VANADIUM RESOURCES LIMITED — Major Shareholding Notification 2019

Jul 25, 2019

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Tando Resources Limited ACN/ARSN 618 307 887 1. Details of substantial holder (1) Name Tando Resources Limited ACN/ARSN (if applicable) 618 307 887 The holder became a substantial holder on 26 / 07 / 19

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) 25.17%
Fully paid ordinary shares	88,620,016	88,620,016

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 88,620,016 fully paid ordinary shares
Tando Resources Limited	A relevant interest arising pursuant to section 608(1)(c) through the entry into voluntary escrow agreements between Tando Resources Limited and the persons set out in Annexure A (Voluntary Escrow Agreements) in respect of fully paid ordinary shares issued on 26 July 2019, giving the Company power to control the exercise ofa powerto dispose ofsecurities.

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
Tando Resources Limited	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A

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
Tando Resources Limited	26 July 2019	Nil	Nil	88,620,016 fully paid ordinary shares

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
N/A	N/A

7. Addresses

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

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|||
|---|---|
|Name|Address|
|Suite 2, Level 1, 1 Altona Street, WEST PERTH, WA, AUSTRALIA,|
|Tando Resources Limited|
|6005|
|Refer to Annexure A|Refer to Annexure A|

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Signature

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|||||
|---|---|---|---|
|print name:|Patrick Burke|Capacity:|Director|
|sign here|Date:|26 / 07 / 19|
|DIRECTIONS|
|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|
|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.|
|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|
|The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.|
|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|
|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.|
|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”.|
|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.|

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• (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 Act 2001.

• (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.

ANNEXURE A

Registered Holder and Person Entitled to be Registered as Holder	Address	Fully Paid Ordinary Shares
Kumane Investment (Pty) Ltd	PO Box 741, Constantia, 7848 South Africa	24,817,344
Danterne (Pty) Ltd	PO Box 210, Val De Vie Estate, Southern Paarl, Western Cape 7646 South Africa	24,817,344
Ama Casa Props 122 (Pty) Ltd	2nd Floor, Corner Protea Rd & Dreyer St, Claremont 7735 South Africa	15,053,145
Ndarama Investments (Pvt) Ltd	18-20 Le Pollet, St Peter Port, Guernsey GY1 1WH	9,232,176
Davy Corp Pty Ltd A/C>	29 Coldwells Street Bicton WA 6157	5,174,802
Horizon Capital Management LLC	16192 Coastal Highway Lewes, Delaware 19958 Sussex United States	1,579,128
1620 Capital Pty Ltd	6 Cheviot Way Burns Beach WA 6028	1,184,346
Buzz Capital Pty Ltd A/C>	Suite 2 Level 3 1292 Hay Street West Perth WA 6005	384,912
Attollo Investments Pty Ltd Investment A/C>	Unit 71 98 Terrace Road East Perth WA 6004	266,478
Conspicuous Capital Pty Ltd	108 Outram Street West Perth WA 6005	213,183
Romfal Sifat Pty Ltd Family A/C>	3 Ackland Way Cottesloe WA 6011	319,773
Mr Sufian Ahmad A/C>	13 Garners Way Burns Beach WA 6028	789,564
Ms Angela Maria Giusti	7 Mccubbin Place Casula NSW 2170	394,782
Pheakes Pty Ltd	81 Philip Road Dalkeith WA 6009	671,130
Kalcon Investments Pty Ltd	Level 1 1 Altona Street West Perth WA 6005	1,026,433
UBS Nom Pty Ltd	Unit 8 17 Amherst Street Fremantle WA 6160	789,564
Illumination Holdings Pty Ltd VML No 2 A/C>	37 Holmfirth Street Menora WA 6050	1,065,912
Mastermines Australia Pty Ltd	63 Wiltshire Drive, Kew, VIC 3101	420,000
Azure International Holdings Pty Ltd	1213/25 Therry Street, Melbourne VIC 3000	420,000
TOTAL		88,620,016