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Tawana Resources Nl - Change In Substantial Holding And Becoming A Substantial Holder

Release Date: 31/08/2016 10:02:00      Code(s): TAW     
Tawana Resources NL
(Incorporated in Australia)
(Registration number ACN 085 166 721)
Share code on the JSE Limited: TAW
JSE ISIN: AU0000TAWDA9
Share code on the Australian Securities Exchange Limited: TAW
ASX ISIN: AU000000TAW7
(?the Company? or ?Tawana?)


                                     Becoming a substantial holder
                                              Form 603
                                        Corporations Act 2001
                                            Section 671B

Notice of initial substantial shareholder

To:   Company Name/Scheme                   TAWANA RESOURCES NL
ACN/ARSN                                    ACN 085 166 721

Details of substantial holder (1)

Name                                        CORPORATE & RESOURCE CONSULTANTS PTY LTD
ACN/ARSN (if applicable)                    ACN 073 232 318

The holder became a substantial shareholder on 24/08/2016

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 Shares             20,000,000               20,000,000               7.72%

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
 CORPORATE & RESOURCE                Registered holder to whom         20,000,000 ordinary shares
 CONSULTANTS PTY LTD                 shares were issued by Tawana
                                     Resources as purchase
                                     consideration
4. Details of present registered holders
The person registered as holders of the securities referred to in paragraph 3 above are as follows:

 Holder of relevant       Registered holder of      Person entitled to be        Class and number of
 interest                 securities                registered as holder (8)     securities
 CORPORATE &              CORPORATE &               CORPORATE &                  20,000,000 ordinary
 RESOURCE                 RESOURCE                  RESOURCE                     shares
 CONSULTANTS PTY          CONSULTANTS               CONSULTANTS
 LTD                      PTY LTD                   PTY LTD

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 shareholder became a substantial shareholder
is as follows:

 Holder of relevant    Date of              Consideration                      Class and number of
 interest              acquisition                                             securities
                                            Cash              Non-Cash
 CORPORATE &            24 August                             Refer note   20,000,000 ordinary
 RESOURCE               2016                                  below        shares
 CONSULTANTS PTY
 LTD
 20M shares issued by Tawana Resources as consideration for acquisition of Corporate & Resource
 Consultants Pty Ltd's shares in Mount Belches Pty Ltd following approval by Tawana's
 shareholders on 23 August 2016

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

7. Addresses

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

 Name                                               Address
 CORPORATE & RESOURCE                               389 Oxford Street, Mount Hawthorn, WA 6015
 CONSULTANTS PTY LTD

Signature       Print name              RON GAJEWSKI                       Capacity DIRECTOR

                                        Sign here                          date 31/08/2016
                                                 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 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 of 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 an 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.


                                             Form 603
                                        Corporations Act 2001
                                            Section 671B

                                   Notice of initial substantial holder
To Company Name/Scheme                   Tawana Resources Limited (?Tawana?)
ACN/ARSN                                 085 166 721


1. Details of substantial holder (1)
Name                                     Canaccord Financial Group (Australia) Pty Ltd and its
                                         associates (?CFGA?)
ACN/ARSN (if applicable)                 128 279 336

The holder became a substantial holder on 24/8/2016
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 Shares                 17,300,000                     17,300,000                 6.68%

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
 CFGA                                       Power to dispose of, or control      17,300,000 ORD
                                            the exercise of a power to
                                            dispose of, the shares

4. Details of present registered holders
The person registered as holders of the securities referred to in paragraph 3 above are as follows:

 Holder of relevant          Registered holder of              Person entitled to be        Class and number of
 interest                    securities                        registered as holder (8)     securities
 CFGA                        Chalmsbury Nominees               Chalmsbury Nominees          15,000,000 ORD
                             Pty Ltd                           Pty Ltd
 CFGA                        CG Nominees (Australia)           Canaccord Genuity            2,300,000 ORD
                             Pty Ltd                           (Australia) Limited

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 shareholder became a substantial shareholder
is as follows:

