Project Update/EGM

Asia Energy PLC 30 June 2006 PRESS RELEASE 30/6/2006 ASIA ENERGY PLC (Incorporated in England and Wales under the Companies Act 1985 (as amended) with registered number 4913119) Project Update and Convening of Extraordinary General Meeting Project update Asia Energy Plc ('The Company') has established a world-ranking resource of 572 million tonnes of thermal and semi-soft coking coal having obtained environmental clearance to mine the coal by the most economically practical method of open pit 'shovel and truck', and the Company has also submitted its Scheme of Development and Feasibility Study for the mine to the Government of Bangladesh. Plans are in place for the mine and its operations, for land acquisition, resettlement and water management and for transporting the coal to local and export markets. In accordance with the contract with the Government of Bangladesh, the Company is now waiting for formal approval to start mining and is confident that this will be forthcoming. Two independent consultants, SRK Consulting and URS Australia Pty Ltd, have reviewed the key aspects of the Project, being mining, environmental, social, logistics, transport and marketing and their reports will form part of a Project Information Memorandum which the Company will distribute to the international banking community shortly. The Company's plans remain on track to invest US$ 1.1 billion (before finance costs) to reach full production of 15 million saleable tonnes of coal per annum and to operate the mine for 30-plus years. Extraordinary General Meeting The Company is today announcing the convening of an Extraordinary General Meeting to propose Resolutions to enable the Board to allot shares and to do so for cash on a non pre-emptive basis. The Board remains of the view that the Project will be funded by a mix of debt and equity and, with this in mind and in anticipation of the approval of the Scheme of Development and Feasibility Study for the Company's Phulbari Coal Project by the Government of Bangladesh, the Board and its advisers have been reviewing the possibilities for funding the Project. The purpose of the Resolutions is to enable the Board to have maximum flexibility and to be able to conclude a quick way forward to fund the development of the Phulbari Coal Project in a manner in which it believes is in the best interests of Shareholders. No formal decision has yet been reached on the amount of debt and equity to be raised or the way in which the Project will be financed. Discussions have taken place with a number of interested parties and potential lenders during which the possibility of equity participation in the Company has been raised either alongside, or as an alternative to, a placing of equity with investors. In putting forward the Resolutions, the Board will make the following comments and undertakings: 1. The Resolutions will authorise the issue of up to 100 million shares equivalent to approximately 67% of the enlarged issued share capital if the authority were to be utilised in full. 2. The value of 100 million shares at today's share price is approximately US$600 million which reflects the absolute maximum that the Board would consider as an equity element for financing the Project, together with an amount of normal headroom. In practice and in current market conditions, the Board believes that the equity financing element will be less than this amount. The Board also intends to utilise up to 5% of the authorities sought to incentivise existing and new personnel employed or engaged by the Company to assist in the further development of the Project. 3. If the authority were to be used in relation to a placing of equity with investors on a non pre-emptive basis, the Board will seek to ensure that existing institutional shareholders will receive preferential allocations in any such placing. 4. As a UK company, Asia Energy is governed by the provisions of the City Code on Takeovers and Mergers. Accordingly, no issue of shares will be made which would result in a single shareholder or concert party holding 30% or more of the issued share capital of the Company without a vote of independent shareholders being sought as required by the Code to waive the requirement of such shareholder or concert party to make an offer for the whole of the share capital of the Company. 5. The Board will consult with its nominated adviser, JPMorgan Cazenove, on the terms and conditions of any issue utilising this authority. 6. Notwithstanding the authority being sought from Shareholders to allow for a non-pre-emptive issue of shares, the Board will keep under review the possibility of an issue of shares on a pre-emptive basis. 7. The Resolutions, if passed, will be valid until the conclusion of the next annual general meeting. The Board will put forward similar Resolutions for further consideration by Shareholders at the next annual general meeting, on terms reflecting whether or not the current authorities sought have been utilised in the meantime and any other changes in circumstances. An Extraordinary General Meeting is to be held at 10.00 a.m. on Wednesday 26 July 2006 at the offices of Trowers & Hamlins, Sceptre Court, 40 Tower Hill, London, EC3N 4DX, notice of which will be sent out later today. Shareholders will be asked to consider, and if thought fit, pass resolutions to grant the Directors of the Company (i) a general authority pursuant to section 80 of the Act to allot shares and (ii) a power pursuant to section 95 of the Act to allot shares for cash otherwise than pro-rata to existing Shareholders. For Further Information: Gerard Holden Stephen Bywater Chairman Chief Executive Ph: 0778 550 3593 Ph: 0207 290 1630 Graham Taggart Cathy Malins or Annabel Leather Finance Director Parkgreen Communications Ph: 0207 290 1630 Ph: 0207 493 3713 This information is provided by RNS The company news service from the London Stock Exchange
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