Metals X Limited — Major Shareholding Notification 2009

Dec 2, 2009

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme ARAGON RESOURCES LIMITED ACN/ARSN 114 714 662 1. Details of substantial holder (1) Name METALS X LIMITED (“METALS X”) and its related bodies corporate listed in “Annexure A” to this notice (“Metals X Group Entities”) ACN (if applicable) 110 150 055

There was a change in the interests of the substantial holder 03 / 12 / 2009 on

The previous notice was given to the company on 01 / 09 / 2008

The previous notice was dated 01 / 09 / 2008

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interest in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice	Previous notice	Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
Ordinary shares	32,661,858	48.37%	32,661,858	42.13%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevantinterest changed	Nature of change (6)	Consideration givenin relation to change(7)	Class and number ofsecurities affected	Person’s votesaffected
01/09/08	Metals X Limited andeach Metals X GroupEntity	Placement of 10,000,000 ordinaryshares resulting in dilution ofrelevant interest	N/A	N/A	N/A

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevantinterest	Registered holder of securities	Person entitled to beregistered as holder(8)	Nature of relevant interest (6)	Class andnumber of securities	Person’s votes
Metals X Limitedand each Metals XGroup Entity	Metals X Limited	Metals X Limited	Legal and beneficialowner	Ordinary shares7,661,858	7,661,858
Metals X Limited	Westgold ResourcesLimited	WestgoldResources Limited	Deemed relevantinterest pursuant tothe operation ofsection 608(3) of theCorporations Act	Ordinary shares25,000,000	25,000,000

5. Changes in association The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

terests in the company or scheme are as follows:
Name and ACN (if applicable)	Nature of association
N/A	N/A

6. Addresses

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

Name	Address
Metals X Limited	Level 3, 123 Adelaide Terrace, EAST PERTH WA 6004
Westgold Resources Limited	Level 1, 168 Adelaide Terrace, EAST PERTH WA 6004

Signature

capacity Company Secretary

print name Fiona Van Maanen capacity sign here date 03/12/2009 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 6 of the form.

• (2) See the definition of “associate” in section 9 of the Corporations Act 2001.

• (3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of: (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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

  • (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.

• (7) 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.

• (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”. (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure “A”

This Annexure “A” of 1 page referred to in the Form 604 (Notice of Change of Interests of Substantial Holder), signed by me and dated 3 December 2009.

Signed: Fiona Van Maanen

The following bodies corporate are related bodies corporate of Metals X Limited:

• Metals Exploration Limited;

• Bluestone Australia Pty Ltd;

• Bluestone Nominees Pty Ltd;

• Bluestone Mines Tasmania Pty Ltd;

• Harbour Capital (WA) Pty Ltd;

• Metex Nickel Pty Ltd;

• Hinckley Range Pty Ltd;

• Austral Nickel Pty Ltd: and

• Agaton Phosphate Pty Ltd.