Gondwana Resources Limited 02 - Variation of Interim Orders

The President of the Panel made interim orders¹ in this matter on 18 July 2014 (see TP14/60).

The Panel has varied the interim orders to include an order to the effect that Gondwana Resources Limited must not issue or allot, or agree to issue or allot, any new shares, options or convertible notes in reliance on any resolutions passed at its annual general meeting scheduled for 11 August 2014 at 10:30am (WST).

The interim orders have effect until the earliest of further order of the Panel, determination of the proceedings or 2 months from the date of the interim orders.

A copy of the interim orders is attached.

Allan Bulman
Director, Takeovers Panel
Level 10, 63 Exhibition Street
Melbourne VIC 3000
Ph: +61 3 9655 3597
allan.bulman@takeovers.gov.au

Corporations Act
Section 657E
Variation of Interim Order

Gondwana Resources Limited 02

The interim orders made on 18 July 2014 are varied in accordance with the following marked-up amendment so that the Panel’s ORDERS are as follows:

1. The ex-entitlement date and record date for the entitlement issue announced by Gondwana on 17 July 2014 are deferred.
2. As soon as practicable, Gondwana make an ASX announcement that the ex-entitlement date and record date referred to in order 1 have been deferred to dates to be determined.
3. There be no disposal of, transfer of or grant of any security interest over any shares or interests in shares registered in the names of the shareholders in Gondwana set out in Schedule A.
4. Gondwana must not issue or allot, or agree to issue or allot, any new shares, options or convertible notes in reliance on any resolutions passed at its annual general meeting scheduled to be held on 11 August 2014 at 10:30am (WST) or any adjournment of that meeting.
5. These interim orders have effect until the earliest of:
   1. further order of the Panel
   2. the determination of the proceedings and
   3. 2 months from the date of these interim orders.

Schedule A

BC Capital Limited
International Business Services Limited
Fern Valley Limited
Finscan Investments Limited

Allan Bulman
Director
with authority of Anthony Sweetman
President of the sitting Panel
Dated 8 August 2014

¹ BACKGROUND: An interim order is designed to maintain the status quo until the Panel can consider the application in detail. It may be made by the President or a sitting Panel. Often a sitting Panel has not been appointed at the stage of considering the making of an interim order. An interim order does not indicate that the Panel has decided to conduct proceedings or necessarily indicate the merits of an application for a declaration of unacceptable circumstances.