GENESIS RESOURCES LIMITED — Major Shareholding Notification 2009

Nov 2, 2009

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Genesis Resources Limited
ACN/ARSN	114 787 469

Details of substantial holder (1) 1.

To Company Name/Scheme	Bluekebble Pty Ltd
ACN/ARSN	116 988 508

The holder became a substantial holder on 30/10/2009

$2.$ 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	6,250,000	6,250,000	11.77%

Details of relevant interests 3.

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
Bluekebble Pty Ltd	Legal Owner	Fully Paid Ordinary Shares 6,250,000

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	Persons entitled to be registered as holder	Class and number of securities
Bluekebble Pty Ltd	Bluekebble Pty Ltd	Bluekebble Pty Ltd	Fully Paid Ordinary Shares 6,250,000

Consideration 5.

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	Non-cash
Bluekebble Pty Ltd	24 November 2006	25,000.00		Fully Paid Ordinary Shares 6,250,000

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
Not Applicable	Not Applicable

7. Addresses

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

Name Bluekebble Pty Ltd		Address Suite 8 52 Marina Boulevard DARWIN NT 0820
Signature	Print name	Maria Kypreos	capacity Director
	Sign here		O 9 date

DIRECTIONS

• 1. If there are a number of substantial holders with similar or related interests (eg. A corporation and is related corporations, or the manager and trustee of an equity trust), the names could be include in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred oi 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.
• 1. See the definition of "associate" in section 9 of the Corporations Act 2001
• 1. See the definition of "relevant interest" in sections 608 and 671(B) of the Corporations Act 2001.
• 1. The voting shares of a company constitute one class unless divided into separate classes.
• 1. 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.
• 1. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• 1. Include details of:
• (a) Any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out he 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 posers or disposal of the securities to which he 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.

• 1. 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"
• 1. 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 he happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or is associates in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.