 Holder of relevant          Date of                   Consideration                      Class and number of
 interest                    acquisition                                                  securities
                                                       Cash              Non-cash
 CFGA                        24/8/2016                                   Non-cash1        15,000,000 ORD
 CFGA                        24/8/2016                                   Non-cash2        1,500,000 ORD

1 Consideration for the acquisition of Mount Belches Pty Ltd
2 Management fee


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
7. Addresses

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

 Name                                               Address
 Canaccord Financial Group (Australia) Pty Ltd      Level 4, 60 Collins St, Melbourne VIC 3000
 Chalmsbury Nominees Pty Ltd                        Level 4, 60 Collins St, Melbourne VIC 3000
 CG Nominees (Australia) Pty Ltd                    Level 4, 60 Collins St, Melbourne VIC 3000
 Canaccord Genuity (Australia) Limited              Level 4, 60 Collins St, Melbourne VIC 3000

Signature      Print name               David Barlow             Capacity Director

                                        Sign here                        date 29/08/2016

(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 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 of 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 an 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 HAS BEEN REMOVED FOR SENS PURPOSES. PLEASE REFER TO THE TAWANA
                        WEBSITE FOR THE COMPLETE ANNOUNCEMENT.

Form 604
Corporate Act 2001
Section 671B
Notice of change of interests of substantial holder

To Company Name/Scheme                   Tawana Resources NL
CAN/ARSN                                 69 085 166 721

1. Details of substantial holder (1)

Name                                     MERRIWEE PTY LTD ATF MERRIWEE SUPER FUND A/C

CAN/ARSN) if applicable)                 139 039 651

There was a change in the interest
of the substantial holder on                              24/08/2016
The previous notice was given to the company on           07/01/2011
The previous notice was dated                             07/01/2011

2. Previous and present voting power

    The total number voted attached to all the voting shares in the company or voting interest in the
    scheme that the substantial holder on an associate (2) and 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 shares       Previous notice                    Present notice
     (4)                   Person?s votes    Voting power (5) Person?s votes         Voting power (5)
                           50 000 000        8.3%             24 600 000             9.5%

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 of scheme, since the substantial
    holder was last required to give a substantial holding notice to the company or scheme are as
    follows:

     Date of           Person          Nature of       Consideration    Class and        Person?s
     change            whose           change (6)      given in         number of        votes
                       relevant                        relation to      securities       affected
                       interest                        change (7)       affected
     See
     Annexure A
4. Present relevant interests
   Particulars of each relevant interest of the substantial holder in voting securities after the
   change are as follows:
    Holders of       Registered       Person           Nature of        Class and        Person?s
    relevant         holder of        entitled to be relevant           number of        votes
    interest         securities       registered as interest (6)        securities
                                      holder (8)
    See
    Annexure A

5. Change in association
   The persons who have become associates (2) of, ceased to be associated of, or have changed the
   nature of their association (9) with, the substantial holder in relation to voting interest in the
   company or scheme are as follows:

     Name and CAN/ARSN (if applicable)                 Nature of association

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

     Name                                              Address
     Merriwee Pty Ltd < Merriwee Super Fund A/C        Level 4, 60 Collins Street, Melbourbe Vic 3000

    Signature   Print name               Marcus Freeman                   Capacity POA

                                         Sign here                        date 29/08/2016

Directions

(1) If there are a number of substantial holders with similar or related interests (Eg. 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 interest of a group of persons are essentially
    similar, they may be referred to through the form as a specifically named group if the
    membership of each group, with the names and address of members is clearly set out in
    paragraph 6 of the form.
(2) See the attached definition of ?associate? in section 9 of Corporation Act 2001.
(3) See the definition of ?relevant interest: in section 608 and 671B(7) OF THE Corporation 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) 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).
(7) 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) Give details, if appropriate, of the present association and any change in that association since
    the last substantial holding notice.

31 August 2016

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

Date: 31/08/2016 10:02:00 Supplied by www.sharenet.co.za                     
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