HOT CHILI LIMITED ACN 130 955 725

BEFORE DOWNLOADING, PRINTING OR VIEWING THE PROSPECTUS, YOU MUST CAREFULLY READ THE TERMS SET OUT IN THIS NOTICE

Important information

This is an important document that should be read in its entirety.  If you do not understand it or are in doubt as to the course you should follow, you should consult your stockbroker, accountant or professional adviser. 

Hot Chili Limited ACN 130 955 725 (Company) has lodged a Replacement Prospectus dated 23 March 2010 (Prospectus) with the Australian Securities and Investments Commission (ASIC) for an offer of 30,000,000 shares at an issue price of 20 cents each to raise $6,000,000 with provisions to accept over-subscription for up to a further 10,000,000 shares to raise up to a further $2,000,000, to raise a maximum of $8,000,000 (Offer).

Lodgement of Prospectus with ASIC

The paper form of the Prospectus has been lodged with ASIC.

Application pursuant to Application Form only

An Application for Shares (as defined in the Prospectus) offered under the Prospectus can only be made by completing the Application Form attached to or accompanying the Prospectus and then lodging the Application Form and the Application Monies in accordance with the instructions set out in the Prospectus and the Application Form.  

Warnings

The Corporations Act prohibits any person from passing onto another person an Application Form unless it is attached to a hard copy of the Prospectus or it accompanies the complete and unaltered version of the Prospectus (whether in paper or electronic form).  The Company will not accept a completed Application Form if it has reason to believe that you have not received a complete and unaltered copy of the Prospectus or if it has reason to believe that Application Form has been altered or tampered with in any way.  If you are accessing an electronic copy of the Prospectus, please ensure that you have received the entire Prospectus accompanied by the Application Form.  If not, please contact the Company. 

For legal reasons, the information and electronic Prospectus provided by this website is only available to persons accessing this website from within AUSTRALIA ONLY.  If you are accessing this website from anywhere outside Australia, please DO NOT download the electronic Prospectus accessible through this website.

This Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Prospectus or make the offer.  It is the responsibility of any applicant outside Australia to ensure compliance with all laws of any country relevant to their applications, and any such applicant should consult their professional advisers as to whether any government or other consents are required, or whether any formalities need to be observed to enable them to apply for and be allotted any securities.

No action has been taken to register, qualify or otherwise permit the offer in any jurisdiction outside Australia.

No person is authorised to give information or to make any representation in relation to the Offer which is not contained in the Prospectus and such information may not be relied upon as having been authorised by the directors of the Company.  D.J. Carmichael Pty Limited and Carmichael Corporate Pty Ltd (jointly referred to as DJ Carmichael) are the joint lead managers, sponsoring brokers and corporate advisers to the Company.  Neither DJ Carmichael nor any of its officers accept any liability or responsibility in respect of the Prospectus or the Offer.

Acknowledgements

By accessing the Prospectus (by clicking on the link below) you acknowledge that you:

• have read, understood and agreed to the terms and conditions set out above; and
• are an Australian resident and that you are downloading the Prospectus in Australia.

You have read, understood and agreed to the above terms and conditions, and acknowledge that you are an Australian resident downloading the Prospectus in Australia?

Hot Chili Limited

Prospectus

Corporate directory

 

