CRITICAL RESOURCES LIMITED — Major Shareholding Notification 2016

Jul 21, 2016

22 July 2016

ASX Market Announcements Office Australian Securities Exchange Level 40, Central Park 152-158 St Georges Terrace PERTH WA 6000

Dear Sir/Madam,

SUBSTANTIAL HOLDING NOTICES - CHARLES THOMAS AND MOUNTS BAY INVESTMENTS PTY LTD

Charles Thomas and Mounts Bay Investments Pty Ltd (collectively Mr Thomas) refer to the orders made by the Takeovers Panel on 18 July 2016 (Panel Orders) in respect of a finding by the Takeovers Panel of association between Mr Thomas, Patrick Glovac, Rocco Tassone and Applabs Technologies Limited (Associates) on 8 July 2016 (Panel Decision).

Enclosed are initial, ceasing and change of substantial holding notices of Mr Thomas (Substantial Holding Notices) in respect of his historical substantial holdings in Sovereign Gold Company Limited (Sovereign) following the Panel Decision.

The Substantial Holding Notices relate to:

• historical acquisitions and disposals of Sovereign shares between 10 July 2015 to 8 September 2015 by the Associates which resulted in Mr Thomas obtaining a substantial holding in Sovereign on 10 July 2015 of 8.66% and ceasing to have a substantial holding on 8 September 2015; and
• $\bullet$ historical acquisitions of Sovereign shares between 3 December 2015 to 22 July 2016 which resulted in Mr Thomas obtaining a substantial holding in Sovereign on 3 December 2015 of 6.33% and increasing to his current substantial holding of 21.08%.

Mr Thomas provides this covering letter and the enclosed Substantial Holding Notices in compliance with paragraph 9 of the Panel Orders.

Yours faithfully,

Charles Thomas

603 page 1/2 15 July 2001

Form 603 Corporations Act 2001
Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Sovereign Gold Company Limited
ACN/ARSN	ACN 145 184 667
1. Details of substantial holder (1) Name	Charles Thomas and Mounts Bay Investments Pty Ltd
ACN/ARSN (if applicable)	ACN 139 974 495
The holder became a substantial holder on	10/07/15
2. Details of voting power	The body compositions and body of the color described in the concerns of the control of the color of the color of the color of the color

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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
IFully paid ordinary shares	62,5000,000	182,500,000	18.66%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
lPatrick Glovac	Relevant interest pursuant to section 608(3)(a) and (b) of the Corporations Act 42,500,000 fully paid ordinary shares Murdoch Capital Pty Ltd
Murdoch Capital Pty Ltd	Registered holder	[42,500,000 fully paid ordinary shares
Applabs Technologies Ltd	Registered holder	40,000,000 fully paid ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows;

Holder of relevant	Registered holder of	Person entitled to be	Class and number
Interest	securities	registered as holder $(0)$	of securities
Murdoch Capital Pty Ltd	Murdoch Capital Pty Ltd	Patrick Glovac and Murdoch	42,500,000 fully paid
		Capital Pty Ltd	ordinary shares
Applabs Technologies Ltd	Applabs Technologies Ltd	Applabs Technologies Ltd	40,000,000 fully paid
			ordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant Interest	Date of acquisition	Consideration (9)	Class and number of securities
		Cash
Patrick Glovac and Murdoch Capital Pty Ltd	10/07/15	\$65,000 pursuant lo al subscription of shares by Murdoch 42,500,000 fully paid Capital Pty Ltd pursuant to a rights Issue	ordinary shares
Applabs Technologies Ltd	10/07/15	\$80,000 pursuant to a subscription of shares by Applabs [40,000,000 fully paid Technologies Ltd pursuant to a inants Issue	ordinary shares

603 GUIDE page 1/1 13 March 2000

$\mathcal{H}_{\mathcal{A}}$

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of essociation
- See Annexure A

7. Addresses

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

$\mathcal{L}_{\mathcal{A}}$

Name	Address ومستعبث
Charles Thomas	3 Calver Place, City Beach WA 5015 سمحد
Mounts Bay Investments Pty Ltd	3 Calver Place, City Beach WA 6015
See Annexure A

