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PEAKO LIMITED — Board/Management Information 2011
Apr 11, 2011
65567_rns_2011-04-11_372f0273-7826-4b03-a7f2-1cf393a7508a.pdf
Board/Management Information
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April 12, 2011
APPOINTMENT OF NEW DIRECTORS
Raisama Limited confirms that as outlined in its bid for Peak Oil & Gas Ltd changes to its board of directors have become effective as from today.
The new appointees are:
Mr Jeff Steketee ‐ Managing director
Mr Steketee has over 20 years' experience in the energy sector, and has held senior technical and managerial positions within service and energy and petroleum companies in Australia and Asia, including Halliburton and Unocal. Over the last decade, he was pivotal in developing a number of new energy related companies across Asia including CUEL Limited, an innovative and successful developer of offshore oil and gas fields, and JSX Energy, an E&P company established to focus on upstream investments in Thailand, Malaysia and Indonesia.
Recently, Mr Steketee managed a large investment portfolio for a private, Asian based, conglomerate focussing on resources sector investments in Australia. In parallel, he also developed the company’s globally focused oil and gas division, serving as its inaugural head and building a substantial portfolio of interests in exploration and production companies and offshore production assets.
Mr Steketee has worked extensively throughout Asia with a particular emphasis on business development, strategic and commercial management and private equity investment.
Mr Jim Durrant – Technical director
Mr Durrant has over 30 years' experience in the Australian and international petroleum sector, having held senior technical, management and corporate positions with major companies including Delhi Petroleum and Western Mining Corporation Ltd.
Mr Durrant co‐founded and was technical director of Strike Oil Ltd, playing a major role in developing the company into a respected ASX listed oil & gas company having amassed a successful exploration and production portfolio including the offshore Casino gas discovery, a coal bed methane portfolio in eastern Australia and successful US oil and gas production.
Raisama Limited ABN 79 131 843 868 Suite 1, 16 Ord Street, West Perth WA 6005 PO Box 1255 West Perth WA 6872 t +61 8 6143 1800 f +61 8 6143 1818 e [email protected] w www.raisama.com.au
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Mr Durrant is a member of the American Association of Petroleum Geologists, was an elected board member of the Australian Petroleum Production and Exploration Association ( APPEA ) for 8 years and served as State and National President of the Petroleum Exploration Society of Australia ( PESA ). He was awarded the PESA Meritorious Service Medal in 1998 and honorary life membership of APPEA in 2009.
Mr Guy Cowan – Non‐executive director
Mr Cowan has 23 years' international experience in senior commercial and financial roles in the oil and gas industries with the Shell Group of companies.
After graduating as an engineer in the UK, Mr. Cowan qualified as a chartered accountant and subsequently as a certified public accountant in the USA, with nine years experience with PricewaterhouseCoopers and KPMG in the UK, Brazil and the USA. Mr. Cowan joined Shell in Brazil in 1981 and over the following 23 years acted in senior finance and commercial roles for Shell in Africa, Europe, the Americas and Australia. This included serving as an alternate director of Woodside Petroleum in 1992‐1994, CFO and commercial general manager of Shell Nigeria, and, during his last 2 years with the Shell Group, as director, vice president and CFO of Shell Petroleum Inc and the Shell Oil Company in the USA.
After leaving Shell in 2005 he became CFO and director of strategy of the Fonterra Co‐Operative Group Limited, the New Zealand based exporter of dairy products accounting for more than one third of the international dairy trade. He resigned from this position to take up residence in Australia in 2009.
Mr Cowan is a non‐executive director of United Group Limited, Queensland Sugar Ltd, Ludowic Ltd, Soprole Inversiones S.A. (Chile) and Gold Oil PLC (UK).
Mr David Berrie now becomes the Executive Chairman. Messrs Howison and Reindler remain as non‐executive directors. The resignation of Mr Marcello de Angelis as a non‐executive director has been accepted.
