ROX RESOURCES LIMITED — Major Shareholding Notification 2023

Aug 29, 2023

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Rox Resources Limited
ACN/ARSN	107 202 602

1. Details of substantial holder (1)

As above
	in section 6.				Rox Resources Limited (ACN 107 202 602) (Rox) and associates listed

There was a change in the interests of thesubstantial holder on	29/08/2023
The previous notice was given to the company on	10/07/2023
The previous notice was dated	10/07/2023

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)
Fully paid ordinaryshares	55,000,000	16.45%	55,000,000	15.28%

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 ofchange	Person whoserelevant interestchanged	Nature of change (6)	Consideration givenin relation to change(7)	Class and numberof securitiesaffected	Person's votesaffected
29/08/2023	Rox	Dilution ofvoting powerfollowing theissue of25,677,800ordinaryshares by Roxpursuant to aplacement on29 August2023.	n/a	55,000,000	55,000,000

4. Present relevant interests

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

Holder of	Registered holder	Person entitled to be	Nature of relevant	Class and number	Person's votes
relevant	of securities	registered as holder	interest (6)	of securities

interest		(8)
Rox	Venus MetalsCorporationLimited (ACN123 250 582)(VMC)	VMC	Relevantinterest in55,000,000shares in Rox(in which VMCholds arelevantinterest),pursuant tosection$608(1)(c)$ oftheCorporationsAct 2001 (Cth)(CorporationsAct) as Roxhas theability tocontrol theexercise of apower todispose of theshares,pursuant to aVoluntaryEscrow Deeddated 7 July2023.	55,000,000	55,000,000

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 fo

6. Addresses

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

Name	Address
Rox Resources LimitedRox (Mt Fisher) Pty LtdRox (Murchison) Pty Ltd	Level 2/87 Colin Street, West Perth, WA 6005

Signature

print name	Christopher Hunt	capacity	Company Secretary
sign here		date	30/08/2023

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.
• (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. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ Include details of:
  • any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ 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.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $(7)$ 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 identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$