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EMERALD RESOURCES NL Major Shareholding Notification 2021

Jul 26, 2021

64849_rns_2021-07-26_3f0731c9-884b-4cdb-aa56-bf3a10a1fb1a.pdf

Major Shareholding Notification

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Ellerston Capital Limited ABN 34 110 397 674 AFSL No. 283 000

Level 11, 179 Elizabeth Street Sydney NSW 2000 Phone +612 9021 7797 Fax +612 9261 0528 www.ellerstoncapital.com

TO: The Manager, Company Announcements, ASX

FAX No:

FROM: Ellerston Capital Limited

DATE: 26/07/2021

NO. OF PAGES (Including this page) 7

Dear Manager

RE:

EMERALD RESOURCES NL - Form 603

We attach our notice of becoming a substantial holder (Form 603) in respect of EMERALD RESOURCES NL.

We note that the shares reported in this Form are owned by third party accounts under the discretionary investment management of Ellerston Capital Limited.

None of Ellerston Capital Limited, nor any of its shareholders or any of their associates hold a direct interest in any shares disclosed in this Form.

Yours sincerely,

==> picture [77 x 27] intentionally omitted <==

Ian Kelly Company Secretary Ellerston Capital Limited

Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme EMERALD RESOURCES NL

ACN/ARSN/ARBN

ACN 009 795 046

1. Details of substantial holder (1)

Name Ellerston Capital Limited (Primary Person), and its associates being those persons listed in Annexure B ACN/ARSN (if applicable) ACN 110 397 674

The holder became a substantial holder on 23/07/2021

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a

relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4) Number of securities Person’s votes (5) Voting power (6)
Securities 26,026,595 26,026,595 5.05%

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
Primary Person The Primary Person in its capacity as
investment manager for various clients or as
trustee/responsible entity for investment
vehicles, has the power to exercise, or control
the exercise of, a right to vote attached to the
securities and has the power to dispose of, or
control the exercise a disposal of, the securities
26,026,595 Securities

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
Registered holder of
Securities
Person entitled to be
registered as holder (8)
Person entitled to be
registered as holder (8)
of securities
Class and number
Primary Person BNP Paribas Nominees Pty Limited BNP Paribas Nominees Pty Limited 2,524,184 Securities
Primary Person JP Morgan Nominees Australia
Limited
JP Morgan Nominees Australia
Limited
23,502,411 Securities
for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial
tantial holder is as follows:
See Annexure A

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:

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
Refer to Annexure B

7. Addresses

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

Name Address
See annexures The Substantial Shareholder – c/- Level 11, 179 Elizabeth
Street, Sydney, NSW, 2000
The entities listed in Annexure A – c/- Level 11, 179 Elizabeth
Street, Sydney, NSW, 2000
EMERALD RESOURCES NL 1110 Hay St, WEST PERTH, WA, AUSTRALIA, 6005

Signature

print name Ian Kelly capacity Company Secretary
sign here date 26/07/2021

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 (1) names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

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

(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 corporate or scheme multiplied by 100.

(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 document setting out the (a) 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 (b) 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.

(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 may, become entitled to (9) 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.

EMERALD RESOURCES NL ACN 009 795 046

This is Annexure A of 1 pages referred to in Form Form 603 Notice of initial substantial holder.

Signature

print name

sign here

Ian Kelly capacity Company Secretary
date 26/07/2021
Date of Change Person whose relevant interest
changed
Consideration give in relation to
change (5)
Class (6) and number of securities
affected
26/07/2021 PrimaryPerson $68,059.20 77,340 Securities
23/07/2021 PrimaryPerson $205,836.76 233,932 Securities
22/07/2021 PrimaryPerson $40,343.60 45,845 Securities
21/07/2021 PrimaryPerson $41,519.01 47,723 Securities
20/07/2021 PrimaryPerson $8,580.81 9,863 Securities
19/07/2021 PrimaryPerson $116,496.05 134,771 Securities
16/07/2021 PrimaryPerson $1,393.74 1,602 Securities
24/06/2020 PrimaryPerson $490,000.00 1,000,000 Securities
25/03/2020 PrimaryPerson $0.68 -220,279,690 Securities
9/03/2020 PrimaryPerson $89,030.11 2,406,219 Securities
6/03/2020 PrimaryPerson $42,876.21 1,093,781 Securities
27/02/2020 PrimaryPerson $21,648.38 481,075 Securities
26/02/2020 PrimaryPerson $72,400.33 1,608,896 Securities
25/02/2020 PrimaryPerson $129,611.99 2,848,615 Securities
23/01/2020 PrimaryPerson $4,854,000.00 121,350,000 Securities
9/08/2019 PrimaryPerson $160,000.00 4,000,000 Securities
8/08/2019 PrimaryPerson $197,000.01 5,000,000 Securities
7/08/2019 PrimaryPerson $27,912.71 734,545 Securities
15/04/2019 PrimaryPerson $14,041.07 369,502 Securities
27/03/2019 PrimaryPerson $12,675.01 325,000 Securities
26/03/2019 PrimaryPerson $390,000.00 10,000,000 Securities
7/02/2019 PrimaryPerson $40,289.31 987,483 Securities
6/02/2019 PrimaryPerson $105,111.90 -2,771,695 Securities
Date of Change Person whose relevant interest
changed
Consideration give in relation to
change (5)
Class (6) and number of securities
affected
17/01/2019 PrimaryPerson $32,932.05 997,941 Securities
4/01/2019 PrimaryPerson $62,964.79 1,986,271 Securities
31/10/2018 PrimaryPerson $2,800,127.28 93,337,576 Securities

