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ORA BANDA MINING LTD — Major Shareholding Notification 2004
Dec 22, 2004
65475_rns_2004-12-22_08df4791-436c-4866-9f28-5067913fe009.pdf
Major Shareholding Notification
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MONARCH RESOURCES LIMITED
62 Colin Street, West Perth, Western Australia 6005 Telephone: 61-8 9481 6422 Facsimile: 61-8 9481 6433
23 December 2004
Manager Announcements Company Announcements Office Australian Stock Exchange Limited Level 4 20 Bridge Street SYDNEY NSW 2000
Dear Sir/Madam
SUBSTANTIAL SHAREHOLDING NOTICES
Please find enclosed Notices of Change of Interests of Substantial Shareholder which have been lodged with Monarch Resources Limited by Crawley Investments Pty Ltd and Laurence James Kiernan
Yours faithfully
FRANK CAMPAGNA Company Secretary
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | MONARCH RESOURCES LIMITED ("MONARCH") |
|---|---|
| ACN/ARSN | 100 038 266 |
| 1. Details of substantial holder(1) |
|
| Name ACN/ARSN (if applicable) |
CRAWLEY INVESTMENTS PTY LTD 094 261 131 |
| There was a change in the interests of the substantial holder on |
23/12/2004 |
| The previous notice was given to the company on | 29/10/2002 |
| The previous notice was dated | 29/10/2002 |
2. Previous and present 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 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 | Present notice | ||
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) |
|
| ORDINARY SHARES | 13.045.002 | 30.74% | 13.695.002 | 28.93% |
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 are as follows:
| Date of change |
Person whose relevant interest changed |
Nature of change (6) |
Consideration given in relation to change $(7)$ |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| 25/11/02 to 24/08/04 |
Crawley Investments Pty Ltd |
Dilution by issue of shares by Monarch |
13,045,002 ORDINARY SHARES |
13,045,002 | |
| 23/12/04 | Crawley Investments Pty Ltd |
Off-market transfer of 1,250,000 shares by Crawley Investments Pty Ltd |
Νi | 1,250,000 ORDINARY SHARES |
1,250,000 |
| 23/12/04 | Crawley Investments Pty Ltd |
Exercise of 1,900,000 options by Crawley Investments Pty Ltd |
\$380,000 (exercise) price of \$0.20 per option) |
1,900,000 ORDINARY SHARES |
1,900,000 |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Crawley Investments Pty Ltd |
Crawley Investments Pty Ltd |
Crawley Investments Pty Ltd |
Crawley Investments Pty Ltd holds shares directly in Monarch |
13,665,002 ORDINARY SHARES |
13,665,002 |
| Crawley Investments Pty Ltd |
Michael Laurence Kiernan |
Michael Laurence Kiernan |
Mr Kiernan holds shares directly in Monarch, Mr Kiernan is an associate of. Crawley Investments Pty Ltd by virtue of Mr Kieman being the sole director of, and 20% shareholder in. Crawley Investments Pty Ltd |
15,000 ORDINARY SHARES |
15,000 |
| Crawley Investments Pty Ltd |
Sarah Elizabeth Kiernan |
Sarah Elizabeth Kiernan |
Ms Kiernan holds shares directly in Monarch. Ms Kiernan. is an associate of Crawley Investments Pty Ltd by virtue of holding a 40% interest in Crawley Investments Pty Ltd. |
15,000 ORDINARY SHARES |
15,000 |
- 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:
| Name and ACN/ARSN (it applicable ® |
Nature of association |
|---|---|
6. Addresses
The addresses of persons named in this form are:
| Name | Address |
|---|---|
| CRAWLEY INVESTMENTS PTY LTD | PO BOX 870 WEST PERTH, WA 6872 |
| MICHAEL LAURENCE KIERNAN | PO BOX 870 WEST PERTH, WA 6872 |
| SARAH ELIZABETH KIERNAN | PO BOX 870 WEST PERTH, WA 6872 |
Signature
print name
sign here
MICHAEL LAURENCE KIERNAN
date 23/12/04
Capacity: Director
DIRECTIONS
- If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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.
- 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. $(3)$
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
- Include details of: $(6)$
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, $(a)$ 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
- 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 $(b)$ 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.
