Appendix 3B

RNS Number : 5746B
Berkeley Resources Limited
29 October 2009
 



Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B


New issue announcement, 

application for quotation of additional securities 

and agreement


Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.



Name of entity

Berkeley Resources Limited


ABN

40 052 468 569


We (the entity) give ASX the following information.



Part 1 ߛ All issues

You must complete the relevant sections (attach sheets if there is not enough space).


1

+Class of +securities issued or to be issued


Employee Options - $1.00




2

Number of +securities issued or to be issued (if known) or maximum number which may be issued


250,000






3

Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

250,000 Employee Options exercisable at $1.00 each

vesting as follows:


125,000 on or after 19 June 2010

125,000 on or after 19 June 2011


All options expire on 19 June 2012




4

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?


If the additional securities do not rank equally, please state:

  • the date from which they do

  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

No - not listed




5

Issue price or consideration


Nil





6

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)







Granted to employees in accordance with the terms

of the Berkeley Employee Options Scheme which was approved by a majority of Shareholders on 21 June 2007.




7

Dates of entering +securities into uncertificated holdings or despatch of certificates



29 October 2009






Number

+Class

8

Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)




123,486,312

12,924,723


Ordinary shares

$0.75 Options





Number

+Class

9

Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)




10,600,000

2,500,000

2,160,000

1,037,500



$0.70 Options

$1.00 Unlisted Options

$1.86 Incentive Options

$1.00 Incentive Options





10

Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Not applicable



Part 2 ߛ  Bonus issue or pro rata issue


11

Is security holder approval required?


Not applicable




12

Is the issue renounceable or non-renounceable?

Not applicable




13

Ratio in which the +securities will be offered

Not applicable




14

+Class of +securities to which the offer relates

Not applicable




15

+Record date to determine entitlements

Not applicable




16

Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

Not applicable




17

Policy for deciding entitlements in relation to fractions


Not applicable




18

Names of countries in which the entity has +security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

Not applicable




19

Closing date for receipt of acceptances or renunciations

Not applicable




20

Names of any underwriters



Not applicable




21

Amount of any underwriting fee or commission

Not applicable




22

Names of any brokers to the issue



Not applicable




23

Fee or commission payable to the broker to the issue

Not Applicable




24

Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

Not applicable




25

If the issue is contingent on +security holders' approval, the date of the meeting

Not applicable




26

Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

Not applicable




27

If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

Not applicable




28

Date rights trading will begin (if applicable)

Not applicable




29

Date rights trading will end (if applicable)



Not applicable




30

How do +security holders sell their entitlements in full through a broker?

Not applicable




31

How do +security holders sell part of their entitlements through a broker and accept for the balance?

Not applicable




32

How do +security holders dispose of their entitlements (except by sale through a broker)?

Not applicable




33

+Despatch date



Not applicable



  Part 3 ߛ Quotation of securities

You need only complete this section if you are applying for quotation of securities


34

Type of securities 

(tick one)


(a)

Securities described in Part 1






(b)

All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities


Entities that have ticked box 34(a)


Additional securities forming a new class of securities



Tick to indicate you are providing the information or documents




35

If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders




36

If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000

5,001 - 10,000

10,001 - 100,000

100,001 and over




37

A copy of any trust deed for the additional +securities


  

Entities that have ticked box 34(b)


38

Number of securities for which +quotation is sought


Not applicable




39

Class of +securities for which quotation is sought


Not applicable




40

Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?


If the additional securities do not rank equally, please state:

  • the date from which they do

  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Not applicable




41

Reason for request for quotation now 

Example: In the case of restricted securities, end of restriction period


(if issued upon conversion of another security, clearly identify that other security)


Not applicable






Number

+Class

42

Number and +class of all +securities quoted on ASX (including the securities in clause 38) 




Not applicable






Quotation agreement


1    +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.  


2    We warrant the following to ASX.


    The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.


    There is no reason why those +securities should not be granted +quotation.


    An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.  


Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty


    Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.


    We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the +securities be quoted.  


    If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.


3    We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.


4    We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.



Sign here:                     Date: 29 October 2009

        (Director/Company secretary)



Print name:     Clint McGhie


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