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TOUCH VENTURES LIMITED — Major Shareholding Notification 2022
Dec 15, 2022
65966_rns_2022-12-15_1161f21d-54d2-4409-8ef1-9319210e5f39.pdf
Major Shareholding Notification
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Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
To Company Name/Scheme TOUCH VENTURES LIMITED ACN/ARSN 612 559 958
1. Details of substantial holder (1)
Name Utilico Emerging Markets Trust Plc, Allectus Capital Ltd, and Associates named in Annexure B ACN/ARSN (if applicable)
The holder became a substantial holder on 13 December 2022
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 | Person’s votes(5) | Voting power (6) |
|---|---|---|---|
| Ordinary Shares | 36,073,360 | 36,073,360 | 5.08% |
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 |
|---|---|---|
| See Annexure A |
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 |
|---|---|---|---|
| See Annexure B |
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 | |||
| See Annexure A |
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
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Allectus Capital Limited, QICM Technology Investments Limited, ICM Limited, General Provincial Life Pension Fund Limited, Union Mutual Pension Fund Limited, Somers Isles Private Trust Company Limited |
34 Bermudiana Road, Hamilton HM11, Bermuda |
| UIL Limited | Claredon House, 2 Church Street, Hamilton, HM11, Bermuda |
| Utilico Emerging Markets PLC, ICM Investment Management Limited |
The Cottage Ridgecourt, The Ridge, Epsom, Surrey, United Kingdom, KT18 7EP |
| Signature | |||
|---|---|---|---|
| Print Name | Werner van Kets | Capacity | Notifications Administrator |
| Signature | Date | 15 December 2022 |
Annexure 'A'
This is Annexure A of 2 pages referred to in Form 603 Notice of initial substantial holder signed by me and dated 15 December 2022.
| Print Name | Werner van Kets | Capacity | Notifications Administrator |
|---|---|---|---|
| Signature | Date | 15 December 2022 |
Details of relevant interests and consideration
| 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 |
|---|---|---|---|---|---|
| 2016/08/04 – 2020/05/02 |
Allectus Capital Limited |
On market purchases | A$ 380,000 | 11,000,000 | 11,000,000 |
| 2020/02/07 | Allectus Capital Limited |
Rights issue | A$ 700,000 | 14,000,000 | 14,000,000 |
| 2020/02/21 | Share issue by Touch Ventures Ltd | - | - | - | |
| 2020/08/28 | Allectus Capital Limited |
On market purchases | A$ 1,570,913 | 31,418,255 | 31,418,255 |
| 2020/08/28 | Utilico Emerging Markets Trust PLC |
On market purchases | A$ 1,500,000 | 30,000,000 | 30,000,000 |
| 2021/05/26 | Allectus Capital Limited |
Off market transfers | A$ 70,900 | (1,418,000) | (1,418,000) |
| 2021/05/28 | Allectus Capital Limited |
Share Consolidation | - | (41,250,191) | (41,250,191) |
| 2021/06/17 | Utilico Emerging Markets Trust PLC |
Off market transfer | - | (22,500,000) | (22,500,000) |
| 2022/06/27 | Allectus Capital Limited |
Off market sales | A$ 1,500,222 | (12,001,773) | (12,001,773) |
| 2021/09/20- 2022/12/14 |
Utilico Emerging Markets Trust PLC |
On market purchases | A$ 4,045,478 | 26,825,069 | 26,825,069 |
| 2022/12/14 | ICM Limited | Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
| 2022/12/14 | ICM Investment Management Limited |
Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
|---|---|---|---|---|---|
| 2022/12/14 | UIL Limited | Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
| 2022/12/14 | QICM Technology Investments Limited |
Change in % holding due to on market purchases by Allectus Capital Limited |
- | 1,748,291 | 1,748,291 |
| 2022/12/14 | General Provincial Life Pension Fund Limited |
Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
| 2022/12/14 | Union Mutual Pension Fund Limited |
Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
| 2022/12/14 | Somers Isles Private Trust Company Limited |
Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
| 2022/12/14 | Duncan Saville | Change in % holding due to on market purchases, off market sales and a rights issue by Allectus Capital Limited and Utilico Emerging Markets Trust PLC. |
- |
36,073,360 | 36,073,360 |
Annexure 'B'
This is Annexure B of 2 pages referred to in Form 603 Notice of change of interests of substantial holder signed by me and dated 15 December 2022.
| Print Name | Werner van Kets | Capacity | Notifications Administrator |
|---|---|---|---|
| Signature | Date | 15 December 2022 |
Present registered holders and relevant interests
| 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 |
|---|---|---|---|---|---|
| Allectus Capital Limited |
Board Room | Allectus Capital Limited |
Registered Holder | 1,748,291 ordinary shares |
1,748,291 |
| Utilico Emerging Markets Trust PLC |
JP Morgan Nominees Australia Limited |
Utilico Emerging Markets Trust PLC |
Registered Holder | 34,325,069 ordinary shares |
34,325,069 |
| ICM Limited | Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
| ICM Investment Management Limited |
Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
| UIL Limited | Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
|---|---|---|---|---|---|
| QICM Technology Investments Limited |
Board Room | Allectus Capital Limited |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. |
1,748,291 ordinary shares |
1,748,291 |
| General Provincial Life Pension Fund Limited |
Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
| Union Mutual Pension Fund Limited |
Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
| Somers Isles Private Trust Company Limited |
Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |
| Duncan Saville | Board Room JP Morgan Nominees Australia Limited |
Allectus Capital Limited Utilico Emerging Markets Trust PLC |
Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Allectus Capital Limited. Relevant interest under sections 608(1)(b) and (c) of the Corporations Act by having power to control the exercise of voting or disposal of shares as co-investment manager for Utilico Emerging Markets Trust PLC. |
1,748,291 ordinary shares 34,325,069 ordinary shares |
36,073,360 |