- If the substantial holder is unable to determine the identify of the person (eq. if the relevant inferest arises because of an option) write "unknown". $(8)$
- $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | MONARCH RESOURCES LIMITED ("MONARCH") | |
|---|---|---|
| ACN/ARSN | 100 038 266 | |
| 1. Details of substantial holder(1) |
||
| Name ACN/ARSN (if applicable) |
LAURENCE JAMES KIERNAN | |
| There was a change in the interests of the substantial holder on |
23/12/2004 | |
| The previous notice was given to the company on | 29/10/2002 | |
| The previous notice was dated | 29/10/2002 |
2. Previous and present 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 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 | Present notice | ||
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) |
|
| ORDINARY SHARES | 18,325,002 | 43.19% | 18.665.002 | 39.43% |
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 are as follows:
| Date of change |
Person whose relevant interest changed |
Nature of change $(6)$ |
Consideration given in relation to change $(7)$ |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| Refer Annexure 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 relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Laurence James Kiernan |
Laurence James Kiernan |
Laurence James Kiernan |
Mr Kiernan holds a direct shareholding in Monarch |
5,000,000 Ordinary Shares |
5,000,000 |
| Laurence James Kiernan |
Crawley Investments Pty Ltd |
Crawley Investments Pty Ltd |
Relevant interest by virtue of Mr Kiernan holding a 40% shareholding in Crawley Investments Ptv Ltd |
13,665,002 Ordinary Shares |
13,665,002 |
- 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 c
| Name and ACN/ARSN (if applicable) |
Nature of association |
|---|---|
6. Addresses
The addresses of persons named in this form are:
| l Name | Address |
|---|---|
| LAURENCE JAMES KIERNAN | PO BOX 1008 CLAREMONT, WA 6910 |
| I CRAWLEY INVESTMENTS PTY LTD. | PO BOX 870 WEST PERTH, WA 6872 |
Signature
LAURENCE JAMES KIERNAN capacity print name
sign here
date 23/12/04
ANNEXURE A TO FORM 604
Changes in relevant interests
| Date of change |
Person whose relevant interest has changed |
Nature of change | Consideration given in relation to change |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| 25/11/04 to 24/08/04 |
Laurence James Kiernan |
Dilution by issue of shares by Monarch |
18,325,002 shares | 18,325,002 | |
| 30/07/03 | Laurence James Kiernan |
On-market sale by Laurence James Kiernan |
\$3,000 | 15,000 shares | 15.000 |
| 30/02/02 to 19/08/03 |
Laurence James Kiernan |
On-market sales by Hermes Capital Pty Ltd of which Mr Kiernan is the sole director |
\$50,200 | 250,000 shares | 250,000 |
| 30/07/03 | Laurence James Kiernan |
On-market sale by Athena Capital Pty Ltd which is controlled by Mr Kiernan |
\$3,000 | 15,000 shares | 15,000 |
| 31/07/03 | Laurence James Kiernan |
On-market sale by Mutto Pty Ltd of which Mr Kiernan is the sole director |
\$3,000 | 15,000 shares | 15,000 |
| 30/07/03 | Laurence James Kiernan |
On-market sale by Elizabeth Rachel Clarkson who is the spouse of Mr Kieman |
\$3,000 | 15,000 shares | 15,000 |
| 23/12/04 | Laurence James Kiernan |
Off-market transfer of 1,250,000 shares by Crawley Investments Pty Ltd |
Nil | 1,250,000 shares | 1,250,000 |
| 23/12/04 | Laurence James Kiernan |
Exercise of 1,900,000 options by Crawley Investments Pty Ltd |
\$380,000 (exercise price of \$0.20 per option) |
1,900,000 shares | 1.900.000 |
DIRECTIONS
- If there are a number of substantial holders with similar or related relevant interests (eq. a corporation and its related corporations, or the $(1)$ 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.
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
- $(6)$ Include details of:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, $(a)$ 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
- 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 $(b)$ 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.
- Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, $(7)$ 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.
- If the substantial holder is unable to determine the identify of the person (eq. if the relevant interest arises because of an option) write "unknown". $(8)$
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$