ARDEA RESOURCES LIMITED — Director's Dealing 2017

Jun 15, 2017

ABN 30 614 289 342

==> picture [218 x 100] intentionally omitted <==

Registered and Business Office Suite 2, 45 Ord Street West Perth WA 6005 Australia Tel: +61 8 6244 5136 Email: ardea@ardearesources.com.au

15 June 2017

Ms Anjuli Sinniah Adviser, Listings Compliance (Perth) Level 40 Central Park 152-158 St Georges Terrace Perth WA 6000

Dear Anjuli

Ardea Resources Limited Late lodgment of Appendix 3Y’s for Katina Law, Matthew Painter and Ian Buchhorn - Change of Director’s Interest Notice

We refer to your letter of 15 June 2017 in relation to the late lodgment of Director’s Interest Notices. We respond to your questions as follows:

1. The reason the Appendix 3Y’s were lodged late was due to an administrative oversight when the options from the Loyalty Bonus Issue were issued. The lodgments were made as soon as the administrative error was uncovered;

2. The Company has in place the necessary procedures and checks to ensure that such director disclosures to the ASX, including Appendix 3Y’s, are completed and lodged within the time period allowed by listing rule 3.19A; and

3. The Company’s Managing Director and Company Secretary have reviewed the procedures in place to ensure that changes in director’s interests are reported to the market in a timely manner and have further reminded all directors of their obligations to comply with those procedures to ensure compliance with listing rule 3.19B.

Ardea Resources Limited takes it’s continuous disclosure obligations seriously and is continually reviewing its administrative systems to ensure it meets those obligations.

Yours sincerely

==> picture [147 x 48] intentionally omitted <==

RS Middlemas Company Secretary

==> picture [595 x 57] intentionally omitted <==

----- Start of picture text -----

1 of 1
----- End of picture text -----

15 June 2017

Sam Middlemas Company Secretary

By email: smiddlemas@ardearesources.com.au

Dear Sam

Ardea Resources Limited (the “Company”)

We refer to the following:

The Company’s announcement lodged with ASX Ltd (“ASX”) on 14 June 2017 regarding a change of director’s interest notice for Katina Law, Matthew Painter and Ian Buchhorn (“Appendices 3Y”).

Listing rule 3.19A which requires an entity to tell ASX the following:

• 3.19A.1 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the following times:

• On the date that the entity is admitted to the official list.

• On the date that a director is appointed.

The entity must complete Appendix 3X and give it to ASX no more than 5 business days after the entity’s admission or a director’s appointment.

• 3.19A.2 A change to a notifiable interest of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) including whether the change occurred during a closed period where prior written clearance was required and, if so, whether prior written clearance was provided. The entity must complete Appendix 3Y and give it to ASX no more than 5 business days after the change occurs.

• 3.19A.3 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the date that the director ceases to be a director. The entity must complete Appendix 3Z and give it to ASX no more than 5 business days after the director ceases to be a director.

Listing rule 3.19B which states as follows.

An entity must make such arrangements as are necessary with a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) to ensure that the director discloses to the entity all the information required by the entity to give ASX completed Appendices 3X, 3Y and 3Z within the time period allowed by listing rule 3.19.A. The entity must enforce the arrangements with the director.

Level 40, Central Park www.asx.com.au 152-158 St George's Customer service 13 12 79 Terrace Perth WA 6000

ASX Compliance Pty Limited ABN 26 087 780 489

The Companies Update dated 27 June 2008, reminding listed entities of their obligation to notify ASX within 5 business days of the notifiable interests in securities held by each director and outlining the action that ASX would take in relation to breaches of listings rules 3.19A and 3.19B.

As the Appendices 3Y indicate that a change in Katina Law, Matthew Painter and Ian Buchhorn’s notifiable interest occurred on 31 May 2017 the Appendices 3Y should have been lodged with the ASX by 7 June 2017. As the Appendices 3Y were lodged on 14 June 2017 it appears that the Company may be in breach of listing rules 3.19A and/or 3.19B.

Please note that ASX is required to record details of breaches of the listing rules by listed companies for its reporting requirements.

ASX reminds the Company of its contract with ASX to comply with the listing rules. In the circumstances ASX considers that it is appropriate that the Company make necessary arrangements to ensure there is not a reoccurrence of a breach of the listing rules.

Having regard to listing rules 3.19A and 3.19B and Guidance Note 22: “Director Disclosure of Interests and Transactions in Securities - Obligations of Listed Entities”, we ask that you answer each of the following questions.

1. Please explain why the Appendices 3Y were lodged late.

2. What arrangements does the Company have in place with its directors to ensure that it is able to meet its disclosure obligations under listing rule 3.19A?

3. If the current arrangements are inadequate or not being enforced, what additional steps does the Company intend to take to ensure compliance with listing rule 3.19B?

Your response should be sent to me by e-mail to anjuli.sinniah@asx.com.au. It should not be sent to ASX Market Announcements.

A response is requested as soon as possible and, in any event, not later than 3:00 pm WST on Friday 16 June 2017 .

Under listing rule 18.7A, a copy of this query and your response will be released to the market, so your response should be in a form suitable for release and must separately address each of the questions asked. If you have any queries or concerns, please contact me immediately.

Yours sincerely,

[sent electronically without signature]

Anjuli Sinniah

Adviser, Listings Compliance (Perth)

2/2