David Berrie, said, “We welcome the Peak Oil & Gas directors to the board of Raisama and trust that together we can successfully transform the Company into a successful energy producer.”
Also attached are relevant Appendix 3X, 3Y and 3Z forms as required.
| For further information please contact: | |
|---|---|
| www.raisama.com.au | [email protected] |
| David Berrie, Executive Chairman | +61 8 6143 1800 |
| Jeff Steketee, Managing Director | +61 8 6143 1800 |
| Ian Howarth, Investor Relations | +61 407 822 319 |
2
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Raisama Background
Raisama is an ASX listed (ASX: RAI) and Australian based exploration and development company with active projects in Australia, Asia‐Pacific and the Kyrgyz Republic.
Raisama is focused on using its strong cash position and management expertise to identify resource projects and/or investment opportunities that have the capacity of building significant shareholder value. The acquisition of Peak Oil & Gas is evidence of the ongoing success of this strategy.
Cadlao Redevelopment Project – Philippines
Located in the Palawan basin in the Philippines, production from Cadlao is expected in the December quarter of 2011. Independent petroleum consultant, Gaffney, Cline & Associates has estimated gross field 2P reserves of 6.05 mmbbl and an expectation of an average gross field production rate of over 11,400 bopd for the first six months of production from Cadlao.
As stated in the GCA report, Raisama’s net interest in the Cadlao Redevelopment Project has a net present value of approximately $US79 million on a “Proved plus Probable” basis using a 10% discount rate.
The Cadlao Redevelopment Project is financially attractive for Raisama with Gaffney, Cline & Associates having confirmed through its own independent analysis:
-
a payback of investment capital expected within the first 2 months of the start of oil production;
-
positive net cash flow of more than $90 million to Raisama in first year of production; and
-
an internal rate of return of more than 100%.
Raisama considers the 2P project cashflows resulting from the production profile contemplated in the GCA report to be robust, with a breakeven oil price for the Cadlao Redevelopment Project below US$45/bbl. The Cadlao Redevelopment Project has the potential to generate significant returns for Raisama in a higher oil price environment.
Raisama’s uranium assets
Rasiama has undertaken an aggressive exploration campaign on both its Western Australian and Kyrgyz projects. This has included three diamond drilling programs at the highly prospective Kashkasu II project in the Kyrgyz Republic, a reverse circulation drilling program at Chain Pool and an aircore drilling program at Baltic Bore in the Gascoyne Province of Western Australia.
In addition to its current portfolio of projects, Raisama has been actively seeking and assessing advanced project opportunities both in Australia and overseas for either joint venture or purchase and additional highly prospective greenfield opportunities to complement its existing portfolio of projects.
3
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial Director’s Interest Notice
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 30/9/2001.
| Name of entity | Raisama Limited |
|---|---|
| ABN | 79 131 843 868 |
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Jeff Steketee |
|---|---|
| Date of appointment | 12 April 2011 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
Nil
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
| Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest. Sagepark Holdings Pty Ltd Director/Beneficiary |
Number & class of Securities 30,427,728 ordinary shares 1,500,000 December 31, 2012 options exercisable at 20 cents 1,250,000 December 31, 2013 options exercisable at 35 cents 1,250,000 December 31, 2014 options exercisable at 50 cents |
|
|---|---|---|
Part 3 – Director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | Executive services agreement |
|---|---|
| Nature of interest | Personal services to be rendered |
| Name of registered holder (if issued securities) |
|
| No. and class of securities to which interest relates |
- See chapter 19 for defined terms.
