June 06, 2011 at 07:28 AM EDT
Allied Gold Limited: Notification of Approval of Shareholder and Optionholder Schemes and Resolutions of General Meeting

TORONTO, ONTARIO--(Marketwire - June 6, 2011) - Allied Gold Limited ("Allied Gold" or the "Company") (TSX:ALG)(ASX:ALD)(AIM:AGLD) -

THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY JURISDICTION IN WHICH SUCH PUBLICATION RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL

Further to the announcements released by Allied Gold on 4 May 2011, 6 May 2011 and 31 May 2011, Allied Gold is pleased to announce, that the Share and Option Schemes ("Schemes") were approved by the requisite majorities of Allied Gold shareholders and Allied Gold optionholders at the Scheme Meetings held earlier today, Monday, 6 June 2011. The Share Scheme was approved by 99.51% of the total votes cast on the resolution and by 83.2% of the shareholders who voted on the resolution. The Option Scheme was approved by 100% of the total votes cast on the resolution and by 100% of the optionholders who voted on the resolution.

No other resolutions were put to the Scheme Meetings. In accordance with section 251 AA(2) of the Corporations Act 2001 (Cth), Allied Gold advises that proxy votes were received as follows:

/T/

---------------------------------------------------------------------------

Proxy Holder

For Against Abstain Discretion

---------------------------------------------------------------------------

Approval of

Shareholders Share

Resolution Scheme 659,100,691 3,308,022 72,705 1,161,829

---------------------------------------------------------------------------

Approval of

Optionholders Option

Resolution Scheme 22,037,500 Nil Nil Nil

---------------------------------------------------------------------------

/T/

Under the proposed Schemes, all existing shares and options in Allied Gold will be exchanged for shares or options in Allied Gold Mining PLC. The next major step in the implementation of the Schemes is for AGL to apply to the Supreme Court of Queensland for orders approving the Schemes ("Second Court Hearing"). The Second Court Hearing is to be held on 20 June 2011 at the Supreme Court of Queensland in Brisbane.

Allied Gold also announces that separate resolutions were passed by Allied Gold shareholders by a show of hands at a General Meeting held earlier today Monday, 6 June 2011 (before the Scheme Meetings) approving the allotment and issue of:

/T/

(1) approximately 156.3 million Allied Gold shares at a value of AU$93.8

million / GBP 60.1 million for capital raising purposes on the terms and

conditions set out in Allied Gold's announcement of 6 April 2011; and

(2) 1,500,000 unlisted options to Mr Sean Harvey (or his nominee) on the

terms and conditions set out in the Option Explanatory Statement.

/T/

No other resolutions were put to the meeting. In accordance with section 251 AA(2) of the Corporations Act 2001 (Cth), Allied Gold advises that proxy votes were received as follows:

/T/

---------------------------------------------------------------------------

Proxy Holder

For Against Abstain Discretion

---------------------------------------------------------------------------

Placement

Resolution 1 for Shares 505,298,751 1,723,721 4,707,920 1,179,946

---------------------------------------------------------------------------

Placement

Resolution 2 for Options 413,293,840 293,087,772 208,380 1,254,946

---------------------------------------------------------------------------

/T/

The Company expects admission to a Premium Listing on the London Stock Exchange's Main Market and commencement of trading of Allied Gold Mining PLC to occur at 8.00 a.m. on 30 June 2011.

Allied Gold Mining PLC will be eligible for the FTSE UK Index Series and expects to be included in the FTSE's upcoming September quarterly review.

RBC Capital Markets is acting as Sponsor to the listing and will also act as Corporate Broker to the Company going forward.

The related Scheme documents and the circular are available on Allied Gold's website, www.alliedgold.com.au.

Capitalised terms used, but not otherwise defined in this announcement have the same meanings as set out in the Allied Gold's announcement of 4 May 2011 with RNS number 8920F.

Stock Market XML and JSON Data API provided by FinancialContent Services, Inc.
Nasdaq quotes delayed at least 15 minutes, all others at least 20 minutes.
Markets are closed on certain holidays. Stock Market Holiday List
By accessing this page, you agree to the following
Privacy Policy and Terms and Conditions.
Press Release Service provided by PRConnect.
Stock quotes supplied by Six Financial
Postage Rates Bots go here