JATCORP LIMITED — Capital/Financing Update 2012

Aug 5, 2012

6 August 2012 The Manager Companies ASX Limited 20 Bridge Street SYDNEY NSW, 2000

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JATENERGY LIMITED SHARE PURCHASE PLAN

The Directors of Jatenergy Limited (“Jatenergy” or “the Company”) are pleased to announce that the Company will be providing eligible shareholders with an opportunity to subscribe for up to $15,000 worth of new shares in the Company, free of brokerage and commission and at a discount to the prevailing market share price, under a Share Purchase Plan (“SPP”).

The Company’s shares are being offered under the SPP at $0.04 per Share. This represents a 12.5% discount to the closing price of 4.8% the Shares on the Record Date traded in the ordinary course on the ASX of $0.045.$0.042.

Participation in the SPP is optional and is available to shareholders who are registered as holders of fully paid ordinary shares in Jatenergy on the Record Date and whose registered address is in Australia or New Zealand.

The offer is non-renounceable, and the indicative timetable for the SPP is as follows:

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Record Date (7.00 pm AEST) 3rd August 2012
Announcement Date 6th August 2012
Opening Date 9th August 2012
Closing Date (7.00pm AEST) 24th August 2012
Expected Allotment Date 29th August 2012
Expected Quotation Date 31st August 2012
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The maximum number of shares that may be issued under the SPP is 8.75 million.

The funds raised by the SPP together with the Company’s existing cash reserves will be used to continue to operate the Company’s projects, especially Jatenergy’s Coal Plus technology, which is a coal upgrading technology for which Jatenergy has recently acquired rights in Indonesia.

A letter containing the full details of the SPP is attached.

IMPORTANT INFORMATION

Not Investment Advice

This document, the terms and conditions of the SPP, the offer application form and any accompanying documents (collectively the SPP Documents) do not constitute financial product advice and do not take into account the investment objectives, financial

JATENERGY LIMITED ABN: 31 122 826 242 Floor 6, Suite 8, 55 Miller Street, PYRMONT NSW 2009 t: +61 2 9571 8300 f: +61 2 9571 8200 w: www.jatenergy.com

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situation, tax position or particular needs of individuals. If you are in any doubt as to the course of action you should follow, you should consult your stockbroker, accountant, tax advisor, solicitor or other professional advisor before participating in the Offer.

Price Movements

You should be aware that the market price of the Shares may rise or fall between the date that the Offer opens and the date that the Shares are allotted and issued to you under the SPP. This means that the Issue Price that you pay for Shares under the SPP may be either higher or lower than the Share price at the time the Shares under the SPP are allotted and issued to you under the SPP.

Foreign Jurisdictions

The SPP Documents do not constitute an offer to sell, or the solicitation of an offer to buy, and securities in the United States or to any US person (as defined in Regulation S under the United States Securities Act of 1933, as amended (US Securities Act)). Shares referred to in the SPP Documents may not be offered or sold in the United States absent registration under the provisions of the US Securities Act or an aexemption from the registration. The SPP Documents have been prepared for publication in Australia and New Zealand only and may not be released elsewhere.

For further information, please contact the Company’s share registry, Security Transfer Registrar, on (08) 9315 2333.

Yours sincerely,

TONY CRIMMINs CHAIRMAN Jatenergy Limited

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6 August 2012

JATENERGY LIMITED SHARE PURCHASE PLAN

Dear shareholder,

On 6 August 2012, Jatenergy Limited (ACN 122 826 242) (“Jatenergy” or the “Company”) announced its intention to offer shareholders the chance to participate in a share purchase plan to subscribe for ordinary, fully paid shares in the Company (“Plan”). The Company’s Board of Directors is now pleased to offer eligible shareholders the opportunity to participate in the Plan on the Terms and Conditions enclosed with this letter.

ELIGIbLE shAREhOLDERs

Participation in the Plan is optional. The right to participate in the Offer under the Plan is only available to shareholders who are registered as holders of fully paid ordinary shares in the capital of Jatenergy (“Shares”) at 7.00pm (EST) on the Record Date of 3 (AEST) on the Record Date of 3 August and whose registered address is in Australia or New Zealand (“Eligible Shareholders”).

If you are in any doubt about your participation in the Plan, then you should contact your professional advisor.

shARE PuRChAsE PLAN

The Plan is intended to raise a maximum of $350,000 and entitles Eligible Shareholders, irrespective of the size of their shareholding, to purchase up to $15,000 worth of Shares at $0.04 per Share, free of brokerage and commission (“Offer”). This represents a 12.5% 4.8% discount to the closing price of the Shares on the Record Date traded in the ordinary course on the ASX of $0.045. $0.042.