Appendix 3X Page 2
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Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial Director’s Interest Notice
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 30/9/2001.
| Name of entity | Raisama Limited |
|---|---|
| ABN | 79 131 843 868 |
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Jim Durrant |
|---|---|
| Date of appointment | 12 April 2011 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
Nil
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
| Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest. Pontia Pty Ltd Beneficiary J&M Durrant **Fund> Beneficiary |
Number & class of Securities 27,287,727 ordinary shares 1,500,000 December 31, 2012 options exercisable at 20 cents 1,250,000 December 31, 2013 options exercisable at 35 cents 1,250,000 December 31, 2014 options exercisable at 50 cents 3,140,000 ordinary shares |
|---|---|
Part 3 – Director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | Executive services agreement |
|---|---|
| Nature of interest | Personal services to be rendered |
| Name of registered holder (if issued securities) |
|
| No. and class of securities to which interest relates |
- See chapter 19 for defined terms.
Appendix 3X Page 2
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Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial Director’s Interest Notice
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 30/9/2001.
| Name of entity | Raisama Limited |
|---|---|
| ABN | 79 131 843 868 |
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Guy Cowan |
|---|---|
| Date of appointment | 12 April 2011 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
200,000 December 31, 2014 options exercisable at 40 cents \ 300,000 December 31, 2014 options exercisable at 50 cents
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
| Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest. |
Number & class of Securities | |
|---|---|---|
Part 3 – Director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) No. and class of securities to which interest relates
- See chapter 19 for defined terms.
Appendix 3X Page 2
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Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/9/2001.
Name of entity RAISAMA LIMITED ABN 79 131 843 868
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | DAVID BERRIE |
|---|---|
| Date of last notice | 3 DECEMBER 2009 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct/Indirect |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
Davthea Pty Ltd (director); Yellowcake Nominee Pty Ltd (director) H Berrie (family relative) |
| Date of change | 7 April 2011 |
| No. of securities held prior to change | Direct - 287,500 ordinary shares; 1,000,000 December 31, 2012 options exercisable at 20 cents; 2,000,000 December 31, 2013 options exercisable at 35 cents; 3,000,000 December 31, 2014 options exercisable at 50 cents Indirect – 712,500 fully paid ordinary shares |
| Class | Ordinary fully paid ordinary shares |
| Number acquired | 272,727 fully paid ordinary shares |
| Number disposed | Nil |
| Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
$0.22 per share per Peak Oil & Gas take over |
- See chapter 19 for defined terms.
Appendix 3Y Page 1
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Appendix 3Y Change of Director’s Interest Notice
| No. of securities held after change | Direct – 287,500 ordinary shares 1,000,000 December 31, 2012 options exercisable at 20 cents; 2,000,000 December 31, 2013 options exercisable at 35 cents; 3,000,000 December 31, 2014 options exercisable at 50 cents Indirect – 985,227 fully paid shares |
|---|---|
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
Shares issued re Peak Oil & Gas Ltd takeover |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required? |
No |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
N/a |
| If prior written clearance was provided, on what date was this provided? |
N/a |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
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Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/9/2001.
Name of entity RAISAMA LIMITED ABN 79 131 843 868
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | MATTHEW HOWISON |
|---|---|
| Date of last notice | 3 DECEMBER 2009 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct/Indirect |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
Laconia Pty Ltd -director Kaos Pty Ltd -director |
| Date of change | 7 April 2011 |
| No. of securities held prior to change | Direct - 5,600,000 ordinary shares Indirect 412,500 fully paid ordinary shares 1,500,000 December 31, 2012 options @ $0.20; 1,500,000 December 31, 2013 options @ $0.35; 1,500,000 December 31, 2014 options @ $0.50 |
| Class | Ordinary fully paid ordinary shares |
| Number acquired | a) 9,095,454 fully paid ordinary shares b) 1,300,000 December 31, 2012 options @ $0.20; c) 1,150,000 December 31, 2013 options @ $0.35; d) 1,150,000 December 31, 2014 options @ $0.50 |
- See chapter 19 for defined terms.