HOW TO COMPLETE THIS FORM A G SHARES APPLIED FOR ENTER THE NUMBER OF SHARES YOU WISH TO APPLY FOR. THE APPLICATION MUST BE FOR A MINIMUM OF 10,000 SHARES. APPLICATIONS FOR GREATER THAN 10,000 SHARES MUST BE IN MULTIPLES OF 10,000 SHARES. APPLICATION MONIES ENTER THE AMOUNT OF APPLICATION MONIES. TO CALCULATE THE AMOUNT, MULTIPLY THE NUMBER OF SHARES BY THE PRICE PER SHARE. APPLICANT NAME(S) ENTER THE FULL NAME YOU WISH TO APPEAR ON THE STATEMENT OF SHARE HOLDING. THIS MUST EITHER BE YOUR OWN NAME OR THE NAME OF A COMPANY. UP TO 3 JOINT APPLICANTS MAY REGISTER. YOU SHOULD REFER TO THE TABLE BELOW FOR THE CORRECT FORMS OF REGISTRABLE TITLE. APPLICATIONS USING THE WRONG FORM OF NAMES MAY BE REJECTED. CLEARING HOUSE ELECTRONIC SUBREGISTER SYSTEM (CHESS) PARTICIPANTS SHOULD COMPLETE THEIR NAME IDENTICALLY TO THAT PRESENTLY REGISTERED IN CHESS. POSTAL ADDRESS ENTER YOUR POSTAL ADDRESS FOR ALL CORRESPONDENCE. ALL COMMUNICATIONS TO YOU FROM THE SHARE REGISTRY WILL BE MAILED TO THE PERSON(S) AND ADDRESS AS SHOWN. FOR JOINT APPLICANTS, ONLY ONE ADDRESS CAN BE ENTERED. CONTACT DETAILS ENTER YOUR CONTACT NAME, TELEPHONE NUMBER AND EMAIL ADDRESS. THESE ARE NOT COMPULSORY BUT WILL ASSIST US IF WE NEED TO CONTACT YOU REGARDING YOUR APPLICATION. TAX FILE NUMBER OR EXEMPTION ENTER YOUR TAX FILE NUMBER (“TFN”) OR EXEMPTION CATEGORY. WHERE APPLICABLE, PLEASE ENTER THE TFN FOR EACH JOINT APPLICANT. COLLECTION OF YOUR TFN IS AUTHORISED BY TAXATION LAWS. PROVIDING YOUR TFN IS NOT COMPULSORY AND WILL NOT AFFECT YOUR APPLICATION. CHESS HOT CHILI LIMITED (THE COMPANY) WILL APPLY TO THE ASX TO PARTICIPATE IN CHESS, OPERATED BY ASX SETTLEMENT AND TRANSFER CORPORATION PTY LTD, A WHOLLY OWNED SUBSIDIARY OF ASX LIMITED. IN CHESS, THE COMPANY WILL OPERATE AN ELECTRONIC CHESS SUBREGISTER OF SECURITIES HOLDINGS AND AN ELECTRONIC ISSUER SPONSORED SUBREGISTER OF SECURITIES HOLDINGS. TOGETHER THE TWO SUBREGISTERS WILL MAKE UP THE COMPANY’S PRINCIPAL REGISTER OF SECURITIES. THE COMPANY WILL NOT BE ISSUING CERTIFICATES TO APPLICANTS IN RESPECT OF SHARES ALLOTTED. IF YOU ARE CHESS PARTICIPANT (OR ARE SPONSORED BY A CHESS PARTICIPANT) AND YOU WISH TO HOLD SHARES ALLOTTED TO YOU UNDER THIS APPLICATION ON THE CHESS SUBREGISTER, ENTER YOUR CHESS HIN. OTHERWISE, LEAVE THIS SECTION BLANK AND ON ALLOTMENT, YOU WILL BE SPONSORED BY THE COMPANY AND ALLOCATED A SECURITYHOLDER REFERENCE NUMBER. PAYMENT MAKE YOUR CHEQUE OR BANK DRAFT PAYABLE TO “HOT CHILI LIMITED – APPLICATION FUNDS” IN AUSTRALIAN DOLLARS AND CROSS IT “NOT NEGOTIABLE”. YOUR CHEQUE OR BANK DRAFT MUST BE DRAWN ON AN AUSTRALIAN BANK. COMPLETE THE CHEQUE DETAILS IN THE SPACE PROVIDED. THE TOTAL AMOUNT MUST AGREE WITH THE AMOUNT SHOWN IN BOX B. CHEQUES WILL BE PROCESSED ON THE DAY OF RECEIPT AND AS SUCH, SUFFICIENT CLEARED FUNDS MUST BE HELD IN YOUR ACCOUNT AS CHEQUES RETURNED UNPAID MAY NOT BE RE-PRESENTED AND MAY RESULT IN YOUR APPLICATION BEING REJECTED. ATTACH, BUT DO NOT STAPLE, YOUR CHEQUE(S) OR BANK DRAFT(S) TO THE APPLICATION FORM. CASH WILL NOT BE ACCEPTED. RECEIPT FOR PAYMENT WILL BE FORWARDED. B C H D E F BEFORE COMPLETING THE APPLICATION FORM THE APPLICANT(S) SHOULD READ THE PROSPECTUS TO WHICH THE APPLICATION RELATES. RETURNING THE APPLICATION FORM WITH YOUR CHEQUE(S) FOR THE APPLICATION MONIES WILL CONSTITUTE YOUR OFFER TO SUBSCRIBE FOR SHARES IN THE COMPANY. BY LODGING THE APPLICATION FORM, THE APPLICANT(S) AGREES THAT THIS APPLICATION FOR SHARES IN HOT CHILI LIMITED IS UPON, AND SUBJECT TO, THE TERMS OF THIS PROSPECTUS AND THE CONSTITUTION OF HOT CHILI LIMITED. FURTHERMORE, THE APPLICANT AGREES TO TAKE ANY NUMBER OF SHARES EQUAL TO OR LESS THAN THE NUMBER OF SHARES INDICATED IN SECTION A THAT MAY BE ALLOTTED TO THE APPLICANT(S) PURSUANT TO THE PROSPECTUS AND DECLARES THAT ALL DETAILS AND STATEMENTS MADE ARE