AuKing Mining Limited Prospectus

10.5 Directors’ Interests in AKN The interests of the Existing Directors and Proposed Directors and of any associates of them in the Shares of the Company as at the date of this Prospectus and assuming all Approval Resolutions are approved at the General Meeting and the KP Transaction completes are as follows: Name Shares Current number Post -consolidation holding Shares to be issued under Approval Resolutions Post KP Transaction Number 3 Dr Huaisheng Peng 1,2,3 349,018,230 1,745,091 7,920,000 9,655,091 Paul Williams 1,3,4 10,707,173 53,536 1,614,445 1,667,981 Robert Yang 1,3,4 Nil Nil 688,818 688,818 Qinghai Wang 1,2,3 349,018,230 1,745,091 7,850,000 9,595,091 Dr Mark Elliott 7,150,000 35,750 Nil 35,750 Peter Tighe 10,033,333 50,167 1,833,333 1,883,500 Ian Hodkinson Nil Nil Nil Nil ShiZhou Yin 2 349,018,230 1,745,091 7,500,000 9,245,091 Notes: 1. Retiring as a Director on Completion of the KP Transaction. 2. Associate of JCHX – deemed to have an interest in the shares held by JCHX. 3. Assumes no Directors or proposed Directors subscribe for Shares under the Prospectus. The Post KP Transaction number reflects the 200:1 consolidation of all existing Shares in AKN and assumes that all Approval Resolutions are passed. 4. Associates of Paul Williams, Robert Yang and Peter Tighe hold 75,000, 8,000 and 150,000 long term convertible notes respectively which, subject to shareholder approval, will convert into 500,000, 53,333 and 1,000,000 Shares respectively. Peter Tighe also holds 100,000 short term convertible notes which, subject to shareholder approval, will convert into 833,333 Shares. 10.6 Management Interest in AKN The interests of Management and Proposed Management and of any associates of them in the securities of the Company as at the date of this Prospectus and assuming all Approval Resolutions are passed at the General Meeting and the KP Transaction completes are as follows: Name Shares Current number Post -consolidation holding Shares to be issued under Approval Resolutions Post KP Transaction Number Paul Williams 10,707,173 53,536 1,614,445 1,667,981 Garry Johnston Nil Nil Nil Nil Paul Marshall 5,000,000 25,000 262,170 287,170 10.7 Director’s fees The Constitution of the Company provides that the non executive Directors are entitled to remuneration as determined by the Company in a general meeting to be apportioned among them in such manner as the directors agree and, in default of agreement, equally. The aggregate maximum remuneration for non-executive Directors currently determined by the Company is $250,000 per annum. Additionally, non executive Directors will be entitled to be reimbursed for properly incurred expenses. At present, the Board of the Company is constituted by two non executive Directors and two executive Directors. On completion of the KP Transaction, the Board will be constituted by four Directors – all of whom will be non- executive Directors and three of these will be independent Directors. The Proposed Directors have agreed that the non-executive chair will be paid Director’s fees of $60,000 per annum and each non-executive Director will be paid Director’s fees of $35,000 per annum. 10.Board of Directors and Senior Management continued 206