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Disclosure of Interest/Changes in Interest of Substantial Shareholder(s)/Unitholder(s)
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Name of Announcer * | GOLDEN AGR -RESOURCES LTD |
Company Registration No. | UF 24045G |
Announcement submitted on behalf of | GOLDEN AGR -RESOURCES LTD |
Announcement is submitted with respect to * | GOLDEN AGR -RESOURCES LTD |
Announcement is submitted with respect to * | GOLDEN AGR -RESOURCES LTD |
Announcement is submitted with respect to * | |
Announcement is submitted by * | Kimberley Lye Chor Mei |
Designation * | |
Designation * | Director, Corporate Secretarial |
Date & Time of Broadcast | 17-Jan-2014 17:18:43 |
Announcement No. | 00074 |
>>Announcement Details
The details of the announcement start here ...
Person(s) Giving Notice * Substantial Shareholder(s)/Unitholder(s) (Form 3)
Date of receipt of notice by
Listed Issuer *
1 17/01/2014
Attachment (Form 1/3/5/6}
*
# GAR02-17-01-2014-Changeslnlnterest-Form3.pdf
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SECURITIES AND FUTURES ACT (CAP. 289) SECURITIES AND FUTURES {DISCLOSURE OF INTERESTS) REGULATIONS 2012
NOTIFICATION FORM FOR SUBSTANTIAL SHAREHOLDER(S)/
FORM 3 UNITHOLDER(S) IN RESPECT OF INTERESTS IN SECURITIES (Eiectronic Format)Explanatory Notes
1. Please read the explanatory notes carefuliy before completing the notification form.
2. This form is fora Substantial Shareholder(s)/Unitholder(s) to give notice under section 135, 136, 137, 137J (as applicable to sections 135, 136 and 137) or 137U (as applicable to sections 135, 136 and 137) of the Securities and Futures Act (the "SFA'').
3. This electronic Form 3 and a separate Form C, containing the particulars and contact details of the Substantial Shareholder(s)/Unitholder(s), must be completed by the Substantial Shareholder(s)/ Unitholder(s) or a person duly authorised by the Substantial Shareholder(s)/Unitholder(s) to do so. The person so authorised should maintain records of information furnished to him by the Substantial Shareholder(s)/Unitholder(s).
4. This form and Form C, are to be completed electronicaliy and sent to the Listed lssuer via an electronic medium such as an e-mail attachment. The Listed lssuer wili attach both forms to the prescribed SGXNet announcement tempiate for dissemination as required under section 137G(1), 137R(1) or 137ZC(1) of the SFA, as the case may be. While Form C will be attached to the announcement template, it wili not be disseminated to the public and is made available only to the Monetary Authority of Singapore (the "Authority").
5. Where a transaction results in similar notifiable obligations on the part of more than one Substantial Shareholder/Unitholder, ali of these Substantial Shareholders/Unitholders may give notice using the same notification form.
6. A single form may be used by a Substantial Shareholder/Unitholder far more than one transaction resulting in notifiable obligations which occur within the same notifiable period (i.e. within two business days of becoming aware of the earliest transaction). There must be no netting-off of two or more notifiable transactions even if they occur within the same day.
7. Ali applicable parts of the notification form must be completed. lf there is insufficient space far your answers, please include attachment(s) by clicking the paper clip icon on the bottom left-hand corner or in item 11 of Part Il or item 1O of Part Ili. The total file size far ali attachment(s) should not exceed 1MB.
8. Except far item 5 of Part Il and item 1 of Part IV, please select only one option from the relevant check boxes.
9. Please note that submission of any false or misleading information is an offence under Part VII of the SFA.
1O. In this form, the term "Listed lssuer" refers to -
(a) a company incorporated in Singapore any or ali of the shares in which are listed for quotation on the officiallist of a securities exchange;
(b) a corporation (not being a company incorporated in Singapore, or a coliective investment scheme constituted as a corporation) any or ali of the shares in which are listed far quotation on the officiallist of a securities exchange,such listing being a primary listing;
(c) a registered business trust (as defined in the Business Trusts Act (Cap. 31A)) any or ali of the units in which are listed for quotation on the officiallist of a securities exchange;
(d) a recognised business trust any or ali of the units in which are listed for quotation on the official list of a securities exchange, such listing being a primary listing; or
(e) a collective investment scheme that is a trust, that invests primarily in real estate and real estate related assets specified by the Authority in the Code on Collective lnvestment Schemes, and any or ali the units in which are listed for quotation on the official list of a securities exchange, such listing being a primary listing ("Real Estate lnvestment Trust").
