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GWR GROUP LIMITED — Director's Dealing 2008
Oct 28, 2008
65031_rns_2008-10-28_20e21939-3bbc-48b5-8cdc-1e6db7ea2cef.pdf
Director's Dealing
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29 October 2008
Ms Elizabeth Harris Senior Advisor, Issuers (Perth) ASX Markets Supervision Ptv Ltd Level 8 Exchange Plaza 2 The Esplanade PERTH WA 6000
By email: [email protected]
Appendix 3Y - Change of Director's Interest Notice
Dear Elizabeth.
I refer to your facsimile of 28 October 2008 in relation to this matter and respond to each of your questions using the same numbers as your letter:
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- The Appendix 3Y related to 2 share transfers, one being an on market sale and one being an off market transfer. The on market sale was notified in accordance with ASX Listing Rule 3.19A. The shares the subject of an off market transfer were transferred to RLC Motion Pictures Pty Ltd. The shares were transferred to RLC Motion Pictures Pty Ltd to support the Wiluna community in the making of a movie entitled 'Dingo Dreaming', which it was intended to commence filming in 2008. As the transaction was an off market transfer that did not yield any cash return to Mr Wilson he over looked his obligations pursuant to Listing Rule 3.19A in relation to that transfer.
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- The Company has an agreement in place with each of its directors requiring them to notify the company secretary of any change in their notifiable interests as soon as possible after the change occurs (and in any event within sufficient time to enable the Company to meet its disclosure obligations under ASX Listing Rule 3.19A).
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- The Company considers that the current arrangements are adequate and are being enforced. The Company Secretary intends to write to each of the directors to remind them of their obligations in the light of Mr Wilson's oversight.
Regards
David Sanders
Company Secretary
29.OCT.2008 - 15:27 ASX PERTH

NO.995 P.2/3
ASX Markets Supervision Pty Ltd ABN 26 087 780 489 Level 8, Exchange Plaza 2 the Esplanade Perth WA 6000
PO Box D187 Perth WA 6840
Telephone 61 8 9224 0000 Facsimile 61 8 9221 2020 www.asx.com.au

Mr David Sanders Company Secretary Golden West Resources Limited Lavel 19 1 William Street PERTH WA 6000
By Facsimile: (08) 9288 6001
Dear David
Golden West Resources Ltd
Appendix 3Y - Change of Director's Interest Notice
We refer to the following:
- The Appendix 3Y lodged by the Company with ASX on 23 October 2008 for Michael Wilson. 1.
- $2.$ Listing rule 3.19A which requires an entity to tell ASX the following:
- 3.19A.1 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the following times.
- On 1 January 2002
- On the date that the entity is admitted to the official list.
- On the date that a director is appointed.
The entity must complete Appendix 3X and give it to ASX no more than 5 business days after 1 January 2002 or the entity's admission or a director's appointment.
- 3.19A.2 A change to a notifiable interest of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust). The entity must complete Appendix 3Y and give it to ASX no more than 5 business days after the change occurs.
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- Listing rule 3.19B which states as follows.
An entity must make such arrangements as are necessary with a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) to ensure that the director discloses to the entity all the information required by the entity to give ASX completed Appendices 3X, 3Y and 3Z
Australian Securities Exchange
within the time period allowed by listing rule 3.19.A. The entity must enforce the arrangements with the director.
- The Companies Update dated 27 June 2008, reminding listed entities of their obligation to notify ASX within 5 business days of the notifiable interests in securities held by each director and outlining the action that ASX would take in relation to breaches of listing rules 3.19A and 3.19B.
As the Appendix 3Y for Mr Wilson indicated that a change in the director's relevant interest occurred on 4 March 2008 it appears that the Appendix 3Y should have been lodged with ASX by 12 March 2008. As the Appendix 3Y was lodged on 23 October 2008 it appears that the Company may be in breach of listing rules 3.19A and/or 3.19B.
Please note that ASX is required to record details of breaches of the listing rules by listed companies for its reporting requirements.
ASX reminds the Company of its contract with ASX to comply with the listing rules. In the circumstances ASX considers that it is appropriate that the Company make necessary arrangements to ensure there is not a reoccurrence of a breach of the listing rules.
Having regard to listing rules 3.19A and 3.19B and Guidance Note 22: "Director Disclosure of Interests and Transactions in Securities - Obligations of Listed Entities", we ask that you answer each of the following questions:
- Why was the Appendix lodged late? $1.$
- What arrangements does the Company have in place with its directors to ensure that it is able to meet 2. its disclosure obligations under listing rule 3.19A?
- If the current arrangements are inadequate or not being enforced, what additional steps does the $\overline{3}$ . Company intend to take to ensure compliance with listing rule 3.19B?
Your response should be sent to me by email at Elizabeth [email protected] or by facsimile on facsimile number (08) 9221 2020. It should not be sent to the Company Announcements office.
A response is requested as soon as possible and in any event, not later that half an hour before the start of trading (i.e. before 7:30am WDST) on Thursday 30 October 2008.
Under listing rule 18.7A a copy of this query and your response will be released to the market, so your response should be in a suitable form for release and should separately address each of the questions asked.
If you have any queries or concerns please contact me immediately.
Yours sincerely,
Elizabeth Harris
Senior Adviser, Issuers (Perth)
Direct Line: (08) 9224 0011