Aurox Resources Ltd (ABN 32 106 793 560), in the matter of Aurox Resources Ltd (ABN 32 106 793 560) [2010] FCA 853

FEDERAL COURT OF AUSTRALIA

Aurox Resources Ltd (ABN 32 106 793 560), in the matter of Aurox Resources Ltd (ABN 32 106 793 560) [2010] FCA 853 Citation: Aurox Resources Ltd (ABN 32 106 793 560), in the matter of Aurox Resources Ltd (ABN 32 106 793 560) [2010] FCA 853

Parties: AUROX RESOURCES LTD (ABN 32 106 793 560)

File number: WAD 81 of 2010

Judge: SIOPIS J

Date of judgment: 2 July 2010

Date of hearing: 2 July 2010

Place: Perth

Division: GENERAL DIVISION

Category: No catchwords

Number of paragraphs: 18

Counsel for the Plaintiff: Mr JL Sher

Solicitor for the Plaintiff: Blake Dawson

IN THE FEDERAL COURT OF AUSTRALIA

WESTERN AUSTRALIA DISTRICT REGISTRY

GENERAL DIVISION WAD 81 of 2010

IN THE MATTER OF AUROX RESOURCES LTD (ABN 32 106 793 560) AUROX RESOURCES LTD (ABN 32 106 793 560)

Plaintiff

JUDGE: SIOPIS J

DATE OF ORDER: 2 JULY 2010

WHERE MADE: PERTH

THE COURT ORDERS THAT:

1. Pursuant to section 411(1) of the Corporations Act, the Plaintiff convene a meeting (Scheme Meeting) of its members holding ordinary shares (Shareholders) for the purpose of considering and, if thought fit, approving (with or without modification), the scheme of arrangement (Scheme) referred to in paragraph 8 of the Affidavit of Craig John Ferrier sworn 16 April 2010. 2. Pursuant to section 411(1) of the Corporations Act, the scheme booklet in Annexure CJF 20 to the Further Supplementary Affidavit of Craig John Ferrier sworn 1 July 2010 (containing the explanatory statement required by section 412(1)(a) of the Corporations Act) (Scheme Booklet) is approved for distribution to the Shareholders. 3. The Scheme Meeting take place at the Swan Room, Parmelia Hotel, 14 Mill Street, Perth, Western Australia, on Friday 6 August 2010 at 9.30 am (WST). 4. The notice of meeting in Annexure E to the Scheme Booklet and the proxy appointment form in Annexure CJF 15 to the Supplementary Affidavit of Craig John Ferrier sworn 30 June 2010 (Supplementary Affidavit) is approved as the notice of meeting and proxy appointment form for the Scheme Meeting. 5. On or before 7 July 2010, there be despatched a document substantially in the form or to the effect of the Scheme Booklet by prepaid ordinary post (or in the case of overseas members, by airmail) to the registered address of each Shareholder appearing in the register of Aurox Shareholders. 6. In addition, on or before 7 July 2010, there be despatched by prepaid or ordinary post (or in the case of overseas members, by airmail) to the registered address of each Shareholder appearing in the register of Aurox Shareholders: (a) a proxy form in respect of the Scheme Meeting substantially in the form or to the effect of the proxy form for the Scheme Meeting forming Annexure CJF 15 to the Supplementary Affidavit, including in it the name and address of the relevant Shareholder or Shareholders, as well as a unique barcode and security holder reference number; and (b) a pre-addressed reply paid envelope for return of the proxy form. 7. Charles Craig Schaus be appointed and act as Chairman of the Scheme Meeting. 8. The Chairman appointed to the Scheme Meeting has the power to adjourn the Scheme Meeting in his absolute discretion. 9. A person's entitlement to vote at the Scheme Meeting be determined by reference to the register of Aurox Shareholders as at 5.00 pm (WST) on 4 August 2010. 10. Shareholders be required to lodge any proxy forms to appoint a proxy to vote at the Scheme Meeting on their behalf (including, if applicable, any power of attorney under which such forms are signed) or, if voting by attorney, a copy of the instrument effecting the appointment of such attorney, in the manner set out in the proxy form and the notice of meeting by no later than 9.30 am (WST) on 4 August 2010. 11. All voting at the Scheme Meeting be by poll, and Rule 17.1 of the Aurox constitution be dispensed with for the purposes of the Scheme Meeting. 12. Aurox publish in The Australian and the West Australian newspapers notice of its application on or before 4 August 2010, and Aurox shall otherwise be exempted from compliance with the requirement to publish a notice at least 5 days before the date fixed for the hearing of the application pursuant to rule 3.4 of the Federal Court (Corporations) Rules 2000. 13. Pursuant to section 1319 of the Corporations Act, the Plaintiff is exempted from compliance with the requirements of: (a) regulations 5.6.12 and 5.6.14 to 5.6.36A of the Corporations Regulations 2001 (Cth); and (b) rule 2.15 of the Federal Court (Corporations) Rules 2000. 14. The proceedings be stood over to 10.15 am (WST) on 12 August 2010 for the hearing of any application to approve the Scheme. 15. These orders be entered forthwith.