EMERALD RESOURCES NL ACN 009 795 046

This is Annexure B of 3 pages referred to in Form Form 603 Notice of initial substantial holder.

Signature

capacity Company
Secretary
date 26/07/2021
Company Company
print name Ian Kelly
sign here
capacity

Secretary
date
26/07/2021

The following entities represent the Passive Substantial Holders. Each is a related body corporate of the Principal Person or a person that controls a related body corporate of the Principal Person and so an associate of the Primary Person under section 12(2)(a) of the Corporations Act, and therefore a substantial holder in the Company.

PARTY/ENTITY NAME AUSTRALIAN
COMPANY
Bareage PtyLtd 060 526 865
Cairnton Holdings Limited 008 394 134
Cairnton PtyLtd 001 735 075
Castwo Pty Ltd 084 494 520

Cavalane Holdings PtyLtd
080 695 754
Chermon PtyLtd 123 039 305
Conpress Holdings PtyLtd 088 047 974
Conpress Securities PtyLimited 160 602 853
Consolidated Custodians PtyLtd 008 394 492
Consolidated GamingPtyLtd 071 513 409
Consolidated Press(Finance)PtyLtd 001 557 035
Consolidated Press(Finance)II PtyLtd 603 295 834
Consolidated Press(Finance)III PtyLtd 604 881 030
Consolidated Press Financial Services PtyLtd 008 457 869
Consolidated Press Holdings PtyLimited 008 394 509
Consolidated Press Investments PtyLtd 000 089 118
Consolidated Press PropertyPtyLtd 004 160 703
CPH Capital PtyLtd 096 130 899
CPH Crown Holdings PtyLimited 603 296 804
CPH Direct Investments PtyLtd 122 328 652
CPH GamingI PtyLimited 603 295 674
CPH GamingII PtyLimited 603 295 923
CPH GamingIII PtyLimited 603 296 162
CPH GamingIVA PtyLimited 603 296 537
CPH GamingIVB PtyLimited 603 296 546
CPH(Ellerston Leisure)Holdings PtyLimited 608 726 334
CPH S.One Holdings PtyLimited 603 297 927
CPH S.One I PtyLimited 603 297 310
CPH Zhaopin Holdings PtyLimited 603 298 719
CPH Zhaopin Holdings I PtyLimited 603 298 344
CPH Zillow Holdings PtyLimited 603 300 090
CPH Zillow Holdings I PtyLimited 603 299 074
ECS Investment Partners PtyLtd 166 264 375
EC Ventures GP PtyLimited 606 074 864
Ellerston Capital Limited 110 397 674
Ellerston Opportunities PtyLtd 150 851 666
Hoyts Cinemas Operations PtyLtd 006 530 347
Jaslib PtyLtd 065 059 458
Jasopt PtyLtd 065 064 164
Manoc Developments PtyLtd 137 556 524
Northkom PtyLtd 082 885 961
Northkom I PtyLimited 604 022 899
PARTY/ENTITY NAME AUSTRALIAN
COMPANY
Ridgegate ProprietaryLimited 058 139 923
S.One HoldingCompanyPtyLimited 601 640 215
Samenic PtyLimited 066 234 900
Savabow PtyLtd 084 712 774
ScrumPac PtyLtd 602 375 253
Silthree PtyLtd 084 494 575
Siltwo PtyLtd 084 494 495
Tastee Shears Holdings PtyLimited 627 444 464
Toranaga PtyLtd 056 229 728
TorayPtyLtd 002 348 503
Wilbur Holdings Aus Pty. Limited 633 535 565
Wilbur One Aus Pty. Limited 633 536 179