Signature

	$\ddot{\phantom{a}}$ $\sim$ $\sim$ $\mathbf{u}$ $\mathcal{L}^{\bullet}$ u bir	$\mathbf{r}$ 2,33 $\cdots$ $\epsilon$ and the	÷ ÷ $\bullet$ $\sim 10^4$
print name	Charles Thomas	n ym ALCOHOL: $\mathbf{r}$ $\sim$ $\sim$ $\sim$	$\sim$ $\sim 10$ $\mathbf{r}$ $\sim$ Market $\sim$ 100 $\pm$		capacity	Director
sign here		tiana.	124	$\sim$	dale	22/07/16
		BIBEADIAUS	$\mathbf{u}$ $\mathbf{r}$ 55 $\sim$	$\cdots$ mm.	$\bullet$ $\cdots$ $\mathbf{r}$

DIRECTIONS

• 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 ann $(1)$ 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 7 of the form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The vollng shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a $(5)$ relevant interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• $(7)$ Include details of:
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any (ទ) 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
• any qualification of the power of a person to exarcisa, control the exercise of, or influence the exercise of, the voting powers or disposal of the $(b)$ 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.

• 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." $(6)$
• Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or $(9)$ 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.

Annexure A

Associated Parties

Party and the second second second second second second second second second second second second second second second second second second second second second second second second second second second second second secon	ACNEELE	Nature of Association 2002 1993	Address Service
Patrick Glovac	N/A	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section $12(b)$ or $(c)$ of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	81B Kintail Road, Applecross WA 6153
Keirtap Securities Pty Ltd	123 944 089	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section $12(b)$ or $(c)$ of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Murdoch Capital Pty Ltd	123 029 925	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Rocco Tassone	N/A	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section $12(b)$ or $(c)$ of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	137 Coode Street, Bayswater WA 6053
Syracuse Capital Pty Ltd	121 880 439	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Applabs Technologies Ltd	139 977 772	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	Suite 7, 234 Churchill Avenue, Subiaco WA 6008

605	page 1/2	15 July 2001

	Form 605 Corporations Act 2001 Section 671B
	Notice of ceasing to be a substantial holder
To Company Name/Scheme	Sovereign Gold Company Limited
ACN/ARSN	ACN 145 184 667
1. Details of substantial holder (1)
Name	Charles Thomas and Mounts Bay Investments Pty Ltd
ACN/ARSN (if applicable)	ACN 139 974 495
The holder ceased to be a substantial holder on The previous notice was given to the company on The previous notice was dated	08/09/2015 22/07/16 22/07/16

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person's votes affected
ISee Annexure Al

3. Changes In association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

d ACN/ARSN (if ' applicable) Name and	association ш п. $\cdots$

4. Addresses

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

__ Name	Address
ICharles Thomas	3 Calver Place, City Beach WA 6015
Mounts Bay Investments Pty Ltd	3 Calver Place, City Beach WA 6015
See Annexure B

Signature

	print name Charles Thomas	capacity	Director
sign here $\sqrt{\sqrt{D}}$		dale	22/07/16

605 GUIDE page 1/1 13 March 2000

DIRECTIONS

• 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 ann $(1)$ 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 4 of the form.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
• $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(4)$ Include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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
• 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 $(b)$ any dominant with 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.

• Datails of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or $\left( 5\right)$ 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 nucy, power enter the 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. ...
• The voting shares of a company constitute one class unless divided into separate classes. $(6)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notica. $(7)$

