Ann: Notice of Annual General Meeting/Proxy Form, page-60

I will be surprised if this AGM goes ahead without any amendments or withdrawals to resolutions 4, 5 and 6
Resolution 4 states under use of funds, `....to fund costs associated with the proposed acquisition and financing of 5 dairy farms.
The company has made previous ASX announcements about 5 certain dairy farms including production figures.
One of these 5 farms was sold to another party more than 12 months ago and despite continuous disclosure law obligations the company has not advised or updated the market of this sale or a replacement farm to take its place. Shareholders reading the statement in the resolution could be led to believe that the original plan that has been somewhat approved by shareholders is still in place. Nothing could be further from the facts. The first farm to be purchased and previously approved for purchase by shareholders is now also on the market. Apparently this first farms last contact with the company was November 2017.

Could it be that the shareholders who have taken up this convertible note (resolution 4) that are not either married to a director, employed by a director or former directors themselves have been misled as to the use of the funds as the acquisition and financing of 5 dairy farms under the original plan seams to now be a directors pipe dream. This type of mis statement within a convertible note agreement may not be covered by directors insurance should some of the shareholders seek redress in the future.

Resolution 5 and 6 seek issuance of shares under Section 210 of the Corporations Act to directors Duckett and Taylor. Both these resolutions make reference to resolution 4 and uses the words `which were issued to non-related arms length investors in the company`
These non related investors in resolution 4 include Suzanne and Joanne Egan, the wife and daughter of current Director Chris Egan, Teresa Poore, the p.a to current director Ray Taylor and supplies accounting services to PDF, Judith Kelly wife of the recent director Trevor Kelly, and Harvey Parker, former chairman of AYB (PDF) and current business partner with Ray Taylor and Chris Egan.
Non related investors indeed..
Do these resolutions satisfy Section 210. The answer, NO.

It appears that resolution 4 is included in this meeting solely as an attempt to justify the 65% share price reduction for resolution 5 and 6 when compared to the last traded share price of 2.9c

Now you know some facts, would you vote for these guys and believe anything they say.
Proxy forms must be sent to the company this week if you are not attending the meeting.


IMO DYOR