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Prospectus - Kingsrose Mining

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10. CONVERTIBLE NOTES – UNSECURED<br />

11,000,000 Convertible notes – unsecured of 20c each - 2,200,000<br />

The convertible notes proposed to be issued will be for a term of 30 months from the date of issue and bear<br />

interest at the rate of 6% per annum payable annually in arrears. Each convertible note can be converted into<br />

one fully paid ordinary share in the company at any time on or before the redemption date at the option of the<br />

noteholder. Any convertible notes not converted by the redemption date will at the option of the Company be<br />

redeemed for cash at the rate of 20c per convertible note or converted to shares on the basis of one fully paid<br />

ordinary share in the company for each 20c convertible note on issue.<br />

11. ISSUED CAPITAL<br />

Issue of 20 ordinary fully paid shares on incorporation 6 January 2005 20 20<br />

Proposed issue of 20,000,000 ordinary fully paid shares to be issued to<br />

KRM (WA) Pty Ltd as trustee for the <strong>Kingsrose</strong> Unit Trust as per asset<br />

sale agreement 10,000 10,000<br />

Issue of seed capital of 8,800,000 ordinary fully paid shares on<br />

3 October 2007 for cash - 63,000<br />

Proposed issued of 30,000,000 ordinary fully paid shares for cash - 6,000,000<br />

Proposed issue of 6,250,000 ordinary fully paid shares to<br />

Airedale (Asia) Limited for loan conversion - 1,250,000<br />

10,020 7,323,020<br />

Less estimated costs of issue<br />

Cash - (400,000)<br />

Contributed equity 10,020 6,923,020<br />

Page 51

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