Annexure A

Changes in Relevant Interests

Date of	Person whose relevant	Mature of	Consideration	Class and number	Person's votes
change	interest changed	change.	given in relations	nstranata. affected	aliected
28/07/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	fo:change = = = = = \$37,895.50	9,500,000 fully paid ordinary shares	9,500,000
29/07/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$1,994.50	500,000 fully paid ordinary shares	500,000
03/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$11,928.50	4,000,000 fully paid ordinary shares	400.000
	Applabs Technologies Pty Ltd	On market disposal of shares	$\overline{13,351.50}$	4,500,000 fully paid ordinary shares	4,500,000
04/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$5,972,50	2,000,000 fully paid ordinary shares	2,000,000
	Applabs Technologies Pty Ltd	On market disposal of shares	\$26,018.00	8,724,995 fully paid ordinary shares	8,724,995
05/08/15	Applabs Technologies Pty Ltd	On market disposal of shares	\$8,260.91	2,775,005 fully paid ordinary shares	2,775,005
14/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$1,407.01	471,598 fully paid ordinary shares	471,598
18/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$2,473.32	829,000 fully paid ordinary shares	829,000
19/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$2,088.45	700,000 fully paid ordinary shares	700,000
24/08/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$238.88	80,065 fully paid ordinary shares	80,065
03/09/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$89.50	30,000 fully paid ordinary shares	30,000
04/09/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$596,70	200,000 fully paid ordinary shares	200,000
08/09/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market disposal of shares	\$1,790.10	600,000 fully paid ordinary shares	600,000

$\bar{1}$

J.

$\sim$

Annexure B

Address of Persons Named

et ar allegadoù a-mar e eo a diffig	ACNE	Address that the state of the contract of the state of the state of the state of the state of the state of the
Patrick Glovac	N/A	81B Kintail Road, Applecross WA 6153
Keirtap Securities Pty Ltd	123 944 089	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Murdoch Capital Pty Ltd	123 029 925	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Rocco Tassone	N/A	137 Coode Street, Bayswater WA 6053
Syracuse Capital Pty Ltd	121 880 439	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Applabs Technologies Ltd	139 977 772	Suite 7, 234 Churchill Avenue, Subiaco WA 6008

603 page 1/2 15 July 2001

Form 603 Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Sovereign Gold Company Limited
ACN/ARSN	ACN 145 164 667
	Charles Thomas and Mounts Bay Investments Pty Ltd
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	ACN 139 974 495

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
IFully paid ordinary shares	60,300,000	160.300.000	6.33%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the aubstantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
lPatrick Glovac	Relevant interest pursuant to section [608(3)(a) and (b) of the Corporations Act because Patrick Glovac controls Kortap Securities Pty Ltd	14,300,000 fully paid ordinary shares
Kcirtap Securities Pty Ltd	Registered holder	14,300,000 fully paid ordinary shares
Applabs Technologies Ltd	Registered holder	46,000,000 fully paid ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Kcirtap Securities Ply Ltd	Kcirtap Securities Pty Ltd	Patrick Glovac and Kcirtao Securities Pty Ltd	14,300,000 fully paid lordinary shares
Applabs Technologies Ltd	Applabs Technologies Ltd	Applabs Technologies Ltd	46,000,000 fully paid lordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substandal holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)	Class and number of securities
		Cash
Applabs Technologies Ltd	127/11/15	On market acquisition of shares. by Applabs Technologies Ltd for \$139.463.51	45,982,032 fully paid lordinary shares
Applabs Technologies Ltd	13011/15	On market acquisition of shares by Applabs Technologies Ltd for l\$54.49	17,968 fully paid ordinary shares
lPatrick – Glovac and Kcirtap lSecurities Ptv Ltd	103/12/15	On market acquisition of shares by Koirtap Securities Pty Ltd for \$43.371.90	14,300,000 fully paid ordinary shares

603 GUIDE page 1/1 13 March 2000

capacity

dale

Director

22/07/16

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
ISee Annexure A

7. Addresses

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

Name	Address
ICharles Thomas	3 Calver Place, City Beach WA 6015
Mounts Bay Investments Pty Ltd	3 Calver Place, City Beach WA 6015
See Annexure A		.

Signature

DIRECTIONS

• 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 $(1)$ 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 7 of the form.
• $(2)$ See the definition of "associate" In section 9 of the Corporations Act 2001.

print name Charles Thomas

sign here

• See the definition of "relevant interest" in sections 606 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votas attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a $(5)$ relevant interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• Include details of: $(7)$
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any (e) 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
• 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 $(b)$ 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.

