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CADOUX LIMITED Major Shareholding Notification 2018

May 28, 2018

64620_rns_2018-05-28_5355dde2-bd6c-4308-bd51-4391159dff80.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

FYI Resources Limited

ACN/ARSN 061 289 218

1. Details of substantial

holder(1)

Name Roland Hill ACN/ARSN (if applicable)

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

substantial holder on 25/05/2018 The previous notice was given to the company 01/02/2016 on The previous notice was dated 01/02/2016

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) 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 lastrequired, andwhen now required, to give a substantial holdingnotice to the company orscheme, are asfollows:
Class of securities (4)Previous noticePresent notice
Person’svotesVoting power(5)Person’svotesVoting power(5)
Ordinary shares7,642,1019.38%18,455,0259.93%

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 Person whose Nature of change Consideration given in relation Class and number of Person’s votes
change relevantinterest changed (6) to change (7) securities affected affected
28/06/2016 Roland Hill On and off market $16,043 Ordinary shares 445,645
trade 445,645
23/12/2016 Capstone Capital Pty Ltd Shares issued in Shares issued in lieu of fees Ordinary shares 1,800,000
lieu of fees of of $90,000 1,800,000
$90,000
08/05/2017 Roland Hill Off market $36,000 Ordinary shares 1,000,000
purchase 1,000,000
06/02/2018 Capstone Capital Pty Ltd On market $11,046 147,279 147,279
purchase
20/02/2018 Roland Hill Shares issued in Shares issued in lieu of fees Ordinary shares 420,000
lieu of fees of of $50,400 420,000
$50,400
25/05/2018 Roland Hill Option to purchase Option fee of $80,000. Ordinary shares 7,000,000
shares Minimum price of 12 cents per 7,000,000
share plus 60% of the FYI
share price above 12 cents
when the option is exercised,
net ofthe option fee.

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 Registered holder of Person entitled to be Nature of relevant interest Class and Person’s votes
interest securities registered as holder (8) (6) number of
securities
Roland Hill Roland Hill Roland Hill Direct Ordinary shares 6,037,074
6,037,074
Roland Hill Capstone Capital Pty Ltd Capstone Capital Pty Ltd Indirect (Director & shareholder Ordinary shares 5,417,951
of Capstone Capital Pty Ltd) 5,417,951
Roland Hill Empire Resources Limited Empire Resources Limited Option agreement to acquire Ordinary shares 7,000,000
FYI Resources Ltd shares held 7,000,000
byEmpireResourcesLtd

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 andACN/ARSN(ifapplicable) Nature ofassociation
Empire Resources Ltd Option to acquire FYI Resources Ltd shares from Empire
ACN092 471513 ResourcesLtd

6. Addresses

The addresses of persons named in this form are:

Name Address
Roland Hill 19 Gill Street, Mosman Park, WA 6012
Capstone Capital Pty Ltd 19 Gill Street, Mosman Park, WA 6012
Empire Resources Limited 53 Canning Highway, Victoria Park, WA 6100

Signature

print nameRoland Hill capacity
sign here
Date29/05/2018
DIRECTIONS
r of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the
e of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons
ar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the
es of members is clearly set out in paragraph 6 of the form.
“associate” in section 9 of the Corporations Act 2001.
“relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.
f a company constitute one class unless divided into separate classes.
divided by the total votes in the body corporate or scheme multiplied by 100.
greement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies,
document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of
scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or
and
on of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of
to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
ant agreement” in section 9 of the Corporations Act 2001.
  • (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.