CRITICAL RESOURCES LIMITED — Capital/Financing Update 2016

Apr 19, 2016

ASX Release 20 April 2016

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Company Update – April 2016

Sovereign Gold Company Limited ACN 145 184 667

• Non-Renounceable rights issue to raise up to $1.2m

Level 2, 131 Macquarie Street Sydney NSW 2000 Tel: +61 2 9251 7177 Fax: +61 2 9251 7500

Contact Rocco Tassone MD

email: corporate@sovereigngold.com.au

Latest News www.sovereigngold.com.au

Directors / Officers Patrick Glovac Non-Executive Director

Charles Thomas Non-Executive Director

Rocco Tassone Managing Director

ASX Symbol: SOC

• Continuing review of company’s current asset portfolio and the Board continues to assess opportunities to enhance shareholder value.

• Negotiations continue with parties relating to Mt Adrah project

• Nominations for 2 directors withdrawn. Only 1 additional director for consideration to the Board

• Hudson Corporate Ltd Services Agreement To Cease

Sovereign Gold Company Limited. (Sovereign Gold or the Company) (ASX Code: SOC) is pleased to provide the following update to shareholders:

Non-Renounceable Rights Issue

On 1 April 2016, the company announced a non-renounceable rights issue to raise $1.2m at a rights price of $0.003. The opening date of the entitlement offer is 18 April 2016 and is expected to close 17 May 2016. The Information Booklets have been dispatched.

Review of Company Assets

Mount Adrah Mineral Resource estimate:

770,000 oz of gold, at various cut-off grades: Indicated: 440,000 oz from 12.1 Mt at 1.1 g/t gold and Inferred: 330,000 oz from 8.4 Mt at 1.1 g/t gold[*]

The Board continues to review the Company’s current asset portfolio and various local and internationally based opportunities to grow value for its shareholders.

Mt Adrah Negotiations

• The information regarding the Mineral Resource is extracted from the report entitled “Hobbs Pipe Mineral Resource Update Additional Information” created 27[th] December 2013 and is available to view on sovereigngold.com.au/investors.htm. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

The company continues to engage and negotiate with parties regarding potential opportunities for the Mt Adrah project.

Nomination of Additional Directors

Nominations had been received for the appointment of 3 additional directors to the board at the upcoming AGM, however 2 nominations have since been withdrawn. This will result in 4 resolutions being considered for the appointment of directors at the AGM, as the existing directors must also stand for re-election and have indicated they are seeking re-election.

1. Chia Park Alpacas Pty Ltd nominated Mr Brennan Westworth to be appointed Director of SOC with this nomination being signed by Mr Ian Preuss on its behalf.

ASX Release 20 April 2016 - Page 2

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This nomination has been lodged in accordance with clause 48.4 of the Constitution of SOC. The current directors of the Company Ltd will not be making recommendations to shareholders as to how they should vote on the 4 resolutions for the appointment of directors at the AGM and intend to vote their own shares on each resolution individually and independently.

The AGM will be held on 31 May 2016 at a venue to be confirmed with the Notice of Meeting and Explanatory Statement currently being prepared.

Corporate Services Agreement Termination – Hudson Corporate Ltd

The Corporate Services Agreement between the Company and Hudson Corporate Ltd (HCL) has been terminated by giving HCL the required 3-month's notice. The services agreement will cease on 30 June 2016.

For further information please contact:

Rocco Tassone, Managing Director

Sovereign Gold Company Limited, Telephone: +61 2 9251 7177