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CRITICAL RESOURCES LIMITED Major Shareholding Notification 2016

Jul 21, 2016

64708_rns_2016-07-21_bd96136a-293b-4266-8f85-0df0ca46939d.pdf

Major Shareholding Notification

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21 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 for Sovereign Gold Company Limited ACN 145 184 667 (Company )

Patrick Glovac, Murdoch Capital Pty Ltd and Kcirtap Securities Pty Ltd refer to the orders made by the Takeovers Panel on 18 July 2016 (TP16/51) ( Orders ) in respect of a finding of association between Patrick Glovac, Rocco Tassone, Charles Thomas and Applabs Technologies Limited ( Associated Parties ).

In compliance with paragraph 9 of the Orders, please find enclosed the following substantial holder notices relating to historical acquisitions and disposals of shares in the Company:

  • (a) a notice of initial substantial holder relating to the Associated Parties obtaining a substantial holding in the Company of 8.66% on 10 July 2015;

  • (b) a notice of ceasing to be a substantial holder relating to the Associated Parties ceasing to have a substantial holding in the Company on 8 September 2015;

  • (c) a notice of initial substantial holder relating to the Associated Parties obtaining a substantial holding in the Company of 6.33% on 3 December 2015; and

  • (d) a notice of change of interests of substantial holder relating to the Associated Parties increasing their substantial holding in the Company to the current level of 21.08%.

Furthermore, please find enclosed a share transfer form dated 7 December 2015, which contains the details of Murdoch Capital Pty Ltd’s off -market acquisition of 12,166,667 shares in the Company from Hudson Resources Limited.

Yours faithfully

==> picture [69 x 39] intentionally omitted <==

Patrick Glovac

FORM 603

Notice of initial substantial holder

Corporations Act 2001 Section 671B

To Company Name/Scheme Sovereign Gold Company Limited ( SOC )

ACN/ARSN 145 184 667

1. Details of substantial holder (1)

Name Patrick Glovac ACN/ARSN (if applicable) N/A

The holder became a substantial holder on 10/07/2015

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 are as follows:

Class of securities (4) Number of securities Person’s votes (5) Voting Power (6)
Ordinary shares 82,500,000 82,500,000 8.66%

3. Details of relevant interests

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

Holder of relevant interest Nature of relevant(7) Class and number of securities
Patrick Glovac Patrick Glovac controls
Murdoch Capital Pty Ltd
Ordinary shares
42,500,000
Murdoch Capital Pty Ltd
(Murdoch)
Registered holder of shares
acquired under a rights issue
Ordinary shares
42,500,000
Applabs Technologies Ltd
(Applabs)
Registered holder of shares
acquired under a rights issue
Ordinary shares
40,000,000

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 a holder
Class and number of
securities
� Patrick Glovac
� Murdoch
Murdoch Murdoch Ordinary shares
42,500,000
� Patrick Glovac
� Applabs
Applabs Applabs Ordinary shares
40,000,000

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) Consideration (9) Class and number of
securities
Cash Non-cash
Murdoch 10 July 2015 $85,000 - 42,500,000
Applabs 10 July 2015 $80,000 - 42,000,000

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
Murdoch Patrick Glovac holds 100% of the issued capital in Murdoch.
Kcirtap Securities Pty Ltd
(Kcirtap)
Patrick Glovac holds 100% of the issued capital in Kcirtap.
Applabs Applabs had an agreement, arrangement or understanding with
Patrick Glovac, Rocco Tassone and Charles Thomas for the purpose of
controlling or influencing the composition of the board of SOC and is
associated under s 12(2)(b) of the Corporations Act. Alternatively,
Applabs is acting in concert with Patrick Glovac, Rocco Tassone and
CharlesThomas in relation to SOC’s affairs and is associated with them
under s12(2)(c)of the Corporations Act.
Rocco Tassone Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
Syracuse Securities Pty Ltd
(Syracuse)
Rocco Tassone holds 100% of the issued capital in Syracuse.
Charles Thomas Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
Mounts Bay Investments Pty Ltd
(MBI)
Charles Thomas holds 100% of the issued capital in MBI.