Details of the Offer are set out in this letter and the enclosed Terms and Conditions, together with an Entitlement and Acceptance Form.

INTRODuCTION

Since its listing in January 2008, Jatenergy has successfully re-listed on the ASX as a dual energy player with Indonesian and Australia energy assets, developed its coal assets in Indonesia to the point where it is one of the very few Australian-listed coal companies producing revenue from Indonesian operations, and invested in a revenue-producing renewable oil business.

Jatenergy’s portfolio of energy production and exploration assets comprises:

• A licence for a coal upgrading technology, Coal Plus

• operating coal mines and tenements for exploration in highly sought after regions of Kalimantan in Indonesia;

• prospective coal tenements in the existing Australian resource of the Galilee Basin in Queensland; and

• a commercially operational renewable crude oil business in Indonesia which is exporting product to the aviation and energy industries in Europe.

As a result of the revenues from the operating coal mines and renewable crude oil, Jatenergy is on a path towards being cash sustainable. However, to accelerate development of the exploration assets and grow the company more quickly, as well as limit dilution on current shareholders given the low current share price, Jatenergy is offering shareholders a chance to participate in the Plan.

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Since listing in January 2008, this is the first time your Company has asked you for additional support to accelerate the development and growth of the Company.

JATENERGY PROJECTs

Jatenergy has the non-exclusive rights in Indonesia to a coal upgrading technology called Coal Plus. Jatenergy also owns the rights to four coal exploration and production projects in Kalimantan, Indonesia, and 8 coal exploration permits and permit applications in Australia.

The Board of Jatenergy has prioritised the development of Coal Plus technology in Indonesia. The Board is also exploring opportunities to jointly develop or divest three of its Kalimantan coal projects, Katingan, and Jongkang I and II. Funds raised from any divestment would be earmarked for developing Coal Plus.

Coal Plus Technology Licence

Jatenergy executed a Licence Agreement in July 2012 covering a non-exclusive licence for a proven coal upgrading technology - Coal Plus.

Coal Plus is owned by the Chinese technology company Zhengzhou Zhongneng Metallurgy Co Ltd (ZZM), through Mr Li Lai Guang. The technology is currently used in three operating facilities in China with a combined throughput of 2.2 million tonnes per annum. Two more facilities using the technology are under construction, with a combined planned throughput of 8 million tonnes per annum. Coal Plus uses a standard pyrolysis technology, long used in coal processing around the world, coupled with a proprietary heat exchange technology that makes the process much more efficient. As illustrated, the process has three main outputs:

• Low Volatile Solid Fuel (LVSF), potentially suitable as a semi-soft coking coal or as a feedstock for various products;

• pyrolitic oil (Pyroil), a high value liquid that can be refined and used as a chemical feedstock for a range of products, and

• coal gas, some of which is used to fuel the process, with the remainder used to generate electricity.

Most existing coal upgrading technologies remain at the pilot plant stage, with their commercial value unproven. They also produce only a single product and are difficult to scale up for use in large plants. Coal Plus, however, is already in commercial use, with three existing plants established and more under construction. The process produces a high value finished product in the form of LVSF, as well valuable Pyroil and gas. Furthermore, by upgrading brown coal into a product with a high calorific value, Coal Plus can reduce carbon emissions from burning of brown coal. By using a highly efficient heat exchanger, its energy usage for production is reduced significantly.

Processing plants employing the Coal Plus technology are modular and can be partially pre-fabricated in China before being

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A
C D
Existing coal processing plants employing the Coal Plus technology in Shaanxi (a, b and c) and Inner Mongolia (d).
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Simplified schematic of Coal Plus process.
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transported and assembled at project sites in Indonesia and elsewhere. The expected capital cost of a plant with an output of two million tonnes per year is approximately US$50 million.

With its existing operations and substantial coal assets in Indonesia, the worlds’ largest thermal coal exporter, Jatenergy’s licensing of the Coal Plus technology provides the company with several key strategic benefits. Coal Plus has the potential to unlock large, low grade coal assets that are otherwise uneconomic to mine. Such technology is particularly important in Indonesia, which has numerous large deposits of low grade coal.

The Indonesian government has recently implemented an export ban on certain unprocessed metals and non-metallic minerals, and has also indicated it may ban exports of low grade coal. Such an export restriction is intended to foster the use of value adding technologies such as Coal Plus, which would be essential in allowing miners of low grade coal to access export markets. As well as adding value, Coal Plus can provide local employment opportunities within Indonesia and generate much needed electricity.

