UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of: February 2007
000-29150
(Commission File Number)
Randgold & Exploration Company Limited
(Translation of registrant’s name into English)
28 Harrison Street, Johannesburg, South Africa
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ý Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether by furnishing the information contained on this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No ý
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____.
On February 8, 2007, Randgold & Exploration Company Limited (“Randgold & Exploration”) issued an announcement stating that a General Meeting of Randgold & Exploration, convened in terms of Section 181 and 179(4) of the Companies Act, 61 of 1973, is scheduled to take place in the Auditorium, 28 Harrison Street, Johannesburg, on March 9, 2007 at 9:00 a.m. and renewing the cautionary announcements to its shareholders. A copy of the announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The announcement contains forward-looking statements regarding Randgold & Exploration and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.
On February 9, 2007, Randgold & Exploration issued a circular including a notice of General Meeting to Randgold & Exploration shareholders. A copy of the circular is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The circular contains forward-looking statements regarding Randgold & Exploration and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.
Exhibit | Description |
99.1 | Announcement, dated February 8, 2007, issued by Randgold & Exploration Company Limited (“Randgold & Exploration”), stating that a General Meeting of Randgold & Exploration, convened in terms of Section 181 and 179(4) of the Companies Act, 61 of 1973, is scheduled to take place in the Auditorium, 28 Harrison Street, Johannesburg, on March 9, 2007 at 9:00 a.m. and renewing the cautionary announcements to its shareholders. |
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99.2 | Circular, issued on February 9, 2007, by Randgold & Exploration, including a notice of General Meeting to Randgold & Exploration shareholders. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RANDGOLD & EXPLORATION COMPANY LIMITED
By: | /s/ Roger Patrick Pearcey |
| Name: Roger Patrick Pearcey |
| Title: Company Secretary |
Date: | March 2, 2007 |
