Latest News

Working with intelligent research investment team

 

Notice of General Meeting

  Download PDF - Friday 20th January 2012 at 16:23

ALPHA PROSPECTS PLC
("Alpha" or the "Company")

NOTICE OF GENERAL MEETING

The Board is pleased to announce that the Company entered into a conditional sale and purchase agreement dated 21 December 2011 to acquire shares in Coleridge Resources Inc ("Coleridge") representing 25 per cent. of the issued shares of Coleridge. The consideration for the acquisition of the shares in Coleridge is to be satisfied by the issue of 49,000,000 Ordinary Shares of the Company at an issue price of 2p per share amounting in total to a value of GBP 980,000. The shares of Coleridge are being sold as to 225 shares by Lunbros and as to 150 shares by Christopher Foster, a director of the Company.

The principal purpose of the General Meeting Notice is to give shareholders details of the Acquisition, which is treated as a related party transaction in view of Christopher Foster's role as one of the Vendors, and to explain why the Independent Directors consider that the Acquisition is in the best interests of the Company and its Shareholders as a whole. As the Acquisition constitutes a substantial property transaction with a director, it is subject to the approval of shareholders at the General Meeting. The Independent Directors recommend that you vote in favour of the Resolution at the General Meeting.

The Board has convened the General Meeting to be held at 12:00 Noon on 23 February 2012 at 30 Clarendon Road, 2nd Floor Suite, Watford, Hertfordshire WD17 1SJ for the purpose of Shareholders considering and, if thought fit, passing the following Resolution:

ORDINARY RESOLUTION

THAT, for the purpose of Section 190 of the Companies Act 2006, the Agreement dated 21 December 2011 between Lunbros Limited and Christopher Kenneth Foster (1) and the Company (2) relating to the acquisition by the Company of 375 shares of Coleridge Resources Inc, representing 25 per cent. of the issued shares of Coleridge Resources Inc, in exchange for the issue by the Company of 49,000,000 Ordinary Shares of GBP0.005 each at a total value of GBP980,000 as summarised in the circular to shareholders of the Company dated 20 January 2012 be and is hereby approved and that the directors of the Company (other than Mr Foster) be and they are hereby authorised to do all such things as they may consider to be necessary or expedient to complete the agreement in accordance with its terms.

A copy of the Notice and form of Proxy, together with the audited accounts for the financial year ended 31 August 2011 are available on the PLUS website:

www.plus-sx.com/companies/plusCompanyDetail.html?securityId=100667

The Chairman's letter which is included in the Notice of the General Meeting is set out below. Save where capitalised terms are expressly defined in this announcement, all words and phrases defined in the Circular shall have the same meaning when used in this announcement, except where the context otherwise requires.

The Directors of the issuer accept responsibility for this announcement.

Enquiries:

ALPHA PROSPECTS PLC Christopher Foster +44 203 176 3031
RIVINGTON STREET CORPORATE FINANCE Eran Zucker +44 207 562 3373