GENESIS RESOURCES LIMITED — Major Shareholding Notification 2016

May 15, 2016

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.
Name	PHD Investments Ltd and Lim Swee Yean
ACN (if applicable)

The holder became a substantial holder 26/04/2016 on

$2.$ 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:

Holder	Class of securities(4)	Number of securities	Persons' votes(5)	Voting power (6)
PHD Investments Ltd	Ordinary shares	25,020,000	25,020,000	6.50%
Lim Swee Yean	Ordinary shares	37,020,000	37,020,000	9.62%

$3.$ 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)
PHD Investments Ltd	• PHD Investments Ltd is the direct holder of 25,000,000 fully paid ordinary shares. 20,000 fully paid ordinary shares are held by BNP Paribas Wealth Management Limited (Singapore) on behalf of PHD Investments Ltd.	Class and number of securities 25,020,000 ordinary shares
Lim Swee Yean	12,000,000 fully paid ordinary shares Ξ are held by RHB Securities Hong Kong Limited on behalf of Lim Swee Yean. Lim Swee Yean is the sole $\blacksquare$ shareholder and director of PHD Investments Ltd and has a relevant interest in all of the Genesis shares	37,020,000 ordinary shares

_________	held by or on behalf of PHD
	Investments Ltd. ----------	_________

$\overline{4}$ . 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
PHD Investments Ltd, Lim Swee Yean	PHD Investments Ltd	PHD Investments Ltd	25,000,000 ordinary shares
PHD Investments Ltd. Lim Swee Yean	BNP Paribas Wealth Management Limited (Singapore)	PHD Investments Ltd	20,000 ordinary shares
Lim Swee Yean	RHB Securities Hong Kong Limited	Lim Swee Yean	12,000,000 ordinary shares

$5₁$ Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the 4 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
PHD Investments Ltd, Lim Swee Yean	26/04/2016	\$0.035 per share (total paid: \$875,000)		25,000,000 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
PHD Investments Ltd	C/- Christina Chia Law Chambers, Mezz Floor Menara Ing 84 Jalan Raja Chulan Kuala Lumpur 50200 Malaysia
Lim Swee Yean	C/- Christina Chia Law Chambers, Mezz Floor Menara Ing 84 Jalan Raja Chulan Kuala Lumpur 50200 Malaysia

Signature

	print name Lim Swee Yean		Capacity Director
sign here		$ S $ 201 $C$ date		/ 5 / 16

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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) $(5)$ 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:

$\sim$ $\sim$

• $(a)$ 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 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.

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of $(8)$ an option) write "unknown".
• $(9)$ Details of the consideration must include any and all benefit, 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.