COMPLETE AND ACCURATE, AND DECLARES THAT A PROSPECTUS, WHETHER IN ELECTRONIC OR PAPER FORM, HAS BEEN RECEIVED IN FULL BEFORE APPLYING FOR SHARES. IT IS NOT NECESSARY TO SIGN THE APPLICATION FORM. LODGEMENT OF APPLICATIONS AND PAYMENT APPLICATION FORMS MUST BE RECEIVED BY CARMICHAEL CORPORATE PTY LTD (CARMICHAEL CORPORATE) BY NO LATER THAN 5:00PM WST ON THE CLOSING DATE. YOU SHOULD ALLOW SUFFICIENT TIME FOR THIS TO OCCUR. RETURN YOUR COMPLETED APPLICATION FORM WITH CHEQUE(S) WITH PAYMENT ATTACHED TO: BY EMAIL OR BY POST OR HOTCHILI@DJCARMICHAEL.COM.AU CARMICHAEL CORPORATE PO BOX Z5186 PERTH WA 6831 IN PERSON CARMICHAEL CORPORATE, LEVEL 3, LONDON HOUSE 216 ST. GEORGES TERRACE PERTH WA 6000 NEITHER SECURITY TRANSFER REGISTRARS, CARMICHAEL CORPORATE NOR THE COMPANY ACCEPTS ANY RESPONSIBILITY IF YOU LODGE THE APPLICATION FORM AT ANY OTHER ADDRESS OR BY ANY OTHER MEANS. PRIVACY STATEMENT PERSONAL INFORMATION IS COLLECTED ON THIS FORM BY SECURITY TRANSFER REGISTRARS PTY LTD (SECURITY TRANSFER REGISTRARS), AS REGISTRAR FOR SECURITIES ISSUERS (“THE ISSUER”), FOR THE PURPOSE OF MAINTAINING REGISTERS OF SECURITYHOLDERS, FACILITATING DISTRIBUTION PAYMENTS AND OTHER CORPORATE ACTIONS AND COMMUNICATIONS. YOUR PERSONAL INFORMATION MAY BE DISCLOSED TO OUR RELATED BODIES CORPORATE, TO EXTERNAL SERVICE COMPANIES SUCH AS PRINT OR MAIL SERVICE PROVIDERS, OR AS OTHERWISE REQUIRED OR PERMITTED BY LAW. IF YOU WOULD LIKE THE DETAILS OF YOUR PERSONAL INFORMATION HELD BY THE SHARE REGISTRY, OR YOU WOULD LIKE TO CORRECT INFORMATION THAT IS INACCURATE, INCORRECT OR OUT OF DATE, PLEASE CONTACT THE SHARE REGISTRY. IN ACCORDANCE WITH THE CORPORATIONS ACT 2001, YOU MAY BE SENT MATERIAL (INCLUDING MARKETING MATERIAL) APPROVED BY THE ISSUER IN ADDITION TO GENERAL CORPORATE COMMUNICATIONS. YOU MAY ELECT NOT TO RECEIVE MARKETING MATERIAL BY CONTACTING THE SHARE REGISTRY. IF YOU HAVE ANY QUERIES CONCERNING YOUR APPLICATION, PLEASE CONTACT CARMICHAEL CORPORATE. CORRECT FORMS OF REGISTRABLE TITLE(S) NOTE THAT ONLY LEGAL ENTITIES ARE ALLOWED TO HOLD SHARES. APPLICATIONS MUST BE MADE IN THE NAME(S) OF NATURAL PERSONS, COMPANIES OR OTHER LEGAL ENTITIES IN ACCORDANCE WITH THE CORPORATIONS ACT. AT LEAST ONE FULL GIVEN NAME AND THE SURNAME ARE REQUIRED FOR EACH NATURAL PERSON. THE NAME OF THE BENEFICIAL OWNER OR ANY OTHER REGISTRABLE NAME MAY BE INCLUDED BY WAY OF AN ACCOUNT DESIGNATION IF COMPLETED EXACTLY AS DESCRIBED IN THE EXAMPLE OF CORRECT FORMS OF REGISTRABLE TITLE(S) BELOW. TYPE OF INVESTOR CORRECT FORM OF REGISTRATION MR JOHN ALFRED SMITH <PETER SMITH A/C> INCORRECT FORM OF REGISTRATION J.A SMITH JOHN ALFRED & JANET MARIE SMITH ABC P/L ABC CO PENNY SMITH FAMILY TRUST ESTATE OF LATE JOHN SMITH PETER SMITH JOHN SMITH & SON ABC TENNIS ASSOCIATION JOHN SMITH PTY LTD SUPERANNUATION FUND MR JOHN ALFRED SMITH MR JOHN ALFRED SMITH & MRS JANET MARIE SMITH ABC PTY LTD MS PENNY SMITH <PENNY SMITH FAMILY A/C> MR MICHAEL SMITH <EST JOHN SMITH A/C> INDIVIDUAL - USE GIVEN NAME(S) IN FULL, NOT INITIALS JOINT - USE GIVEN NAME(S) IN FULL, NOT INITIALS COMPANY - USE COMPANY TITLE, NOT ABBREVIATIONS TRUSTS - USE TRUSTEE(S) PERSONAL NAME(S) - DO NOT USE THE NAME OF THE TRUST DECEASED ESTATES - USE EXECUTOR(S) PERSONAL NAME(S) - DO NOT USE THE NAME OF THE DECEASED MINOR (A PERSON UNDER THE AGE OF 18) - USE THE NAME OF A RESPONSIBLE ADULT WITH AN APPROPRIATE DESIGNATION PARTNERSHIPS - USE PARTNERS PERSONAL NAME(S) - DO NOT USE THE NAME OF THE PARTNERSHIP CLUBS/UNINCORPORATED BODIES/BUSINESS NAMES - USE OFFICE BEARER(S) PERSONAL NAME(S) - DO NOT USE THE NAME OF THE CLUB ETC SUPERANNUATION FUNDS - USE THE NAME OF TRUSTEE OF THE FUND - DO NOT USE THE NAME OF THE FUND MR JOHN SMITH & MR MICHAEL SMITH <JOHN SMITH & SON A/C> MRS JANET SMITH <ABC TENNIS ASSOCIATION A/C> JOHN SMITH PTY LTD <SUPER FUND A/C>

