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STRIKE RESOURCES LIMITED Share Issue/Capital Change 2008

Aug 11, 2008

65855_rns_2008-08-11_02c51eb3-cdcc-4825-8eff-0109f00dee38.pdf

Share Issue/Capital Change

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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

Strike Resources Limited (SRK)

ABN

94 088 488 724

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 (1) Fully-paid, ordinary shares
issued (2) Fully-paid, ordinary shares
Number of +securities issued or to be2issued (if known) or maximum numberwhich may be issued (1) 7,750,000 fully paid, ordinary shares
(2) 1,750,000 fully paid, ordinary shares
3 Principal terms of the +securities (eg, ifoptions, exercise price and expiry date;if partly paid +securities, the amountoutstanding and due dates for payment;if +convertible securities, the conversion (1) Same rights as other fully-paid, ordinary shares on
issue
(2) Same rights as other fully-paid, ordinary shares onissue
price and dates for conversion)

+ See chapter 19 for defined terms.

4 Do the +securities rank equally in allrespects from the date of allotment withan 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 thenext 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 (1)(2) issueissue Same rights as other fully paid ordinary shares onSame rights as other fully paid ordinary shares on
5 Issue price or consideration (1)As consideration for the acquisition of all of theshares in Orion Indo Operations Pty Ltd held byStrike Resources Limited pursuant to a share saledeed dated 10 August 2008;
(2) As consideration for the acquisition of all of theshares in Central Exchange Mining Ltd (name andstatus change to Orion Australian Operations PtyLtd pending ASIC confirmation) held by StrikeResources Limited pursuant to a share sale deeddated 10 August 2008
(as disclosed to ASX on 11 August 2008)
6 Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets) (1)(2) Refer (5)Refer (5)(as disclosed to ASX on 11 August 2008)
7 Dates of entering +securities intouncertificated holdings or despatch ofcertificates (1)(2) 11 August 200811 August 2008
8 Number and +class of all +securitiesquotedonASX(includingthesecurities in clause 2 if applicable) Number 130,034,268(also refer Table A) +ClassORDINARY(ASX Code: SRK)
Number +Class
9 Number and +class of all +securities Refer Table A
not quoted on ASX (including the
securities in clause 2 if applicable)

+ See chapter 19 for defined terms.

TABLE A - RECONCILIATION OF QUOTED AND UNQUOTED SECURITIES:

The Company currently has the following securities on issue:

Quoted Not Quoted Total
on ASX on ASX
Fully paid ordinary shares 130,034,268 - 130,034,268
$0.178 (9 February 2011) Unlisted Options - 1,833,333 1,833,333
$0.278 (9 February 2011) Unlisted Options - 1,666,667 1,666,667
$0.938 (20 July 2011) Directors' Options - 4,600,000 4,600,000
$0.938 (12 September 2011) Unlisted Director's Options - 500,000 500,000
$1.178 (5 October 2011) Unlisted Employee's Options - 150,000 150,000
$2.078 (6 March 2012) Unlisted Director's Options - 500,000 500,000
$2.788 (6 March 2012) Unlisted Directors' Options - 3,300,000 3,300,000
$2.878 (30 April 2012) Unlisted Employees' Options - 133,000 133,000
$2.878 (4 September 2012) Unlisted Employee's Options - 200,000 200,000
$2.878 (16 November 2012) Unlisted Employee's Options - 250,000 250,000
$3.978 (2 December 2012) Unlisted Directors' Options - 4,000,000 4,000,000
$2.878 (3 March 2013) Unlisted Employee's Options - 250,000 250,000
$2.75 (29 July 2011) Unlisted Options - 903,404 903,404
Total 130,034,268 18,286,404 148,320,672

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Same rights as other fully paid ordinary shares on issue

Part 2 - Bonus issue or pro rata issue

11 Issecurityholderapprovalrequired? N/A
12 Is the issue renounceable or nonrenounceable? N/A
13 Ratio in which the +securities willbe offered N/A
14 +Class of +securities to which theoffer relates N/A
15 +Recorddatetodetermineentitlements N/A
16 Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements? N/A
17 Policy for deciding entitlements inrelation to fractions N/A

+ See chapter 19 for defined terms.

