TITANIUM SANDS LIMITED — Major Shareholding Notification 2008

Aug 26, 2008

Form 604

Corporations Act 2001 Section 671B

Notice of Change of interests of substantial holder

To Company Name/Scheme	Windimurra Vanadium Limited
ACN/ARSN	65 009 131 533
1. Details of substantial holder Name		WF Asian Smaller Companies Fund Limited
ACN/ARSN (if applicable)
There was a change of interests of the substantial holder on		20/Aug/2008
The previous notice was given to the company on		3/March/2008
The previous notice was dated		20/Feb/2008

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
Ordinary	9.735.492	.11%	9.412.376	6.10%

3. Changes in relevant interests

Particulars or 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 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
20 Aug 2008	WF Asian Smaller Companies Fund Limited	More than 1% decrease in shareholding	323,116 shares sold on 20 August 2008 (Consideration: AUD 644,196.66)	9,412,376 Ordinary Shares	9.412.376

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١Ŋ, 4. Present relevant interests

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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 registered be as holder $(8)$	Nature of relevant interest $(6)$	Class and number of securities	Person's votes
WF Asian Smaller Companies Fund Limited	HSBC Custody Nominees (Australia) Limited - A/C 2	WF Asian Smaller Companies Fund Limited	Beneficial Owner	9,412,376 Ordinary Shares	9,412,376

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

6. Addresses

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

Name		Address
	WF Asian Smaller Companies Fund Limited	2906-07, 29 th Floor, One Exchange Square, Central, Hong Kong
	For and on behalf of
Signature		WF ASIAN SMALLER COMPANIES FIRID LIMITED
	print name	capacity Scobie Ward - Director
	sign here	date 26 August 2008 Authorized Signature(s)

605 Page 2/2 15 July 2002

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.
• $(6)$ Included 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 stament certifying this contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See 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.
• (8) If the substantial holder is unable to determine the identity of the person (eg. relevant interest arises because of an option) write "unknown".
• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.