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ORA BANDA MINING LTD Capital/Financing Update 2008

Feb 25, 2008

65475_rns_2008-02-25_8758b003-7653-416f-aa89-0730235ae000.pdf

Capital/Financing Update

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Level 1 23 Ventnor Avenue, West Perth, Western Australia 6005 Telephone: 61-8 9481 6422 Facsimile: 61-8 9481 6433

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26 February 2008

Manager Announcements Company Announcements Office ASX Limited Level 4 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

Notice under Section 708A

On 21 February 2008, Monarch Gold Mining Company Limited (Company) placed 20,000,000 fully paid shares at 50 cents per share to raise a total of $10 million pursuant to a private placement. The securities are part of a class of securities quoted on the Australian Securities Exchange (ASX).

On 7 February 2008, the Company reached an agreement that involved the issue of 510,392 ordinary Monarch shares with the Lessee of Riverina Station to enable mining of the Riverina Pit for which the consent of the Lessee was required.

Attached is an Appendix 3B in relation to the share placement and lessee agreement.

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

The shares were issued without disclosure to investors under Part 6D.2, in reliance on Section 708A(5) of the Corporations Act.

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

  • (a) the provisions of Chapter 2M of the Corporations Act; and

  • (b) Section 674 of the Corporations Act.

There is no excluded information for the purposes of Sections 708A(7) and (8) of the Corporations Act.

Yours faithfully

Patrick McCole

Company Secretary

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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, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Monarch Gold Mining Company Limited

ABN

69 100 038 266

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).

1
+Class of +securities issued or to be issued
2
Number of+securities issued or to be issued (if known)
or maximum number which may be issued
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)
4
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

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
Ordinary shares
a) 20,000,000
b) 510,392
Ordinary fully paid shares
Yes
a) $0.50 per share
b) Nil
  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 1

Appendix 3B New issue announcement

  • 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

  • a) Issued pursuant to the Share Placement as announced on 15 February 2008 to provide funds for the mine development at the Riverina and Mt Ida Gold Projects.

  • b) Issued pursuant to an agreement with the lessee of Riverina Station to enable mining of the Riverina Pit.

  • 7 Dates of entering[+] securities into uncertificated holdings or despatch of certificates

26 February 2008

  • 8 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 2 if applicable)

  • 9 Number and[+] class of all[+] securities not quoted on ASX ( including the securities in clause 2 if applicable)

Number +Class
179,704,557 Ordinary fully paid shares
Number +Class
333,334
500,000
933,334
1,666,667
2,700,000
6,333,334
1,583,334
833,334
Options (30.06.08)
Options (31.12.08)
Options (01.05.09)
Options (06.08.10)
Options (30.09.10)
Options (31.12.10)
Options (23.02.11)
Options(23.02.12)
  • 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

The Company does not presently have a formal dividend policy.

Part 2 - Bonus issue or pro rata issue

  • 11 Is security holder approval 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 +Record date to determine entitlements

  • 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

  • 17 Policy for deciding entitlements in relation to fractions

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 2

Appendix 3B New issue announcement

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 of 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 applicable)
29 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

  • 34 Type of securities

( tick one )

  • (a) � Securities described in Part 1

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 3

Appendix 3B New issue announcement

  • (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 expiry 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, and the number and percentage of additional[+] securities are[+] equity securities, the names of the 20 largest holders of the 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 5,001 - 10,000 10,001 - 100,000 100,001 and over

  • 37 � 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

  • • 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

41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 4

Appendix 3B New issue announcement

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.

  2. We warrant the following to ASX.

  3. The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  4. There is no reason why those[+] securities should not be granted[+] quotation.

  5. 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 warranty

  • 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.

  • 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.

  • 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.

  • 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.

Sign here: Patrick McCole

Date: 26 February 2008

~~(Director~~ /Company secretary)

Print name: PATRICK McCOLE

== == == == ==

  • See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 5