• 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." $(0)$
• Detalls of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant Interest was acquired has, or $(9)$ 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.

$\frac{1}{2}$

Annexure A

Associated Parties

Party :	ACN	Nature of Association	Address
Patrick Glovac	N/A	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section $12(b)$ or $(c)$ of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	81B Kintail Road, Applecross WA 6153
Keirtap Securities Pty Ltd	123 944 089	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Murdoch Capital Pty Ltd	123 029 925	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Rocco Tassone	N/A	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section $12(b)$ or $(c)$ of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	137 Coode Street, Bayswater WA 6053
Syracuse Capital Pty Ltd	121 880 439	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Applabs Technologies Ltd	139 977 772	Found to be an "associate" of each of the other substantial holders for the purpose of their respective holdings in Sovereign Gold Company Ltd under section 12(b) or (c) of the Corporations Act pursuant to a declaration of association made by the Takeovers Panel dated 8 July 2016.	Suite 7, 234 Churchill Avenue, Subiaco WA 6008

604 15 July 2001 page 1/2

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		Charles Thomas and Mounts Bay Investments Pty Ltd
ACN/ARSN (If applicable)	ACN 139 974 495
There was a change in the interests of the
substantial holder on		04/12/15
The previous notice was given to the company on		22/07/16
The previous notice was dated		22/07/16

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)	Previous notice		Present notice
	Person's voles	Voting power (5)	Person's votes ---	Voting power (5)
If ully paid ordinary shares	60,300,000	16.33%	1294. ,715,998	121.06%

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 lo change (7)	Class and number of securilies affected	Person's votes affected
1See Annexure All

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 interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Charles Thomas	Mounts Bay Investments Pty Ltd	lCharles Thomas and Mounis Bay Investments Pty Ltd	Relevant interest pursuant to section $608(3)(a)$ and (b) of the Corporations Act because Charles Thomas controls Mounts Bay linvestments Ptv Lld	$33,353,262$ fully paid $33,353,262$ ordinary shares
Mounts Bay Investments Pty Ltd	Mounts Bay Investments Pty Ltd	Charles Thomas and Mounts Bay Invesiments Pty Ltd	Registered holder	33,353,262 fully paid 33,353,262 ordinary shares
Patrick Glovac	Koirtap Securities Pty Lıd	Patrick Glovac and Kcirlap Securities Pty Lld	Relevant Interest pursuant to section $608(3)(a)$ and $(b)$ of the Corporations Act lbecause Patrick Glovac controls Koirtap Securities Ply Lld	42,000,000 fully paid 42,000,000 ordinary shares
Kcirtap Securities Ptv Ltd	Kolrtap Securities Pty Lld	lPatrick Glovac and Kcirtap Securilies Ptv Registered holder Lld		42,000,000 fully paid 42,000,000 ordinary shares

$\overline{1}$

l,

Patrick Glovac	Murdoch Capital Pty Lid	lPatrick Glovac and Murdoch Capital Pty Lld	Relevant Interest pursuant to section 606(3)(a) and (b) of the Corporations Act lbecause Patrick Glovac icontrois Murdoch Capital. lPtv Lld	88,394,835 fully paid 88,394,835 ordinary shares
Ptv Ltd	Murdoch Capital Murdoch Capital Pty. Ltd	Patrick Glovac and Murdoch Capital Pty lLtd	IRegistered holder	88,394,835 fully paid 88,394,635 lordinary shares
lRocco Tassone	Syracuse Capital Pty Lld	lRocco Tassone and Syracuse Capital Pty lLtd	Relevant interest pursuant to section 608(3)(a) and (b) of the Corporations Act because Rocco Tassone controls Syracuse Capital lPtv Lld	66,567,901 fully paid 66,567,901 ordinary shares
ISvracuse Capital Pty Ltd	Syracuse Capital Pty lLid	lRocco Tassone and Syracuse Capital Pty Registered holder lLtd		66,567,901 fully paid 66,567,901 ordinary shares
Applabs Technologies Lld	Applabs Technologies Applabs Lld	Technologies Ltd	Registered holder	16,400,000 fully paid ordinary shares	18,400,000
Applabs Technologies Ltd	Zero Nominees Pty Lid	Applabs Technologies Lld	Zero Nominees Pty Ltd holds the shares as bare trustee on behalf of Applabs ordinary shares Technologies Pty Ltd	46,000,000 fully paid 46,000,000

