Form 603 Corporations Act 2001 Section 671B

Class of securities (4)

Number of securities

Person's votes (5)

Voting power (6)

Ordinary shares

4,679,911,281

4,679,911,281

72.07%

Holder of relevant interest

Nature of relevant interest (7)

Class and number of securities

Carbon Energy

Carbon Energy has the power to control the exercise of a power to dispose of, the securities, pursuant to the Voluntary Escrow Deed attached as Annexure B

4,679,911,281 fully paid ordinary shares

Holder of relevant interest

Registered holder of securities

Person entitled to be registered as holder (8)

Class and number of securities

Carbon Energy

Kam Lung Investment Development Co Ltd

Kam Lung Investment Development Co Ltd

4,679,911,281 fully

paid ordinary shares

Holder of relevant interest

Date of acquisition

Consideration (9)

Class and number of securities

Carbon Energy

19 July 2017

Pursuant to the terms of the Proposed Transaction (as that term is defined in the notice of annual general meeting of Carbon Energy Ltd released to ASX on 15 June 2017)

4,679,911,281 fully paid ordinary shares

Notice of initial substantial holder

603 GUIDE page 1/1 13 March 2000

To Company Name/Scheme ACN/ARSN

1. Details of substantial holder (1)

Name

ACN/ARSN (if applicable)

Carbon Energy Limited

057 552 137

Carbon Energy Limited ACN 057 552 137 (Carbon Energy) and each of the parties listed in Annexure A (collectively, the

Carbon Group)

As set out in Annexure A

The holder became a substantial holder on 19/07/2017

  1. Details of voting power

  2. Details of relevant interests

  3. Details of present registered holders

  4. Consideration

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

  1. Associates

    The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

    Name and ACN/ARSN (if applicable)

    Nature of association

    Carbon Energy (Holdings) Pty Ltd

    Wholly owned subsidiary of Carbon Energy

    Carbon Energy (Galilee) Pty Ltd

    Controlled by Carbon Energy Limited (Carbon Energy is ultimate holding company)

    Carbon Energy (Operations) Pty Ltd

    Controlled by Carbon Energy Limited (Carbon Energy is ultimate holding company)

    Carbon Energy (Latin America) Pty Ltd

    Controlled by Carbon Energy Limited (Carbon Energy is ultimate holding company)

    Carbon Energy Chile Limitada

    Controlled by Carbon Energy Limited (Carbon Energy is ultimate holding company)

    Coronation Drive (Energy) Pty Ltd

    Controlled by Carbon Energy Limited (Carbon Energy is ultimate holding company)

  2. Addresses

The addresses of persons named in this form are as follows:

Name

Address

Carbon Energy

Level 9, 301 Coronation Drive, Milton, Queensland 4064

Each other entity forming part of the Carbon Group

As set out in Annexure A

Signature

print name Catherine Costello capacity Company Secretary of Carbon Energy Limited

sign here date 20/07/2017 DIRECTIONS
  1. If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

  2. See the definition of "associate" in section 9 of the Corporations Act 2001.

  3. See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

  4. The voting shares of a company constitute one class unless divided into separate classes.

  5. The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

  6. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  7. Include details of:

    1. any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

    2. any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

      See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

    3. If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown.'"

    4. Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

    5. Annexure A

      Members of the Carbon Group

      This is Annexure A of one page referred to in ASIC Form 603 - Notice of initial substantial holder.

      Signed by:

      Catherine Costello Company Secretary Carbon Energy Limited

      Name

      ACN / Place of incorporation

      Address

      Carbon Energy (Holdings) Pty Ltd

      120 429 209

      Level 9, 301 Coronation Drive, Milton, Queensland 4064

      Carbon Energy (Galilee) Pty Ltd

      141 880 757

      Level 9, 301 Coronation Drive, Milton, Queensland 4064

      Carbon Energy (Operations) Pty Ltd

      105 176 967

      Level 9, 301 Coronation Drive, Milton, Queensland 4064

      Carbon Energy (Latin America) Pty Ltd

      150 798 324

      Level 9, 301 Coronation Drive, Milton, Queensland 4064

      Carbon Energy Chile Limitada

      Chile

      130 / Piso 12, Av. El Bosque Sur, Las Condes, Santiago, Chile

      Coronation Drive (Energy) Pty Ltd

      141 880 775

      Level 9, 301 Coronation Drive, Milton, Queensland 4064

      Annexure B

      Voluntary Escrow Deed

      This is Annexure B of 14 pages referred to in ASIC Form 603 - Notice of initial substantial holder.

      Signed by:

      Catherine Costello Company Secretary Carbon Energy Limited

    Carbon Energy Limited published this content on 20 July 2017 and is solely responsible for the information contained herein.
    Distributed by Public, unedited and unaltered, on 20 July 2017 06:43:04 UTC.

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