GENESIS RESOURCES LIMITED — Major Shareholding Notification 2013

Jul 22, 2013

FACSIMILE

$5₁$ Pages (including this page)

23 July 2013

To: Australian Securities Exchange (1300 135 638)

Copy to: Genesis Resources Limited (03 96621472)

Re: Genesis Resources Limited (ASX:GES)

Please find attached two Forms 604, Notice of change of interests of substantial holder, relating to GES for each of:

• Cartier Peaks Investments Ltd $\overline{a}$
• Indigo Pearl Capital Ltd $\sim$ $-$

Yours Sincerely,

Sue-Ann Higgins

(Phone: +61 3 9671 3199)

		Form 604 Corporations Act 2001	604	pagé 2/2	15 July 2001
		Section 671B
		Notice of change of interests of substantial holder
To Company Name/Scheme		GENESIS RESOURCES LIMITED
ACN/ARSN	114 787 469
1. Details of substantial holder (1)
Name		Certier Peaks investments Ltd
ACN/ARSN (if applicable)	BVI 1646854
There was a change in the interests of the
substantial holder on		04/01/2013 and 15/07/2013
The previous notice was given to the company on		21/12/2012

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
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary shares	11,831,551	i3.45%	11.831.551	7.68%

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 or
scheme, since the substantial holder was last required to give

Date of change	Person whose relevant interest changed	Nature of change $(6)$	Consideration joiven in relation to change (7)		Class and dumber of decurities affected		Person's votes affected
04/01/2013	Indige Pearl Capital Ltd; Cartier affer allotment of Peaks Investments Ltd	Dilution of interest shares upon exercise of 5,000 options	ina	shares	11,6\$1,551 ordinary	11.831.551
15/07/2013	Indigo Pearl Capital Ltd; Cartier after the Company's Peaks investments Ltd	Dilution of interest placement of shares on 15 July 2013	ln/a	Isharës	11,8\$1,551 ordinary	11.831.651

$\mathcal{I}_1$

$\mathbf{e}^{\mathbf{r}}$

			Jul 2013 11:25AM Accessio Resources	03 9671 3299
	4. Present relevant interests
	Holder of	Registered	Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Person entitled	Nature of	Class and
	relevant interest	holder of securities	to be registered as holder (8)	relevant interest (6)	number of securities	Person's votes
			Indigo Pearl Capita Berne No 132 Nominees Indigo Pearl Capital Ltd	Beneficial Interest	9,128,000
		Pty Ltd <600835>				9.128,000
	Cartier Investments Ltd	Peaks Berne No 132 Nominees Cartier Peaks Pty Ltd <601299>	Investments Ltd	Beneficial Interest	2,703.551	2 703.551
	5. Changes in association
		relation to voting interests in the company or scheme are as follows:	The persons who have become associates (2) of, osased to be associates of, or have changed the nature of their association (9) with, the substantial holder in
	Name	ACN/ARSN and Œ
	applicable)	Indigo Pearl Capital Ltd and Cartier	Nature of association
	Peaks investments Ltd		These companies have common directors
6. Addresses.
		The addresses of persons named in this form are as follows:
	Name		Address
	Indigo Pearl Capital Ltd		Paim Grove House, PO Box 438, Road Town, To tola, British Virgin Islands
	Cartier Peaks Investments Ltd		Palm Grove House, PO Box 438, Road Town, Tottola, British Virgin Islands
		Berne No 132 Nominees Pty Ltd	GPO Box 202, Brisbane Qld 4001
Signature
			For and on behalf of
			TIARA LፓO. (L
		print name TIARA LTD.			capacity
	sign here		Authorised-Signature(s)		dato	0/07/2013
			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 incities 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,
	is clearly set out in paragraph 6 of the form.		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
(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.			SOLE DIRECTOR
$\langle 4 \rangle$			The voting shares of a company constitute one class unless divided into separate classes. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

$\overline{3}$

23

		Form 604 Corporations Act 2001	604	page 2/2	15 July 2001
		Section 871B
		Notice of change of interests of substantial holder
To Company Name/Scheme		GENESIS RESOURCES LIMITED
ACN/ARSN	114 787 469
Details of aubstantial holder (1) 1.
Name		Indigo Pearl Capital Ltd
ACN/ARSN (if applicable)	BV1 1630343
There was a change in the interests of the
substantial holder on		04/01/2013 and 15/07/2013
The previous notice was given to the company on		21/12/2012
The previous notice was dated		19/12/2012

The total number of voles attached to all the voting shares in the company or voting interests in the scheme $\frac{1}{n}$ at 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
	Person's vates	Voling power (5)	Person's votes	Voting power (5)
Ordinary shares	11,631,551	8.45%	11,831.551	7.66%

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 or
scheme, since the substantial holder was last required to give

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation ito change (7)		Class and humber of Becurities InTected	Penton's votes affected
104/01/2013	j lindigo Pearl Capital Ltd; Cartier i alter allolment of marin taunsmants Ltd Peaks investments Ltd	Dilution of Interest of 5,000 options	in/a		11.831,551 ordinary Ishakes	11,891,551
15/07/2013	Indigo Pearl Capital Ltd; Cartierafter the Company's Peaks Investments Ltd	Dilution of interest placement of shares on 15 July 2013	ir a	Ishares	11,\$31,551 ordinary	11.831.551

4. Present relevant Interests

Particulars of each relevant interest of the substantial holder in voling 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
	Indigo Pearl Capital Berne No 132 Nominees Indigo Pearl Capital Ltd		Beneficial interest	9,128,000	9.128.000
Carlor Investments Ltd	Peaks Berne No 132 Nominees Cartier Peaks IPty Ltd <601299>	Investments Ltd	Beneficial Interest	2,703.551	2.703.551

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
ndigo Pearl Capital Ltd and Cartier Peaks " nvestments Ltd	These companies have common directors

6. Addresses

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

Name	Address
Indigo Pearl Capital Ltd	Palm Grove House, PO Box 438, Road Town, Tottola, British Virgin Islands
Cartier Peaks Investments Ltd	Palm Grove House, PO Box 438, Road Town, Tottola, British Virgin Islands
Berne No 132 Nominees Pty Ltd	GPO Box 202, Brisbane Qld 4001

Signature			For and on behalf of TIARA LTD. (LLO2080)
	print name	TIARA LTD.		Capacity	SOLE DIRECTOR
	sign here		on standard and the company of Authorised Signature(s)	data	19/07/2013

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 names could be included in an ann $(1)$

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

$\left( 1\right)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

$\left{ 4\right}$ The voting shares of a company constitute one class unless divided into separate classes.

The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$