7. Addresses

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

Name Address
Patrick Glovac 81B Kintail Road, Applecross WA 6153
Murdoch 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 WA 6017
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

Signature

Mr Patrick Glovac

Mr Patrick Glovac Director Print name capacity Sign here date 22nd July 2016/ /

Directions

  1. If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be include 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. Se e 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 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 relevant interest in.

  6. The person’s votes divided by the total votes in the body corpora te or scheme multiplied by 100.

  7. Include details of:

  8. a. any relevant agreement or other circumstances by which the relevant interest was acquired. 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

  9. 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).

  10. See the definition of “relevant agreement” in section 9 of the Corporation s Act.

  11. If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write “unknown”.

  12. 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.

FORM 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme Sovereign Gold Company Limited ( SOC ) ACN/ARSN 145 184 667

1. Details of substantial holder (1)

Name Patrick Glovac ACN/ARSN (if applicable) N/A

The holder ceased to be a substantial holder on 08/09/2015 The previous notice was given to the 22/07/2016 company on 22/07/2016 The previous notice was dated

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 (6) Consideration
given in
relation to
change(7)
Class and number
of securities
Person’s votes
affected
28 Jul 2015 Murdoch Capital Pty
Ltd (Murdoch)
On-market
disposal by
Murdoch
$37,895.50 Ordinary shares
9,500,000
9,500,000
29 Jul 2015 Murdoch On-market
disposal by
Murdoch
$1,994.50 Ordinary shares
500,000
500,000
03 Aug 2015 Murdoch On-market
disposal by
Murdoch
$11,928.50 Ordinary shares
4,000,000
4,000,000
03 Aug 2015 Applabs
Technologies Ltd
(Applabs)
On-market
disposal by
Applabs
$13,351.50 Ordinary shares
4,500,000
4,500,000
04 Aug 2015 Murdoch On-market
disposal by
Murdoch
$5,972.50 Ordinary shares
2,000,000
2,000,000
04 Aug 2015 Applabs On-market
disposal by
Applabs
$26,018.00 Ordinary shares
8,724,995
8,724,995
05 Aug 2015 Applabs On-market
disposal by
Applabs
$8,260.91 Ordinary shares
2,775,005
2,775,005
Date of change Person whose relevant
interest changed
Nature of change (6) Consideration
given in
relation to
change(7)
Class and number
of securities
Person’s votes
affected
14 Aug 2015 Murdoch On-market
disposal by
Murdoch
$1,407.01 Ordinary shares
471,598
471,598
18 Aug 2015 Murdoch On-market
disposal by
Murdoch
$2,473.32 Ordinary shares
829,000
829,000
19 Aug 2015 Murdoch On-market
disposal by
Murdoch
$2,088.45 Ordinary shares
700,000
700,000
24 Aug 2015 Murdoch On-market
disposal by
Murdoch
$238.88 Ordinary shares
80,065
80,065
03 Sept 2015 Murdoch On-market
disposal by
Murdoch
$89.50 Ordinary shares
30,000
30,000
04 Sept 2015 Murdoch On-market
disposal by
Murdoch
$596,70 Ordinary shares
200,000
200,000
8 Sept 2015 Murdoch On-market
disposal of
600,000 ordinary
shares by
Murdoch
$1,790.10 Ordinary shares
600,000
600,000

3. 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
Murdoch Patrick Glovac holds 100% of the issued capital in Murdoch.
Kcirtap Securities Pty Ltd
(Kcirtap)
Patrick Glovac holds 100% of the issued capital in Kcirtap.
Applabs Applabs had an agreement, arrangement or understanding with
Patrick Glovac, Rocco Tassone and Charles Thomas for the purpose of
controlling or influencing the composition of the board of SOC and is
associated under s 12(2)(b) of the Corporations Act. Alternatively,
Applabs is acting in concert with Patrick Glovac, Rocco Tassone and
Charles Thomas in relation to SOC’s affairs and is associated with them
under s12(2)(c)of the Corporations Act.
Rocco Tassone Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
Syracuse Securities Pty Ltd
(Syracuse)
Rocco Tassone holds 100% of the issued capital in Syracuse.
Charles Thomas Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’saffairs and are associated under 12(2)(c) of the Corporations
Act.
Mounts Bay Investments Pty Ltd
(MBI)
Charles Thomas holds 100% of the issued capital in MBI.

