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TAW - Tawana - EGM Resolutions - Placements completed

Release Date: 13/09/2010 16:30
Code(s): TAW
Wrap Text

TAW - Tawana - EGM Resolutions - Placements completed Tawana Resources NL (Incorporated in Australia) (Registration number ACN 085 166 721) Share code on the JSE Limited: TAW ISIN: AU000000TAW7 Share code on the Australian Stock Exchange Limited: TAW ISIN: AU000000TAW7 ("Tawana" or "the Company" ASX Release 9 September 2010 EGM Resolutions - Placements Completed Tawana Resources NL (ASX: TAW) is pleased to announce, pursuant to the resolutions passed at the General Meeting of Members held 30 August 2010, it has completed the placement of 23,000,000 Shares at 1 cent per share to raise to raise $230,000 and granted 60,000,000 Options. It has also granted 50,000,000 options (1c, 30 July 2013) pursuant to the Company`s capacity under Listing Rule 7.1. The new capital raised will be used to fund the Company`s exploration programs, for the review of new projects and for general working capital purposes. Further Information; Winton Willesee Joint Company Secretary Tawana Resources NL (ASX: TAW) - Secondary Trading Notice Pursuant To Section 708A(5)(E) Of The Corporations Act 2001. The Company gives this notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) ("Act"). The Company has issued ordinary fully paid shares and options to acquire ordinary fully paid shares in the capital of the Company ("Securities") as per the Appendix 3B lodged with the ASX today. The Company advises that the Securities were issued without disclosure to investors under Part 6D.2 of the Act. The Company, as at the date of this notice, has complied with: the provisions of Chapter 2M of the Act as they apply to the Company; and section 674 of the Act. As at the date of this notice there is no information that is excluded information for the purposes of sections 708A(7) and (8) of the Act. For further information contact: Winton Willesee Joint Company Secretary Rule 2.7, 3.10.3, 3.10.4, 3.10.5 Appendix 3B New issue announcement, application for quotation of additional securities and agreement Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX`s property and may be made public. Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98,1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003. Name of entity TAWANA RESOURCES NL ABN 69 085 166 721 We (the entity) give ASX the following information. Part 1 All issues You must complete the relevant sections (attach sheets if there is not enough space). 1 +Class of Shares and Options +securities issued or to be issued 2 Number of 23,000,000 Shares +securities issued 110,000,000 Options or to be issued (if known) or maximum number which may be issued 3 Principal terms of Fully Paid Ordinary Shares the +securities (eg, Options 50,000,000 (1c, 31 if options, exercise July 2012) price and expiry Options 50,000,000 (1c, 30 date; if partly paid July 2013) +securities, the Options 5,000,000 (3c, 9 amount outstanding September 2012) and due dates for Options 5,000,000 (5c, 9 payment; if September 2014) +convertible securities, the conversion price and dates for conversion) 4 Do the +securities Shares - Yes rank equally in all respects from the Options - no. date of allotment with an existing All shares issued on exercise +class of quoted of options will rank equally +securities' with the Company`s existing fully paid ordinary shares. If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or Shares - $0.01 per Share consideration Options - 60,000,000 Options
granted at no cash cost pursuant to resolutions passed at the recent EGM.
Options - 50,000,000 Options granted at no cash cost as fees for advisory services.
6 Purpose of the issue The new capital raised will (If issued as be used to fund the Company`s consideration for exploration programs, for the the acquisition of review of new projects and assets, clearly for general working capital identify those purposes. assets) The Options have been granted
pursuant to resolutions passed at the recent EGM and for advisory services.
