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KINGSROSE MINING LIMITED Share Issue/Capital Change 2012

Mar 28, 2012

65202_rns_2012-03-28_0453974d-2833-41a8-9d14-468493a0a62e.pdf

Share Issue/Capital Change

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Kingsrose Mining Limited

29 March 2012

The Manager Announcements Company Announcements Office Australian Stock Exchange Limited PO Box H224 Australia Square SYDNEY NSW 2000

Dear Sir/Madam

Notice Given Under Section 708A(5)(e) of the Corporations Act

Kingsrose Mining Ltd ("the Company") has issued 101,000 fully paid ordinary shares ("Shares") upon the exercise of:

101,000 listed options that were previously issued under the Company's 1:2 Rights Issue (April 2008) at an exercise price of \$0.20 each and an expiry date of 31 December 2012. The Non renounceable rights issue of options was disclosed in the Company's IPO dated 1 November 2007.

The above Shares have been issued and are part of a class of securities quoted on ASX and may be subject to a subsequent offer for sale.

The Company gives this notice pursuant to section 708A(5)(e) of the Corporations Act.

The Company issued the Shares above without a disclosure document to investors under Part 6D.2 of the Corporations Act.

The Company, as at the date of this notice, has complied with:

  • the provisions of Chapter 2M of the Corporations Act; and
  • section 674 of the Corporations Act. $\bullet$

There Is no excluded information, as defined in sections 708A(7) and 708A(8) of the Corporations Act, as at the date of this notice.

Yours faithfully KINGSROSE MINING LIMITED

JEANNETTE P SMITH COMPANY SECRETARY

Kingsrose Mining Limited ABN 49 112 389 910

Suite 9, Level 2, 12-14 Thelma Street West Perth Western Australia 6005

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/9/2002, 1/1/2003, 24/10/2005.

Name of entity

KINGSROSE MINING LIMITED

ARN

49 112 389 910

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ +Class of +securities issued or to be issued

Ordinary Shares

101,000

  • $\overline{2}$ Number of *securities issued or to be issued (if known) or maximum number which may be issued
  • $\mathbf{3}$ Principal terms of the "securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
Exercise Expiry
Price Date
\$0.20 31 December 2012

+ See chapter 19 for defined terms.

Kingsrose Mining Limited $\overline{4}$ Do the 'securities rank equally in all respects from the date of allotment Yes with an existing +class of quoted *securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration \$0.20 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify Exercise of those assets) 101,000 listed options $\overline{7}$ Dates of entering *securities into uncertificated holdings 28 March 2012 оr despatch of certificates +Class Number 8 Number and *class of all *securities quoted on ASX Ordinary shares KRM 277,788,401 (Including the securities in clause Listed options KRMO 12,736,629 2 if applicable)

+ See chapter 19 for defined terms.

l,

$\bar{1}$

$\bar{L}$

$\overline{a}$

Appendix 3B
New issue announcement

Number *Class
9 Number
+ class
and
of
all
150,000 KRMAM - Unlisted options (ESOP)
*securities not quoted
on ASX
1,500,000 KRMAO - Unlisted options
(including the securities in clause 75,000 KRMAK - Unlisted options (ESOP)
2 if applicable) 3,000,000 KRMAU - Unlisted options (ESOP)
2,000,000 KRMAQ -- Unlisted options (ESOP)
250,000 KRMAY - Unlisted options (ESOP)
1,000,000 KRMAW - Unlisted options (ESOP)
500,000 KRM?? - Unlisted options
8,475,000 TOTAL UNLISTED OPTIONS
10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
On 20 December 2011 the Company announced a
Dividend Policy stating that Kingsrose intends, to the
extend permissible under the Corporations Act and the
Company's Constitution, to pay an annual dividend to
shareholders,
subject
capital
expenditure
to
requirements, acquisition activity and liquidity needs.
Franking will be subject to the composition of income.
The Policy will periodically be reviewed by the Board to
complies with any applicable
it -
ensure
legal
requirements and remains relevant and effective and
may be amended by the Board of Kingsrose
bv
resolution.
The Policy is not intended to be contractual in nature.

Part 2 - Bonus issue or pro rata issue

11 holder
security
approval
ls
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the + securities will
be offered
14 Class of securities to which the
offer relates
15 determine
+Record
date
to
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?

$N/A$

+ See chapter 19 for defined terms.

Kingsrose Mining Limited
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has *security holders who
will not be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for
receipt
оf
acceptances or renunciations
20 Names of any underwriters
21 Amount of any underwriting fee or
commission
22 Names of any brokers to the issue
23 Fee or commission payable to the
broker to the issue
24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of + security holders
25 If the issue is contingent on
*security holders' approval, the
date of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent
to persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if

+ See chapter 19 for defined terms.

Appendix 3B New issue announcement

29 applicable)
Date rights trading will end (If
applicable)
30 How do *security holders sell their
entitlements in full through a
broker?
31 How do + security holders sell part
of their entitlements through a
broker and accept for the balance?
32 How do *security holders dispose
of their entitlements (except by
sale through a broker)?
33 *Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • $\overline{34}$ Type of securities (tick one)
  • $(a)$ YES Securities described in Part 1
  • $(b)$ All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on explry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • 35 If the *securities are *equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders
  • 36 If the +securities are +equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ 1,001 - 5,000

+ See chapter 19 for defined terms.

Kingsrose Mining Limited

$\bar{1}$

37 5,001 - 10,000
10,001 - 100,000
100,001 and over
A copy of any trust deed for the additional *securities
Entities that have ticked box 34(b)
38 Number of securities for which
*quotation is sought
39 Class of + securities for which
quotation is sought
40 Do the securities rank equally in all
respects from the date of allotment
with an existing
class of quoted
*securities?
If the additional securities do not
rank equally, please state:
the date from which they do
٠
the extent to which they
$\bullet$
participate for the next dividend,
(in the case of a trust,
distribution) or interest payment
• the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
41 Reason for request for quotation
now
Example: In the case of restricted securitios, and of
restriction period
in conversion of another security, clearly identify that
other security)
42 Number and class of all securities
quoted on ASX (including
the
securities in clause 38)
Number *Class

Quotation agreement

1 *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.

+ See chapter 19 for defined terms.

Appendix 3B New issue announcement

  • $\overline{2}$ We warrant the following to ASX.
  • $\bullet$ The issue of the *securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation. ٠
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warrenty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any "securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
  • $\bullet$ If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the *securities be quoted.
  • $\mathbf{B}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • $\overline{\bf{4}}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before 'quotation of the 'securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

$\equiv$ $\equiv$ $\equiv$ $\equiv$ $\equiv$ $\equiv$

Sign here:

Print name: Date:

(Company Secretary) JEANNETTE P SMITH 29 March 2012

+ See chapter 19 for defined terms.