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TIVAN LIMITED — Major Shareholding Notification 2019
Aug 22, 2019
65967_rns_2019-08-22_61580e7e-5364-406f-8bcd-a3a3a0811ddc.pdf
Major Shareholding Notification
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TNG Limited ACN: 000 817 023
Form 604
Corporations Act 2001
Section 671B Notice of change of interests of substantial holder
Via Fax
7 Pages including this cover
Lodging Party Details Trove Advisory Group Pty Ltd ASIC AGENT Ph 08 6324 2600
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | TNG Limited |
|---|---|
| ACN/ARSN | 000 817 023 |
| 1. Details of substantial holder(1) |
|
| Name | Aosu Investment and Development Co. Ltd (Aosu), Suzhou Wanlong Electric Group Co. Ltd (Suzhou Wanlong), Suzhou Beijia Investment Co. Ltd (Suchou Beijia), Mr Wang Liquan, and Mr |
| ACN/ARSN (if applicable) | Wang Zhigang 152 646 930 |
| There was a change in the interests of the substantial holder on |
31/07/2019 |
| The previous notice was given to the company on |
15/01/2014 |
| The previous notice was dated | 15/01/2014 |
| Contained the Containing Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Contact Cont |
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 r
| UPSS Of Securities (4) | Previous notice | Present notice | ||
|---|---|---|---|---|
| Fully paid ordinary shares | ⊢ Person's votes | Voting power (5) | Person's votes | Voting power (5) |
| 59,808,643 | 11.14% | 60.508.643 | 5.38% |
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
| Date of change Refer |
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 |
|---|---|---|---|---|---|
| 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 |
|---|---|---|---|---|---|
| Mr Wang Li Quan Mr Wang |
Aosu | Aosu | Relevant interest under section 608(3) of the Act through Suzhou Beijia |
56,208,643 ordinary shares |
56,208.643 ordinary shares |
| Zhigang | Aosu | Aosu | interest under section 608(3) of the Act through Suzhou Beijia; Registered holder of the shares |
56,208,643 ordinary shares 4.300,000 ordinary |
60,508,643 ordinary shares |
| Suzhou Wanlong Electric Group Co. Ltd (Suzhou Waniong) |
Aosu | Aosu | Relevant interest under section 608(3) of the Act in respect of Aosu |
shares 56,208,643 ordinary shares |
56,208,643 ordinary shares |
| Suzhou Beijia Investment Co. Ltd (Suzhou Beijia) |
Ansu | Aosu | Relevant interest under section 608(3) of the Act in respect of Aosu |
56208,643 ordinary shares |
56,208,643 ordinary shares |
|---|---|---|---|---|---|
| Aosu | Aosu | Aosu | Registered holder of the shares |
56,208,643 ordinary shares |
56.208.643 ordinary shares |
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:
| wame and ACN/ARSN (if applicable) | Nature of association |
|---|---|
| N/A | N/A |
6. Addresses
The addresses of persons named in this form are:
| Name | Address |
|---|---|
| Aosu investment and Development Co. Ltd |
18/82 Nightcliff Road, Rapid Creek, NT, Australia 0810 |
| Suzhou Wanlong Electric Group Co. Ltd | |
| Suzhou Beijia Investment Co. Ltd | No. 41 Donghong Road, Suzhou, China |
| Mr Wang Li Quan, | No. 41 Donghong Road, Suzhou, China |
| Room 1903, Building 6, No. 6 Xizhou Road, Suzhou, China | |
| Mr Wang Zhigang | Room 1903, Building 6, No. 8 Xizhou Road, Suzhou, China |
Signature

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 mo secondary cannot be more to a contract to an expression and addresses of members is clearly set out in paragraph 6 of the form.
- See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
- $(6)$ Include details of:
$(3)$
$(9)$
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies $\left($ a) any necessary decument 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
- 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 $(b)$ 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 has, $(7)$ 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".