Appendix 3Y Page 1
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Appendix 3Y Change of Director’s Interest Notice
| Number disposed | Nil |
|---|---|
| Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
a) $0.22 per share per Peak Oil & Gas take over; b) One Raisama 31 December 2012 option @ $0.20 acquired for every one Peak Oil & Gas 31 December 2013 option @ $0.20; c) One Raisama 31 December 2013 option @ $0.35 acquired for every one Peak Oil & Gas 31 December 2014 option @ $0.35; d) One Raisama 31 December 2014 option @ $0.50 acquired for every one Peak Oil & Gas 31 December 2015 option @ $0.50. |
| No. of securities held after change | Direct – 5,600,000 ordinary shares; Indirect – 9,507,954 fully paid shares; 2,800,000 December 31, 2012 options @ $0.20; 2,650,000 December 31, 2013 options @ $0.35; 2,650,000 December 31, 2014 options @ $0.50 |
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
Shares and options issued re Peak Oil & Gas Ltd takeover |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change
- See chapter 19 for defined terms.
Appendix 3Y Page 2
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Appendix 3Y Change of Director’s Interest Notice
Part 3 –[+] Closed period
Were the interests in the securities or contracts detailed No above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade N/a to proceed during this period? If prior written clearance was provided, on what date was this N/a provided?
- See chapter 19 for defined terms.
Appendix 3Y Page 3
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Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/9/2001.
Name of entity RAISAMA LIMITED ABN 79 131 843 868
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | CHRISTOPHER REINDLER |
|---|---|
| Date of last notice | 3 DECEMBER 2009 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct/Indirect |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
P Reindler, K Reindler, E Reindler & CJ Reindler (family relatives) |
| Date of change | 7 April 2011 |
| No. of securities held prior to change | Direct 3,700,000 ordinary shares; 1,500,000 December 31, 2012 options exercisable at 20 cents; 1,500,000 December 31, 2013 options exercisable at 35 cents; 1,500,000 December 31, 2014 options exercisable at 50 cents Indirect 3,00,000 fully paid ordinary shares |
| Class | Ordinary fully paid ordinary shares |
| Number acquired | 681,818 fully paid ordinary shares |
| Number disposed | Nil |
- See chapter 19 for defined terms.
Appendix 3Y Page 1
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Appendix 3Y Change of Director’s Interest Notice
| Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
$0.22 per share per Peak Oil & Gas take over |
|---|---|
| No. of securities held after change | Direct 4,381,818 ordinary shares; 1,500,000 December 31, 2012 options exercisable at 20 cents; 1,500,000 December 31, 2013 options exercisable at 35 cents; 1,500,000 December 31, 2014 options exercisable at 50 cents Indirect – 3,000,000 fully paid shares |
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
Shares issued re Peak Oil & Gas Ltd takeover |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Part 3 –+Closed period | |
|---|---|
| Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required? |
No |
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
N/a |
| If prior written clearance was provided, on what date was this provided? |
N/a |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
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Appendix 3Z Final Director’s Interest Notice
Rule 3.19A.3
Appendix 3Z
Final Director’s Interest Notice
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 30/9/2001.
Name of entity Raisama Limited ABN 79 131 843 868
We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of director | Marcello de Angelis |
|---|---|
| Date of last notice | 3 December 2009 |
| Date that director ceased to be director | 12 April 2011 |
Part 1 – Director’s relevant interests in securities of which the director is the registered holder In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
200,000 common shares
- See chapter 19 for defined terms.
Appendix 3Z Page 1
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Appendix 3Z Final Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
| Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest Etruscan Gold Exploration Pty Ltd (director) |
Number & class of securities 250,000 December 31, 2013 options exercisable at 35 cents 250,000 December 31, 2014 options exercisable at 50 cents |
|
|---|---|---|
Part 3 – Director’s interests in contracts
| Detail of contract | Nil |
|---|---|
| Nature of interest | N/A |
| Name of registered holder (if issued securities) |
N/A |
| No. and class of securities to which interest relates |
N/A |
- See chapter 19 for defined terms.
Appendix 3Z Page 2
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