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CORE LITHIUM LTD Regulatory Filings 2011

Feb 9, 2011

64737_rns_2011-02-09_33cd07b4-3d2e-4098-ae25-8215af8828a1.pdf

Regulatory Filings

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Appendix 1A ASX Listing application and agreement

Rules 1.1 Cond 3, 1.7

Appendix 1A

ASX Listing application and agreement

This form is for use by an entity seeking admission to the[+] official list as an ASX Listing (for classification as an ASX Debt Listing use Appendix 1B, and for classification as an ASX Foreign Exempt Listing use Appendix 1C). The form is in 3 parts:

1. Application for admission to the[+] official list; 2. Information to be completed; and

3. Agreement to be completed.

Information and documents (including this appendix) given to ASX in support of an application become ASX’s property and may be made public. This may be prior to admission of the entity and[+] quotation of its + securities. Publication does not mean that the entity will be admitted or that its + securities will be quoted.

Introduced 1/7/96. Origin: Appendix 1. Amended 1/7/97, 1/7/98, 1/9/99, 13/3/2000, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005, 20/07/2007.

Part 1 - Application for admission to the official list

Name of entity

Core Exploration Ltd
ABN
Core Exploration Ltd 80 146 287 809

We (the entity) apply for admission to the[+] official list of ASX Limited (ASX) and for +quotation of +securities.

Part 2 - Information to be completed

About the entity

You must complete the relevant sections (attach sheets if there is not enough space).

All entities

  • 1 Deleted 30/9/2001
2
+Main class of+securities
Ordinary Shares
3
Additional
+classes
of
+securities (except+CDIs)
Number +Class
41,500,000 Fully paid ordinary shares
Number
to
be
quoted
+Class
N/A
  • See chapter 19 for defined terms.

Appendix 1A Page 1

20/07/2007

Appendix 1A ASX Listing application and agreement

4
Telephone number, postal
address
for
all
correspondence, general fax
number,
fax
number
for
+company
announcements
office to confirm release of
information to the market,
and
e‐mail
address
for
contact purposes.
5
Address of principal+security
registries for each+class of
+security (including+CDIs)
6
Annual balance date
Companies only
(Other entities go to 19)
7
Name and title of chief
executive
officer/managing
director
8
Name
and
title
of
chairperson of directors
Number not to be
quoted
7,000,000
1,500,000
+Class
Unlisted options exercisable at
$0.25 each expiring on or before
30 June 2014
Unlisted options exercisable at
$0.25 each expiring on or before
31 October 2014
Registered Office (general correspondence)
Level 15,
45 Pirie Street
Adelaide SA 5000
T: (08) 8210 1254
F: (08) 8210 1234
[email protected]
Company Secretary (ASX releases and contact)
Josh Ward
[email protected]
T: (08) 9482 0500
F: (08) 9482 0505
M: 0401 519 323
Security Transfer Registrars Pty Ltd
770 Canning Highway
APPLECROSS WA 6153
30 June
Mr Stephen Richard Biggins – Managing Director
Mr Gregory David English – Non Executive Chairman
  • See chapter 19 for defined terms.

Appendix 1A Page 2

24/10/2005

Appendix 1A ASX Listing application and agreement

9
Names of all directors
10
Duration of appointment of
directors (if not subject to
retirement by rotation) and
details of any entitlement
to participate in profits
11
Name and title of company
secretary
12
Place of incorporation
13
Date of incorporation
14
Legislation
under
which
incorporated
15
Address of registered office
in Australia
16
Month in which annual
meeting is usually held
17
Months in which dividends
are usually paid (or are
intended to be paid)
18
If the entity is a foreign
company
which
has
a
certificated subregister for
quoted
+securities,
the
location
of
Australian
+security registers
18A
If the entity is a foreign
company, the name and
address
of
the
entity’s
Australian agent for service
of process
Stephen Richard Biggins
Gregory David English
Michael Peter Schwarz
Stephen Biggins - 24 month employment agreement
All non executive directors were appointed on incorporation of the
Company on 10 September 2010 and are subject to retirement by
rotation (refer to section2.5 of Constitution in Annexure 40)
Mr Joshua Scott Ward
Adelaide, SA
10 September 2010
Corporations Act 2001
Level 15
45 Pirie Street
Adelaide, SA, 5000
November
At this stage it is not anticipated that a dividend will be
declared in the immediate future following the issue of the
Prospectus (refer to ‘Answers to Key Questions section’ of
the Prospectus)





N/A




N/A
  • See chapter 19 for defined terms.

