AIC Mines Limited (ASX:A1M) has received an initial substantial holder notice disclosing that Ms Sim Bee Ng, Mr Yi Xuan Woo, Ms Yen Jen Woo, and associated entities collectively known as the Ng Group Entities hold a relevant interest in 52,300,259 fully paid ordinary shares, representing 5.16% voting power in the company, with the substantial holding date recorded as 11 November 2026.

Key Points

  • The Ng Group Entities became a substantial holder in AIC Mines on 11 November 2026 with 52,300,259 shares and 5.16% voting power.
  • Shares were issued pursuant to a Subscription and Investment Deed between AIC, Dragon Field International Limited, and listed subscribers, with consideration being the sale of Materra Metals Limited ACN 140 474 693 to AIC.
  • Mega Active Investment Limited holds 11,985,414 shares as registered holder and has a relevant interest in a further 40,314,845 shares held by Other Subscribers under a Pre-emptive Rights Deed.
  • Union Bravo Limited holds 11,445,746 shares and Wisteria Holdings Limited holds 9,335,487 shares, both issued under the same Subscription Deed.

Subscription Deed and Share Issuance Details

According to the filing, shares were issued to Mega Active Investment Limited, Union Bravo Limited, and Wisteria Holdings Limited pursuant to a Subscription and Investment Deed dated 11 November 2026, entered into between AIC Mines, Dragon Field International Limited, and the subscribers listed in Schedule 3 of the deed. The consideration for shares issued to each of the three registered holders was the sale of Materra Metals Limited ACN 140 474 693 to AIC, as set out in the Subscription Deed. No cash consideration was disclosed for those share parcels.

Pre-emptive Rights Deed and Additional Relevant Interests

Mega Active Investment Limited also holds a relevant interest under section 608(1)(c) of the Corporations Act in 40,314,845 shares held by Other Subscribers, as listed in Schedule 1 of a Pre-emptive Rights Deed dated 11 November 2026 between AIC, Dragon Field International Limited, and the Other Subscribers. The filing states that Mega Active has the power to dispose of, or control the exercise of a power to dispose of, those shares under the Pre-emptive Rights Deed. No cash or non-cash consideration was disclosed in relation to this interest under the Pre-emptive Rights Deed.

Control Structure and Associate Relationships

The filing discloses that Ms Sim Bee Ng controls Mega Active Investment Limited, Mr Yi Xuan Woo controls Union Bravo Limited, and Ms Yen Jen Woo controls Wisteria Holdings Limited. Each of the three individuals and the broader Ng Group Entities are described as associates of one another by virtue of section 12(2)(c) of the Corporations Act, on the basis that they act in concert with each other in relation to AIC's affairs. All three individuals are addressed care of Suite 9-9, Level 9, Wisma UOA II, Jalan Pinang, 50450 Kuala Lumpur, Malaysia.