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CRITICAL RESOURCES LIMITED Major Shareholding Notification 2016

Jul 21, 2016

64708_rns_2016-07-21_9506b824-6e30-47ec-87ec-1c263c884c8a.pdf

Major Shareholding Notification

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Substantial Shareholder Notices - Mr Rocco Tassone and Syracuse Capital Pty Ltd

I refer to the orders made by the Takeovers Panel regarding Sovereign Gold Company Limited (Sovereign Gold) (No: TP16/56) on 18 July 2016 in respect of a finding by the Panel of association between myself, Charles Thomas, Patrick Glovac and Applabs Limited (Associates).

Enclosed are initial, ceasing and change of substantial holding notices of Syracuse Capital Pty Ltd and myself (Substantial Holding Notices) in respect of our historical holdings in Sovereign Gold following the Panel's decision.

The Substantial Holding Notices relate to:

  • historical acquisitions and disposals of Sovereign Gold shares between 10 July 2015 to 8 $(a)$ September 2015 by the Associates which resulted in Syracuse Capital Pty Ltd and I obtaining a substantial holding in Sovereign Gold on 10 July 2015 of 8.66% and ceasing to have a substantial holding on 8 September 2015; and
  • historical acquisitions of Sovereign Gold shares between 3 December 2015 to 22 July 2016 $(b)$ which resulted in Syracuse Capital Pty Ltd and I obtaining a substantial holding in Sovereign on 3 December 2015 of 6.33% and increasing to our current substantial holding of 21.08%.

I provide this covering letter and the enclosed Substantial Holding Notices in compliance with paragraph 9 of the Panel's orders.

Yours sincerely

Mr Rocco Tassone

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
Rocco Tassone and Syracuse Capital Pty Ltd
ACN/ARSN (if applicable) ACN 121 880 439
The holder became a substantial holder on 10/07/15

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:

$\left( 4 \right)$
Class of securities
- -
-----
Number of securities
Person's votes (5) Voting power (6)
Fully paid ordinary shares 182,5000,000
____
82,500,000 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
Patrick Glovac Relevant interest pursuant to section
$\begin{bmatrix} 0.00000000000000000000000000000000000$
because Patrick Glovac controls
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
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number
of securities
Murdoch Capital Pty Ltd Murdoch Capital Pty Ltd IPatrick Glovac and Murdoch
Capital Pty Ltd
42,500,000 fully paid
ordinary shares
Applabs Technologies Ltd Applabs Technologies Ltd Applabs Technologies Ltd 40,000,000 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 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 \$85,000 pursuant to a
subscription of shares by Murdoch 42,500,000 fully paid
Capital Pty Ltd pursuant to a
lriahts 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
rights issue
lordinary shares

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
See Annexure A

$\overline{r}$ . Addresses

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

Name Address
Rocco Tassone Unit 7, 234 Churchill Ave, SUBIACO WA 6008
Syracuse Capital Pty Ltd DLC Accounting, 16 Main Street, Osborne Park WA 6017
lSee 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.

  • See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
  • The voting shares of a company constitute one class unless divided into separate classes. $(4)$
  • $(5)$ 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 corporate or scheme multiplied by 100.
  • 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 (a) 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).

  • $(8)$ 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."

  • 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.

See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$

Associated Parties

$\bar{z}$

Patrick Glovac N/A Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
Suite 7, 234 Churchill Avenue, Subiaco
WA 6008
Kcirtap Securities Pty Ltd 123 944 089 Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
DLC Accounting, 16 Main Street,
Osborne Park WA 6017
Murdoch Capital Pty Ltd 123 029 925 Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
DLC Accounting, 16 Main Street,
Osborne Park WA 6017
Charles Thomas N/A Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
Suite 7, 234 Churchill Avenue, Subiaco
WA 6008
Mounts Bay Investments Pty Ltd 139 974 495 Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
Suite 7, 234 Churchill Avenue, Subiaco
WA 6008
Applabs Technologies Ltd 139 977 772 Associate of substantial holders under
sections $12(2)(b)$ and $12(2)(c)$ of the
Corporations Act following a declaration
of association made by the Takeovers
Panel dated 8 July 2016, in respect of an
agreement, arrangement or
understanding for the purposes of
controlling or influencing the composition
of Sovereign Gold Company Ltd's board,
or alternatively acting in concert in
relation to the affairs of Sovereign Gold
Company Ltd.
Suite 7, 234 Churchill Avenue, Subiaco
WA 6008

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 Rocco Tassone and Syracuse Capital Pty Ltd
ACN/ARSN (if applicable) ACN 121 880 439
The holder became a substantial holder on 03/12/15

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 60,300,000 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 substantial holder became a substantial holder are as follows:

Holder of relevant interest Nature of relevant interest (7) Class and number of securities
Patrick Glovac Relevant interest pursuant to section
$\frac{1}{608(3)(a)}$ and (b) of the Corporations Act $\left 14,300,000 \text{ fully paid ordinary shares} \right $
because Patrick Glovac controls Kcirtap
Securities Pty Ltd
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
Kcirtan Securities Pty Ltd Kcirtap Securities Pty Ltd Patrick Glovac and Kcirtap
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 substantial 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 27/11/15 On market acquisition of shares
by Applabs Technologies Ltd for
\$139,463.51
45,982,032 fully paid
ordinary shares
Applabs Technologies Ltd 3011/15 On market acquisition of shares
by Applabs Technologies Ltd for
S54.49
17,968 fully paid
ordinary shares
Glovac
Kcirtap
IPatrick
and
Securities Pty Ltd
03/12/15 On market acquisition of shares
by Kcirtap Securities Pty Ltd for
\$43.371.90
14.300,000 fully paid
ordinary shares

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
See Annexure A

7. Addresses

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

Name Address
Rocco Tassone Unit 7, 234 Churchill Ave, SUBIACO WA 6008
Mounts Bay Investments Pty Ltd DLC Accounting, 16 Main Street, Osborne Park WA 6017
See Annexure A

Signature

the company
$\sim$
$\sim$
print name Rocco Tassone $\sim$ $ \sim$
College
capacity Director
sign here ______ $\sim$ $\sim$ date 22/07/16

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 "relevant interest" in sections 608 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 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 $(a)$ 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).

  • 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." $(8)$

  • 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.

See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$

Associated Parties

Patrick Glovac N/A Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
Suite 7, 234 Churchill Avenue,
Subjaco WA 6008
Kcirtap Securities Pty Ltd 123 944 089 Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
DLC Accounting, 16 Main Street,
Osborne Park WA 6017
Murdoch Capital Pty Ltd 123 029 925 Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
DLC Accounting, 16 Main Street,
Osborne Park WA 6017
Charles Thomas N/A Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
Suite 7, 234 Churchill Avenue,
Subjaco WA 6008
Mounts Bay Investments Pty
Ltd
139 974 495 Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
Suite 7, 234 Churchill Avenue,
Subiaco WA 6008
Applabs Technologies Ltd 139 977 772 Associate of substantial holders
under sections 12(2)(b) and
12(2)(c) of the Corporations Act
Suite 7, 234 Churchill Avenue,
Subiaco WA 6008

$\frac{1}{2}$

$\bar{\gamma}$

following a declaration of
association made by the
Takeovers Panel dated 8 July
2016, in respect of an agreement,
arrangement or understanding for
the purposes of controlling or
influencing the composition of
Sovereign Gold Company Ltd's
board, or alternatively acting in
concert in relation to the affairs of
Sovereign Gold Company Ltd.
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- --

$\label{eq:2.1} \frac{1}{\sqrt{2\pi}}\int_{0}^{\infty}\frac{1}{\sqrt{2\pi}}\left(\frac{1}{\sqrt{2\pi}}\right)^{2\alpha} \frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\int_{0}^{\infty}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{$

$\frac{1}{2} \sum_{i=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n} \frac{1}{2} \sum_{j=1}^{n$

$\mathcal{L}^{\text{max}}{\text{max}}$ and $\mathcal{L}^{\text{max}}{\text{max}}$

$\mathcal{L}^{\text{max}}_{\text{max}}$

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 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:

Previous notice Present notice
Class of securities (4) Person's votes Voting power (5) Person's votes Voting power (5)
IFully paid ordinary shares 60,300,000 6.33% 294.715.998 21.08%

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
to change (7)
Class and
number of
securities
affected
Person's votes
affected
See Annexure Al

Present relevant interests 4.

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
Rocco Tassone Syracuse Capital Pty
l td
Rocco Tassone and
Syracuse Capital Pty
ILtd
Relevant interest pursuant
to section $608(3)(a)$ and $(b)$
of the Corporations Act
lbecause Rocco Tassone
controls Syracuse Capital
Pty Ltd
66,567,901 fully paid 66,567,901
ordinary shares
Syracuse
Capital Pty Ltd
Syracuse Capital Pty
lLtd
Rocco Tassone and
Syracuse Capital Pty Registered holder
lLtd
66,567,901 fully paid 66,567,901
ordinary shares
Charles Thomas Mounts Bay
Investments Pty Ltd
ICharles Thomas and
Mounts Bay
linvestments Pty Ltd
Relevant interest pursuant
to section $608(3)(a)$ and $(b)$
of the Corporations Act
lbecause Charles Thomas
controls Mounts Bay
linvestments Ptv Ltd
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
linvestments Pty Ltd
Registered holder 33,353,262 fully paid 33,353,262
ordinary shares
Patrick Glovac Kcirtap Securities Pty
Ltd
Patrick Glovac and
Kcirtap Securities Pty
Ltd
Relevant interest pursuant
to section 608(3)(a) and (b)
of the Corporations Act
because Patrick Glovac
controls Kcirtap Securities
Pty Ltd
42,000,000 fully paid 42,000,000
ordinary shares
Kcirtap
Securities Pty
∟tď
Kcirtap Securities Pty
Ltd
Patrick Glovac and
Kcirtap Securities Pty Registered holder
Ltd
42,000,000 fully paid 42,000,000
ordinary shares
Patrick Glovac Murdoch Capital Pty
Ltd
Patrick Glovac and
Murdoch Capital Pty
lLtd
Relevant interest pursuant
to section 608(3)(a) and (b)
of the Corporations Act
Íbecause Patrick Glovac
Ícontrois Murdoch Capital
Pty Ltd
88,394,835 fully paid 88,394,835
ordinary shares
Pty Ltd Murdoch Capital Murdoch Capital Pty
Ltd
Patrick Glovac and
Murdoch Capital Pty
lLtd
Registered holder 88,394,835 fully paid 88,394,835
ordinary shares
Applabs
Technologies
Ltd
Applabs Technologies Applabs
lLtd
Technologies Ltd Registered holder 18,400,000 fully paid 18,400,000
ordinary shares
Applabs
Technologies
Ltd
Zero Nominees Pty
Ltd
Applabs
Technologies Ltd
Zero Nominees Pty Ltd
lholds the shares as bare
trustee on behalf of Applabs ordinary shares
Technologies Pty Ltd
46,000,000 fully paid 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
Rocco Tassone Unit 7, 234 Churchill Ave, SUBIACO WA 6008
Syracuse Capital Pty Ltd IDLC Accounting, 16 Main Street, Osborne Park WA 6017
See Annexure B