Appendix 1A Page 3

20/07/2007

Appendix 1A ASX Listing application and agreement

(Companies now go to 31)

All entities except companies

19 Name and title of chief executive officer/managing N/A director of the responsible entity

20 Name and title of N/A chairperson of directors of responsible entity

21 Names of all directors of the N/A responsible entity

22 Duration of appointment of N/A directors of responsible entity (if not subject to retirement by rotation) and details of any entitlement to participate in profits

23 Name and title of company N/A secretary of responsible entity

  • See chapter 19 for defined terms.

Appendix 1A Page 4

11/3/2002

Appendix 1A ASX Listing application and agreement

23A
Trusts only ‐ the names of
the
members
of
the
compliance committee (if
any)
24
Place of registration of the
entity
25
Date of registration of the
entity
26
Legislation under which the
entity is registered
27
Address of administration
office in Australia of the
entity
28
If an annual meeting is held,
month in which it is usually
held
29
Months
in
which
distributions
are
usually
paid (or are intended to be
paid)
30
If the entity is a foreign
entity
which
has
a
certificated subregister for
quoted
+securities,
the
location
of
Australian
+security registers
30A
If the entity is a foreign
trust, the name and address
of the entity’s Australian
agent for service of process
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 1A Page 5

24/10/2005

Appendix 1A ASX Listing application and agreement

About the entity

All entities

Tick to indicate you are providing the Where is the information or information or documents document to be found? (eg, prospectus cross reference)

31
Evidence
of
compliance
with
20
cent
minimum issue price or sale price, and spread
requirements
32
Prospectus, Product Disclosure Statement or
information memorandum relevant to the
application (250 copies)
33
Cheque for fees
34
Type of subregisters the entity will operate
Example: CHESS and certificated subregisters
35
Copies of any contracts referred to in the
prospectus, Product Disclosure Statement or
information memorandum (including any
underwriting agreement)
36
A certified copy of any restriction agreement
entered into in relation to
+restricted
securities
37
If there are+restricted securities, undertaking
issued by any bank or+recognised trustee
38
(Companies
only)

certificate
of
incorporation or other evidence of status
(including any change of name)
39
(All entities except companies) ‐ certificate of
registration or other evidence of status
(including change of name)
See Prospectus (cover page) – 20
cent offer
A copy of Prospectus is included
(see Annexure 32). Additional copies
will beprovided when available.
See attached print out of listing fee
estimate fromwww.asx.com.au
Cheque for$43,074.90 is included
CHESS
and
Issuer
Sponsored
subregister – see prospectus section
4.10
Agreements
lodged
with
this
Appendix 1A (Annexures 35A – 35F)
and
summarised
in
Prospectus
(section 11).
Template attached at 36
Share registry to place trading
restriction
on
restricted
shareholders. Undertaking to be
provided byshare registry.
Certificate of Incorporation attached
at 38.
N/A
  • See chapter 19 for defined terms.

Appendix 1A Page 6

24/10/2005

Appendix 1A ASX Listing application and agreement

40[Copy of the entity’s constitution (eg, if a ] company, the memorandum and articles of association)

Constitution of Core Exploration Ltd is attached at 40.

  • See chapter 19 for defined terms.

Appendix 1A Page 7

24/10/2005

Appendix 1A ASX Listing application and agreement

41
Completed checklist that the constitution
complies with the listing rules (copy of
articles checklist is available from any
Companies Department)
42
A brief history of the entity or, if applicable,
the group
42A
Copy
of
agreement
with
ASX
that
documents may be given to ASX and
authenticated electronically.
About the securities to be quoted
All entities
43
Confirmation that the+securities to be
quoted are eligible to be quoted under the
listing rules
44
Voting rights of+securities to be quoted
45
A specimen certificate/holding statement for
each+class of+securities to be quoted and a
specimen holding statement for+CDIs
46
Terms of the+securities to be quoted
47
A statement setting out the names of the 20
largest holders in each+class of+securities
to be quoted, and the number and
percentage of each+class of+securities held
by those holders
48
A distribution schedule of each+class of
+equity securities to be quoted, setting out
the number of holders in the categories ‐
1 ‐ 1,000
1,001 ‐ 5,000
5,001 ‐ 10,000
10,001 ‐ 100,000
100,001 and over
49
The number of holders of a parcel of
+securities with a value of more than $2,000,
based on the issue/sale price
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
Refer Constitution Section 1.4 which
states
the
Constitution
is
in
compliance with the listing rules.
Refer to Independent Accountant’s
Report
on
section
8
of
the
Prospectus
A copy of this Agreement is enclosed
at Part 3.
All shares are eligible. Refer terms
and conditions of ordinary shares in
constitution attached at40.
See Prospectus Section 13.1
Template from Security Transfer
Registrars attached at 45
See Prospectus Section 13.1
To be provided after completion of
the Offer and allotment of shares
under the Prospectus
To be provided after completion of
the Offer and allotment of shares
under the Prospectus
To be provided after completion of
the Offer and allotment of shares
under the Prospectus
  • See chapter 19 for defined terms.

