6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May, 2013.

Commission File Number ________________

Novogen Limited

(Translation of registrant’s name into English)

1-7 Waterloo Road, Macquarie Park, NSW, Australia

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 Form 20-Fx Form 40-Fo

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  o

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark if the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  Yes  o No x

If “yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Novogen Limited (Registrant)

(Signature) *

Andrew Bursill

Date 1 May 2013

* Print the name and title under the signature of the signing officer.

EX-99

ASX RELEASE
1 May 2013

Placement Cleansing Notice

We refer to the Notice of General Meeting and Related Documentation of Novogen Limited (Novogen) (ASX: NRT) dated 18 March 2013 for the general meeting of the members of Novogen held on 19 April 2013. Following the passage of resolution 1 as set out in the Notice (‘Approval to Raise Additional Capital’), Novogen issued 14,425,150 ordinary shares at an issue price of 16.6 cents per share to sophisticated investors on 24th April 2013 (Placement Shares).

For the purposes of section 708A(5)(e)(i) of the Corporations Act 2001 (Cth) (Corporations Act) Novogen gives notice that:

1.

Novogen issued the Placement Shares without disclosure to investors under Part 6D.2 of the Corporations Act;

2.

as at the date of this notice, Novogen has complied with:

(a)

the provisions of Chapter 2M of the Corporations Act as they apply to Novogen; and

(b)

section 674 of the Corporations Act; and

3.

as at the date of this notice, there is no information that is “excluded information” (as defined in subsections 708A(7) and 708A(8) of the Corporations Act) which is required to be disclosed by Novogen.

Yours faithfully

Andrew Bursill

Company Secretary

Novogen Ltd

920151_1_placement cleansing notice

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