or number of Shares next to the box marked for the relevant item of business. Where a box is not marked the proxy may vote as they choose subject to the relevant laws. Where more than one box is marked on an item the vote will be invalid on that item.
3. (Signing instructions):
 (Individual): Where the holding is in one name, the Shareholder must sign.
 (Joint holding): Where the holding is in more than one name, all of the Shareholders should sign.
 (Power of attorney): If you have not already provided the power of attorney with the registry, please attach a certified photocopy of the power of attorney to this Proxy Form when you return it.
 (Companies): Where the company has a sole director who is also the sole company secretary, that person must sign. Where the company (pursuant to Section 204A of the Corporations Act) does not have a company secretary, a sole director can also sign alone. Otherwise, a director jointly with either another director or a company secretary must sign. Please sign in the appropriate place to indicate the office held. In addition, if a representative of a company is appointed pursuant to Section 250D of the Corporations Act to attend the Meeting, the documentation evidencing such appointment should be produced prior to admission to the Meeting. A form of a certificate evidencing the appointment may be obtained from the Company.
4. (Attending the Meeting): Completion of a Proxy Form will not prevent individual Shareholders from attending the Meeting in person if they wish. Where a Shareholder completes and lodges a valid Proxy Form and attends the Meeting in person, then the proxy’s authority to speak and vote for that Shareholder is suspended while the Shareholder is present at the Meeting.
5. (Return of Proxy Form): To vote by proxy, please complete and sign the enclosed Proxy Form and return by:
(a) post to NSL Consolidated Limited, PO Box 1755, West Perth, Western Australia 6872; or
(b) facsimile to the Company on facsimile number [phone]; or
(c) email to the Company at [e-mail]
so that it is received not less than 48 hours prior to commencement of the Meeting.
Proxy Forms received later than this time will be invalid.

[Vaterland]

Antwort auf Beitrag Nr.: 53.475.525 von Elch_007 am 14.10.16 08:36:47

http://hotcopper.com.au/threads/ann-notice-of-annual-general…

[Elch_007]

http://www.asx.com.au/asx/research/company.do#!/NSL

14/10/2016
4:30 PM
Notice of Annual General Meeting/Proxy Form
17 pages 217.8KB

0.039 AU$
14 Oct 2016
DAILY 0.005
14.706%
DAILY VOLUME 22,078,638

[id4]

Antwort auf Beitrag Nr.: 53.468.109 von id4 am 13.10.16 10:35:18

http://www.thehindubusinessline.com/economy/logistics/united…

[id4]

http://www.thehindubusinessline.com...hipbuilding-activity-i…

Apart from aerospace and defence, the Chief Minister wanted the Russian investors to set up a steel plant in the Rayalaseema region.

dort scheint ja wirklich was zu laufen

gruß