4. Addresses

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

Name Address
Patrick Glovac 81B Kintail Road, Applecross WA 6153
Murdoch 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 WA 6017
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

Signature

Print name
Sign here
capacity
Mr Patrick Glovac
Director
date
/
/
22nd July 2016

DIRECTIONS

  1. If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be include 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. Se e the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

  3. See the definition of “associate” in section 9 of the Corporations Act 2001.

  4. Include details of:

  5. a. any relevant agreement or other circumstances by which the relevant interest was acquired. 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

  6. 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.

  1. 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.

  2. The voting shares of a company constitute one class unless divided into separate classes.

  3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

FORM 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Sovereign Gold Company Limited ( SOC )

ACN/ARSN 145 184 667

1. Details of substantial holder (1)

Name Patrick Glovac

ACN/ARSN (if applicable) N/A

The holder became a substantial holder on 03/12/2015

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 are as follows:

Class of securities (4) Number of securities Person’s votes (5) Voting Power (6)
Ordinary shares 60,300,000 60,300,000 6.33%

3. Details of relevant interests

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

Holder of relevant interest Nature of relevant interest(7) Class and number of securities
Kcirtap Securities Pty Ltd
(Kcirtap)
Registered holder of shares
acquired on-market
Ordinary shares
14,300,000
Applabs Technologies Ltd
(Applabs)
Registered holder of shares
acquired under a rights issue
Ordinary shares
46,000,000

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 a holder
Class and number of
securities
Kcirtap Kcirtap Kcirtap Ordinary shares
14,300,000
Applabs Applabs Applabs Ordinary shares
46,000,000

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) Consideration (9) Class and number of
securities
Cash Non-cash
� Patrick Glovac
� Kcirtap
03 December 2015 $43,371.90 - Ordinary shares
14,300,000
� Patrick Glovac
� Applabs
10 September 2015 $139,463.51 - Ordinary shares
45,982,032
� Patrick Glovac
� Applabs
27 November 2015 $54.49 - Ordinary shares
17,968

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
Murdoch Patrick Glovac holds 100% of the issued capital in Murdoch.
Kcirtap Securities Pty Ltd
(Kcirtap)
Patrick Glovac holds 100% of the issued capital in Kcirtap.
Applabs Applabs had an agreement, arrangement or understanding with
Patrick Glovac, Rocco Tassone and Charles Thomas for the purpose of
controlling or influencing the composition of the board of SOC and is
associated under s 12(2)(b) of the Corporations Act. Alternatively,
Applabs is acting in concert with Patrick Glovac, Rocco Tassone and
Charles Thomas in relation to SOC’s affairs and is associated with them
under s12(2)(c)of the Corporations Act.
Rocco Tassone Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
Syracuse Securities Pty Ltd
(Syracuse)
Rocco Tassone holds 100% of the issued capital in Syracuse.
Charles Thomas Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’saffairs and are associated under 12(2)(c) of the Corporations
Act.
Mounts Bay Investments Pty Ltd
(MBI)
Charles Thomas holds 100% of the issued capital in MBI.

7. Addresses

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

Name Address
Patrick Glovac 81B Kintail Road, Applecross WA 6153
Murdoch 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 WA 6017
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

Signature

Mr Patrick Glovac

Director

Mr Patrick Glovac
Director
Print name
Sign here
capacity
date
/
/
22nd July 2016

Directions

  1. If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be include 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. Se e 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 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 relevant interest in.

  6. The person’s votes divided by the total votes in the body corpora te or scheme multiplied by 100.

  7. Include details of:

  8. a. any relevant agreement or other circumstances by which the relevant interest was acquired. 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

  9. 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).

  10. See the definition of “relevant agreement” in section 9 of the Corporation s Act.

  11. If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write “unknown”.

  12. 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.

