Dourado Resources : Cleansing Prospectus - 9 December 2016

ZYBER HOLDINGS LTD ACN 131 090 947‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌‌ PROSPECTUS‌‌‌‌‌‌‌

For the offer of up to 10,000 Options to acquire Shares exercisable at $0.012 on or before 31 October 2019 (Options) at an issue price of $0.00001per Option (Offer).‌‌‌

This Prospectus has been prepared primarily for the purpose of section 708A(11) of the Corporations Act to remove any trading restrictions on the sale of Options issued by the Company prior to the Closing Date.‌‌‌ IMPORTANT NOTICE‌‌‌‌‌‌

This document is important and should be read in its entirety. If after reading this Prospectus you have any questions about the Options being offered under this Prospectus or any other matter, then you should consult your stockbroker, accountant or other professional adviser.

The Options offered under this Prospectus should be considered speculative.

T AB LE O F C O N TE NT S

1. CORPORATE DIRECTORY 1
2. TIMETABLE AND IMPORTANT NOTES 2
3. DETAILS OF THE OFFER 5
4. PURPOSE AND EFFECT OF THE OFFER 8
5. RIGHTS AND LIABILITIES ATTACHING TO SECURITIES 10
6. RISK FACTORS 14
7. ADDITIONAL INFORMATION 19
8. DIRECTORS' AUTHORISATION 26
9. DEFINITIONS 27
10. CORPORATE DIRECTORY

    Directors Peter Wall Non-Executive Chairman Jason Tomkinson Executive Director Paul Callander Non-Executive Director Company Secretary Elizabeth Hunt Share Registry* Automic Registry Services Level 1 7 Ventnor Avenue West Perth WA 6005 PO Box 223, West Perth WA 6872 Telephone: [phone] Facsimile: [phone] Email: [e-mail] Website: www.automic.com.au

    Registered Office Level 11, London House 216 St Georges Terrace Perth WA 6000 GPO Box 2517 Perth WA 6831 Telephone: + 61 8 9481 0389 Facsimile: [phone] Email: [e-mail] Website: www.zyber.com.au ASX Code ZYB Lawyers Steinepreis Paganin Lawyers and Consultants Level 4, The Read Buildings 16 Milligan Street Perth WA 6000 Auditors* RSM Australia Partners 8 St Georges Terrace Perth WA 6000

    * These entities have not been involved in the preparation of this Prospectus and have not consented to being named in this Prospectus. Their names are included for information purposes only.

11. TIMETABLE AND IMPORTANT NOTES
12. Timetable

    Action	Date
    Lodgement of Prospectus with the ASIC and ASX	9 December 2016
    Opening Date	9 December 2016
    Closing Date*	5:00pm WST on 12 December 2016
    Expected date of Official Quotation of the Options	12 December 2016

    * The Directors reserve the right to vary the Closing Date at any time after the Opening Date without notice. As such, the date the Options are expected to commence trading on ASX may vary with any change in the Closing Date.

13. Important Notes

    This Prospectus is dated 9 December 2016 and was lodged with the ASIC on that date. The ASIC and its officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates.

    No Options may be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.

    The Offer is only available to those who are personally invited to accept the Offer. Applications for Options offered pursuant to this Prospectus can only be submitted on an original Application Form which accompanies this Prospectus.

    This Prospectus is a transaction specific prospectus for an offer of Options over continuously quoted securities (as defined in the Corporations Act) and has been prepared in accordance with section 713 of the Corporations Act. It does not contain the same level of disclosure as an initial public offering prospectus. In making representations in this Prospectus regard has been had to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult.

14. Web Site - Electronic Prospectus

15. A copy of this Prospectus can be downloaded from the website of the Company at www.zyber.com.au. If you are accessing the electronic version of this Prospectus for the purpose of making an investment in the Company, you must be an Australian resident and must only access this Prospectus from within Australia.

    The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to a hard copy of this Prospectus or it accompanies the complete and unaltered version of this Prospectus. Any person may obtain a hard copy of this Prospectus free of charge by contacting the Company.

    The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and