The Panel has received an application from Westchester Financial Services Pty Limited dated 10 September 2003 alleging unacceptable circumstances in relation to the affairs of AuIron Energy Limited. Westchester has a relevant interest in 1.5% of AuIron.
The application concerns a general meeting of AuIron shareholders to be held on 19 September 2003. At this meeting shareholders will be required to vote on a proposed acquisition by AuIron of the Yarrabee Coal Company Pty Limited. If this transaction is approved, the vendors of Yarrabee will be issued 48% of the fully diluted capital of AuIron.
Westchester alleges that this vote will take place in an uninformed market.
Westchester has applied for interim and final orders, amongst other things, that:
the general meeting be adjourned for at least four weeks, and that in that period AuIron shareholders be provided with additional information by the independent expert to enable them to consider the competing merits of alternative transactions regarding the future direction of AuIron; and
certain votes cast by a nominee shareholder, Williams de Broe, be disregarded unless those votes are cast pursuant to specific authority of the relevant beneficial holders.
The Panel has not yet sought the views of other persons potentially involved in the application and has therefore formed no views on the application.
The President of the Panel has yet to appoint a sitting Panel to consider the application.
Director, Takeovers Panel
Level 47 Nauru House, 80 Collins Street
Melbourne VIC 3000
Ph: +61 3 9655 3553