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DEVELOP GLOBAL LIMITED — Regulatory Filings 2010
Feb 11, 2010
64801_rns_2010-02-11_ef6af0e6-be72-45b0-b84a-c6d4623d848c.pdf
Regulatory Filings
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12 February 2009
The Directors Venturex Resources Limited Level 1, 35 Richardson St WEST PERTH WA 6005
Company Announcements Office Australian Stock Exchange Limited Level 4, 20 Bridge St SYDNEY NSW 2000
NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER VENTUREX RESOURCES LIMITED
In accordance with section 671B of the Corporations Act 2001, we enclose a notice of change of interests of substantial holder for Venturex Resources Limited.
Yours faithfully ARGONAUT LIMITED
JASON CAMPBELL Company Secretary
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| To: | Venturex Resources Limited |
|---|---|
| ACN: | 122 180 205 |
| 1. Details of substantial holder (1) | |
| Name: | Argonaut Limited |
| ACN: | 109 326 418 |
There was a change in the interests of the substantial holder on 1 February 2010. The change is due to the issue of shares to Straits Resources Limited as consideration for the acquisition of Straits (Whim Creek) Pty Ltd, thereby diluting Argonaut's interest.
The previous notice was given to the company on 6 July 2009.
The previous notice was dated 6 July 2009.
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company 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, 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 | 32,560,332 | 8.44% | 36,545,765 | 6.81% |
Argonaut also discloses that it will receive 10,526,316 unlisted options exercisable at $\bullet$ \$0.095 per share on or before 31 January 2012.
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, since the substantial holder was last required to give a substantial holding notice to the company 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 |
|---|---|---|---|---|---|
| 10/09/2009 | Argonaut Equity Partners Pty Limited |
Issue of shortfall shares & entitlement shares |
\$132,015 | FPO 2,640,295 |
2,640,295 |
| 22/01/2009 | AFM Perseus Fund Limited |
Issue of shortfall shares & entitlement shares |
\$67,257 | FPO 1,345,138 |
1,345,138 |
On 10/02/2010 Argonaut's interest has changed due to the issue of shares to Straits Resources Limited as consideration for the acquisition of Straits (Whim Creek) Pty Ltd, thereby diluting Argonaut's interest.
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 |
Persons entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Argonaut Equity Partners Pty Limited |
Argonaut Equity Partners Pty |
Argonaut Equity Partners Pty Limited |
Note 1 | Ordinary Shares |
|
| AFM Perseus Fund Limited |
Limited AFM Perseus Fund Limited |
AFM Perseus Fund Limited |
Note 2 | 21,749,261 Ordinary Shares |
21,749,261 |
| 14,796,504 | 14.796.504 | ||||
| Argonaut Equity Partners Pty Limited |
Argonaut Equity Partners Pty Limited |
Argonaut Equity Partners Pty Limited |
Note 3 | Options 10,526,316 |
Nil |
Note 1: Argonaut Limited is the controlling body corporate of Argonaut Equity Partners Pty Limited within the definition of S608 of the Corporations Act.
- Note 2: Argonaut Limited is the controlling body corporate of AFM Zeus Pty Limited which manages the AFM Perseus Fund Limited within the definition of S608 of the Corporations Act.
- Note 3: As per note 1. Argonaut will receive 10,526,316 unlisted options exercisable at \$0.095 per share on or before 31 January 2012.
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 are as follows: NIL
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Argonaut Limited | Level 30 Allendale Square, 77 St Georges Terrace, |
| PERTH WA 6000 | |
| Argonaut Equity Partners Pty Limited | Level 30 Allendale Square, 77 St Georges Terrace, PERTH WA 6000 |
| AFM Perseus Fund Limited | Level 30 Allendale Square, 77 St Georges Terrace, PERTH WA 6000 |
| name: | Jason Campbell |
|---|---|
| capacity: | Company Secretary |
| sign here: | |
| date: | 12/02/2010 |
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | VENTUREX RESOURCES LIMITED |
|---|---|
| ACN/ARSN | 122 180 205 |
| Details of substantial holder (1) 1. |
|
| Name | KUMBHALGARH PTY LTD |
| ACN/ARSN (if applicable) 2. |
103 643 161 |
| There was a change in the interests of the | |
| substantial holder on | 1/2/10 |
| The previous notice was given to the company on | 6/7/09 |
| The previous notice was dated | 6/7/09 |
3. 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 | ||
|---|---|---|---|---|
| Voting power (5) Person's votes |
Person's votes | Voting power (5) | ||
| Ordinary F/P | 28,200,000 | 7.31% | 31,020,000 | 5.788% |
4. 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 |
|---|---|---|---|---|---|
| 4/9/09 | Kumbhalgarh Pty Ltd |
1:10 entitlements \$141,000 issue |
2,820,000 Ordinary F/P |
Kumbhalgarh Pty Ltd |
Kumbhalgarh Pty Ltd's interest in Venturex Resources Limited has been further diluted by the issue of 106,700,000 shares to Straits Resources Limited for the acquisition of Straits (Whim Creek) Pty Ltd on 1 February 2010.
5. 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 (3) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Kumbhalgarh Pty Ltd |
Kumbhalgarh Pty Ltd |
Kumbhalgarh Pty Ltd |
Beneficial Owner |
31,020,000 Ordinary F/P |
31,020,000 |
6. Change in association
The persons who have become associates (2) or, 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 | |
|---|---|---|
| N/A | N/A |
7. Address
The addresses of persons named in this form are as follows:
| Name | Address | |
|---|---|---|
| Kumbhalgarh Pty Ltd | Haydon Kinnaird 171 Main Street Osborne Park Wa 6017 |
Signature

- 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 $\mathbf{u}$ form - $\bar{L}$ See the definition of "associate" in section 9 of the Corporations Act 2001.
- $\left( 2\right)$ See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001.
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- $\left(5\right)$ The person's votes divided by the total votes in the body corporate or scheme 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 of any (a) discurrent 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, and a statement setting out the terms of any relevant agree
- 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 $\left\langle \mathbf{b}\right\rangle$
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
- 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
entitied to receive in relation to that acquisition. Details m $\sqrt{n}$ 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". $\langle \hat{n} \rangle$
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $\langle \hat{V} \rangle$