CRITICAL RESOURCES LIMITED — Director's Dealing 2014

Dec 23, 2014

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ASX Announcement

24 December 2014

Directors Resignation

Peter Meers has advised Sovereign Gold Company Limited (ASX:SOC) ( the Company ) of his resignation as a director.

The board thanks Mr. Meers for his services to the Company since its listing on the ASX and wish him the utmost success in his future endeavours.

Attached is Mr. Meers’ final Directors Interest Notice.

Also provided are the Change of Director’s Interest Notices reflecting the shareholder approved Mt Adrah share offer as described in previous announcements.

For further information please contact:

Henry Kinstlinger, Investor Relations Sovereign Gold Company Limited Telephone: +61 2 9251 7177

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity Sovereign Gold Company Limited (SOC) ABN 12 145 184 667

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	John Dawkins
Date of last notice	30 November 2010

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares issued to Innisfree Australia Pty Ltd, of which John Dawkins is a director
Date of change	19 November 2014
No. of securities held prior to change	100,000
Class	Fully Paid Ordinary (FPO)
Number acquired	3,000,000
Number disposed	Nil.
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Four (4) SOC shares issued for one (1) Mount Adrah Gold Limited (MTL) security pursuant to shareholder approval dated 11 November 2014. The offer value is 19.2 centsper MTL share.
No. of securities held after change	3,100,000 FPO (indirectly held)

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in Participation in Mt Adrah share offer buy-back announced to market on 4 July 2014.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

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Detail of contract Nil.
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change
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Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed n/a above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity Sovereign Gold Company Limited (SOC) ABN 12 145 184 667

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Peter Meers
Date of last notice	30 November 2010

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares issued to Meers Family Pty Ltd ATF , of which Peter Meers is a Director
Date of change	19 November 2014
No. of securities held prior to change	100,000
Class	Fully Paid Ordinary (FPO)
Number acquired	1,200,000
Number disposed	Nil.
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Four (4) SOC shares issued for one (1) Mount Adrah Gold Limited (MTL)security pursuant to shareholder approval dated 11 November 2014. The offer value is 19.2 centsper MTL share.
No. of securities held after change	1,300,000 FPO (indirectly held)

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in Participation in Mt Adrah share offer buy-back announced to market on 4 July 2014.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

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Detail of contract Nil.
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change
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Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed n/a above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity Sovereign Gold Company Limited ABN 12 145 184 667

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of director	Peter Meers
Date of last notice	24 November 2014
Date that director ceased to be director	22 November 2014

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Number & class of securities

Nil.

• See chapter 19 for defined terms.

Appendix 3Z Page 1

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Name of holder & nature of interest Number & class of securities Note: Provide details of the circumstances giving rise to the relevant interest Shares issued to Patricia Mary 100,000 Fully Paid Ordinary Shares (FPO) Meers, a related part under the Act Meers Family Pty Ltd ATF , of which Peter Meers is a Director

Part 3 – Director’s interests in contracts

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Detail of contract Nil.
Nature of interest
Name of registered holder
(if issued securities)
No. and class of securities to which
interest relates
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• See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002