7 Dates of entering 9 September 2010 +securities into uncertificated holdings or despatch of certificates
Number +Class 8 Number and +class of 530,416,029 Ordinary Fully all +securities Paid Shares quoted on ASX 13,240,053 (including the Options (10c, 1 securities in clause Apr 2011) 2 if applicable)
Number +Class 9 Number and +class 1,420,000 Options (35c, of all +securities 30 Nov 2011) not quoted on ASX (including the securities in clause 2 if applicable) 6,750,000 Options (10c, 17 Jan 2014) 4,000,000 Options (7c, 18
June 2012) 6,000,000 Options (10c, 17 Jan 2013) 6,750,000 Options (7c, 17
Jan 2013) 50,000,000 Options (1c, 23 Feb 2013) 50,000,000 Options (1c, 31
July 2012 50,000,000 Options (1c, 30 July 2013) 5,000,000 Options (3c, 10
Sept 2012) 5,000,000 Options (1c, 10 Sept 2014)
10 Dividend policy (in Unchanged the case of a trust, distribution policy) on the increased capital (interests) Part 2 Bonus issue or pro rata issue 11 Is security holder approval required' 12 Is the issue renounceable or non- renounceable' 13 Ratio in which the +securities will be offered 14 +Class of +securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements' 17 Policy for deciding entitlements in relation to fractions
18 Names of countries in which the entity has +security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters
21 Amount of any underwriting fee or commission
22 Names of any brokers to the issue
23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders 25 If the issue is contingent on +security holders` approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do +security holders sell their entitlements in full through a broker' 31 How do +security holders sell part of their entitlements through a broker and accept for the balance' 32 How do +security holders dispose of their entitlements (except by sale through a broker)' 33 +Despatch date Part 3 Quotation of securities You need only complete this section if you are applying for quotation of securities 34 Type of securities (tick one) (a) Securities described in Part 1 (Shares Only) (b) All other securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities Entities that have ticked box 34(a) Additional securities forming a new class of securities Tick to indicate you are providing the information or documents 35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders 36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional +securities Entities that have ticked box 34(b) 38 Number of securities for which +quotation is sought
39 Class of +securities for which quotation is sought 40 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities' If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)
Number +Class 42 Number and +class of all +securities quoted on ASX (including the securities in clause 38)
Quotation agreement 1 +Quotation of our additional +securities is in ASX`s absolute discretion. ASX may quote the +securities on any conditions it decides. 2 We warrant the following to ASX. * The issue of the +securities to be quoted complies with the law and is not for an illegal purpose. * There is no reason why those +securities should not be granted +quotation. * An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act. Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty * Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted. * We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the +securities be quoted. * If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted. 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement. 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete. Sign here: ....................................... Date: 9 September 2010 (Joint Company Secretary) Print name: Winton Willesee Rule 3.19A.2 Appendix 3Y Change of Director`s Interest Notice Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX`s property and may be made public. Introduced 30/9/2001. Name of entity Tawana Resources NL ABN 69 085 166 721 We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. Name of Director Mr Julian Babarczy Date of last notice 21 January 2010 Part 1 - Change of director`s relevant interests in securities In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part. Direct or indirect interest Direct Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. Date of change 9 September 2010 No. of securities held prior 10,000,000 Ordinary Shares to change Class Ordinary Shares Number acquired 5,000,000 Number disposed nil Value/Consideration $50,000 Note: If consideration is non- cash, provide details and estimated valuation No. of securities held after 15,000,000 Ordinary Shares change Nature of change Per resolutions passed at Example: on-market trade, off- the EGM held 30 August 2010 market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back Part 2 - Change of director`s interests in contracts Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part. Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change Rule 3.19A.2 Appendix 3Y Change of Director`s Interest Notice Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX`s property and may be made public. Introduced 30/9/2001. Name of entity Tawana Resources NL ABN 69 085 166 721 We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. Name of Director Mr Roydon Euan Luff Date of last notice 21 January 2010 Part 1 - Change of director`s relevant interests in securities In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part. Direct or indirect interest Indirect Nature of indirect interest Securities are held in (including registered holder) Lufgan Nominees Pty Ltd, Note: Provide details of the McIvor Mining Company Pty circumstances giving rise to Ltd and Maram Nominees Pty the relevant interest. Ltd all of which are director related companies. Date of change 9 September 2010 No. of securities held prior 14,689,740 Ordinary Shares to change 6,104,150 Options (Listed) Class Ordinary Shares Number acquired 6,000,000 Number disposed nil Value/Consideration $60,000 Note: If consideration is non- cash, provide details and estimated valuation No. of securities held after 20,689,740 Ordinary Shares change 6,104,150 Options (Listed) Nature of change Per resolutions passed at Example: on-market trade, off- the EGM held 30 August 2010 market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back Part 2 - Change of director`s interests in contracts Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part. Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change Rule 3.19A.2 Appendix 3Y Change of Director`s Interest Notice Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX`s property and may be made public. Introduced 30/9/2001. Name of entity Tawana Resources NL ABN 69 085 166 721 We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act. Name of Director Mr Warwick Grigor Date of last notice 20 April 2010 Part 1 - Change of director`s relevant interests in securities In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part. Direct or indirect interest Indirect Nature of indirect interest Securities are held in (including registered holder) Gregorach Pty Ltd which is a Note: Provide details of the director related company. circumstances giving rise to the relevant interest. Date of change 9 September 2010 No. of securities held prior 19,850,000 Ordinary Shares to change Class Ordinary Shares Number acquired 8,000,000
Number disposed nil Value/Consideration $0.01 per share Note: If consideration is non- cash, provide details and estimated valuation No. of securities held after 27,850,000 Ordinary Shares change Nature of change Per resolutions passed at Example: on-market trade, off- the EGM held 30 August 2010 market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back Part 2 - Change of director`s interests in contracts Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part. Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change Sponsor PricewaterhouseCoopers Corporate Finance (Pty) Ltd Date: 13/09/2010 16:30:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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