AVIRA RESOURCES LTD — Major Shareholding Notification 2016

Jun 8, 2016

604 page 1/2

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme MGT Resources Limited ACN/ARSN 131 715 645

1. Details of substantial holder(1)

Name Jonathan Paul Back ACN/ARSN (if applicable) There was a change in the interests of the substantial holder on 9/6/2016 The previous notice was given to the company on 26/11/2015 The previous notice was dated 26/11/2015

2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice	Previous notice	Present notice	Present notice
	Person’s votes	Voting power (5)	Person’s votes	Voting power (5)
Ordinary fully paid share	66,329,727	19.4% (based on 342,157,040 ordinary share on issue)	65,329,727	16.7% (based on 392,157,040 ordinary share on issue)

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person’s votes affected
3/2/2016	Jonathan Paul Back	Reduction as a result of an off market transfer of 1,000,000 fully paid ordinary shares	Not applicable	Reduction of shareholding by 1,000,000 Fully paid ordinary shares	Reduction from 19.4% to 19.1% of 65,329,727 ordinary shares held.
9/6/2016	Jonathan Paul Back	Dilution from 50,000,000 fully paid ordinary shares issued to Auskong International Mining Investment Co., Limited upon conversion of $1,500,000 Convertible Notes at a conversion price of 3 cents.	Not applicable	Dilution to 65,329,727 fully paid ordinary shares held	Reduction from 19.1% to 16.7% of 65,329,727 ordinary shares held.

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person’s votes
Jonathan Paul Back	Jonathan Paul Back	Jonathan Paul Back	Directly held	65,029,727	16.6%
Jonathan Paul Back	HSBC Custody Nominees (Australia)Ltd	Jonathan Paul Back	Indirectly held	300,000	0.08%

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5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association Not applicable Not applicable

6. Addresses

The addresses of persons named in this form are as follows:

Name Address Jonathan Paul Back Unite 8B, Hamilton Court, 8 Po Shan Road, Midlevels, Hong Kong HSBC Custody Nominees (Australia) Ltd HSBC Centre, Level 32, 580 George Street, Sydney, NSW, 2000

Signature

Jacqueline Butler Capacity : Company Secretary print name

date 9 / 6 /2016

sign here

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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 6 of the form.

• (2) See the definition of “associate” in section 9 of the Corporations Act 2001.

• (3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

(6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any 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

• (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.

• (7) 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.

• (8) If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write “unknown”.

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.