Appendix 1A Page 8

24/10/2005

Appendix 1A ASX Listing application and agreement

50
Terms
of
any
+debt
securities
and
+convertible debt securities
51
Trust deed for any+debt securities and
+convertible debt securities
52
Deleted 24/10/2005.
N/A. There are no debt securities
on issue.
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
N/A

All entities with classified assets

(Other entities go to 62)

All[+] mining exploration entities and, if ASX asks, any other entity that has acquired, or entered into an agreement to acquire a[+] classified asset, must give ASX the following information.

53
The name of the vendor and details of any
relationship of the vendor with us
54
If the vendor was not the beneficial owner of
the
+classified asset at the date of the
acquisition or agreement, the name of the
beneficial owner(s) and details of the
relationship of the beneficial owner(s) to us
55
The date that the vendor acquired the
+classified asset
56
The method by which the vendor+acquired
the+classified asset, including whether by
agreement, exercise of option or otherwise
57
The
consideration
passing
directly
or
indirectly from the vendor (when the vendor
+acquired the asset), and whether the
consideration has been provided in full
Company has acquired all of
shares of Sturt Exploration Pty
Ltd (Sturt) and DBL Blues Pty
Ltd (DBL) which are owners of
the tenements. Both Sturt and
DBL are entities controlled by
Stephen
Biggins
and
Greg
English who are also directors
of Core Exploration Ltd.
N/A
Refer to summary of material
agreements in section 11 of
prospectus
Tenements acquired pursuant
to Sturt Share Sale Agreement
(section 11) and DBL Share Sale
Agreement(section 11)
Refer to summary of material
agreements in section 11 of
prospectus
  • See chapter 19 for defined terms.

Appendix 1A Page 9

24/10/2005

Appendix 1A ASX Listing application and agreement

58[Full details of the ][+][classified asset, including ] any title particulars

Refer to the Solicitor’s Report in the Prospectus, section 10

  • See chapter 19 for defined terms.

Appendix 1A Page 10

24/10/2005

Appendix 1A ASX Listing application and agreement

  • Where is the information or document to be found? (eg, prospectus cross reference)

  • 59[The work done by or on behalf of the vendor ] Details contained in Solicitors in developing the[+] classified asset. In the case Report and Independent of a +mining tenement, this includes Technical Report – refer prospecting in relation to the tenement. If prospectus Sections 7 and 10 money has been spent by the vendor, state the amount (verification of which may be required by ASX).

  • 60[The date that the entity ] +classified asset from the vendor, the +acquired the Refer to Summary of Material Agreements in the Prospectus, consideration passing directly or indirectly to section 11 the vendor, and whether that consideration has been provided in full

  • 61[A breakdown of the consideration, showing ] Refer to Summary of Material how it was calculated, and whether any Agreements in the Prospectus, experts’ reports were commissioned or section 11. No independent considered (and if so, with copies attached). expert’s reports were commissioned to determine the value of the tenements.

About the entity’s capital structure

All entities

All entities
62
Deleted 1/9/99.
63
A copy of the register of members, if ASX asks
64
A copy of any court orders in relation to a
reorganisation of the entity’s capital in the
last five years
65
The terms of any+employee incentive scheme
66
The terms of any+dividend or distribution
plan
67
The terms of any+securities that will not be
quoted
68
Deleted 1/7/98.
To be provided to ASX if requested.
N/A
N/A
N/A
Refer terms and conditions of
option attached at 67A and 67B
  • See chapter 19 for defined terms.

