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GDO
GDO
GDO - Gold One International - Form 604 - Notice of change of interests of
substantial holder
Gold One International Limited
Registered in Western Australia under the Corporations Act, 2001 (Cth)
Registration number ACN: 094 265 746
Registered as an external company in the Republic of South Africa
Registration number: 2009/000032/10
Share code on the ASX/JSE: GDO
ISIN: AU000000GDO5
OTCQX International: GLDZY
("Gold One" or the "company")
FORM 604 - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER
A substantial holder of Gold One, on Thursday, 04 August 2011, submitted to the
Australian Securities Exchange ("ASX") the following FORM 604 - "Notice of
change of interests of substantial holder".
QUOTE
To Company Name/Scheme
Gold One International Limited ("Gold One")
ACN/ARSN
094 265 746
Details of substantial holder(1)
BCX Gold Investment Holdings Limited ("BCX
Name Gold")(and its related bodies corporate
and associates named in this form,
including Baiyin Nonferrous Group Co.
Limited)
ACN/ARSN (if applicable) N/A
There was a change in the interests of the substantial 03 August 2011
holder on
The previous notice was given to the company on 11 July 2011
The previous notice was dated 11 July 2011
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 Voting power Person`s Voting power
votes (5) votes (5)
Fully Paid 142,689,350 17.6749% 142,689,350 17.6749%
Ordinary
Securities
("Shares")
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:
Person
whose Consideration Class and
relevant given in number of Person`s
Date of interest Nature of relation to securities votes
change changed change (6) change (7) affected affected
03 August N/A Making of N/A N/A N/A
2011 takeover
bid for
shares in
Gold One
Present relevant interests
Particulars of each relevant interest of the substantial holder in voting
securities after the change are as follows:
Holder of Registe Person Nature of Class Person`s
relevant red entitled relevant and votes
interest holder to be interest (6) number
of registered of
securit as holder securiti
ies (8) es
BCX Gold Baiyin BPM BCX Gold has a 142,689, 142,689,
Preciou relevant 350 350
s interest under Ordinary
Metals section shares
Investm 608(1)(c) as a
ent result of the
Limited Exclusivity
("BPM") Agreement
BPM BPM BPM Holder of 142,689, 142,689,
ordinary shares 350 350
Ordinary
shares
Baiyin BPM BPM BPM is wholly 142,689, 142,689,
Nonferrous owned and 350 350
Group Co controlled by Ordinary
Limited Baiyin shares
Nonferrous Group
Co Limited
China-Africa BPM BPM China-Africa 142,689, 142,689,
Development Development Fund 350 350
Fund has a relevant Ordinary
interest under shares
section
608(1)(c) as a
result of the
Exclusivity
Agreement dated
5 July 2011, a
copy of which
was annexed to
the ASIC Form
604 dated 11
July 2011
("Exclusivity
Agreement")
China-Africa BPM BPM China-Africa 142,689, 142,689,
Gold Investment 350 350
Investment Holding Co. Ordinary
Holding Co. Limited has a shares
Limited relevant
interest under
section
608(1)(c) as a
result of the
Exclusivity
Agreement
China BPM BPM China 142,689, 142,689,
Development Development Bank 350 350
Bank Corporation has Ordinary
Corporation a relevant shares
interest under
section
608(3)(b)
because it
controls China-
Africa
Development Fund
Long March BPM BPM Long March 142,689, 142,689,
Capital Capital Limited 350 350
Limited as co- has a relevant Ordinary
manager of interest under shares
Changxin section
Element 608(1)(c) as a
Development result of the
LLP Exclusivity
Agreement
CITIC Kingview BPM BPM CITIC Kingview 142,689, 142,689,
Capital Capital 350 350
Management Co. Management Co. Ordinary
Ltd as co- Ltd has a shares
manager of relevant
Changxin interest under
Element section
Development 608(1)(c) as a
LLP result of the
Exclusivity
Agreement
CX Elements BPM BPM CX Elements 142,689, 142,689,
Investment Ltd Investment Ltd 350 350
has a relevant Ordinary
interest under shares
section
608(1)(c) as a
result of the
Exclusivity
Agreement
CX Gold BPM BPM CX Gold 142,689, 142,689,
Investment Investment 350 350
Holdings Ltd Holdings Ltd has Ordinary
a relevant shares
interest under
section
608(1)(c) as a
result of the
Exclusivity
Agreement
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 N/A
Addresses
The addresses of persons named in this form are as follows:
Name Address
See Annexure A
Signature
Print Name
Alex YAO
Capacity
Attorney
Date 03 August 2011
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
(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.
Annexure A
Name ACN Address
BCX Gold Investment N/A 96 Youhao Road, Baiyin District, Gansu,
Holdings Ltd China
Baiyin Nonferrous Group N/A 96 Youhao Road, Baiyin District, Gansu,
Co. Ltd China
Baiyin Precious Metals N/A 96 Youhao Road, Baiyin District, Gansu,
Investment Ltd China
China-Africa Development N/A F10/F11, Tower C, Chemsunny World Trade
Fund Center, No. 28 Fuxinmennei Street,
Xicheng District, Beijing, China
China-Africa Gold N/A F10/F11, Tower C, Chemsunny World Trade
Investment Holding Co. Center, No. 28 Fuxinmennei Street,
Limited Xicheng District, Beijing, China
China Development Bank N/A No. 29 Fuchengmenwai Street, Xicheng
Corporation District, Beijing
Long March Capital N/A Tianjin Harbour Bonded Area Haigang 6th
Limited as co-manager of Road, No 78, B-614, c/o Suite 2111,
Changxin Element Orient Plaza Block E1, 1 Chang An
Development LLP Avenue, Beijing, China 100738
CITIC Kingview Capital N/A c/o Suite 3305, Beijing Capital Mansion
Management Co. Ltd as co- Building No 6, Xinyuan South Road,
manager of Changxin Chaoyang District, Beijing, China,
Element Development LLP 100004
CX Elements Investment N/A c/o Suite 2111, Orient Plaza Block E1, 1
Ltd Chang An Avenue, Beijing, China 100738
CX Gold Investment N/A c/o Suite 2111, Orient Plaza Block E1, 1
Holdings Ltd Chang An Avenue, Beijing, China 100738
UNQUOTE
Johannesburg
04 August 2011
JSE Sponsor
Macquarie First South Advisers (Pty) Limited
Date: 04/08/2011 09:51:17 Produced by the JSE SENS Department.
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