Jatenergy’s licensing of Coal Plus sees a realignment of the Company’s existing coal exploration and mining operations to include a value adding process technology. This realignment is an important step in Jatenergy achieving its goal of being a major player in the lucrative Indonesian coal industry.

JATENERGY OThER AssETs

Katingan

The Katingan project comprises a single, 5000 hectare tenement and has a substantial exploration potential, exceeding 40 million tonnes. Jatenergy has the rights to 80% of the Katingan project and is in discussion with several interested parties on developing or divesting this tenement. The quality of the coal is expected to be consistent with thermal benchmarks. It is located 160km northwest of Palangkaraya in South Kalimantan, directly to the south of Realm Resources Limited’s Katingan Ria Project which has just announced an upgrade to its JORC Indicated coal resource of 92 MT. It has a substantial exploration potential, exceeding 40 million

Jongkang I and II

The Jongkang projects are located 5km along an existing haul road from the Mahakam River, and about 25km from a major hub of Indonesia’s coal industry at Samarinda. The concessions are covered by production licences (known as IUPs) comprising 100 hectares for each project. Jatenergy has the rights to 30% of these projects.

Jatenergy is in production at its Jongkang projects, and as at late July had produced approximately 30,000 tonnes of coal from the projects.

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Coal stockpile at the Jongkang project.

RENEwAbLE CRuDE OIL

Jatenergy has a 70% interest in a renewable crude oil business in Indonesia, PT Jatoil Waterland. The business produces commercial v olumes of oil from 2,000 ha of plantations of the oil-seed tree, jatropha curcas. PT Jatoil Waterland (the “Company”), a joint venture between Jatenergy Limited and PT Waterland International, is developing jatropha estates in Indonesia. The Company has developed a sustainable, unique and scalable model. The Company has been successfully exporting renewable crude oil to Europe which has been sold for use in Lufthansa’s commercial biojet trial and also micro-power generation. The most recent harvest season produced over 3,400 tonnes of oil seeds, which is being crushed now. Expected production exceeds 830 tonnes of renewable crude oil (approximately 210 tonnes of oil was producted in the previous season). This rapidly increasing productivity in its fields is in line with Jatenergy’s projections for the plantation as it matures, and signals a significant move to commercial-sized harvests. Markets in micro-power generation, biojet fuel production and now lubricants continue to drive demand for this product. PT Jatoil Waterland has an off-take agreement covering the total production from this plantation for the next four years. It has secured access to a further 10,000 hectares of land bank which is suitable for further expansion.

COMPETENT PERsON’s sTATEMENT

The information in this document which relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves, is based on information compiled by Mr Allen J Maynard, who is a member of the Australian Institute of Geoscientists and a corporate member of the Australasian Institute of Mining and Metallurgy. Allen Maynard is the principal of Al Maynard & Associates Pty Limited (ACN 102 492 435) and has over 30 years of exploration and mining experience in a variety of mineral deposit styles. Mr Maynard has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity that he is undertaking to qualify as a Competent Person as defined in the 2004 edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Al Maynard & Associates Pty Limited consents to the inclusion in this document of the matters based on their information in the form and context in which it appears.

PuRPOsE OF ThE CAPITAL RAIsING

Your support of your Company at this time is important to ensure that the Company is properly funded to:

• Complete the acquisition of Coal Plus technology licence and commence the development work plan including full feasibility study of Coal Plus technology

• Secure the project site in Indonesia to establish a pilot site for Coal Plus technology

• Continue to operate its coal projects in Indonesia

• Working capital for coal shipments, and corporate costs.

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hOw MuCh CAN YOu INvEsT?

Under the Plan, Eligible Shareholders may purchase Shares in four different sized parcels up to a maximum of $15,000 worth of Shares (being 375,000 million Shares at the Offer price of $0.04 per Share). The following parcels sizes are available:

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PARCEL $2,000 $5,000 $10,000 $15,000
shAREs 50,000 125,000 250,000 375,000
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subsCRIPTION AND APPLICATION INsTRuCTIONs

If you would like to participate in the Offer, please return your completed Entitlement and Acceptance Form (enclosed), together with your cheque or for the subscription moneys for the Shares you wish to acquire to:

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bY POsT bY hAND
Security Transfer Registrars Pty. Limited Security Transfer Registrars Pty. Limited
PO Box 535, Applecross, WA, Australia 6953 770 Canning Highway, Applecross, WA, Australia, 6151
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If you elect to pay by BPAY, you will not need to return the Application Form but you will need to make the payment by the closing Closing Datedate of 24 August 2012 in accordance with the instructions on the Application Form and quoting your personalised BPAY reference number provided on the Application Form.

