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RESOLUTION MINERALS LTD Major Shareholding Notification 2018

Feb 1, 2018

65717_rns_2018-02-01_6c324374-79db-4897-b5bc-a1a35ae9f381.pdf

Major Shareholding Notification

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604 Page 1 of 3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Northern Cobalt Limited ACN/ARSN 617 789 732

1. Details of substantial holder (1)

Name
ACN/ARSN (if applicable)
Coolabah Group Pty Ltd, Duncan Chessell, William McKinnon-Matthews,
David Rawlings, Andreyev (Adelaide) Pty Ltd and Andrea McKinnon-
Matthews
Coolabah Group Pty Ltd ACN 166 770 896; Andreyev (Adelaide) Pty Ltd
ACN 162 624 213

There was a change in the interests of the substantial holder on 02 / 02 / 2018 The previous notice was given to the company on 21 / 09 / 2017 The previous notice was dated 21 / 09 / 2017

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:

ompany or scheme, are as follows:
Class of securities (4) Previous notice Present notice
Person’s votes Votingpower(5) Person’s votes Votingpower(5)
Ordinary shares 4,875,000 13.70% 4,875,000 12.52%
Refer Annexure A

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
relevant interest
changed
Nature of change (6) Consideration given in
relation to change (7)
Class and number
of securities
affected
Person's votes
affected
N/A Coolabah
Group Pty
Ltd
Increase in
issued capital
of the Company
N/A 4,875,000
ordinary
shares
4,875,000
N/A Refer
Annexure A
Refer Annexure
A
N/A Refer
Annexure A
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
Coolabah
Group Pty
Ltd
Coolabah
Group Pty
Ltd
Coolabah Group
Pty Ltd
Refer Annexure
A
4,875,000
ordinary
shares
4,875,000

604 Page 2 of 3 15 July 2001

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:

Name and ACN/ARSN (if applicable) Nature of association
N/A N/A

6. Addresses

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

Name Address
Coolabah Group Pty Ltd Level 3, 29 King William Street, Adelaide, South Australia
Refer Annexure A

Signature

print name Duncan Chessell capacity Director sign here date 02 / 02 / 2018

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".

604 Page 3 of 3 15 July 2001

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

Annexure A – Notice of change of interests of substantial holder Form 604 Corporations Act 2001 671B

Northern Cobalt Limited

ACN 671 789 732

This is Annexure A of 3 pages referred to in Form 604 Notice of change of interest of substantial holder signed by me and dated 2[nd] February 2018.

==> picture [96 x 59] intentionally omitted <==


Duncan Chessell

2. Details of Voting Power

Class of securities Number of securities Person’s votes Present voting power
Duncan Chessell
Ordinary shares
4,908,750 4,908,750 12.60%
(based
on
38,945,343
ordinary
shares on issue)
William
McKinnon-
Matthews
Ordinary shares
4,908,750 4,908,750 12.60%
(based
on
38,945,343
ordinary
shares on issue)
David Rawlings
Ordinary shares
4,923,750 4,923,750 12.64%
(based
on
38,945,343
ordinary
shares on issue)
Andreyev (Adelaide) Pty
Ltd
Ordinary shares
4,908,750 4,908,750 12.60%
(based
on
38,945,343
ordinary
shares on issue)
Andrea
McKinnon-
Matthews
Ordinary shares
4,908,750 4,908,750 12.60%
(based
on
38,945,343
ordinary
shares on issue)

3. Changes in Relevant Interests

Person
whose
relevant
interest
changed
Nature of change Class and number of
securities
Person’s
votes
affected
Coolabah Group Pty Ltd
(Coolabah)
Increase in the issued
capital
of
Northern
Cobalt Ltd.
1,365,000
ordinary
shares
1,365,000
Coolabah Increase in the issued
capital
of
Northern
Cobalt Ltd.
3,510,000
ordinary
shares
3,510,000
Duncan Chessell Increase in the issued
capital
of
Northern
Cobalt Ltd.
33,750 ordinary shares 33,750
William
McKinnon-
Matthews
Increase in the issued
capital
of
Northern
Cobalt Ltd.
33,750 ordinary shares 33,750
David Rawlings Increase in the issued
capital
of
Northern
Cobalt Ltd.
48,750 ordinary shares 48,750
Andreyev (Adelaide) Pty
Ltd
Increase in the issued
capital
of
Northern
Cobalt Ltd.
33,750 ordinary shares 33,750
Andrea
McKinnon-
Matthews
Increase in the issued
capital
of
Northern
Cobalt Ltd.
33,750 ordinary shares 33,750
Duncan
Chessell,
William
McKinnon-
Matthews,
David
Rawlings,
Andreyev
(Adelaide) Pty Ltd and
Andrea
McKinnon-
Matthews
Increase in the issued
capital
of
Northern
Cobalt Ltd.
4,875,000
ordinary
shares
4,875,000

4. Details of Present Relevant Interests

Holder
of
relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder
Class and number of
securities
Duncan Chessell Lobuje Pty Ltd Lobuje Pty Ltd 33,750 ordinary shares
William McKinnon-
Matthews
Andrea
McKinnon-
Matthews
Andrea
McKinnon-
Matthews
33,750 ordinary shares
David Rawlings Michelle Braham Michelle Braham 48,750 ordinary shares
Andreyev (Adelaide) Pty
Ltd
Andreyev (Adelaide) Pty
Ltd
Andreyev (Adelaide) Pty
Ltd
33,750 ordinary shares
Andrea
McKinnon-
Matthews
Andrea
McKinnon-
Matthews
Andrea
McKinnon-
Matthews
33,750 ordinary shares
Duncan
Chessell,
William
McKinnon-
Matthews,
David
Rawlings,
Andreyev
(Adelaide) Pty Ltd and
Andrea
McKinnon-
Matthews
Coolabah Coolabah 4,875,000
fully
paid
ordinary shares

6. Addresses

6.
Addresses
Name Address
Duncan Chessell 567 The Parade, Magill, South Australia
William McKinnon-Matthews 29 Shelley Avenue, Fulham Gardens, South Australia
David Rawlings 27 Rudd Parade, Bridgewater, South Australia
Andreyev (Adelaide) Pty Ltd Level 4, 29 King William Street, Adelaide, South Australia
Andrea McKinnon-Matthews 29 Shelley Avenue, Fulham Gardens, South Australia