604
Form 604
604 Page 1 of 3 15 July 2001
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme LATIN RESOURCES LIMITED
ACN/ARSN 131 405 144
1. Details of substantial holder (1)
Name Cape Lambert Resources Limited ("Cape Lambert") and Dempsey Resources Pty Ltd ("Dempsey")
ACN/ARSN (if applicable) Cape Lambert - 095 047 920 / Dempsey - 100 305 486
There was a change in the interests of the
substantial holder on 07 / 08 / 2015
The previous notice was given to the company on 02 / 04 / 2015
The previous notice was dated 02 / 04 / 2015
2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
|
Class of securities (4)
|
Previous notice
|
Present notice
|
|
Person's votes
|
Voting power (5)
|
Person's votes
|
Voting power (5)
|
|
Fully Paid Ordinary Shares
|
31,466,622
|
8.66% (based on
363,352,682 shares on issue)
|
31,466,622
|
6.98% (based on
450,898,544 shares on issue)
|
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 or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
|
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
|
|
14/4/15 and
11/8/15
|
Cape Lambert &
Dempsey
|
Issue of shares by
Latin Resources as part of the director and employee reduction in remuneration diluting the voting power of Cape Lambert / Dempsey
|
Nil
|
14,256,183
Ordinary Shares
|
N/A
|
|
13/4/15,
22/5/15 and
13/7/15
|
Cape Lambert &
Dempsey
|
Issue of shares by
Latin Resources as part of the terms and conditions of a funding
agreement
announced 13/11/14 diluting the voting power of Cape Lambert / Dempsey
|
Nil
|
24,047,619
Ordinary Shares
|
N/A
|
|
8/5/15 and
11/8/15
|
Cape Lambert &
Dempsey
|
Issue of shares by
Latin Resources as part of the terms and conditions of a funding agreement
announced 8/5/15 diluting the voting power of Cape
Lambert / Dempsey
|
Nil
|
10,880,663
Ordinary Shares
|
N/A
|
4. Present relevant interests
604 Page 2 of 3 15 July 2001
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
|
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
|
|
Cape Lambert
|
Dempsey
|
Dempsey
|
Cape Lambert controls Dempsey
|
31,466,622
|
6.98%
|
|
Dempsey
|
Dempsey
|
Dempsey
|
Registered Holder
|
31,466,622
|
6.98%
|
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
|
Name and ACN/ARSN (if applicable)
|
Nature of association
|
|
N/A
|
6. Addresses
The addresses of persons named in this form are as follows:
|
Name
|
Address
|
|
Cape Lambert & Dempsey
|
C/- 32 Harrogate Street, West Leederville, WA 6007
|
Signature
print name MELISSA CHAPMAN capacity COMPANY SECRETARY
sign here date 10 / 8 /2015
|
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. 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 6 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 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 because of which the change in relevant interest occurred. 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
|
604 Page 3 of 3 15 July 2001
(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.
(7) 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.
(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.