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AERIS RESOURCES LIMITED — Major Shareholding Notification 2011
Jul 5, 2011
64347_rns_2011-07-05_0034df83-158b-4cab-b606-866dda25ce0c.pdf
Major Shareholding Notification
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603 page 1/2 6 July 2011
Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
To: Company Name/Scheme Advanced Magnesium Limited ACN/ARSN 010 441 666
1. Details of substantial holder (1)
Name Straits Resources Limited ACN/ARSN (if applicable) 147 131 977 This notice is also given on behalf of the subsidiaries of Straits Resources Limited, including those set out in Annexure A (“Straits Subsidiaries”).
The holder became a substantial holder on 4 July 2011
2. Details of voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:
| Class of securities(4) | Number of securities | Person’s votes(5) | Voting power(6) |
|---|---|---|---|
| OrdinaryFullyPaid Shares | 40,499,167 | 40,499,167 | 13.04% |
3. Details of relevant interests
The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:
| Holder of relevant interest | Nature of relevant interest (7) | Class and number of securities |
|---|---|---|
| Straits Mine Management PtyLtd | Votingrights and right to dispose | 40,499,167 OrdinaryShares |
| Straits Resources Limited and other Straits Subsidiaries |
As parent company and related bodies corporate respectively of Straits Mine ManagementPtyLtd |
40,499,167 Ordinary Shares |
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
| Holder of relevant interest | Registered holder of securities | Person entitled to be registered as holder(8) |
Class and number of securities |
|---|---|---|---|
| Straits Mine Management PtyLtd | Straits Mine Management PtyLtd | Straits Mine Management PtyLtd | 40,499,167 OrdinaryShares |
5. Consideration
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:
| Holder of relevant interest | Date of acquisition | Consideration(9) | Consideration(9) | Class and number of securities |
|---|---|---|---|---|
| Cash | Non-cash | |||
| Straits Mine Management PtyLtd | 4 July2011 | Nil | Refer Annexure B | 40,499,167 OrdinaryShares |
603 page 2/2 6 July 2011
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name and ACN/ARSN(if applicable) | Nature of association |
|---|---|
| Refer Annexure A | |
7. Addresses
The addresses of the persons named in this form are as follows:
| Name | Address |
|---|---|
| Straits Resources Limited | Level 1,35 Ventnor Avenue West Perth WA 6005 |
| Straits Subsidiaries | Level 1, 35Ventnor AvenueWestPerth WA6005 |
Signature
print name Mark Hands capacity Company Secretary sign here date 6 July 2011
sign here
DIRECTIONS
(1) If there are a number of substantial holders with similar or related relevant interests (eg, a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.
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(2) See the definition of “associate” in section 9 of the Corporations Act 2001.
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(3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.
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(4) The voting shares of a company constitute one class unless divided into separate classes.
(5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
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(6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(7)
Include details of:
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(a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of the relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
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(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
See the definition of “relevant agreement” in section 9 of the Corporations Act 2001.
- (8)
If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write "unknown".
(9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
603 page 1/1 6 July 2011
This is Annexure A of one page referred to in Form 603 – Notice of Initial Substantial Holder dated 6 July 2011 and signed by me.
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Mark Hands Company Secretary Straits Resources Limited
STRAITS SUBSIDIARIES
Registered Office for all listed below: Level 1, 35 Ventnor Avenue West Perth WA 6005
STRAITS MINERAL INVESTMENTS PTY LTD ACN 124 028 271 STRAITS MINING LTD ACN 055 020 614 TRITTON RESOURCES PTY LTD ACN 100 095 494 GIRILAMBONE COPPER COMPANY PTY LTD ACN 057 083 637 STRAITS GOLD PTY LTD ACN 072 498 081 STRAITS (HILLGROVE) GOLD PTY LTD ACN 102 660 506 STRAITS INDO GOLD PTY LTD ACN 104 934 321 INDO MURO PTY LTD ACN 100 135 000 MURO OFFSHORE PTY LTD ACN 050 028 389 STRAITS EXPLORATION (AUSTRALIA) PTY LTD ACN 061 614 695 STRAITS MINE MANAGEMENT PTY LTD ACN 083 686 033
The above companies are all subsidiaries of Straits Resources Limited pursuant to section 9 of the Corporations Act 2001.
603 GUIDE page 2/1 13 March 2000
This is Annexure B of one page referred to in Form 603 – Notice of Initial Substantial Holder dated 6 July 2011 and signed by me.
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Mark Hands Company Secretary Straits Resources Limited
CONSIDERATION – NON-CASH
Part consideration for disposal of shares in Varomet Holdings Limited, the owner of the Magontec group of companies. For additional information refer the Company’s announcement to the market dated 4 July 2011.