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
$p.4$
This is Annexure 'A' of four pages referred to in form 604 Notice of Changes of interest of substantial holder
TNG Limited
ACN: 000 817 023
Question Three
Changes in relevant interests
| Date of | Person whose | Nature of change (6) | |||
|---|---|---|---|---|---|
| change 27/02/2014 |
relevant interest changed | Consideration given in relation to change (7) |
Class and number of securities affected |
Person's votes affected |
|
| Aosu, its holding companies Suzhou Wanlong and Suzhou Beijia, and the controllers of those companies Mr Wang Li Quan, and Mr Wang Zhigang (Controllers) |
Holding in the Company diluted by issue of 13,438,333 shares, with voting power falling to 10.86% |
N/A | N/A | N/A | |
| 06/03/2014 | Aosu and Controllers | Holding in the Company diluted by issue of 2,966,665 shares, with voting power falling to 10.81% |
$\overline{\text{NA}}$ | N/A | N/A |
| 31/03/2014 | Aosu and Controllers | Holding in the Company diluted by issue of 500,000 shares, with voting power falling to 10.80% |
N/A | $N/\Lambda$ | N/A |
| 30/06/2014 15/07/2014 |
Aosu and Controllers | Holding in the Company diluted by issue of 44,444 shares, with voting power falling to 10.80% |
$N/\overline{A}$ | N/A | N/A |
| Aosu and Controllers | Sale of Shares | \$264,839.96 | 1,000,000 fully paid ordinary shares |
Aosu and Controllers |
|
| 16/07/2014 | Aosu and Controllers | Sale of Shares | \$121,500.00 | $500,000$ fully paid ordinary shares |
$\overline{\mathsf{Aosu}}$ and Controllers |
| 17/07/2014 | Aosu and Controllers | Sale of Shares | S245 565.55 | 1,000,000 fully paid ordinary |
Aosu and Controllers |
| 18/07/2014 | Aosu and Controllers | Sale of Shares | \$122.500.00 | shares 500,000 fully paid ordinary |
Aosu and Controllers |
| 21/07/2014 | Aosu and Controllers | Sale of Shares | \$121,597.27 | shares 500,000 fully paid ordinary |
Aosu and Controllers |
| 21/07/2014 | Aosu and Controllers | Holding in the Company diluted by issue of 99,999 shares, with voting power falling to 10.16% |
N/A | shares N/A |
N/A |
| 04/08/2014 15/08/2014 |
Aosu and Controllers | Holding in the Company diluted by issue of 22,222 shares, with voting power falling to 10.16% |
N/A | N/A | N/A |
| Aosu and Controllers | Holding in the Company diluted by issue of 33,333 shares, with voting power falling to 10.16% |
N/A | N/A | N/A | |
| 27/08/2014 | Aosu and Controllers | Holding in the Company diluted by issue of 422,222 shares, with voting power falling to 10.15% |
NĀ | N.A | N/A |
| 27/08/2014 | Mr Wang Zhigang | Exercise of 400,000 options with voting power increased to 10.23% |
\$94,000 | 400,000 fully paid ordinary shares |
Mr Wang Zhigang |
$\bar{z}$
$\overline{2}$
| 17/10/2014 | Aosu and Controllers | ||||
|---|---|---|---|---|---|
| Holding in the Company diluted by issue of 207,406 shares, with voling power |
N/A | NΙA | N/A | ||
| falling to 10.22% | |||||
| 31/10/2014 | Aosu and Controllers | Holding in the Company | N/A | ||
| diluted by issue of | N/A | N/A | |||
| 51,483,325 shares, with | |||||
| voting power falling to | |||||
| 9.35% | |||||
| 31/10/2014 | Aosu and Controllers and Wang | Holding in the Company | |||
| Zhigang | diluted by issue of | N/A | N/A | N/A | |
| 3,116,680 shares, with | |||||
| voting power falling to | |||||
| 9.31% | |||||
| 04/11/2014 | Aosu and Controllers | Holding in the Company | N/A | N/A | |
| diluted by issue of 400,000 | N/A | ||||
| shares, with voting power | |||||
| falling to 9.30% | |||||
| 27/11/2014 | Aosu and Controllers and Wang | Issue of 2,000,000 | \$174,000 | 2,000,000 fully | |
| Zhigano | Employee Loan Shares | paid ordinary | Mr Wang Zhigang |
||
| direct to Wang Zhigang | shares | ||||
| with net voting power | |||||
| 05/01/2015 | Aosu and Controllers | increasing to 9.44% | |||
| Holding in the Company | N/A | NA | NA. | ||
| diluted by issue of | |||||
| 1,600,000 shares, with | |||||
| voting power failing to 9.42% |
|||||
| 20/03/2015 | Aosu and Controllers | Holding in the Company | |||
| diluted by issue of 559,247 | N/A | $\overline{N/A}$ | N/A | ||
| shares, with voting power | |||||
| falling to 9.41% | |||||
| 23/03/2015 | Aosu and Controllers | Holding in the Company | N/A | N/A | |
| diluted by issue of 500,000 | N/A | ||||
| shares, with voting power | |||||
| 08/04/2015 | Aosu and Controllers | falling to 9.40%% | |||
| Holding in the Company | N/A | N/A | N/A | ||
| diluted by issue of 447 222 | |||||
| shares, with voting power | |||||
| 24/04/2015 | Aosu and Controllers | falling to 9.40% | |||
| Holding in the Company diluted by issue of |
N/A | N/A | N/A | ||
| 15,720,000 shares, with | |||||
| voting power falling to | |||||
| 9.16% | |||||
| 01/05/2015 | Aosu and Controllers | Holding in the Company | N/A | NĀ | |
