Notice of Annual General Meeting
The Reject Shop Limited ABN 33 006 122 676
The Annual General Meeting ("AGM") of The Reject Shop Limited will be held at Bridge Room No.1, Crowne Plaza, 1-5 Spencer Street, Melbourne, at 3.30pm Wednesday 17 October 2012.
Agenda
ORDINARY BUSINESS 1. Financial Statements and Reports
To receive and consider the Directors' Report, Financial
Statements and Independent Audit
Report for the financial period ended 1 July 2012.
To consider and, if thought fit, to pass the following resolution as an ordinary resolution: "That the Remuneration Report for the financial period ended 1 July 2012 be adopted".
Note - the vote on this resolution is advisory only and does not bind the directors or the
Company.
3. Re-election of a Director - Mr. Kevin Elkington
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution:
"That Mr. Kevin Elkington, who will retire at the close
of the meeting in accordance with article 9.3 of the
Company's Constitution and being eligible, be re-elected as a
director of the Company."
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution:
"That Mr. Denis Westhorpe, who will retire at the close
of the meeting in accordance with article 9.3 of the
Company's Constitution and being eligible, be re-elected as a
director of the Company."
To consider and, if thought fit, to pass the following
resolution as an ordinary resolution:
"That, for the purposes of Listing Rule 10.14 of the ASX
Limited (ASX) and for all other purposes, approval be and is
hereby given to grant performance rights to Mr. Christopher J
Bryce, a director of the Company, to subscribe for up to
35,600 shares in the Company for an aggregate exercise price
of $1 pursuant to and in accordance with the terms and
conditions summarised in the Explanatory Notes and that
approval be given to Mr. Bryce exercising these performance
rights accordingly."
1334726-v2MELDMS
OTHER BUSINESS
To deal with any other business that may be brought in
accordance with the Constitution and the Corporations Act
2001 (Cth).
By Order of the Board
Darren Briggs
Company Secretary
10 September, 2012
Item 1 Financial Statements and Reports
During this item, there will be an opportunity for
shareholders to ask questions and comment on the
Directors' Report, Financial Statements and Independent Audit
Report for the financial period ended 1
July 2012.
Shareholders will also be provided the opportunity to ask
questions about the Company generally.
Item 2 Adoption of Remuneration Report
The Board submits its Remuneration Report to shareholders for
consideration and adoption by way of non-binding
resolution.
This resolution is advisory only and does not bind the
directors of the Company. However, under changes to the
Corporations Act 2001 (Cth) which came into effect on 1 July
2011, if 25% or more of votes that are cast are voted against
the adoption of the Remuneration Report at two consecutive
AGMs, shareholders will be required to vote at the second of
those AGMs on a resolution (a "spill
resolution") that another meeting be held within 90 days of
the AGM (a "spill meeting") at which all of
the Company's directors (other than the Managing Director)
cease to hold office immediately before the end of the spill
meeting and resolutions to re-elect these directors to the
offices be put to vote at the spill meeting.
The Remuneration Report is set out on pages 18 to 26 of The
Reject Shop Limited 2012 Annual
Report. The Remuneration Report: