GOLDARC RESOURCES LIMITED — Major Shareholding Notification 2014

Jul 20, 2014

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme				TORIAN RESOURCES LIMITED
ACN/ARSN	002 261 565
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)				MR JAMES D. W. TAYLOR AND MRS ERIN A. TAYLOR

The holder became a substantial holder on

06/06/2014

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)
ORDINARY	130,000,000	130,000,000	25.98%

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:

Nature of relevant interest (7)	Class and number of securities
TNDTRECT	130,000,000
	MR JDW & MRS EA TAYLOR

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
SEE ANNEXURE "A"

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)	Class and number of securities
		Cash	Non-cash
ROC SALT LIMITED	6 JUNE 2014	\$210,000		105,000,000
J&E TAYLOR $(S/F AC)6$ JUNE 2014		\$50,000		25,000,000

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
N/A

7. Addresses

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

Name	_________ Address
SEE ANNEXURE "A"

Signature

print name	JAMES D. W. TAYLOR	capacity
sign here	∾	date 18 / 07 / 2014
	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 $(1)$ 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. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• 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 $(5)$ interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• $\sigma$ Include details of:
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 6718(4) applies, a copy of any document setting out $(a)$ 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
• 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 $(b)$ 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 an option) write "unknown". $(8)$
• 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 $(9)$ 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.

TORIAN RESOURCES LIMITED

ACN: 002 261 565

Annexure "A"

4. Details of present registered holders

Holder of Relevant Interest	Registered Holder of Relevant Interest	Person entitled to be Registered Holder of Relevant Interest		Number of Securities
MR JDW & MRS EA TAYLOR	ROC SALT LIMITED	ROC SALT LIMITED	Ordinary	105,000,000
MR JDW & MRS EA TAYLOR	MR JAMES DAVID WILLIAM TAYIOR & ERIN ANN TAYLOR ATF THE TAYLOR SUPER FUND	MR JAMES DAVID WILLIAM TAYLOR & ERIN ANN TAYLOR ATF THE TAYLOR SUPER FUND	Ordinary	25,000,000

7. Addresses

Name	Address
MR JAMES DAVID WILLIAM TAYLOR & ERIN ANN TAYLOR	"Waterline" 59-61 Broadbeach Boulevard, Broadbeach QLD 4218
ROC SALT LIMITED (ACN: 158 281 059)	12/263-269 Alfred Street, North Sydney NSW 2059
MR JAMES DAVID WILLIAM TAYLOR & ERIN ANN TAYLOR	"Waterline" 59-61 Broadbeach Boulevard, Broadbeach QLD 4218

This is Annexure "A" of two pages referred to in Form 603, Notice of Initial Substantial Holder.

$\approx$ $\sqrt{ }$ JAMES D.W. TAYLOR