$\sim 10^7$

604 GUIDE page 1/1 13 March 2000

$\ddot{\phantom{1}}$

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:

(If ACN/ARSN and Name applicable)	Nature of essociation

6. Addresses

$\epsilon_{\rm{th}}$ The addresses of persons named in this form are as follows:

		Name		Address
		Charles Thomas		3 Celver Place, City Beach WA 6015
	Mounts Bay Investments Ply Ltd			3 Calver Place, City Beach WA 6015
		See Annexure B
			网络公
	Signature
		print name	Charles Thomas	capacity Director
		sign here		22/07/16 date
				DIRECTIONS
(2)	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 mambers 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.
(4)		The voling shares of a company constitute one class unless divided into seperate classes.
(5)		The person's votes divided by the total votes in the body corporate or acheme multiplied by 100.
(6)		Include details of:
	any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy (a) 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 on 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.
(B)				If the substantial holder is unable to determine the identity of the person (eq. 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.

$\epsilon$

Annexure A

Changes in Relevant Interests

Date of:	Person whose relevant interest	Nature of change:	Consideration egiverane elation	Class and numbers of securities	Person's votes-
change	changed see		forchange	affected	affected
04/12/15	Patrick Glovac and Keirtap Securities Pty Ltd	On market acquisition of shares	\$1,875.60	700,000 fully paid ordinary shares	700,000
	Patrick Glovac and Murdoch Capital Pty Ltd	On market acquisition of shares	\$63,401.07	20,903,751 fully paid ordinary shares	20,903,751
07/12/15	Patrick Glovac and Murdoch Capital Pty Ltd	On market acquisition of shares		96,249 fully paid ordinary shares	96,249
09/12/15	Patrick Glovac and Murdoch Capital Pty Ltd	Off market acquisition of shares from Hudson Resources Ltd pursuant to an off market transfer form dated 7 December 2015	\$34,091.00	12,166,667 fully paid ordinary shares	12,166,667
14/12/15	Charles Thomas and Mounts Bay Investments Pty Ltd	Off market acquisition of shares from Hudson Resources Ltd pursuant to an off market transfer form dated 7 December 2015	\$30,000.00	10,000,000 fully paid ordinary shares	10,000,000
	Off market Rocco Tassone and acquisition of Syracuse Capital Pty Ltd shares from Hudson Resources Ltd pursuant to an off market transfer form dated 7 December 2015		\$40,000.00	13,333,333 fully paid ordinary shares	13,333,333
	Rocco Tassone and Syracuse Capital Pty Ltd	On market acquisition of shares	\$9,869.53	3,289,843 fully paid ordinary shares	3,289,843
15/12/15	Rocco Tassone and On market Syracuse Capital Pty acquisition of shares Ltd		\$16,399.99	5,466,664 fully paid ordinary shares	5,466,664

