CAZALY RESOURCES LIMITED — Major Shareholding Notification 2009

Aug 19, 2009

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Cazaly Resources Limited
ACN/ARSN	101 049 334
1. Details of substantial holder (1)
Name	Nathan McMahon

ACN/ARSN

There was a change in the interests of the
substantial holder on $\ddotsc$	17/08/2009
The previous notice was given to the company on	15/07/2009
The previous notice was dated	15/07/2009

$\ddotsc$

2. The 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 now when 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 Shares	7.380398	8.49%	8 500 358	9.77%

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:

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
10/08/09	Nathan McMahon	On-Market Purchase	\$21,784.50	Fully paid ordinary $-92.700$	Kingsreef Pty Ltd <nb &="" dlFamily A/C>
11/08/09	Nathan McMahon	On-Market Purchase	\$27.571.00	Fully paid ordinary $-115,400$	Kingsreef Pty Ltd <nb &="" dlFamily A/C>
17/08/09	Nathan McMahon	Off-Market Purchase	\$200,609.00	Fully paid ordinary $-911.860$	Kingsreef Pty Ltd

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	Person entitled to	Nature of relevant	Class and number	Persons's votes
interest	of securities	be registered as	interest (6)	of securities
		holder (8)
Nathan McMahon	Nathan McMahon	Nathan McMahon	Registered holder of shares	Fully paid ordinary $-3.960.003$	3, 960, 003
Kingsreef Pty Ltd	Kingsreef Pty Ltd	Kingsreef Pty Ltd	Registered holder of shares	Fully paid ordinary $-1, 289, 639$	1, 289, 639
Kingsreef Pty Ltd <nb &="" dl="" familyA/C	Kingsreef Pty Ltd <nb &="" dl="" familyA/C >	Kingsreef Pty Ltd <nb &="" dl="" familyA/C >	Registered holder of shares	Fully paid ordinary $-2, 250, 716$	2, 250, 716
Apollinax Inc	Apollinax Inc	Apollinax Inc	Registered holder of shares	Fully paid ordinary $-1,000,000$	1,000,000

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 $\sim$ oplicable.	Nature of association
$\sim$

6. Addresses

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

Name	Address
Nathan McMahon	Po Box 396, West Perth WA 9872
Kingsreef Pty Ltd	Po Box 396, West Perth WA 9872
Apollinax Inc	Po Box 240, Port Vila VANUATU VU
Signature

Print Name		Capacity
Sign here	NATHAN MEMALION
		Date	20 / 08 / 09

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. A corporation and it's related corporations or the manager and trustee of an equity $(1)$ 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 must be referred to 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.
• 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
• The voting shares of a company constitute one class unless divided into separate classes $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100 $(5)$
• Include details of: $(6)$
• 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 a. 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
• 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 b. 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

• 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 $(7)$ 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 association in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• 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"
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice $(9)$