18 Names of countries in which theentity has +security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7. N/A
19 Closingdateforreceiptofacceptances or renunciations N/A
20 Names of any underwriters N/A
21 Amount of any underwriting fee orcommission N/A
22 Names of any brokers to the issue N/A
23 Fee or commission payable to thebroker to the issue N/A
24 Amountofanyhandlingfeepayabletobrokerswholodgeacceptances or renunciations onbehalf of +security holders N/A
25 Iftheissueiscontingenton+securityholders'approval,thedate of the meeting N/A
26 Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled N/A
27 If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders N/A
28 Date rights trading will begin (ifapplicable) N/A
29 Date rights trading will end (ifapplicable) N/A
30 How do +security holders sell theirentitlementsinfullthroughabroker? N/A
31 How do +security holders sell partoftheirentitlementsthroughabroker and accept for the balance? N/A

+ See chapter 19 for defined terms.

32 How do +security holders disposeof their entitlements (except by salethrough a broker)? N/A
33 +Despatch date N/A

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

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 are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of 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 N/A

+ See chapter 19 for defined terms.

39 +securitiesClassofforwhichquotation is sought N/A
40 Do the +securities rank equally in allrespects from the date of allotmentwith an existing +class of quoted+securities?If the additional securities do notrank equally, please state:•the date from which they do•theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment•the extent to which they do notrankequally,otherthaninrelation to the next dividend,distribution or interest payment N/A
41 Reason for request for quotationnowExample: In the case of restricted securities, end ofrestriction period(ifissueduponconversionofanother security, clearly identify thatother security) N/A
42 Number and +class of all +securities NumberN/A +ClassN/A
+ See chapter 19 for defined terms.
-- -- -- -- -- ------------------------------------- -- --

quoted on ASX (including the

securities in clause 38)

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.
    • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
    • There is no reason why those +securities should not be granted +quotation.
    • 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.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided 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.
  • 3 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.
    • 4 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: .......................................................... Date: 11 August 2008

Print name: VICTOR HO (Executive Director and Company Secretary)

== == == == ==

+ See chapter 19 for defined terms.

NOTICE UNDER PARAGRAPH 708A(5)(E) OF THE CORPORATIONS ACT 2001 (CTH)

Pursuant to the acquisition of the outstanding interests in the Berau Coal Project in Kalimantan, Indonesia (via the acquisition of all of the issued share capital of Orion Indo Operations Pty Ltd ACN 124 702 245) and the Paulsens East Iron Ore Project in Western Australia (via the acquisition of all of the issued share capital of Central Exchange Mining Ltd ACN 119 438 265 (name and status change to Orion Australian Operations Pty Ltd pending ASIC confirmation), Strike Resources Limited ACN 088 488 724 (Company) has, on 11 August 2008, issued 9,500,000 fully paid ordinary shares in the Company (Shares) to Orion Equities Limited ACN 000 742 843.

The Company relies on Section 708A(5) of the Corporations Act 2001 (Cth) (Corporations Act) in respect of the issue of the Shares without disclosure, and gives notice under paragraph 708A(5)(e) of the Corporations Act that:

    1. the Company issued the Shares without disclosure to investors under Part 6D.2 of the Corporations Act;
    1. as at the date of this notice, the Company has complied with:
    • (1) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and
    • (2) section 674 of the Corporations Act; and
    1. as at the date of this notice, there is no excluded information within the meaning of sections 708A(7) and 708A(8) of the Corporations Act.

Dated: 11 August 2008

For and on behalf of the Board,

Victor Ho Executive Director and Company Secretary

www.strikeresources.com.au

STRIKE RESOURCES LIMITED A.B.N. 94 088 488 724