11. For further instructions and guidance on how to complete this notification form, please referto section 7 of the User Guide on Electronic Notification Forms which can be accessed at the Authority's Internet website at http:/ / www.mas .gov.sg (under "Regulations and Financial Stability'', "Regulations, Guidance and Licensing", "Securities, Futures and Fund Management", "Forms", "Disclosure of lnterests").
Part l - Generai
1. Name of Listed lssuer:
IGolden Agri-Resources Ltd
2. Type of Listed lssuer:
0 Company/Corporation
D Registered/Recognised Business Trust
D Real Estate lnvestment Trust
3. ls more than one Substantial Shareholder/Unitholder giving notice in this form?
0 No {Piease proceed to complete Part Il)
D Yes (Piease proceed to complete Parts 111 & IV)
4. Date of notification to Listed lssuer:
116-Jan-2014
FORM 31[ Verston 1 O ]/Effective Date [19 November 2012] Page 3 of 7
Part Il- Substantial Shareholder/Unitholder and Transaction(s) Details[To be used for single Substantial Shareholder!Unitholder to give notice]
1. Name of Substantial Shareholder/Unitholder:
Silchester lnternationallnvestors LLP
2. ls Substantial Shareholder/Unitholder a fund manager or a person whose interest in the securities of the Listed lssuer are held solely through fund manager(s)?
0 Yes
D No
Transaction A @
1. Notification in respect of:
D Becoming a Substantial Shareholder/Unitholder
0 Change in the percentage level of interest while stili remaining a Substantial Shareholder/Unitholder
D Ceasing to be a Substantial Shareholder/Unitholder
2. Date of acquisition of or change in interest:
115-Jan-2014
3. Date on which Substantial Shareholder/Unitholder became aware of the acquisition of, or the change in, interest @ (if different from item 2 above, p/ease specify the date):
116-Jan-2014 J
4. Explanation {if the date of becoming aware is different from the date of acquisition of, or the change in, interest):
The increase in Silchester lnternationallnvestors LLP (''SII LLP") holdings was due to a series of transactions over a series of different trading days. Details of the number of shares held before the change (shown in
ltem 9 of Part Il),represent the shares held by SII LLP's clients as of the date before the last trading day before
which this disclosure level was triggered, rather than the date of our last disclosure.
5. Type of securities which are the subject of the transaction (more than one option may be chosen):
0 Voting shares/units
D Rights/Options/Warrants over voting shares/units
D Convertible debentures over voting shares/units (conversion price known)
D Others (please specify):
6. Number of shares, units, rights, options, warrants and/or principal amount of convertible debentures acquired or disposed of by Substantial Shareholder/Unitholder:
112,000,000
FORM 3!( Version 1 O )/Effeclive Date [ 19 November 2012] Page 4 of 7
7. Amount of consideration paid or received by Substantial Shareholder/Unitholder (excluding brokerage and stamp duties):
15$6,289,200
8. Circumstance giving rise to the interest or change in interest: Acquisition of:
0 Securities via market transaction
D Securities via off-market transaction (e.g. married dea/s)
D Securities via physical settlement of derivatives or other securities
D Securities pursuant to rights issue
D Securities via a placement
D Securities following conversion/exercise of rights, options, warrants or other convertibles
Disposal of:
D Securities via market transaction
D Securities via off-market transaction ( e.g. married deals)
Other circumstances:
D Acceptance of take-over offer for the Listed lssuer
D Corporate action by the Listed lssuer which Substantial Shareholder/Unitholder did not
participate in (please specify):
D Others (p/ease specify):
FORM 31[ Vers1on 1 O ]tEffect1ve Date [ 19 November 2012 ] Page 5 of 7
9. Quantum of total voting shares/units (inc/uding voting shares/units underlying rights!optionsl warrantslconvertible debentures {conversion price known}) held by Substantial Shareholder/ Unitholder before and after the transaction:
?f ;=-:-:.·:r- - --..-.-L ;---;: :;:-;-:--...-.-·--:;7:""-;.•-.-,:-- ....: - ! ---:r;r; ,. p
;::.;·. lrt}jnediej}t_ b fçre :th·,trànsact[ojl . ',,.:· f?iiec_t lnterest•,,., ,;'Df!.f!f!I C! liitèèst;.·...:.·.: Tòt l ::·::;;i;
r:- ....:.:aL_Jhl1:... ./... : i-: - t:."-t..-·V!---:, :.:.- i.•-J - -.:._ ·.looo!".:..:.._-j_]_ _:d
No. of voting shares/units held and/or underlying the rights/options/warrants/ convertible debentures:
As a percentage of total no. of voting shares/units: @
o 761,806,000 761,806,000
o 5.93 5.93
No. of voting shares/units held and/or underlying the rights/options/warrants/ convertible debentures:
As a percentage of total no. of voting shares/units: @
o 773,806,000 773,806,000
o 6.03 6.03
1O. Circumstances giving rise to deemed interests (if the interest is such):
[You may attach a chart in item 11 to illustrate how the Substantial Shareholder!Unitholder's deemed interest arises]
Silchester lnternationallnvestors LLP (''SII LLP") acts as the fully discretiona ry investment manager fora number of commingled funds, 1) Silchester lnternationallnvestors lnternationalValue Equity Taxable Trust,
2) Silchester lnternational lnvestors lnternational Value Equity Group Trust, 3) Silchester lnternational lnvestors Tobacco Free lnternational Value Equity Trust,4) Silchester lnternationallnvestors lnternational Value Equity Trust and 5) The Calleva Trust. Please see attached.
