RNS Number:0775T
Reefton Mining N.L.
10 December 2003


For immediate release

10 December 2003

Reefton Mining NL ("Reefton" or "The Company")

Notice of General Meeting

NOTICE IS HEREBY GIVEN that a General Meeting of the shareholders of Reefton
Mining N.L. ("Company") will be held at the Emerald Hotel, 24 Mount Street,
Perth, Western Australia on Monday 12th January 2004 at 9.00 am.

ORDINARY BUSINESS

RESOLUTION

1. Ratify an Issue of Shares

To consider and, if thought fit, to pass with or without amendment the following
resolution as an Ordinary Resolution:

"That in accordance with Listing Rule 7.4.2. of Australian Stock Exchange
Limited the shareholders ratify the allotment and issue on 14 November 2003 of
11,021,815 fully paid ordinary shares in the capital of the Company at an issue
price of 4.67 cents (using an exchange rate of 0.428620 GBP as at 13 November
2003) each on the terms described in the Explanatory Memorandum accompanying the
Notice convening this Meeting."

2. Placement Authority - Shares

To consider and, if thought fit, to pass, with or without amendment, the
following resolution as an Ordinary Resolution:

"That, for the purposes of Listing Rule 7.1 of Australian Stock Exchange Limited
and for all other purposes, approval is given for the Company to issue and allot
at the Directors' discretion up to a maximum of 40,000,000 fully paid ordinary
shares in the capital of the Company at not less than eighty (80%) percent of
the average market price over the last 5 days on which sales in the securities
were recorded before the day on which the issue is made but in any event not
later than three (3) months after the date of this Meeting and otherwise on the
terms and conditions set out in the Explanatory Memorandum accompanying the
Notice convening this Meeting."

By order of the Board


___________________________
R J Barras
Company Secretary

Dated 9th day of December 2003


NOTES:

1. A shareholder of the Company entitled to attend and vote is entitled to
appoint not more than two proxies. Where more than one proxy is appointed, each
proxy must be appointed to represent a specified proportion of the shareholder's
voting rights. If the shareholder appoints two proxies and the appointment does
not specify this proportion, each proxy may exercise half of the votes. A proxy
need not be a shareholder of the Company.

2. In relation to Resolution 1, the Company will disregard any votes cast on
this resolution by a person(s) who participated in the issue and any person(s)
or any associate of those persons who obtained a benefit, except a benefit
solely in the capacity of a security holder, if the resolution is passed.

3. In relation to Resolution 2, the Company will disregard any votes cast on
this resolution by a person(s) who will participate in the issue and any person
(s) or any associate of those persons who will obtain a benefit, except a
benefit solely in the capacity of a security holder, if the resolution is
passed.

4. Where a voting exclusion applies, the Company need not disregard a vote if it
is cast by a person as a proxy for a person who is entitled to vote in
accordance with the directions on the proxy form or it is cast by the person
chairing the meeting as proxy for a person who is entitled to vote, in
accordance with a direction on the proxy form to vote as the proxy decides.

5. For the purposes of Section 1109N of the Corporations Act, the Directors have
set a snapshot date to determine the identity of those entitled to attend and
vote at the Meeting. The snapshot date is 5.00pm (WST) on 9th January 2004.



                             EXPLANATORY MEMORANDUM

This Memorandum has been prepared for the information of shareholders in Reefton
Mining N.L.. ("Reefton" or "the Company") in connection with the business to be
conducted at a General Meeting of shareholders in Reefton to be held at The
Emerald Hotel, 24 Mount Street, Perth, Western Australia on Monday 12th January
2004 at 9.00am (WST) ("the Meeting").

This Memorandum should be read in conjunction with the accompanying Notice of
General Meeting ("the Notice").
                        _______________________________

                                SPECIAL BUSINESS

The following deals with matters of Special Business to be considered by
shareholders. The following matters should be noted in respect of those items:

RESOLUTION 1 - RATIFICATION OF AN ISSUE OF SHARES

1.1 Background

On 14 November 2003 the Company received a subscription for 11,021,815 ordinary
shares in the capital of the Company from Hoodless Brennan & Partners Plc -
United Kingdom - at an issue price of 2 pence per share or 4.67 cents (using an
exchange rate of 0.428620 GBP as at 13 November 2003) to raise #220,436
(AUD$514,292) before costs.

In accordance with the Australian Securities and Investments Commission Class
Order 02/1180, the Directors advise that they are not aware of any information
that would be required to be disclosed under Section 713(5) of the Corporations
Act, if a transaction specific prospectus were to be issued in reliance on
Section 713 of the Corporations Act in relation to the securities, that has not
already been disclosed to ASX.

The Company now seeks shareholder approval to ratify the issue of Placement
Shares. The Company has applied to ASX for official quotation of the Placement
Shares.

1.2 Listing Rule Requirements

ASX Listing Rule 7.1 prohibits a listed company from issuing equity securities
or other securities with rights to conversion to equity if the nominal value of
those securities, when aggregated with the nominal value of any other securities
of the same class which it has issued and or forfeited shares, re-issued or sold
by the Directors in accordance with the Corporations Act during the previous 12
months, exceeds 15 per cent of the nominal capital of that same class of
security on issue at the commencement of that period of 12 months except where
the securities are issued, or the forfeited shares re-issued or sold, inter
alia, with the prior approval by the company in general meeting of the precise
terms and conditions of the issue.

