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CRITICAL RESOURCES LIMITED Major Shareholding Notification 2016

Sep 4, 2016

64708_rns_2016-09-04_3ca5b515-3383-4d3b-b13e-433de15b6df3.pdf

Major Shareholding Notification

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604 page 1/2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Sovereign Gold Company Limited ACN/ARSN ACN 145 184 667 1. Details of substantial holder(1) Name Rocco Tassone and Syracuse Capital Pty Ltd ACN/ARSN (if applicable) ACN 121 880 439 There was a change in the interests of the substantial holder on 01/09/2016 The previous notice was given to the company on 22/07/2016 The previous notice was dated 22/07/2016

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) 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)Fully Paid Ordinary Shares(FPOs) Previous noticePresent noticePerson’s votesVoting power (5)Person’s votesVoting power (5)294,715,99821.08%271,814,76419.27%

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 ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected Date ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected Date ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected Date ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected Date ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected Date ofchangePerson whoserelevant interestchangedNature of change(6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’s votesaffected
01/09/16 Mounts BayInvestments PtyLtd(MBI) Shares transferredto theCommonwealth ofAustralia pursuantto an order of theTakeovers Paneldated18 July2016 Not Available 10,000,000FPOs 10,000,000
12/04/16 Syracuse CapitalPty Ltd(Syracuse) Shares transferredto theCommonwealth ofAustralia pursuantto an order of theTakeovers Paneldated 18 July2016 Not Available 12,901,234FPOs 12,901,234

4. Present relevant interests

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

Holder ofrelevantinterest Registeredholder ofsecurities Person entitledto be registeredas holder (8) Nature of relevantinterest (6) Class andnumber ofsecurities Person’svotes
•RoccoTassone SyracuseCapital Pty Ltd(Syracuse) Rocco Tassoneand Syracuse Relevant interestpursuant to section608 (3)(a) and (b) ofthe Corporations Actbecause RoccoTassone controlsSyracuse 53,666,667FPOs 53,666,667
•Syracuse Syracuse Rocco Tassoneand Syracuse Registered Holder 53,666,667FPOs 53,666,667
•CharlesThomas Mounts BayInvestmentsPty Ltd (MBI) Charles Thomasand MBI Relevant interestpursuant to section608 (3)(a) and (b) ofthe Corporations Actbecause CharlesThomas controlsMBI 23,353,262FPOs 23,253,262
•MBI MBI MBI Registered Holder 23,353,262FPOs 23,253,262
•PatrickGlovac KcirtapSecurities PtyLtd <TheGlovac A/C>(Kcirtap) Patrick Glovacand Kcirtap Relevant interestpursuant to section608 (3)(a) and (b) ofthe Corporations Actbecause PatrickGlovac controlsKcirtap 42,000,000FPOs 42,000,000
•Kcirtap Kcirtap Patrick GlovacandKcirtap Registered Holder 42,000,000FPOs 42,000,000
•PatrickGlovac MurdochCapital Pty Ltd<The GlovacS/Fund A/C>(Murdoch) Patrick Glovacand Murdoch Relevant interestpursuant to section608 (3)(a) and (b) ofthe Corporations Actbecause PatrickGlovac controlsMurdoch 88,298,586FPOs 88,394,835
•Murdoch Murdoch Patrick GlovacandMurdoch Registered Holder 88,298,586FPOs 88,394,835
•SyracuseCapital PtyLtd(Syracuse)•RoccoTassone Syracuse Syracuse Syracuse has beendeemed to be anassociate of CharlesThomas pursuant toa declaration by theTakeovers Panelunder s6571A of theCorporations Act(2001) dated 11 July2016. 53,666,667FPOs 53,666,667
•ApplabsTechnologiesLtd (Applabs) Applabs Applabs Applabs has beendeemed to be anassociate of CharlesThomas pursuant toa declaration by theTakeovers Panelunder s6571A of theCorporations Act(2001) dated 11 July2016 18,400,000FPOs 18,400,000
•Applabs ZeroNomineesPty Ltd Applabs Zero Nominees PtyLtd holds the sharesas bare trustee onbehalf of Applabs. 46,000,000FPOs 46,000,000

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 (if applicable) Nature of association

6. Addresses

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

Name Address
Murdoch 81B Kintail Road, Applecross, WA 6153
Patrick Glovac 81B Kintail Road, Applecross WA 6153
Kcirtap 81B Kintail Road, Applecross WA 6153
Rocco Tassone Suite 7, 234 Churchill Ave, Subiaco WA 6008
Syracuse c/- DLC Accounting, Suite 6, 16 Main Street, Osborne Park WA6017
Charles Thomas c/- 3 Calver Place, City Beach WA 6015
MBI c/- 3 Calver Place, City Beach WA 6015
Applabs c/- Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Zero Nominees Pty Ltd c/- Suite 7, 234 Churchill Avenue, Subiaco WA 6008

Signature

print name Mr Rocco Tassone Capacity Director

Date 5th September 2016

sign here

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.

  • (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.