EMPIRE RESOURCES LIMITED — Major Shareholding Notification 2021

Dec 7, 2021

604 Page 1 of 2 8 December 2021

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

T o Company Name/Scheme EMPIRE RESOURCES LIMITED

ACN/ARSN 092 471 513

1. Details of substantial holder (1)

Name Michael Ruane ACN/ARSN (if applicable) 99 684 497 039

There was a change in the interests of the substantial holder on 07 / 12 / 2021 The previous notice was given to the company on 18 / 10 / 2021 The previous notice was dated 18 / 10 / 2021

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:

cheme, are as follows:
Class of securities (4)	Previous notice		Present notice
	Person’s votes	Voting power (5)	Person’s votes	Voting power (5)
Ordinary Fully Paid Shares	283,309,047	31.18%	323,781,768	32.96%
	Issued Capital: 982,418,436 FPO

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 or scheme are as follows:

llows:
Date ofchange	Person whose relevant interestchanged	Nature of change (6)	Considerationgiven in relationto change (7)	Class andnumber ofsecuritiesaffected	Person'svotesaffected
07.12.21	Tyson Resources Pty Ltd	Rights Issue Uptake	$161,546.85	13,462,237	1.37%
07.12.21	Kesli Chemicals Pty Ltd	Rights Issue Uptake	$188,633.97	15,719,497	1.60%
07.12.21	Kesli Chemicals	Rights Issue Uptake	$135,491.85	11,290,987	1.15%

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 relevantinterest (6)	Class andnumber ofSecurities	Person'svotes
Tyson Resources PtyLtd	Tyson Resources PtyLtd	Michael Ruane	Holding company	107,697,896	10.96%
Kesli Chemicals Pty Ltd	Kesli Chemicals Pty Ltd	Michael Ruane	Holding company	125,755,976	12.80%
Kesli Chemicals Pty Ltd	Kesli Chemicals Pty Ltd	Ruane Super Fund	Fund Member	90,327,896	9.20%
				323,781,768	32.96%

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 Nature of association applicable) n/a

604 Page 2 of 2 8 December 2021

6. Addresses

The addresses of persons named in this form are as follow

Name	Address
Kesli Chemicals Super Fund	29 Cunningham Street, Ardross, Western Australia, 6153
Tyson Resources PtyLtd	29 Cunningham Street, Ardross, Western Australia, 6153
Kesli Chemicals PtyLtd	29 Cunningham Street, Ardross, Western Australia, 6153

Signature

print name Michael Ruane capacity Personal sign here date 7[th] December 2021

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 identity 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.