Appendix 1A Page 11

11/3/2002

Appendix 1A ASX Listing application and agreement

Appendix 1A
ASX Listing application and agreement
69
The
entity’s
issued
capital
(interests),
showing separately each+class of+security
(except+CDIs), the amount paid up on each
+class, the issue price, the dividend (in the
case of a trust, distribution) and voting rights
attaching to each+class and the conversion
terms (if applicable)
70
The number of the entity’s debentures, except
to bankers, showing the amount outstanding,
nominal value and issue price, rate of interest,
dates of payment of interest, date and terms
of redemption of each+class and conversion
terms (if applicable)
Note: This applies whether the securities are quoted or not.
71
The number of the entity’s unsecured notes,
showing the amount outstanding, nominal
value and issue price, rate of interest, dates of
payment of interest, date and terms of
redemption of each+class and conversion
terms (if applicable)
Note: This applies whether the securities are quoted or not.
72
The number of the entity’s options to
+acquire unissued+securities, showing the
number outstanding
Note: This applies whether the securities are quoted or not.
73
Details of any rights granted to any+person,
or to any class of+persons, to participate in
an issue of the entity’s+securities
Note: This applies whether the securities are quoted or not.
74
If the entity has any+child entities, a list of all
+child entities stating in each case the name,
the nature of its business and the entity’s
percentage holding in it. Similar details
should be provided for every entity in which
the entity holds (directly or indirectly) 20% or
more of the issued capital (interests).
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
See Core Escrow summary excel
showing all issued capital to date
(pre IPO) including options and
issue price of IPO shares ($0.20)
attached at 69
Refer constitution attached at 40 for
rights of ordinary shares
Options hold no voting rights –
referprospectus Section 13.2
N/A
N/A
See Core Escrow summary excel
showing all issued capital to date
(pre IPO) including options and
issue price of IPO shares ($0.20)
attached at 69
N/A
Core Exploration has two 100%
owned subsidiaries:
Sturt Exploration Pty Ltd
ACN 124 704 650
DBL Blue Pty Ltd
ACN 140 024 442
Both subsidiaries hold tenements
  • See chapter 19 for defined terms.

Appendix 1A Page 12

11/3/2002

Appendix 1A ASX Listing application and agreement

and/or tenement applications and will be commencing exploration activity after Core Exploration is admitted to quotation on the ASX.

  • See chapter 19 for defined terms.

Appendix 1A Page 13

11/3/2002

Appendix 1A ASX Listing application and agreement

About the entity’s financial position

(Entities meeting the profit test go to 75. For the assets test go to 81A.)

All entities meeting the profit test

75
Evidence that the entity has been in the
same main business activity for the last 3 full
financial years
76
Evidence that the entity is a going concern
(or successor) and its aggregated profit for
the last 3 full financial years
76A
Evidence that the entity’s
+profit from
continuing operations in the past 12 months
exceeded $400,000
77
Audited+accounts for the last 3 full financial
years and audit reports
78 ‐ 79
Deleted 1/7/97.
80
Half yearly+accounts (if required) and audit
report or review
80A
Pro forma balance sheet and review
80B
Statement from all directors or all directors
of the responsible entity confirming that the
entity is continuing to earn+profit from
continuing operations
All entities meeting the assets test
(only complete one of 81A, 81B or 81C and one of 82 or 83)
Introduced 1/7/96. Amended 1/7/99.
81
Deleted 1/7/97
81A
For entities other than+investment entities,
evidence of net tangible assets of at least $2
million or market capitalisation of at least
$10 million
81B
For+investment entities other than+pooled
development funds, evidence of net tangible
assets of at least $15 million
81C
Evidence that the entity is a
+pooled
development fund with net tangible assets
of at least $2 million
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Refer Prospectus – Section 9 for
Financial Information
  • See chapter 19 for defined terms.

