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DEVELOP GLOBAL LIMITED Major Shareholding Notification 2017

Aug 9, 2017

64801_rns_2017-08-09_f7353225-1d05-430d-9273-95fc5c6c42c3.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Venturex Resources Limited
ACN 28 122 180 205
ACN/ARSN
1. Details of substantial holder (1)
Name Regent Pacific Group Limited ("Regent Pacific") and each of its related bodies corporate
listed in the Annexure, each of which has given authority to Regent Pacific to lodge this
notice on its behalf (together, "Regent Pacific Group")
ACN/ARSN (if applicable) N/A
There was a change in the interests of the
substantial holder on 10/08/2017
The previous notice was given to the company on 09/09/2016
The previous notice was dated 09/09/2016
2. Previous and present voting power the state of the construction interests in the cohome that the substantial

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 r notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Present notice
Person's votes Voting power (5) Person's votes Voting power (5)
Ordinary shares 587,164,454 587, 184, 454
(22.486%)
616.684.454 616,684,454
$(18.266\%)$

3. Changes in relevant interests

$\overline{a}$

Particulars of each change in, or change in the nature of, a related 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
27/01/2017 -
02/02/2017
Regent Pacific Group
(via Galloway Limited,
a company indirectly
wholly owned by
James Mellon, being
a Director and
substantial
shareholder of
Regent Pacific)
Acquisition of an
aggregate of
9,500,000 VXR
shares on the
market, which did not
trigger any disclosure
obligation for Regent
Pacific
A\$66,749.98 9,500,000
ordinary shares
9,500,000
ordinary shares
10/08/2017 Regent Pacific Group Dilution of Regent
Pacific's
shareholding in VXR
as a result of the
issue of an
aggregate of
750,269,425 new
VXR shares pursuant
to a 2:7 Entitlement
Issue (as announced
by VXR on 17 July
2017), which were
allotted on 10 August
2017
Not applicable Not applicable Not applicable
10/08/2017 Regent Pacific Group
(via Galloway Limited,
a company indirectly
wholly owned by
James Mellon, being
a Director and
substantial
shareholder of
Regent Pacific)
Subscritpion of
20,000,000 new VXR
shares under the 2:7
Entitlement Issue (as)
referred to above)
A\$100,000.00 20,000,000
ordinary shares
20,000,000
ordinary shares

4. Present relevant interests

net increase the control 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
Regent Pacific Group Regent Pacific Group
Limited
Regent Pacific Controller/beneficial
owner of shares
567 184.454
ordinary shares
587.184.454
ordinary shares
Galloway Limited Pershing Nominees
Limited
Galloway Limited Controller/beneficial
owner of shares
29,500,000
ordinary shares
29,500,000
ordinary shares
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
As per continuation sheet
Signature Capacity Company Secretary
Stella Fung
print name
sign here date 10/08/2017
DIRECTIONS
(1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related
corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If
the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a
specifically named group if the membership of each group, with the names and addresses of members is clearly set out
in paragraph 6 of the form.
(2) See the definition of "associate" in section 9 of the Corporations Act 2001.
(3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
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) Include details of:
(6) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If
(a) 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
any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the
(b) 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.
sun ukan a mieusnt
  • 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 m $(7)$
  • If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an $(8)$ option) write "unknown".
  • Give details, if appropriate, of the present association and any change in that association since the last substantial $(9)$ holding notice.
GUIDE This guide does not form part of the prescribed form and is
included by ASIC to assist you in completing and lodging form
604.
Signature This form must be signed by either a director or a secretary of the substantial holder.
Lodging period Nii.
Lodging fee Nil.
Other forms to be
completed
Nil.
Additional information If additional space is required to complete a question, the information may be included on a
(a)
separate piece of paper annexed to the form.
This notice must be given to a listed company, or the responsible entity for a listed managed
(b)
investment scheme. A copy of this notice must also be given to each relevant securities exchange.
The person must give a copy of this notice:
(c)
within 2 business days after they become aware of the information; or
(i)
by 9.30 am on the next trading day of the relevant securities exchange after they become
(i)
aware of the information if:
a takeover bid is made for voting shares in the company or voting interests
(A)
in the scheme; and
the person becomes aware of the information during the bid period.
(B)
Annexures To make any annexure conform to the regulations, you must
1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides
2 show the corporation name and ACN or ARBN
3 number the pages consecutively
4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible
when photocopied
5 identify the annexure with a mark such as A, B, C, etc
6 endorse the annexure with the words:
This is annexure (mark) of (number) pages referred to in form (form number and title)
7 sign and date the annexure
The annexure must be signed by the same person(s) who signed the form.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.

Continuation Sheet to Form 604 dated 10 August 2017
filed by Regent PacIfic Group Limited

$6.$ Addresses

Name Address
Regent Pacific Group Registered office address: P.O. Box 309, Ugland House,
Grand Cayman, KY1-1104, Cayman Islands
Correspondence address: 8th Floor, Henley Building, 5
Queen's Road Central, Hong Kong
P.O. Box 3186, Palm Grove House, Road Town, Tortola, VG
Galloway Limited 1110, British Virgin Islands
The Royal Liver Building, Pier Head, Liverpool, L3 1LL,
Pershing Nominees Limited
United Kingdom

ă.

Henguite $\left($

Stella Fung
Company Secretary
Regent Pacific Group Limited
10 August 2017

Annexure

This is the Annexure of one (1) page mentioned in the ASIC Form 604 signed by me and dated 10 August 2017.

$\sim$ la $\mathscr{N}_\ell$

Stella Fung Company Secretary Regent Pacific Group Limited 10 August 2017

List of related bodies corporate of Regent Pacific Group Limited

  • Alphorn Management Limited $1.$
  • Amerinvest Coal Industry Holding Company (BVI) Limited $2.$
  • Amerinvest Coal Industry Holding Company (Hong Kong) Limited $31$
  • Amerinvest Coal Industry Holding Company Limited $\overline{4}$ .
  • AstroEast.com (Hong Kong) Limited $51$
  • AstroEast.com Limited 6.
  • Capital Nominees Limited $\overline{7}$ .
  • Interman Holdings Limited 8.
  • Interman Limited 9.
  • MinMetallurgical Consultants Limited $10.$
  • Plethora Solutions Holdings plc $11.$
  • Plethora Solutions Limited $12.$
  • Regent (Australia) Limited $13.$
  • Regent Coal (Holdings) Limited $14.$
  • Regent Corporate Finance Limited $15.$
  • Regent Financial Services Limited 16.
  • Regent Fund Management (Asia) Limited $17.$
  • Regent Fund Management Limited 18.
  • Regent (Indonesia I) Limited 19.
  • Regent (Indonesia II) Limited $20.$
  • Regent Metals Holdings Limited $21.$
  • Regent Pacific Group (Hong Kong) Limited $22.$
  • RPG (Bahamas) Limited $23.$
  • RPG Investments I Limited 24.