| diluted by issue of 31,666 | N/A | ||||
| shares, with voting power | |||||
| 08/05/2015 | Aosu and Controllers | falling to 9.16% | |||
| Holding in the Company | N/A | N/A | N/A | ||
| diluted by issue of 335,111 | |||||
| shares, with voting power | |||||
| 15/05/2015 | Aosu and Controllers | falling to 9.16% Holding in the Company |
|||
| diluted by issue of 300,000 | N/A | N/A | N/A | ||
| shares, with voting power | |||||
| falling to 9.15% | |||||
| 21/05/2015 | Aosu and Controllers | Holding in the Company | N/A | ||
| diluted by issue of 444,443 | N/A | N/A | |||
| shares, with voting power | |||||
| 26/05/2015 | falling to 9.15% | ||||
| Aosu and Controllers | Holding in the Company | N/A | N/A | NĀ | |
| diluted by issue of | |||||
| 13,344,333 shares, with | |||||
| voting power falling to 8.96% |
|||||
| 03/06/2015 | Aosu and Controllers | Holding in the Company | |||
| diluted by issue of 538.888 | N/A | N/A | N.A | ||
$p.\bar{6}$
| shares, with voting power | |||||
|---|---|---|---|---|---|
| 05/06/2015 | Aosu and Controllers | falling to 8.95% | |||
| 12/06/2015 | Holding in the Company diluted by issue of 652,743 shares, with voting power falling to 8.95% |
N/A | N/A | $W_A$ | |
| Aosu and Controllers | Holding in the Company diluted by issue of 300,000 shares, with voting power falling to 8.94% |
N/A | N/A | N/A | |
| 19/06/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 3,824,776 shares, with voting power falling to 8.89% |
N/A | N/A | N/A |
| 26/06/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 544,443 shares, with voting power falling to 8.88% |
N.A | N/A | N/A |
| 03/07/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 1,829,573 shares, with voting power failing to 8.86% |
NA | N/A | N/A |
| 10/07/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 2,900,812 shares, with voting power falling to 8.82% |
NIA | N/A | N/A |
| 17/07/2015 24/07/2015 |
Aosu and Controllers | Holding in the Company diluted by issue of 6,961,300 shares, with voting power falling to 8 7 3% |
N/A | N/A | N/A |
| 03/08/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 7,058,754 shares, with voting power falling to 8.64% |
N/A | N/A | N/A |
| Aosu and Controllers | Holding in the Company ciluted by issue of 32,332,201 shares, with voting power falling to 8.25% |
N/A | N/A | N/A | |
| 06/08/2015 | Aosu and Controllers | Holding in the Company diluted by issue of 536,095 shares, with voting power falling to 8.24% |
N/A | N/A | N/A |
| 20/06/2016 | 26/10/2015 Wang Zhigang | Holding in the Company increasing to 8.5% with exercise of 2,000,000 Options |
\$114,000 | 2,000,000 fully paid ordinary shares |
Mr Wang Zhigang |
| Aosu and Controllers | Holding in the Company diluted by issue of 37,227,272 shares, with voting power falling to 8.08% |
$\overline{\text{NA}}$ | N/A | N/A | |
| 25/10/2016 30/12/2016 |
Aosu and Controllers Aosu and Controllers |
Sale of 100,000 shares by 100,000 Aosu and Sale of 100,000 shares by Wang Zhigang |
\$34,000 | 200,000 fully paid ordinary shares |
Aosu and Controllers and Mr Wang Zhigang |
| Holding in the Company diluted by issue of 51,741,501 shares, with voting power failing to 7.53% |
N/A | N/A | N/A. |
$p.7$
| 14/03/2017 | Aosu and Controllers | Holding in the Company | ||||
|---|---|---|---|---|---|---|
| diluted by issue of 1,000,000 shares, with voting power falling to 7.52% |
N/A | N/A | N.A | |||
| 14/04/2017 | Aosu and Controllers | Holding in the Company diluted by issue of 26,974,655 shares, with voting power falling to 7.28% |
N/A | NĀ | $N_A$ | |
| 03/05/2018 31/05/2018 |
Aosu and Controllers | Holding in the Company diluted by issue of 40,740 shares, with voting power falling to 7.28% |
N/A | N/A | N/A | |
| 19/06/2018 | Aosu and Controllers Aosu and Controllers |
Holding in the Company diluted by issue of 70,365 shares, with voting power falling to 7.28% |
N/A | N/A | N/A | |
| 28/09/2018 | Holding in the Company diluted by issue of 253,736 shares, with voting power falling to 7.27% |
N/A | N/A | N/A | ||
| Aosu and Controllers | Holding in the Company diluted by issue of 93,757,203 shares, with voting power falling to 6.54% |
N/A | N.A | NIA | ||
| 12/11/2018 14/12/2018 |
Aosu and Controllers | Holding in the Company diluted by issue of 35,459,888 shares, with voting power falling to 6.30% |
N/A | N/A | N/A | |
| 26/06/2019 | Aosu and Controllers | Holding in the Company diluted by issue of 2,396,644 shares, with voting power falling to 6.28% |
$\overline{\text{N/A}}$ | $\overline{\text{N}\Lambda}$ | N/A | |
| 31/07/2019 | Aosu and Controllers | Holding in the Company diluted by issue of 107,526,882 shares, with voting power falling to 5.65% |
N/A | N/A | N/A | |
| Aosu and Controllers | Holding in the Company diluted by issue of 53,550,797 shares, with voting power falling to 5.38% |
N/A | N/A | N/A |