Signature

print name Rocco Tassone capacity Director
sign here date 22/07/16

$\mathcal{A}$

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 6 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 voting shares of a company constitute one class unless divided into separate classes. $(4)$

  • The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
  • $(6)$ 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
  • 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 $(b)$

  • 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, $(7)$ 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.

  • 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". $(8)$
  • Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

Changes in Relevant Interests

04/12/15 Patrick Glovac and
Kcirtap 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
\$288.74 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 Limited
\$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 Limited
\$30,000.00 10,000,000 fully paid
ordinary shares
10,000,000
Rocco Tassone and
Syracuse Capital Pty Ltd
Off market
acquisition of shares
from Hudson
Resources Limited
\$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
Syracuse Capital Pty Ltd
On market
acquisition of shares
\$16,399.99 5,466,664 fully paid
ordinary shares
5,466,664
16/12/15 Rocco Tassone and
Syracuse Capital Pty Ltd
On market
acquisition of shares
\$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
Kcirtap 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
Ptv 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
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
Kcirtap Securities Pty Ltd
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

$\label{eq:2} \frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^n\frac{1}{j!}\sum_{j=1}^$

$\sim$

$\sim 10^6$

$\mathcal{L}^{\text{max}}_{\text{max}}$

$\label{eq:2.1} \frac{1}{\sqrt{2}}\int_{0}^{\infty}\frac{1}{\sqrt{2\pi}}\left(\frac{1}{\sqrt{2\pi}}\right)^{2}d\mu\,d\mu\,d\mu\,d\mu\,d\mu\,d\mu\,d\mu\,d\mu\$

$\frac{1}{2}$

$\label{eq:2.1} \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{1}{2} \sum_{j=1}^n \frac{$

$\frac{1}{2}$

Annexure B

Address of Persons Named

Patrick Glovac N/A Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Kcirtap 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
Charles Thomas N/A Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Mounts Bay Investments Pty
Ltd
139 974 495 Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Applabs Technologies Ltd 139 977 772 Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Zero Nominees Pty Ltd 091 927 981 Level 18, 58 Mounts Bay Road, Perth WA 6000

$\sim$

$\Delta \sim 10^4$

$\mathcal{L}_{\text{max}}$

$\sim 10^{-1}$

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 Rocco Tassone and Syracuse Capital Pty Ltd
ACN/ARSN (if applicable) ACN 121 880 439
The holder ceased to be a
substantial holder on 08/09/15
The previous notice was given to the company on 22/07/16
The previous notice was dated 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
See 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:

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

4. Addresses

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

Name Address
Rocco Tassone Unit 7, 234 Churchill Ave, SUBIACO WA 6008
Syracuse Capital Pty Ltd DLC Accounting, 16 Main Street, Osborne Park WA 6017
lSee Annexure B

Signature

print name Rocco Tassone capacity Director
sign here date 22/07/16

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 4 of the form.
  • See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
  • See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
  • $(4)$ 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 $(b)$ securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

$\sim 10^{-1}$

$\label{eq:2} \frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2$

  • 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 $(5)$ 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.
  • 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 notice. $(7)$

$\frac{1}{\sqrt{2}}$

Changes in Relevant Interests

$\mathcal{L}_{\mathrm{in}}$

$\hat{\mathbf{r}}$

28/07/15 Patrick Glovac and
Murdoch Capital Pty Ltd
On market
disposal of shares
\$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
\$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

$\mathbf{I}$

Annexure B

Address of Persons Named

and the control of the control of the control of the control of the control of
and a second factor of the control of the control of the control of the control of the control of the control of
医皮肤 医精神病 医皮肤病 医无力性 医特鲁氏试验检尿 医骨髓病
Patrick Glovac N/A Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Kcirtap 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
Charles Thomas N/A Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Mounts Bay Investments Pty
Ltd
139 974 495 Suite 7, 234 Churchill Avenue, Subiaco WA 6008
Applabs Technologies Ltd 139 977 772 Suite 7, 234 Churchill Avenue, Subiaco WA 6008