Appendix 1A Page 14

11/3/2002

Appendix 1A ASX Listing application and agreement




82
Evidence that at least half of the entity’s
total tangible assets (after raising any funds)
is not cash or in a form readily convertible to
cash (if there are n~~o~~
commitments)
83
Evidence that there are commitments to
spend at least half of the entity’s cash and
assets in a form readily convertible to cash
(if half or more of the entity’s total tangible
assets (after raising any funds) is cash or in a
form readily convertible to cash)
84
Statement that there is enough working
capital to carry out the entity’s stated
objectives (and statement by independent
expert, if required)
85
Deleted 1/9/99.
86
Deleted 1/7/97.
87
+Accounts for the last 3 full financial years
and audit report, review or statement that
not audited or not reviewed
87A
Half yearly+accounts (if required) and audit
report, review or statement that not audited
or not reviewed
87B
Audited balance sheet (if required) and audit
report
87C
Pro forma balance sheet and review
(Now go to 106)
88
Deleted 1/7/97.
89‐92C
Deleted 1/9/99.
93
Deleted 1/7/97.
94‐98C
Deleted 1/9/99.
99
Deleted 1/7/97.
100‐105C
Deleted 1/9/99.
Where
is
the
information
or
document
to
be
found?
(eg,
prospectus cross reference)
Refer Prospectus Section 3.4
See Prospectus Section 3.3
N/A Incorporated on 10 September
2010
Refer above.
See Prospectus Section 9 Financial
Information
See Prospectus Section 9 Financial
Information
  • See chapter 19 for defined terms.

Appendix 1A Page 15

30/9/2001

Appendix 1A ASX Listing application and agreement

About the entity’s business plan and level of operations

All entities
Information
contained
in
the
information
memorandum
106
Details of the entity’s existing and proposed
activities, and level of operations. State the main
business
107
Details of any issues of the entity’s+securities (in
all+classes) in the last 5 years. Indicate issues for
consideration other than cash
Information memorandum requirements
All entities
108
If the entity is a company, a statement that
all the information that would be required
under section 710 of the Corporations Act if
the information memorandum were a
prospectus offering for subscription the
same number of+securities for which
+quotation will be sought is contained in the
information memorandum. If the entity is a
trust, a statement that all the information
that would be required under section 1013C
of the Corporations Act if the information
memorandum were a Product Disclosure
Statement offering for subscription the same
number of+securities for which+quotation
will be sought is containedin the information
memorandum
109
The signature of every director, and
proposed director, of the entity personally
or by a+person authorised in writing by the
director (in the case of a trust, director of
the responsible entity)
110
The date the information memorandum is
signed
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
Main Business – Exploration for Iron
Ore, Copper, Gold and Uranium
Refer
Independent
Technical
(Geologist’s) Report at Section 7 of
the Prospectus
Refer capital structure as per ASX
escrow summary at 69
  • See chapter 19 for defined terms.

Appendix 1A Page 16

11/3/2002

Appendix 1A ASX Listing application and agreement

111(a)
Full particulars of the nature and extent of
any interest now, or in the past 2 years, of
every director or proposed director of the
entity (in the case of a trust, the responsible
entity), in the promotion of the entity, or in
the property acquired or proposed to be
acquired by it
111(b)
If the interest was, or is, as a member or
partner in another entity, the nature and
extent of the interest of that other entity
  • See chapter 19 for defined terms.

Appendix 1A Page 17

11/3/2002

Appendix 1A ASX Listing application and agreement

Appendix 1A
ASX Listing application and agreement
Information
contained
in
the
information
memorandum
111(c)
If the interest was or is as a member or
partner in another entity, a statement of all
amounts paid or agreed to be paid to him or
her or the entity in cash,+securities or
otherwise by any+person to induce him or
her to become or to qualify him or her as, a
director, or for services rendered by him or
her or by the entity in connection with the
promotion or formation of the listed entity
112(a)
Full particulars of the nature and extent of
any interest of every expert in the promotion
of the entity, or in the property acquired or
proposed to be acquired by it
112(b)
If the interest was or is as a member or
partner in another entity, the nature and
extent of the interest of that other entity
112(c)
If the interest was or is as a member or
partner in another entity, a statement of all
amounts paid or agreed to be paid to him or
her or the entity in cash,+securities or
otherwise
by
any
+person
for
services
rendered by him or her or by the entity in
connection with the promotion or formation
of the listed entity
113
A statement that ASX does not take any
responsibility
for
the
contents
of
the
information memorandum
114
A statement that the fact that ASX may admit
the entity to its+official list is not to be taken
in any way as an indication of the merits of
the entity
115
If the information memorandum includes a
statement claiming to be made by an expert
or based on a statement made by an expert, a
statement that the expert has given, and has
not withdrawn, consent to the issue of the
information memorandum with the particular
statement included in its form and context
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
  • See chapter 19 for defined terms.

