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JAYRIDE GROUP LIMITED — Major Shareholding Notification 2018
Jan 30, 2018
65156_rns_2018-01-30_2890c58d-6c66-4204-bdee-5165df2790b1.pdf
Major Shareholding Notification
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15 July 2001
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
To Company Name/Scheme JAYRIDE GROUP LIMITED (ASX: JAY) ACN/ARSN 155 285 528 1. Details of substantial holder (1) Name YIFAT SHIRBEN ACN/ARSN (if applicable) N/A The holder became a substantial holder on 29 / 01 / 2018
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 | Persons’ votes (5) | Voting power (6) |
|---|---|---|---|
| Fully Paid Ordinary Shares(FPO) |
10,746,216 | 10,746,216 | 14.23% |
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) | Class and number of securities |
|---|---|---|
| ANDREY SHIRBEN | Indirect: Andrey Shirben is Yifat Shirben’s spouse. |
317,700 FPO |
| FOLLOW THE SEED AUSTRALIA P/L |
Indirect: Follow The Seed Australia is a venture capital fund of which Andrey Shirben is a principal. |
8,463,612 FPO |
| SYD VENTURES INC | Indirect: SYD Ventures Inc is controlled byAndrey Shirben. |
1,771,488 FPO |
| RICH ORIENTAL COMPANY LIMITED | Indirect: Rich Oriental Company is controlled byAndreyShirben. |
168,000 FPO |
| YiFAT SHIRBEN | Direct | 25,416 FPO |
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 |
|---|---|---|---|
| FOLLOW THE SEED AUSTRALIA P/L ILP0000146> |
FOLLOW THE SEED AUSTRALIA P/L ILP0000146> |
FOLLOW THE SEED AUSTRALIA P/L THE SEED ILP0000146> |
8,463,612 FPO |
| SYD VENTURES INC | SYD VENTURES INC | SYD VENTURES INC | 1,771,488 FPO |
| ANDREY SHIRBEN | ANDREY SHIRBEN | ANDREY SHIRBEN | 317,700 FPO |
| RICH ORIENTAL COMPANY LIMITED |
RICH ORIENTAL COMPANY LIMITED |
RICH ORIENTAL COMPANY LIMITED |
168,000 FPO |
| YiFAT SHIRBEN | YiFAT SHIRBEN | YiFAT SHIRBEN | 25,416 FPO |
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) | Consideration (9) | Class and number of securities |
|---|---|---|---|---|
| Andrey Shirben | 18 December 2017 (Acquired in conversion of existing Employee Options) |
Cash $37,775 |
Non-cash Nil. |
317,700 FPO |
| Andrey Shirben | 17 January 2018 | Cash $2,000 |
Non-cash Nil. |
4,000 FPO |
25,416 FPO
Yifat Shirben
18 December 2017 Cash Non-cash (Acquired in conversion $3,022 Nil. of existing Employee Options)
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 |
|---|---|
| ANDREY SHIRBEN | Andrey Shirben is Yifat Shirben’s spouse. |
| FOLLOW THE SEED AUSTRALIA P/L |
Andrey Shirben is a principal of Follow The Seed Australia. |
| RICH ORIENTAL COMPANY LIMITED | Andrey Shirben controls Rich Oriental Company Limited. |
| SYD VENTURES INC | Andrey Shirben controls SYD Ventures Inc. |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| ANDREY SHIRBEN | 9 TENNYSON AVENUE, TURRAMURRA NSW 2074 |
| FOLLOW THE SEED AUSTRALIA PTY LTD | 9 TENNYSON AVENUE, TURRAMURRA NSW 2074 |
| RICH ORIENTAL COMPANY LIMITED | 3/F JONSIM PALACE 228 QUEENS ROAD EAST WANCHAI HONGKONGHKG |
| SYD VENTURES INC | MORGAN & MORGAN BUILDING, PASEA ESTATE, PO BOX 4649, ROAD TOWN TORTOLA, BRITISH VIRGIN ISLANDS,VGB |
| YIFAT SHIRBEN | 9 TENNYSON AVENUE, TURRAMURRA NSW 2074 |
Signature
YIFAT SHIRBEN capacity INDIVIDUAL print name sign here date 30 JANUARY 2018
DIRECTIONS
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(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.
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(2) See the definition of “associate” in section 9 of the Corporations Act 2001.
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(3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.
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(4) The voting shares of a company constitute one class unless divided into separate classes.
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(5) 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.
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(6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(7) Include details of:
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(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 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
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(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.
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(8) 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”.
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(9) 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 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.