Form 604 Corporations Act 2001 Section 671B

604 page 1/2 15 July 2001

Notice of change of interests of substantial holder

ToCompany Name/Scheme Orion Metals Limited

ACN/ARSN 096 142 737 1. Details of substantial holder (1)

Name Australia Conglin International Group Pty Ltd ("Conglin Group") and related entities
ACN/ARSN (if applicable) 133 767 665
There was a change in the interests of the
substantial holder on 18/07/12
The previous notice was given to the company on 17/07/12
The previous notice was dated 17/07/12

2. Previous and present voting power

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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)

Previous notice

Present notice

Class of securities (4)

Person's votes

Voting power (5)

Person's votes

Voting power (5)

Ordinary shares

52,204,735

58.92%

57,874,831

65.32%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change

Person whose relevant interest changed

Nature of change (6)

Consideration given in relation to change (7)

Class and

number of securities affected

Person's votes affected

18/07/12

Conglin Group

Acquisition of relevant interests in ordinary shares pursuant to acceptances of the Conglin Group's takeover offer dated

31 May 2012 ("Offer")

$0.16 per share

5,670,096 ordinary shares

6.40%

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest

Registered holder of securities

Person entitled to be registered as holder (8)

Nature of relevant interest (6)

Class and number of securities

Person's votes

Conglin Group

Conglin Group

Conglin Group

Registered interests

pursuant to acceptances of the Offer

40,645,203

45.88%

Conglin Group

Conglin Group

Conglin Group

Registered holder

3,500,000

4.02%

Conglin Group

Conglin Yue

Conglin Yue

Registered holder

13,729,628

15.76%

604 GUIDE page 1/1 13 March 2000

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)

Nature of association

N/A

N/A

6. Addresses

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

Name

Address

Conglin Group

Level 24, 71 Eagle Street, Brisbane QLD 4000

Conglin Yue

Level 24, 71 Eagle Street, Brisbane QLD 4000

Signature

print name Bin Cai capacity Director

sign here date 19/07/2012 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 6 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 person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(6) Include details of:
(a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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
(b) 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.
(7) Details of the consideration must include any and all benefits, money 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 on 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.
(8) 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'". (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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