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    SIPA RESOURCES INTERNATIONAL NL 2002-10-10 ASX-SIGNAL-G

    HOMEX - Perth

    +++++++++++++++++++++++++
    RETURN OF CAPITAL

    Directors have resolved to seek shareholder approval at the Annual
    General Meeting to be held on 14 November 2002 for a Return of
    Capital of five cents per share to all shareholders.

    It is proposed that the Return of Capital be made in two tranches,
    namely, May and September 2003 so as tocoincide with the income from
    the mining of the higher grade ore at the Waugh deposit.

    Full details of the distribution are contained in the Notice of
    Annual General Meeting lodged with the Australian Stock Exchange
    today and to be forwarded to shareholders shortly.

    NOTICE OF MEETING

    Notice is hereby given that the Annual General Meeting of members of
    Sipa Resources International NL will be he of at the Celtic Club, 48
    Ord street, West Perth, Western Australia on Thursday14 November
    2002 at 11.30am.

    ORDINARY BUSINESS

    (1) To receive and consider the Annual Report of Directors, Financial
    Statements and Auditors Report thereon for the year ended 30 June
    2002.

    (2) RE-ELECTION OF MR HENRY CRAWFORD AS A DIRECTOR

    TO consider and, if thought fit, pass the following resolution as an
    ordinary resolution:

    "That Mr W H Crawford, being a director of the Company who retires in
    accordance with Article 14.3(b) of the Company's Constitution and,
    beingeligible, offers himself for re-election, be and is hereby
    re-elected as a director of the Company.

    (3) RE-ELECTION OF MR DAVID WILLIAMS AS A DIRECTOR

    To consider and, if thought fit, pass the following resolution as an
    ordinary resolution:

    "That Mr D J Williams, being a director of the company who retires in
    accordance with Article 14.3(a) of the Company's Constitution and,
    being eligible, offers himself for re-election, be and is hereby
    re-elected as a director of the Company".

    (4) ISSUE OF EMPLOYEE OPTIONS

    To consider and, If thought fit, pass the following resolution as an
    ordinary resolution:

    "That approval be and is hereby given to the issue by the Company to
    Mr M G Doepel, Managing Director of the Company, of 300,000 free
    options pursuant to the terms of the Company's Employee incentive
    Scheme."

    (5) DIRECTORS' FEES

    To consider and, if thought fit, pass the following resolution as an
    ordinary resolution:

    "That the maximum aggregate amount of fees that may be paid per annum
    to non-executive directors of the Company be and is hereby increased
    by $80,000.00 from $100,000-00 to $180,000.00".

    (6) RETURN OF CAPITAL

    To consider and, if thought fit, pass the following resolution as a
    special resolution:

    "That, for the purposes of Section 256C of the Corporations Act,
    Regulation 8.3 of the Constitution of the Company and for all other
    purposes, the share capital of the Company be reduced and that the
    reduction be effected by payment of:

    (a) a fixed amount per fully paid ordinary share, as determined by
    the directors, to be made pro rata to the number of fully paid
    ordinary shares held by each shareholder on the register at 30 May
    2003; and

    (b) a fixed amount per fully paid ordinary share, as determined by
    the directors, to be made pro rata to the number of fully paid
    ordinary shares held by each shareholder on the register at 30
    September 2003;

    not exceeding in total an amount of 5 cents per share and otherwise
    on the terms and conditions contained in the Explanatory Memorandum
    accompanying this Notice of Meeting."

    D I Gore
    SECRETARY

    A full copy of this announcement, including Explanatory Memorandum,
    is available in PDF format on www.asx.com.au. Alternatively it is
    available for purchase from ASX Customer Service on 1 300 300 279.
 
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