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FORTIFAI LTD Major Shareholding Notification 2021

Apr 22, 2021

64950_rns_2021-04-22_e5c2f520-7f41-4800-b5ec-c7d85f4a2207.pdf

Major Shareholding Notification

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603 Page 1 of 3 15 July 2001

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme

Mighty Kingdom Limited

ACN/ARSN 627 145 260

1. Details of substantial holder (1)

Name Philip James Mayes + Michelle Lee

ACN/ARSN (if applicable)

The holder became a substantial holder on 21 / 04 / 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)
Fully Paid Ordinary
Shares
52,500,000 52,500,000 34.61%

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
Philip James Mayes + Michelle
Lee <Mayes Lee Family A/C>
Direct interest 52,496,666 Fully Paid
Ordinary Shares
subject to restriction
to 24 months
Philip James Mayes + Michelle
Lee <Mayes Lee Family A/C>
Direct interest 3,334 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
Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
Philip James Mayes
+ Michelle Lee
<Mayes Lee Family
A/C>
Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
52,496,666 Fully Paid
Ordinary Shares
subject to restriction
to 24 months
Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
Philip James Mayes
+ Michelle Lee
<Mayes Lee Family
A/C>
Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
3,334 Fully Paid
Ordinary 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) Consideration (9) Class and number of securities
Cash Non-cash

603 Page 2 of 3 15 July 2001

Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
21 April 2021 Nil
Nil

52,496,666 Fully Paid
Ordinary Shares
subject to restriction
to 24 months
Philip James Mayes +
Michelle Lee <Mayes
Lee Family A/C>
21 April 2021 Nil
Nil
3,334 Fully Paid
Ordinary Shares

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
N/A N/A

7. Addresses

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

Name Address
Philip James Mayes +
Michelle Lee
1 REDGUM DRIVE PASADENA SA 5042

Signature

ure
print name
sign here
Philip James Mayes
capacity
date
/04/2021
23

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 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:

  • (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

  • (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 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".

603 Page 3 of 3 15 July 2001

  • (9) 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.