Requisition of General Meeting Update

12 March 2015

West African Minerals Corporation

("West African" or the "Company")


Requisition of General Meeting


On 20 February 2015 the Board of West African Minerals Corporation announced that, following receipt of a requisition (the "Requisition") from Beaufort Nominees Limited ("Beaufort") requesting that the Company convene a general meeting of shareholders of the Company, having reviewed the terms of the Requisition, the Company had written to Beaufort seeking written clarification from Beaufort as to the nature of its interest in shares of the Company to determine whether the Requisition was valid under the Company's memorandum and articles of association.

In particular, the Company requested further details regarding Beaufort's statement in the Requisition (and subsequent correspondence) that Beaufort is entitled to exercise voting rights in respect of more than 30 per cent. of the issued and outstanding shares of the Company. Regulation 7.2 of the Company's Articles of Association ("Articles") provides that upon the written request of shareholders entitled to exercise 30% or more of the voting rights in respect of the matter for which the meeting is requested, the directors shall convene a meeting of shareholder(s).

The letter from the Company dated 18 February 2015 also noted that, under Regulation 23 of the Articles, parties interested in shares of the Company are required to disclose to the Company the nature of their interest above 3% of issued shares, within 4 days of becoming interested in such shares, and thereafter any changes to its interest which increases or decreases its percentage interest through a whole percentage point. Under the Articles a party is deemed to be "interested" in shares of the Company if, amongst other tests, it has the right (whether conditional or absolute) to "exercise or direct the exercise of the voting rights attaching to the shares".

The Company had given Beaufort a deadline of 12 March 2015 to respond to this request for additional disclosure.  At the request of Beaufort's legal counsel, the Company has agreed to extend the deadline for a written response from Beaufort to 5.00 p.m. on 19 March 2015.

A further announcement will be made in due course.

For further information contact:

West African Minerals Corporation

Anton Mauve

Managing Director


+44 (0) 1624 639396


Beaumont Cornish Limited (Nominated Adviser)

Roland Cornish

Michael Cornish


+44 (0)20 7628 3396

SP Angel Corporate Finance LLP(Broker)

Ewan Leggat


+44 (0) 20 3470 0500



Download PDF Version: