NOTICE IS GIVEN that an extraordinary general meeting of A-Cap Energy Limited will be held at [Santos Place, Level 27, 32 Turbot St, Brisbane QLD 4000 on 28 February 2020 at 10am.

BUSINESS

  1. RESOLUTION 1 – APPROVAL OF THE ACQUISITION OF SHARES IN THE COMPANY BY SINGAPORE SHENKE INTERNATIONAL INVESTMENT PTE.LTD, UEN: 201402514Z To consider and, if thought fit, pass the following resolution as an ordinary resolution: “That the acquisition, on the terms summarised in the notice convening this meeting, by Singapore Shenke International Investment Pte. Ltd of a relevant interest in 357,786,934 fully paid ordinary shares in the Company held by Jiangsu Shengan Resources Group Co., Ltd be approved for the purposes of item 7 in section 611 of the Corporations Act 2001 (Cth) and ASIC Regulatory Guide 74, even though:
    (a) the acquisition will increase Singapore Shenke International Investment Pte. Ltd voting power from nil % to 41.04%; and
    (b) other shareholders in the Company will not be given an opportunity to dispose of or acquire shares under the transaction.
  2. RESOLUTION 2 – APPOINTMENT OF MR JIANDONG HE AS A DIRECTOR.
    In the event that Resolution 1 is passed, to consider and, if thought fit, pass the following resolution as an ordinary resolution, with or without amendment: “That Mr Jiandong He, having consented to act, be appointed as a director of the Company with effect from the end of the meeting.”
  3. RESOLUTION 3 – APPOINTMENT OF MR MENG WEIJUN AS A DIRECTOR.
    In the event that Resolution 1 is passed, to consider and, if thought fit, pass the following resolution as an ordinary resolution, with or without amendment: “That Mr Meng Weijun, having consented to act, be appointed as a director of the Company with effect from the end of the meeting”

EXCLUDED VOTES

Section 611, Item 7 of the Corporations Act requires that some shareholders be excluded from voting on Resolution 1. The Company will disregard any votes cast on Resolution 1 by the following persons:

    i. Jiangsu Shengan Resources Group Co., Ltd.

No associates of Jiangsu Shengan Resources Group Co., Ltd hold shares in A-Cap Energy Limited. the Company, however, need not disregard a vote if:

  • it is cast by a person as proxy for a person who is entitled to vote, in accordance with the
    directions on the proxy form; or
  • it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

SECTION 1109N DETERMINATION

Under section 1109N of the Corporations Act, the board of directors of the Company, being the convenor of the meeting, has determined that all the shares of the Company that are quoted by ASX at close of business on 25 February 2020 will be taken, for the purposes of the meeting, to be held by the persons who held them at that time and those shareholders will be entitled to attend and vote at the meeting as a shareholder.

PROXIES

You can appoint not more than two proxies to vote on your behalf. You can direct the proxy (or proxies) how to vote. If you appoint more than one proxy, each proxy must be appointed to represent a specified proportion of your voting rights. A proxy does not need to be a shareholder. If the proxy form is signed under a power of attorney, you must also lodge the power of attorney with the Company not less than [48] hours before the meeting, unless you have previously sent the power of attorney to the Company. To appoint a proxy (or proxies) you must complete the attached proxy form and lodge it, not less than [48] hours before the meeting (ie. by 10.00am 26 February 2020) at the following postal address or fax number:

Postal Address: PO Box 1156, Nedlands WA 6909
Principal Place of Business: 110 Stirling Hwy, Nedlands WA 6009
Fax: +61 8 6370 4203
Phone contact: +61 8 9389 8033

Please read this document carefully and in its entirety, determine how you wish to vote in relation to Resolutions 1 – 3 (inclusive) and then cast your vote accordingly. If you do not understand any part of this document, or are in any doubt as to the course of action you should follow, you should contact your financial or other professional adviser immediately.

CORPORATE REPRESENTATIVES

A body corporate which is a shareholder, or which has been appointed as a proxy, may appoint an individual to act as its representative at the meeting. The appointment must comply with the requirements of section 250D of the Corporations Act. The representative should bring to the meeting evidence of his or her appointment, including any authority under which it is signed, unless it has previously been given to the Company.

By Order of the Board