FORM 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

Sovereign Gold Company Limited ( SOC )

ACN/ARSN

145 184 667

1. Details of substantial holder (1)

Name

Patrick Glovac

ACN/ARSN (if applicable) N/A

There was a change in the interests of the 04/12/2015 substantial holder on: The previous notice was given to the 22/07/2016 company on 22/07/2016 The previous notice was dated

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 Previous notice Present Notice Present Notice
Person’s votes Voting Power (5) Person’s votes Voting Power (5)
Ordinary shares 60,300,000 6.33% 294,715,998 21.08%

3. Changes in relevant issues

Particulars for 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 follow:

Date of change Person whose relevant
interest changed
Nature of change (6) Consideration
given in
relation to
change(7)
Class and number
of securities
Person’s votes
affected
04 Dec 2015 Murdoch Capital Pty
Ltd (Murdoch)
On-market
acquisition of
20,903,751
ordinary shares
by Murdoch
$63,401.07 Ordinary shares
20,903,751
20,903,751
04 Dec 2015 Kcirtap Securities
Pty Ltd (Kcirtap)
On-market
acquisition of
700,000 ordinary
shares by Kcirtap
$1,875.60 Ordinary shares
700,000
700,000
07 Dec 2015 Murdoch Off-market
acquisition of
96,249 ordinary
$288.74 Ordinary shares
96,249
96,249
shares by
Murdoch
09 Dec 2015 Murdoch Off-market
acquisition of
12,166,667
ordinary shares
by Murdoch (see
Annexure A)
$34,091.00 Ordinary shares
12,166,667
12,166,667
14 Dec 2015 Syracuse Capital Pty
Ltd (Syracuse)
Off-market
acquisition of
13,333,333
ordinary shares
by Syracuse
$40,000.00 Ordinary shares
13,333,333
13,333,333
14 Dec 2015 Syracuse On-market
acquisition of
3,289,843
ordinary shares
by Syracuse
$9,869.53 Ordinary shares
3,289,843
3,289,843
14 Dec 2015 Mounts Bay
Investments Pty Ltd
(MBI)
Off-market
acquisition of
10,000,000
ordinary shares
by MBI
$30,000.00 Ordinary shares
10,000,000
10,000,000
15 Dec 2015 Syracuse On-market
acquisition of
5,466,664
ordinary shares
by Syracuse
$16,399.99 Ordinary shares
5,466,664
5,466,664
16 Dec 2015 Syracuse On-market
acquisition of
15,012,721
ordinary shares
by Syracuse
$45,038.16 Ordinary shares
15,012,721
15,012,721
17 Dec2015 Syracuse On-market
acquisition of
1,133,333
ordinary shares
by Syracuse
$3,400.00 Ordinary shares
1,133,333
1,133,333
18 Dec2015 Syracuse On-market
acquisition of
97,439 ordinary
shares by
Syracuse
$292.32 Ordinary shares
97,439
97,439
18 Jan 2016 MBI On-market
acquisition of
1,275,000
ordinary shares
by MBI
$3,846.04 Ordinary shares
1,275,000
1,275,000
19 Jan 2016 MBI On-market
acquisition of
1,730,191
ordinaryshares
$5,219.12 Ordinary shares
1,730,191
1,730,191
by MBI
20 Jan 2016 MBI On-market
acquisition of
156,000ordinary
shares by MBI
$470.57 Ordinary shares
156,000
156,000
11 Apr 2016 Murdoch On-market
acquisition of
12,000,000
ordinary shares
by Murdoch
$36,000.00 Ordinary shares
12,000,000
12,000,000
12 Apr 2016 Murdoch On-market
acquisition of
18,000,000
ordinary shares
by Murdoch
$54,000.00 Ordinary shares
18,000,000
18,000,000
12 Apr 2016 Kcirtap On-market
acquisition of
5,000,000
ordinary shares
by Kcirtap
$15,000.00 Ordinary shares
5,000,000
5,000,000
12 Apr 2016 MBI On-market
acquisition of
662,567 ordinary
shares by MBI
$2,097.70 Ordinary shares
662,567
662,567
13 Apr 2016 Kcirtap On-market
acquisition of
10,000,000
ordinary shares
by Kcirtap
$40,000.00 Ordinary shares
10,000,000
10,000,000
13 Apr 2016 MBI On-market
acquisition of
10,000,000
ordinary shares
by MBI
$40,120.93 Ordinary shares
10,000,000
10,000,000
14 Apr 2016 Syracuse On-market
acquisition of
11,406,509
ordinary shares
by Syracuse
$45,626,.04 Ordinary shares
11,406,509
11,406,509
15 Apr 2016 Syracuse On-market
acquisition of
1,494,725
ordinary shares
by Syracuse
$5,978.90 Ordinary shares
1,494,725
1,494,725
25 May 2016 Murdoch Rights issue of
25,228,168
ordinary shares to
Murdoch
$75,684.50 Ordinary shares
25,228,168
25,228,168
25 May 2016 Kcirtap Rights issue of
12,000,000
ordinary shares to
Kcirtap
$36,000.00 Ordinary shares
12,000,000
12,000,000
25 May 2016 Syracuse Rights issue of
15,333,334
ordinary shares to
Syracuse
$46,000.00 Ordinary shares
15,333,334
15,333,334
25 May 2016 MBI Rights issue of
9,529,504
ordinary shares to
MBI
$28,588.51 Ordinary shares
9,529,504
9,529,504
25 May 2016 Applabs Rights issue of
18,400,000
ordinary shares to
Applabs
$55,200.00 Ordinary shares
18,400,000
18,400,000