Appendix 1A Page 18

11/3/2002

Appendix 1A ASX Listing application and agreement

Where is the information or document to be found? (eg, prospectus cross reference)

Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
116
A statement that the entity has not raised any
capital for the 3 months before the date of issue
of the information memorandum and will not
need to raise any capital for 3 months after the
date of issue of the information memorandum
117
A statement that a supplementary information
memorandum will be issued if the entity
becomes+aware of any of the following between
the issue of the information memorandum and
the date the entity’s+securities are+quoted or
reinstated.
 A material statement in the information
memorandum is misleading or deceptive.
 There is a material omission from the
information memorandum.
 There has been a significant change affecting
a
matter
included
in
the
information
memorandum.
 A significant new circumstance has arisen and
it would have been required to be included in
the information memorandum
Information contained in the supplementary information memorandum
118
If
there
is
a
supplementary
information
memorandum:
 Correction of any deficiency.
 Details of any material omission, change or
new matter.
 A
prominent
statement
that
it
is
a
supplementary information memorandum.
 The signature of every director, or proposed
director, of the entity personally or by a
+person authorised in writing by the director
(in the case of a trust, director of the
responsible entity).
 The date the supplementary information
memorandum is signed.
Evidence if supplementary information memorandum is issued
119
Evidence that the supplementary information
memorandum accompanied every copy of the
information memorandum issued after the date
of the supplementary information memorandum.
  • See chapter 19 for defined terms.

Appendix 1A Page 19

11/3/2002

Appendix 1A ASX Listing application and agreement

  • See chapter 19 for defined terms.

Appendix 1A Page 20

11/3/2002

Appendix 1A ASX Listing application and agreement

Other information

All entities

120
Evidence
that
the
supplementary
information memorandum was sent to every
+person who was sent an information
memorandum
121
Details of any material contracts entered
into between the entity and any of its
directors (if a trust, the directors of the
responsible entity)
122
A copy of every disclosure document or
Product Disclosure Statement issued, and
every information memorandum circulated,
in the last 5 years
123
Information not covered elsewhere and
which, in terms of rule 3.1, is likely
materially to affect the price or value of the
entity’s+securities
123A
The documents which would have been
required to be given to ASX under rules 4.1,
4.2, 4.3, 4.5, 5.1, 5.2 and 5.3 had the entity
been admitted to the+official list at the date
of its application for admission, unless ASX
agrees otherwise.
Example: ASX may agree otherwise if the entity was recently
incorporated.
Mining exploration entities
124
A map or maps of the mining tenements
prepared by a qualified+person. The maps
must indicate the geology and other pertinent
features of the tenements, including their
extent and location in relation to a capital city
or major town, and relative to any nearby
properties which have a significant bearing on
the potential of the tenements. The maps must
be dated and identify the qualified+person and
the report to which they relate.
Where
is
the
information
or
document to be found? (eg,
prospectus cross reference)
Refer to Summary of Material
Agreements in Prospectus (section
11), and attached at 35A-35F in
respect of:

BR1 Agreement;

Sturt Share Sale Agreement;

DBL Share Sale Agreement
Prospectus dated 15 November 2010
has been forwarded to ASX.
See Prospectus Section 7
  • See chapter 19 for defined terms.

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125

Deleted 1/7/97

  • See chapter 19 for defined terms.

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126
A schedule of+mining tenements prepared by
a qualified person. The schedule must state
in relation to each+mining tenement:
the geographical area where the+mining
tenement is situated;
the nature of the title to the
+mining
tenement;
whether the title has been formally confirmed
or approved and, if not, whether an
application for confirmation or approval is
pending and whether the application is
subject to challenge; and
the+person in whose name the title to the
+mining tenement is currently held.
127
If the entity has+acquired an interest or
entered into an agreement to+acquire an
interest in a+mining tenement from any
+person, a statement detailing the date of the
+acquisition of the interest from the vendor
and the purchase price paid and all other
consideration (whether legally enforceable or
not) passing (directly or indirectly) to the
vendor.
128
A financial statement by the directors (if a
trust, the directors of the responsible entity)
setting out a program of expenditure together
with a timetable for completion of an
exploration program in respect of each
+mining tenement or, where appropriate,
each group of tenements
129
A declaration of conformity or otherwise with
the Australasian Code for Reporting of
Identified
Mineral
Resources
and
Ore
Reserves for any reports on mineral resources
and+ore reserves
Where
is
the
information
or
document
to
be
found?
(eg,
prospectus cross reference)
Refer
Prospectus
Section
10

Solicitors Report – Tenement Report
Refer Prospectus Section 11 and
attachments provided.
Refer Prospectus Section 7
Refer Prospectus section 7
  • See chapter 19 for defined terms.

