ASPIRE MINING LIMITED — Major Shareholding Notification 2018

May 29, 2018

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

ACN/ARSN

Aspire Mining Limited

122 417 243

1. Details of substantial holder

(1)

Name Tserenpuntsag Tserendamba

ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on 25/05/2018 The previous notice was given to the company on 24/05/2018 The previous notice was dated 24/05/2018

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	Previous notice	Present notice	Present notice
	Person’s votes	Voting power (5)	Person’s votes	Voting power(5)
OrdinaryShares	373,664,380	14.77%	407,382,578	16.10%

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 are as follows:

Date ofchange	Person whoserelevant interest changed	Nature of change (6)	Considerationgiven in relationto change(7)	Class and number ofsecurities affected	Person’svotesaffected
24/05/2018	TserenpuntsagTserendamba	On market purchase	$292,863.00	22,719,332Ordinary Shares	22,719,332
25/052018	TserenpuntsagTserendamba	On market purchase	$214,928.50	7,745,970 Ordinary Shares	13,259,970
28/05/2018	TserenpuntsagTserendamba	On market purchase	$120,960.00	2,000,000 Ordinary Shares	2,000,000
29/05/2018	TserenpuntsagTserendamba	On market purchase	$36,000.00	1,252,896 Ordinary Shares	1,252,896

4. Present relevant interests

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

Holder of relevantinterest	Registered holder ofsecurities	Person entitled to beregistered as holder(8)	Nature of relevant interest (6)	Class andnumber ofsecurities	Person’svotes
TserenpuntsagTserendamba	MICC LLC	TserenpuntsagTserendamba	By reason of controlling theexercise of the voting rightsattaching to, and the exerciseof the power to dispose of, theOrdinary Shares pursuant tosection 608(1)(b) and (c) ofthe Corporations Act 2001(Cth).	168,812,998Ordinary Shares	168,812,998
TserenpuntsagTserendamba	BNP ParibasNominees Pty Ltd	TserenpuntsagTserendamba	By reason of controlling theexercise of the voting rightsattaching to, and the exerciseof the power to dispose of, theOrdinary Shares pursuant tosection 608(1)(b) and (c) ofthe Corporations Act 2001(Cth).	238,569,580Ordinary Shares	238,569,580

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
6. Addresses
The	addresses of persons named in this form are:
	NameAddress
	Tserenpuntsag Tserendamba#503, Building A2/2, Green Villa, 11thKhoroo, Khan-Uul District,
	Ulaanbaatar,Mongolia
Signatureprint nameTserenpuntsag Terendamba capacity Substantial Holder
	sign here
	date 30/05/2018
	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 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.
(8)	If the substantial holder is unable to determine the identify 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.