TALGA GROUP LTD — Major Shareholding Notification 2014

Jun 29, 2014

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme Company Name/Scheme

To Company Name/Scheme Company Name/Scheme Talga Resources Limited ACN/ARSN 138 405 419

1. Details of substantial holder (1)

Name Warwick Grigor ACN / ARSN (if applicable) N/A

The holder became a substantial holder on

30 / 06 / 14

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Persons’ votes (5)	Voting power (6)
Ordinary	7,699,128	7,699,128	6.18%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Gregorach PtyLtd	Indirect	6,757,628 OrdinaryShares
Gregorach Pty Ltd Super Fund>	Indirect	220,000 Ordinary Shares
Exponential Equities PtyLtd	Indirect	571,500 OrdinaryShares
Sgian Dubh PtyLtd	Indirect	150,000 OrdinaryShares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder(8)	Class and number of securities
WarwickGrigor	Gregorach PtyLtd	Gregorach PtyLtd	6,757,628 Ordinary Shares
Warwick Grigor	Gregorach Pty Ltd Fund>	Gregorach Pty Ltd Grigor Super Fund>	220,000 Ordinary Shares
Warwick Grigor	Exponential Equities PtyLtd	Exponential Equities Pty Ltd	571,500 Ordinary Shares
Warwick Grigor	Sgian Dubh PtyLtd	Sgian Dubh PtyLtd	150,000 OrdinaryShares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)	Consideration (9)	Class and number of securities
		Cash	Non-cash
Gregorach PtyLtd	30/05/14 - 30/06/14	$1,245,497.50	-	6,757,628 OrdinaryShares
Gregorach Pty Ltd Fund>	25/02/14 & 25/06/14	$25,057.75	-	220,000 Ordinary Shares
Exponential Equities PtyLtd	14/05/14 – 30/06/14	$106,603.83	-	571,500 Ordinary Shares
Sgian Dubh PtyLtd	09/05/12 – 24/02/14	$12,905.00	-	150,000 OrdinaryShares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN(if applicable)	Nature of association
Gregorach PtyLtd	Beneficial Holder
Gregorach Pty Ltd Fund>	Beneficial Holder
Exponential Equities PtyLtd	Beneficial Holder
Sgian Dubh PtyLtd	Beneficial Holder

7. Addresses

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

Name	Address
Gregorach PtyLtd	107A The GrandParade, Sutherland,NSW,2232
Gregorach Pty Ltd Fund>	107A The Grand Parade, Sutherland, NSW, 2232
Exponential Equities PtyLtd	107A The Grand Parade,Sutherland,NSW,2232
Sgian Dubh PtyLtd	107A The Grand Parade,Sutherland,NSW,2232
Gregorach PtyLtd	107A The Grand Parade,Sutherland,NSW,2232

Signature

print name Warwick Grigor Capacity Director

sign here

==> picture [104 x 43] intentionally omitted <==

Date 30/06/2014

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 7 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 A.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

• (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

• (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”.

• (9) 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.