In acting for its Clients,SII LLP is given,full discretionary authority over their investments,and is empowered to vote ali proxies on behalf of the commingled funds and the underlying investors. However, SII LLP does not act as the custodian ofthe commingled fund assets and therefore shares are not held in SII LLP's name, but in the nominee name of each commingled fund's custodian bank.
11. Attachments (if any): @
(The total file size for al/ attachment(s) shou/d not exceed 1MB.)
12. lf this is an amendment of an earlier notification, please provide:
(a) 5-digit SGXNet announcement number of the first notification which was announced on
SGXNet (the "lnitial Announcement''):
l l l l l l
(b) Date of the lnitial Announcement:
(c) 15-digit transaction reference number of the relevant transaction in the Form 3 which was attached in the lnitial Announcement:
l l l l l l l l l l l l l l l l
13. Remarks (if any):
FORM3 [ Vers1on lO' Effect1ve Date [ 19 November 20 12) Page 6 of 7
Transaction Reference Number (auto-generated):
1 3 1 11 3 1 3 1 1 1 4 1 6 1 4 1 ll s l s l 4 1 4 1 1 1 2 1
/tem 14 is to be completed by an individua/ submitting this notificatian form on behalf of the Substantial
Shareholder/Unitho/der.
14. Particulars of Individuai submitting this notification form to the Listed lssuer: (a) Name of Individuai:
lrimothy J. Linehan
(b) Designation (if applicable):
IHead of Operations
(c) Name of entity (if applicable):
Silchester lnternationallnvestors LLP
FORM 31[ Version 1 O ]iEffective Date [ 19 November 2012 ] Page 7 of 7
Company:
GOLDEN-AGRI RESOURCES LTD Attention: Com pany Secretary
Share Class:
ORDINARY
Issued Shares:
12,837,548,556
Address: c/o l 08 Pasir Panjang Road,
#06-00 Golden Agri Plaza, Singapore 118535
Singapore
SII Ownership:
773,806,000 Date: 1 5th January 2014
% ofShares
6.03
SIJAorouot | Nomioee | Silcbester Yotiog Autbority | Silcbester Curreot Sbare Boldlog | % Boldiog at Fuod Leve! |
SiJcbester lnternational lnvestors lnternation al Value Taxable Equi ty Trust c/o Silchester l ntemational l nvestors, Inc. 780 Third Avenue, 4200 Floor NewVork,NewVork, 10017 Silchester Jnt emati onalln vesto rs International Value Equity Group Trust c/o Silchester lntemational Investors, ln c. 780 Third Avenue, 42"" Floor New Vork, New Vork 1 0017 Silchester International Im•estors Tobacco Free lnternatio na l Va lu e Equit)• Trust c/o Silchester Intemational I nvestors, lnc. 780 Third Avcnue, 4ild Floor New Vork, New Vork 10017 Sil c hester lntern ation al Investors lnternational Value Equity Trust cio Silch ester Lnt emational lnvcstors, lnc. 780 Third Avenue, 4200 Floor NewVork ,New Vork, 10017 The Ca lleva Trust c/o Northem Trust Fiduciary Services (lreland) Limited George's Court 54-62 Townsend Street Dublin 2, lrcland TOTAL | Northem Trust Co Northern Trust Co Nonhern Trust Co Northem Trust Co Northem Trust Co | VES VES VES VES VES | 1 11,921,000 200,745,000 50,340,000 347,367,000 63,433,000 773,806,000 | 0.87 1.56 0.39 2.71 0.49 |
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