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
� Patrick Glovac
� Murdoch
Murdoch Murdoch Murdoch is the
registered holder of
the shares. Patrick
Glovac holds 100%
of the issued capital
in Murdoch.
Ordinary
shares
88,298,586
88,394,835
� Patrick Glovac
� Kcirtap
Kcirtap Kcirtap Kcirtap is the
registered holder of
the shares. Patrick
Glovac holds 100%
of the issued capital
in Kcirtap.
Ordinary
shares
42,000,000
42,000,000
� Syracuse
� Rocco Tassone
Syracuse Syracuse Syracuse has been
deemed to be an
associate of Patrick
Glovacpursuant to
a declaration by the
Takeovers Panel
under s6571A of the
Corporations Act
(2001) dated 11 July
2016.
Ordinary
shares
66,567,901
66,567,901
� MBI
� Charles Thomas
MBI MBI MBI has been
deemed to be an
associate of Patrick
Glovacpursuant to
a declaration by the
Takeovers Panel
under s6571A of the
Corporations Act
(2001) dated 11 July
2016.
Ordinary
shares
33,353,262
33,353,262
� Applabs
Technologies Ltd
(Applabs)
Applabs Applabs Applabs has been
deemed to be an
associate of Patrick
Glovacpursuant to
a declaration by the
Takeovers Panel
under s6571A of the
Corporations Act
(2001) dated 11 July
2016.
Ordinary
shares
18,400,000
18,400,000
� Applabs Zero
Nominees
Pty Ltd
Applabs Zero Nominees Pty
Ltd holds the shares
as bare trustee on
behalf of Applabs.
Ordinary
shares
46,000,000
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
Murdoch Patrick Glovac holds 100% of the issued capital in Murdoch.
Kcirtap Patrick Glovac holds 100% of the issued capital in Kcirtap.
Applabs Applabs had an agreement, arrangement or understanding with
Patrick Glovac, Rocco Tassone and Charles Thomas for the purpose of
controlling or influencing the composition of the board of SOC and is
associated under s 12(2)(b) of the Corporations Act. Alternatively,
Applabs is acting in concert with Patrick Glovac, Rocco Tassone and
Charles Thomas in relation to SOC’s affairs and is associated with them
under s12(2)(c)of the Corporations Act.
Rocco Tassone Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
Syracuse Rocco Tassone holds 100% of the issued capital in Syracuse.
Charles Thomas Patrick Glovac, Rocco Tassone and Charles Thomas had a shared goal
of achieving control of the board of SOC, and an agreement,
arrangement or understanding for the purpose of controlling or
influencing the composition of the board of SOC and are associated
under s 12(2)(b) of the Corporations Act. Alternatively, Patrick Glovac,
Rocco Tassone and Charles Thomas are acting in concert in relation to
SOC’s affairs and are associated under 12(2)(c) of the Corporations
Act.
MBI Charles Thomas holds 100% of the issued capital in MBI.

6. Addresses

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

Name Address
Patrick Glovac 81B Kintail Road, Applecross WA 6153
Murdoch 81B Kintail Road, Applecross WA 6153
Name Address
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 WA 6017
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

Mr Patrick Glovac

Mr Patrick Glovac Director Print name capacity Sign here date 22nd July 2016/ /

Directions

  1. If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be include 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:

  7. a. any relevant agreement or other circumstances by which the relevant interest was acquired. 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

  8. 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.

  1. 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.

  2. If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write “unknown”.

  3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.