CORPORATE DIRECTORY DIRECTORS MURRAY EDWARD BLACK, NON-EXECUTIVE CHAIRMAN CHRISTIAN ERVIN EASTERDAY, MANAGING DIRECTOR BERNARD ROLAND MOUNTFORD, NON-EXECUTIVE DIRECTOR COMPANY SECRETARY CHRISTIAN ERVIN EASTERDAY LEAD MANAGER AND SPONSORING BROKER D.J. CARMICHAEL PTY LIMITED LEVEL 3 LONDON HOUSE, 216 ST GEORGES TERRACE PERTH, WESTERN AUSTRALIA 6000 REGISTERED OFFICE FEDERAL ROAD & WILSON STREET KALGOORLIE, WESTERN AUSTRALIA 6430 PHONE: FAX: EMAIL: WEB: +61 8 9263 5200 +61 8 9263 5289 HOTCHILI@DJCARMICHAEL.COM.AU WWW.DJCARMICHAEL.COM.AU SOLICITORS FOR THE OFFER MCKENZIE MONCRIEFF LAWYERS LEVEL 5, 37 ST GEORGES TERRACE PERTH, WESTERN AUSTRALIA 6000 SOLICITORS REPORTING ON MINING RIGHTS NÚÑEZ MUÑOZ Y CIA. LTDA. ABOGADOS AV. ISIDORA GOYENECHEA 3250, PISO 13, LAS CONDES SANTIAGO, CHILE AUDITOR RSM BIRD CAMERON PARTNERS 18 PARRY STREET FREMANTLE, WESTERN AUSTRALIA 6160 PROPOSED ASX CODE HCH INDEPENDENT GEOLOGIST ALLEN J. MAYNARD AND AL MAYNARD & ASSOCIATES PTY LTD SUITE 9, 280 HAY STREET SUBIACO, WESTERN AUSTRALIA 6008 INVESTIGATING ACCOUNTANT RSM BIRD CAMERON CORPORATE PTY LTD 18 PARRY STREET FREMANTLE, WESTERN AUSTRALIA 6160 SHARE REGISTRY SECURITY TRANSFER REGISTRARS PTY LTD 770 CANNING HIGHWAY APPLECROSS, WESTERN AUSTRALIA 6153 PHONE: FAX: EMAIL: +61 8 9315 2333 +61 8 9315 2233 WWW.SECURITYTRANSFER.COM.AU PHONE: FAX: EMAIL: WEB: +61 8 9021 3033 +61 8 9021 6995 ALLY@HOTCHILI.NET.AU WWW.HOTCHILI.NET.AU

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