Listing Rule 7.1.2 provides that where a company in general meeting ratifies a
previous issue of equity securities or other securities with rights to
conversion to equity which equal 15 per cent of less of the nominal value of
that same class of security on issue, that ratification for the purposes of
Listing Rule 7.1 be regarded as renewing the capacity of the company to issue
securities pursuant to Listing Rule 7.1.

The Directors are seeking such ratification from shareholders of the allotment
and issue of 11,021,815 fully paid ordinary shares issued at 2 pence (4.67 cents
using an exchange rate of 0.428620 GBP as at 13 November 2003) each issued on 14
November 2003.

Where one seeks to invoke the operation of ASX Listing Rule 7.4.2 ASX Listing
Rule 7.5 requires that the following information be provided in the notice of
meeting:

a)      The maximum number of securities to be allotted was 11,021,815 fully
paid ordinary shares.

b)      The issue price at which the securities were issued is as follows:

i.         Ordinary fully paid shares                                 4.67 cents

c)      The allottee to the issue was Hoodless Brennan & Partners Plc

d)      The intended use of the funds, is as follows:
                                                                             $
To fund the ongoing exploration and evaluation programmes of the
Company's resource projects                                            257,146
To fund the evaluation of potential new acquisitions                    25,715
To provide funds for the corporate and administration activities of
the Company                                                            128,573
To provide working capital                                              77,144
To meet the costs of the Issue                                          25,714
                                                                        --------
                                                                      $514,292
                                                                      ==========

e)      The entity will disregard any votes cast on a resolution by:

i.         Any person who participated in the issue; and

ii.       An associate of that person (or those persons).

However, the entity need not disregard a vote if:

i.         It is cast by a person as proxy for a person who is entitled to vote,
in accordance with the directions on the proxy form; or

ii.       It is cast by the person chairing the meeting as proxy for a person
who is entitled to vote, in accordance with a direction from the proxy form to
vote as the proxy decides.

f)        The shares issued will rank pari passu with all existing fully paid
ordinary shares in the capital of the Company.

RESOLUTION 2 - PLACEMENT AUTHORITY - SHARES

It is proposed that shareholders grant approval pursuant to Listing Rules of
Australian Stock Exchange Limited, the Constitution of the Company and all other
purposes to allot and issue, at the Directors discretion up to 40,000,000 fully
paid ordinary voting Shares in the capital of Reefton Mining N.L.

The purpose of the issue is to fund the Company's ongoing exploration and
evaluation programmes, fund the corporate and administrative activities of the
Company, provide working capital and meet the costs of the issue.

The Shares to be issued and any Shares issued following the exercise of Options
will rank equally in all respects with the Company's existing issued Shares.

The Shares to be issued and any Shares issued following the exercise of Options
will have a diluting effect on the issued capital of the Company.

Listing Rule Requirements

Listing Rules 7.1 and 7.3 of Australian Stock Exchange Limited ("ASX") provide
that a listed entity may not issue securities in any twelve month period which,
when aggregated with the number of fully paid Shares on issue, exceeds 15 per
cent of the number of fully paid Shares on issue at the beginning of the twelve
month period, except with the prior approval of shareholders of the Company in
general meeting, of the precise terms and conditions of the proposed issue. The
Shares proposed to be issued pursuant to Resolution 2 of the Notice exceed the
15% threshold referred to above and, accordingly, shareholder approval is sought
for the issue.

In compliance with Listing Rule 7.3 shareholders are advised as follows:

(a) The maximum number of Shares to be allotted will be 40,000,000 fully paid
ordinary Shares in the capital of the Company;

(b) The issue will occur within three months of the date of the meeting;

(c) The Shares will be issued at an issue price of not less than eighty (80%)
per cent of the average market price over the last five (5) days on which sales
in the securities were recorded before the date a prospectus is signed. The
average will be calculated over the last 5 days on which sales in the securities
were recorded before the day on which the issue is made or if a prospectus is
issued relating to the issue, over the last 5 days on which sales in the
securities were recorded before the date the prospectus is signed;

(d) The identity of any proposed allottee of the securities the subject of
Resolution 2 is not yet known to the Company. The allottees will be determined
at the Directors discretion in consultation with various stockbroking firms;

(e) The Shares will rank pari passu on allotment and issue with the existing
Shares in Reefton;

(f) The funds raised by reason of the allotment will be used to fund the
Company's ongoing exploration and evaluation programmes in the Philippines and
the Republic of Namibia, fund the corporate and administrative activities of the
Company, provide working capital and meet the costs of the issue as follows;

To fund the ongoing exploration and evaluation programmes of the
Company's resource projects                                                 50%
To fund the evaluation of potential new acquisitions                         5%
To provide funds for the corporate and administration activities of the
Company                                                                     25%
To provide working capital                                                  15%
To meet the costs of the Issue                                               5%
                                                                            ====
                                                                           100%
                                                                          ======

(g) The allotment will occur progressively.

End


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