$\frac{1}{2}$

Date of	Person whose relevant interest	Nature of change	Consideration given in relation	Class and number-	Person's votes
change	changed Eliten Lyse	1973 - Jan Jan Jawa	Lo change is	of securities affected	affected - E
16/12/15	On market Rocco Tassone and Syracuse Capital Pty acquisition of shares Ltd		\$45,038.16	15,012,721 fully paid ordinary shares	15,012,721
17/12/15	Rocco Tassone and Syracuse Capital Pty Ltd	On market acquisition of shares	\$3,400.00	1,133,333 fully paid ordinary shares	1,133,333
18/12/15	Rocco Tassone and Syracuse Capital Pty Ltd	On market acquisition of shares	\$292.32	97,439 fully paid ordinary shares	97,439
18/01/16	Charles Thomas and Mounts Bay Investments Pty Ltd	On market acquisition of shares	\$3,846.04	1,275,000 fully paid ordinary shares	1,275,000
19/01/16	Charles Thomas and Mounts Bay Investments Pty Ltd	On market acquisition of shares	\$5,219.12	1,730,191 fully paid ordinary shares	1,730,191
20/01/16	Charles Thomas and Mounts Bay Investments Pty Ltd	On market acquisition of shares	\$470.57	156,000 fully paid ordinary shares	156,000
11/04/16	Patrick Glovac and Murdoch Capital Pty Ltd	On market acquisition of shares	\$36,000.00	12,000,000 fully paid ordinary shares	12,000,000
12/04/16	Charles Thomas and Mounts Bay Investments Pty Ltd	On market acquisition of shares	\$2,097.70	662,567 fully paid ordinary shares	662,567
	Patrick Glovac and Murdoch Capital Pty Ltd	On market acquisition of shares	\$54,000.00	18,000,000 fully paid ordinary shares	18,000,000
	Patrick Glovac and Keirtap Securities Pty Ltd	On market acquisition of shares	\$15,000.00	5,000,000 fully paid ordinary shares	5,000,000
13/04/16	Patrick Glovac and Kcirtap Securities Pty Ltd	On market acquisition of shares	\$40,000.00	10,000,000 fully paid ordinary shares	10,000,000
	Charles Thomas and Mounts Bay Investments Pty Ltd	On market acquisition of shares	\$40,120.93	10,000,000 fully paid ordinary shares	10,000,000
14/04/16	Rocco Tassone and Syracuse Capital Pty Ltd	On market acquisition of shares	\$45,626.04	11,406,509 fully paid ordinary shares	11,406,509
15/04/16 Rocco Tassone and Syracuse Capital Pty Ltd		On market acquisition of shares	\$5,978.90	1,494,725 fully paid ordinary shares	1,494,725

$\overline{1}$

$\sim$ $\sim$

Date of change -	Person whose relevant interest. The changed and the state	Nature of change given in relation $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$ and $\epsilon$	Eonsideration	Class and number $_{\rm F}$ of securities $-$ affected ====	Person's yot affected
25/05/16	Charles Thomas and Mounts Bay Investments Pty Ltd	Subscription for shares pursuant to a rights issue	\$28,588.51	9,529,504 fully paid ordinary shares	9,529,504
	Patrick Glovac and Keirtap Securities Pty Ľtd	Subscription for shares pursuant to a rights issue	\$36,000.00	12,000,000 fully paid ordinary shares	12,000,000
	Patrick Glovac and Murdoch Capital Pty Ltd	Subscription for shares pursuant to a rights issue	\$75,684.50	25,228,168 fully paid ordinary shares	25,228,168
	Rocco Tassone and Syracuse Capital Pty Ltd	Subscription for shares pursuant to a rights issue	\$46,000.00	15.333,334 fully paid ordinary shares	15,333,334
	Applabs Technologies Ltd	Subscription for shares pursuant to a rights issue	\$55,200.00	18,400,000 fully paid ordinary shares	18,400,000

$\overline{1}$

$\mathcal{A}^{\mathcal{A}}$

Annexure B

Address of Persons Named

Tarry and the matter of the state of the state of the state of the state of the state of the state of the state	ACNESSIEL	Address, S. B. B. B. B. B. B. B. B. B. B. B. B. B.
Patrick Glovac	N/A	81B Kintail Road, Applecross WA 6153
Keirtap Securities Pty Ltd	123 944 089	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Murdoch Capital Pty Ltd	123 029 925	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Rocco Tassone	N/A	137 Coode Street, Bayswater WA 6053
Syracuse Capital Pty Ltd	121 880 439	DLC Accounting, 16 Main Street, Osborne Park WA 6017
Applabs Technologies Ltd	139 977 772	Suite 7, 234 Churchill Avenue, Subiaco WA 6008

$\mathcal{A}^{\prime}$