19 April 2012

REQUISITION FROM SHAREHOLDER - Coalworks Board strongly opposes proposal

On Wednesday 18th April 2012, Coalworks Limited (ASX: CWK or "Coalworks") announced that it had been served with a notice requisitioning a general meeting of shareholders to consider the removal of its only independent director, Mr Wayne Mitchell (Non-Executive Chairman) and its CEO, Dr Andrew Firek (CEO and Managing Director) and their replacement with two directors proposed by Macquarie Bank Limited ("Macquarie"), Mr Anthony J. Ferguson and Mr Johann C. Jooste-Jacobs.
The Board of Coalworks wishes to advise that it strongly opposes the proposed resolutions, which it does not consider to be in the best interests of all shareholders.
Coalworks notes media speculation linking the move to the completion of the Whitehaven and Aston Resources merger and identifying Coalworks as a bolt on acquisition. At Coalworks' AGM last November, Macquarie and Boardwalk (now to be part of Whitehaven) voted to remove two directors of Coalworks, and Coalworks considers that the proposed removal of Mr Mitchell and Dr Firek could make it easier for a potential acquirer to effectively gain control of the Company without a fair offer being made to all of Coalworks' shareholders.
Coalworks considers that an independently Chaired board is best placed to achieve an appropriate premium for any potential change of control for all shareholders, which reflects the long term value of Coalworks to an acquirer.
Coalworks' Board and management are committed to delivering significant value to all shareholders through building a new independent Australian coal producer, with production to commence at Vickery South in 2015 and Ferndale in 2016. The Board believes that excellent progress has been made towards executing on that strategy in recent months, and that combined with the ongoing consolidation of the Australian coal industry, the company is well positioned for a significant re-rating.
The board of Coalworks will continue to communicate to shareholders with regards to the proposed Extraordinary General Meeting.

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For further information, please contact: Nathan Bartrop

Company Secretary

Tel: +61 2 9922 1344 Fax: +61 2 9922 4288 Email : info@coalworks.com.au www.coalworks.com.au

For media inquiries, please contact: Dudley White / Garry Nickson

MAGNUS Investor Relations + Corporate

Communication

Tel: 02 8999 1010 Email: dwhite@magnus.net.au/

gnickson@magnus.net.au

Cautionary Note:

This release may contain forward-looking statements that are based upon management's expectations and beliefs in regards to future events. These statements are subjected to risk and uncertainties that might be out of control of Coalworks Limited and may cause actual results to differ from the release. Coalworks Limited takes no responsibility to make changes to these statements to reflect change of events or circumstances after the release.

Coalworks has a portfolio of projects in Australia including: 1. Vickery South, Gunnedah Basin (exploration target coking/thermal coal) # JORC Resources Increase by 15% to 58.5 Mt - see ASX Announcement 18.07.2011 # ITOCHU to proceed with BFS for Vickery South - see ASX Announcement 18.05.2011 # ITOCHU signs Farm In Agreement in $11m deal - see ASX announcement 04.05.2010 # Preliminary Feasibility Study - positive with semi soft coking coal forming 83% of product - see ASX announcement 15.06.2011 2. Ferndale Coal Project # Coalworks includes its 92.5% owned subsidiary Loyal Coal Pty Ltd # JORC Inferred Resource 743 Mt: 443 Mt Open Cut Inferred and 300 Mt Underground Inferred Resource #Boardwalk Resources signed Farm-In and Joint Venture Agreements in $25m deal - see ASX announcement 09.12.2010 3. Oaklands Coal Project (JORC measured, indicated and inferred 822Mt thermal coal) #see ASX announcement 5.11. 2009; #Strategic Alliance with Synthesis Energy Systems Inc to develop Oaklands coal-to-petrol plant announced - see ASX announcement 2.12.2009

ASX Release

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