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Appendix 1A ASX Listing application and agreement

Part 3 - Agreement

All entities

You must complete this agreement. If you require a seal to be bound, the agreement must be under seal.

We agree:

  • 1 Our admission to the[+] official list is in ASX’s absolute discretion. ASX may admit us on any conditions it decides.[+] Quotation of our[+] securities is in ASX’s absolute discretion. ASX may quote our[+] securities on any conditions it decides. Our removal from the[+] official list or the suspension or ending of[+] quotation of our +securities is in ASX’s absolute discretion. ASX is entitled immediately to suspend[+] quotation of our[+] securities or remove us from the[+] official list if we break this agreement, but the absolute discretion of ASX is not limited.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law, and is not for an illegal purpose.

  • There is no reason why the[+] securities should not be granted[+] quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no‐one has any right to return any[+] securities to be quoted under sections 601MB(1), 737, 738, 992A, 992AA or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from, or connected with, any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

  • See chapter 19 for defined terms.

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Appendix 1A ASX Listing application and agreement

  • 5 We will comply with the listing rules that are in force from time to time, even if +quotation of our +securities is deferred, suspended or subject to a +trading halt.

  • 6 The listing rules are to be interpreted:

  • in accordance with their spirit, intention and purpose;

  • by looking beyond form to substance; and

  • in a way that best promotes the principles on which the listing rules are based.

  • 7 ASX has discretion to take no action in response to a breach of a listing rule. ASX may also waive a listing rule (except one that specifies that ASX will not waive it) either on our application or of its own accord on any conditions. ASX may at any time vary or revoke a decision on our application or of its own accord.

  • 8 A document given to ASX by an entity, or on its behalf, becomes and remains the property of ASX to deal with as it wishes, including copying, storing in a retrieval system, transmitting to the public, and publishing any part of the document and permitting others to do so. The documents include a document given to ASX in support of the listing application or in compliance with the listing rules.

  • 9 In any proceedings, a copy or extract of any document or information given to ASX is of equal validity in evidence as the original.

  • 10 Except in the case of an entity established in a jurisdiction whose laws have the effect that the entity’s[+] securities cannot be approved under the operating rules of the[+] approved CS facility:

  • We will satisfy the[+] technical and performance requirements of the +approved CS facility and meet any other requirements the +approved CS facility imposes in connection with approval of our +securities.

  • When[+] securities are issued we will enter them in the[+] approved CS facility’s subregister holding of the applicant before they are quoted, if the applicant instructs us on the application form to do so.

  • The[+] approved CS facility is irrevocably authorised to establish and administer a subregister in respect of the[+] securities for which +quotation is sought.

  • See chapter 19 for defined terms.

Appendix 1A Page 25

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Appendix 1A ASX Listing application and agreement

  • 11 Except in the case of an entity established in a jurisdiction whose laws have the effect that the entity’s[+] securities cannot be approved under the operating rules of the[+] approved CS facility, we confirm that either:

we have given a copy of this application to the[+] approved CS facility in accordance with the operating rules of the[+] approved CS facility ; or

  - we ask ASX to forward a copy of this application to the[+] approved CS facility.
  • 12 In the case of an entity established in a jurisdiction whose laws have the effect that the entity’s[+] securities cannot be approved under the operating rules of the +approved CS facility:

  • The[+] approved CS facility is irrevocably authorised to establish and administer a subregister in respect of[+] CDIs.

  • We will make sure that[+] CDIs are issued over[+] securities if the holder of quoted[+] securities asks for[+] CDIs.

  • 13 In the case of an entity established in a jurisdiction whose laws have the effect that the entity’s[+] securities cannot be approved under the operating rules of the +approved CS facility:

    • we have given a copy of this application to the approved CS facility in accordance with the operating rules of the[+] approved CS facility; or

we ask ASX to forward a copy of this application to the[+] approved CS facility.

Dated: 15 November 2010

Core Exploration Limited Greg English Non Executive Chairman

== == == == ==

  • See chapter 19 for defined terms.

Appendix 1A Page 26

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