Applications (together with payment) must be received on or before the Closing Date of 7:00pm (AEST) on 24 August 2012. No late applications will be accepted. Once an application has been made, it cannot be revoked. All valid applications shall be deemed accepted if received before the Closing Date.

Please refer to the Plan Terms & Conditions for details of the certification you will be deemed to provide when you participate in the Offer by returning an Entitlement and Acceptance Form or by paying by BPAY.

IssuE PRICE AND ACCEPTANCE OF RIsK FACTORs

The issue price of Shares under the Plan is $0.04. This represents a 12.5% discount to the closing price of the Shares on the Record 4.8% Date traded in the ordinary course on the ASX of $0.045. $0.042.

The market price of the Shares in the Company may rise and fall between the date of the Offer and the date that any Shares are issued to you as a result of your application under this Offer.

By accepting the Offer and applying for Shares under the Plan, each Eligible Shareholder will be acknowledging that, although the Offer price is at a discount to the Share price on the Announcement Date, Shares are a speculative investment and the price of Shares on ASX may change between the date of the Company announcing its intention to make an Offer and the date of issue of Shares under that Offer and that the value of the Shares received under the Plan may rise or fall accordingly.

The Board recommends that you obtain your own financial advice in relation to the Offer and consider price movements of Shares in the Company prior to accepting this Offer.

ADDITIONAL INFORMATION AND IMPORTANT DATEs

The Offer cannot be transferred and the Board reserves the right to reject any application. Shares allotted under the Plan will be issued as soon as practicable after the Closing Date of the Offer. Application for quotation on ASX of the new Shares will be made immediately following the issue of those Shares.

If an application for Shares under the SPP is not accepted for then the application moneys will be refunded in full without interest.

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A maximum of 8.75 million Shares may be issued under the Offer. In the event of an oversubscription by the Closing Date, the Directors willw, in their absolute discretion, scale-back all applications on any basis they deem fit. The Directors may also elect to accept less than the maximum number of Shares that may be issued under the Offer.

If the Company rejects or scales-back an application or purported application, the Company will promptly return to the shareholder the relevant application monies, without interest.

NEw ZEALAND OFFER REsTRICTIONs

The Plan Shares are not being offered or sold to the public within New Zealand other than to existing shareholders of the Company with registered addresses in New Zealand and to whom the Offer is being made in reliance on the Securities Act (Overseas Companies) Exemption Notice 2002 (New Zealand).

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Securities Act 1978 (New Zealand). This document is not an investment statement or prospectus under New Zealand law and is not required to, and may not, contain all the information that an investment statement or prospectus under New Zealand law is required to contain. Shortfall Placement

If less than 8.75 million Shares are applied for pursuant to the Offer, the shortfall may be placed at the Directors’ discretion.

shORTFALL PLACEMENT

If less than 8.75 million Shares are applied for pursuant to the Offer, the shortfall may be placed at the Directors’ discretion at not less thanthat the issue price of $0.04.

INDICATIvE TIMETAbLE

The indicative timetable for the Plan is as follows:

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Record Date (7.00 pm AEST) 3rd August 2012
Announcement Date 6th August 2012
Opening Date 9th August 2012
Closing Date (7.00pm AEST) 24th August 2012
Expected Allotment Date 29th August 2012
Expected Quotation Date 31st August 2012
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Please note that this timetable is indicative only and the Company may vary the dates and times of the Offer without prior notice. Accordingly, shareholders are encouraged to submit their Entitlement and Acceptance Forms as early as possible.

The Directors encourage you to read the Terms and Conditions enclosed with this letter carefully and in their entirety. The Board recommends that you seek your own financial advice in relation to the Offer and your participation in the Plan.

For further information, please contact Mr Graeme Hogan, the Company Secretary, on 02 9571 8300

Yours sincerely,

TONY CRIMMINs

CHAIRMAN Jatenergy Limited

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ACN 122 826 242

JATENERGY LIMITED SHAREHOLDER SHARE PURCHASE PLAN TERMS AND CONDITIONS

IMPORTANT NOTICE: The offer to purchase Shares under this Share Purchase Plan (SPP) is not a recommendation to purchase Shares. If you are in any doubt about whether or not, or to the extent that, you should participate in the SPP, you should obtain professional financial and/or taxation advice to assist you (taking into account your own financial situation, needs and objectives). Nothing in these Terms and Conditions, the Application Form or any other accompanying documentation constitutes investment or financial product advice or is intended to influence your decision whether or not to participate in the SPP.

