Valor Resources : Change in substantial holding

604 page 1/2 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme

ACN/ARSN

Valor Resources Limited

88 076 390 451

1. Details of substantial holder(1)

Name

ACN/ARSN (if applicable)

Brian McMaster

There was a change in the interests of the substantial holder on

The previous notice was given to the company on

The previous notice was dated

2. Previous and present voting power

19/ 04/ 2021

05/ 06/ 2020

03/ 06/ 2020

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 votes	Voting power (5)	Person's votes	Voting power (5)
Fully Paid Ordinary Shares	102,030,143	5.31%	184,030,143	6.49%

3. 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:

	Date of	Person whose	Nature of	Consideration	Class and	Person's votes
	change	relevant interest	change (6)	given in relation	number of	affected
		changed		to change (7)	securities
					affected
	Refer to attached Annexure A
4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
interest	securities	as holder (8)	interest (6)	securities
Refer to attached Annexure A

604 page 2/2 15 July 2001

5. 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

6. Addresses

The addresses of persons named in this form are as follows:

	Name	Address
	Briant Nominees Pty Ltd	Suite 3, 19 Park Avenue, Burleigh Heads, QLD, 4220
	Beez & Honey Pty Ltd	Suite 3, 19 Park Avenue, Burleigh Heads, QLD, 4220

Signature

print name	Brian McMaster	capacity	Director & Beneficiary
sign here		date	19 / 04 / 2021

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:
7. 1. 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
   2. 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.

1. 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, becom`e 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.
2. 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".
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

This is Annexure "A" of one page referred to in Form 604

Notice of Change of interests of Substantial Shareholder

QUESTION THREE

Changes in relevant interests

Date of

Person whose

Nature of change

Consideration

Class and

Person's

change

relevant interest

given in

number of

votes

changed

relation to

securities

affected

change

affected

11/02/21

Briant Nominees Pty

Participation in

$100,000

33,333,333

33,333,333

Ltd <>

Placement

Fully Paid

Ordinary

Superfund A/C>

Shares

11/02/21

Beez & Honey Pty Ltd

Payment for Services

$56,000

18,666,667

18,666,667

Rendered

Fully Paid

Ordinary

A/C>

Shares

14/04/21

Briant Nominees Pty

Special Crossing

$120,000

20,000,000

20,000,000

Ltd <>

Trade

Fully Paid

Ordinary

Superfund A/C>

Shares

19/04/21

Beez & Honey Pty Ltd

Conversion of

$45,000

10,000,000

10,000,000

Unlisted Options

Fully Paid

Ordinary

A/C>

Shares

QUESTION FOUR

Present relevant interests

Holder of

Registered holder

Person entitled to

Nature of

Class and

Person's

relevant interest

of securities

be registered as

relevant

number of

votes

holder

interest

shares

Briant

Briant Nominees

Briant Nominees

Indirect -

155,363,476

155,363,476

Nominees Pty

Pty Ltd <>

Pty Ltd <>

Director &

Fully Paid

Beneficiary

Ordinary

Ltd <>

Superfund A/C>

Superfund A/C>

Shares

Superfund A/C>

Beez & Honey

Beez & Honey Pty

Beez & Honey Pty

Beneficiary

28,666,667

28,666,667

Pty Ltd <>

Ltd

Ltd

Fully Paid

Ordinary

Honey Pot A/C>

Pot A/C>

Pot A/C>

Shares

This is Annexure A of one page referred to in Form 604 signed by me and dated 19 April 2021.

Brian McMaster

Director & Beneficiary