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TAW - Tawana Resources NL - Placement

Release Date: 22/03/2011 10:08:43      Code(s): TAW
TAW - Tawana Resources NL - Placement                                           
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                                                                     
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 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:                                                      
(a)  the provisions of Chapter 2M of the Act as they apply to the Company;  
         and                                                                    
    (b)  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:                                                
Joint Company Secretary                                                         
Winton Willesee                                                                 
Sponsor                                                                         
PricewaterhouseCoopers Corporate Finance (Pty) Ltd                              
22 March 2011                                                                   
Appendix 3B                                                                     
New issue announcement, application for quotation of additional securities and  
agreement                                                                       
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            Ordinary Shares                                         
  +securities issued                                                            
or to be issued                                                               
                                                                                
                                                                                
2  Number of            100,000,000 Ordinary Shares                             
+securities issued                                                            
  or to be issued (if                                                           
  known) or maximum                                                             
  number which may be                                                           
issued                                                                        
                                                                                
                                                                                
3  Principal terms of   Fully Paid Ordinary Shares                              
the +securities                                                               
  (eg, if options,                                                              
  exercise price and                                                            
  expiry date; if                                                               
partly paid                                                                   
  +securities, the                                                              
  amount outstanding                                                            
  and due dates for                                                             
payment; if                                                                   
  +convertible                                                                  
  securities, the                                                               
  conversion price                                                              
and dates for                                                                 
  conversion)                                                                   
                                                                                
4  Do the +securities   Yes                                                     
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                                                              
                                                                                
5  Issue price or       4.5c per share                                          
  consideration                                                                 
                                                                                
                                                                                
6  Purpose of the       Issued pursuant to Resolution                           
  issue                Six passed at a General Meeting                          
  (If issued as        held 24 February 2011.                                   
  consideration for                                                             
the acquisition of                                                            
  assets, clearly                                                               
  identify those                                                                
  assets)                                                                       

                                                                                
7  Dates of entering    22 March 2011                                           
  +securities into                                                              
uncertificated                                                                
  holdings or                                                                   
  despatch of                                                                   
  certificates                                                                  

                                                                                
                       Number       +Class                                      
8  Number and +class    801,629,043  Ordinary Fully Paid                        
of all +securities                Shares                                      
  quoted on ASX        13,240,053                                               
  (including the                    Options (10c, 1 Apr                         
  securities in                     2011)                                       
clause 2 if                                                                   
  applicable)                                                                   
                                                                                
                        Number       +Class                                     
9   Number and +class    1,420,000    Options (35c, 30 Nov                      
   of all +securities                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, 9 Sept                        
                                     2012)                                      
50,000,000   Options (1c, 8 Mar                         
                                     2014)                                      
                        5,000,000    Options (5c, 9 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                                         
                                                                                
(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.                                                               
Date: 22/03/2011 10:08:41 Supplied by www.sharenet.co.za                     
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