BRIGHTSTAR RESOURCES LIMITED — Major Shareholding Notification 2024

Dec 10, 2024

604 Page 1 of 3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Brightstar Resources Limited ("BTR")

ACN/ARSN

ACN 100 727 491

1. Details of substantial holder (1)

Name

ACN/ARSN (if applicable)

St Barbara Limited ("SBM")and the entities listed in Annexure A

ACN 009 165 066

There was a change in the interests of the substantial holder on

substantial holder on 10 / 12 / 2024 The previous notice was given to the company on 25 / 09 / 2024 The previous notice was dated 25 / 09 / 2024

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		Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
Fully paid Ordinary Shares in BTR	638,947,071	9.59% (based on 6,666,058,388 ordinary shares on issue)	638,947,071	6.33% (based on 10,091,817,743 ordinary shares 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 or scheme are as follows:

s 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
11/12/2024	St Barbara Limited (ACN 009 165 066)	SBM's voting power has been diluted by issue of new ordinary shares in Brightstar resulting from implementation of Scheme with Alto	Not applicable	638,947,071 fully paid ordinary securities as part of placement	SBM's voting power reduced by 3.26% as a result of BTR's placement

4. Present relevant interests

604 Page 2 of 3 15 July 2001

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

Holder of	Registered holder	Person entitled to be	Nature of relevant	Class and number	Person's votes
relevant	of securities	registered as holder	interest (6)	of securities
interest		(8)
St Barbara Limited	St Barbara Limited	St Barbara Limited	Registered Holder	638,947,071 ordinary shares	638,947,071

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
St Barbara Limited (ACN 009 165 066)	Level 19, 58 Mounts Bay Road, PERTH WA 6000
Each entity listed in Annexure A	See Annexure A

Signature

print name sign here	Kylie Panckhurst capacity Company Secretary
	date 11/12/2024

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.

604 Page 3 of 3 15 July 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 identity 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.

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St Barbara Limited Form 604 Brightstar Resources Limited - Annexure A

Each entity listed in Annexure A is an associate of St Barbara Limited pursuant to section 12(2)(a)(i) of the Corporations Act 2001 (Cth) because each of the entities is a body corporate that St Barbara Limited controls.

Name	ACN	Address
Phoenician Metals Pty Ltd	104 855 067	Level 19, 58 Mounts Bay Road, Perth WA 6000, Australia
Atlantic Mining NS Inc.	N/A	600-1741, Lower Water Street Halifax, Nova Scotia, B3J 0J2
4637403 Nova Scotia Limited	N/A	600-1741, Lower Water Street Halifax, Nova Scotia, B3J 0J2
Simberi Gold Company Limited	N/A	Ashurst PNG, MRDC Haus, Level 11, Corner of Musgrave
		Street and Champion Parade, Port Moresby, Papua New
		Guinea
Nord Australex Nominees (PNG) Ltd	N/A	Ashurst PNG, MRDC Haus, Level 11, Corner of Musgrave
		Street and Champion Parade, Port Moresby, Papua New
		Guinea

This is the annexure of 1 page marked Annexure A referred to in the Form 604 Notice of Change of Interests of Substantial Holder signed by me and dated 11 December 2024.

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_____ Kylie Panckhurst Company Secretary St Barbara Limited

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