If you apply to participate in the SPP by making BPAY payment or completing and returning the Application Form with a cheque or money order, you are accepting the risk that the market price of Shares may change between the Record Date, the date on which you send in an Application Form or make a BPAY payment and the Allotment Date. This means that it is possible that, up to, and including or after the Allotment Date, you may be able to buy Shares at a lower price than the Issue Price.

PuRPOsE

The purpose of the Shareholder Share Purchase Plan (Plan) is to offer existing shareholders of Jatenergy Limited (Jaternergy or the Company) the opportunity to acquire additional fully paid ordinary shares in the Company (Shares) at $0.04 per Share up to a maximum of $15,000 without the need to pay brokerage costs and without the need for the Company to issue a prospectus. The SPP is not underwritten. The Plan Terms and Conditions have been determined by the Board of Directors of the Company. Note:

• The amount an EligibleShareholder can apply for will be restricted to an aggregate total of A$15,000. This is the case even if an Shareholder can apply for will be restricted to an aggregate total of A$15,000. This is the case even if an f Eligible Shareholder receives more than one offer (for example, due to multiple registered holdings).

• The Offer is conducted under the Class Order

• You are not obliged to participate in the Offer. Participation in the Offer is optional.

• The Offer is made to each Eligible Sharehlder on the same terms and conditions.

shAREhOLDERs ELIGIbLE TO PARTICIPATE

The right to participate in the Plan is optional and is only available to shareholders who are registered as holders of fully paid ordinary shares in the capital of Jatenergy at 7:00pm AEST) on the Record Date of 3 August 2012 with a registered address is in Australia or New Zealand (Eligible Shareholders).

Due to foreign securities laws, it is not practical for shareholders resident in other countries to be offered the opportunity to participate in the Plan.

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Participation in the Plan is optional and is subject to these Terms and Conditions. Offers made under the Plan are non-renounceable (that is, Eligible Shareholders may not transfer their rights to any Shares offered under the Plan).

The maximum amount, which any Eligible Shareholder may subscribe for in any consecutive 12 month period under the Plan, is A$15,000. The Board may also determine in its discretion, the minimum amount for participation, the multiple of Shares to be offered under the Plan and the period the Offer is available to Eligible Shareholder.

CusTODIANs, TRusTEEs AND NOMINEEs

If you are an Eligible Shareholder and hold Shares as a custodian (as defined in ASIC Class Order CO 09/425 (refer below) (Custodian) or in any more specific ASIC relief granted to the Company in relation to the Plan), you may apply for up to the maximum number of new Shares for each beneficiary for whom you act as custodian, provided you annexe to your Entitlement and Acceptance Form a certificate to the Company (Custodian Certificate) confirming the following:

• that you held Shares on behalf of one or more other persons (each a Participating Beneficiary) at 7:00pm (AEST) on the Record Date and have subsequently been instructed by those Participating Beneficiaries to apply for Shares under the Plan on their behalf;

• the number of Participating Beneficiaries and their names and addresses;

• the number of Shares that you hold on behalf of each Participating Beneficiary;

• the dollar amount of Shares that each Participating Beneficiary has instructed you, either directly or indirectly through another custodian, to apply for on their behalf;

• that the application price for Shares applied for under the Offer for each Participating Beneficiary for whom you act, plus the application price for any other Shares issued to you as custodian for that Participating Beneficiary under any arrangement similar to the Plan in the prior 12 months does not exceed $15,000;

• that a copy of the written offer document was given to each Participating Beneficiary; and

• where you hold Shares on behalf of a Participating Beneficiary indirectly, through one or more interposed custodians, the name and address of each interposed custodian.

For the purposes of ASIC Class Order CO 09/425, you are a ‘custodian’ if you are a registered holder that:

• holds an Australian financial services licence that allows you to perform custodian or depositary services or operate IDPS accounts;

• is exempt from holding an Australian financial services licence by virtue of Class Order CO 03/184 or by relying on the Australian financial services licence of your master custodian under regulation 7.1.06(k) of the Corporations Regulations 2001 (Cth);

• is a trustee of a self-managed superannuation fund;

• is a trustee of superannuation master trusts;

• is a responsible entity of IDPS-like schemes; or

• is noted on the Company’s register of members as holding the shares on account of another person.

If you hold Shares as a trustee or nominee for another person or persons but are not a Custodian as defined above, you cannot participate for beneficiaries in the manner described above. In this case, the rules for multiple single holdings (above) apply. Custodians should request a Custodian Certificate when making an application on behalf of Participating Beneficiaries. To request a Custodian Certificate and if you would like further information on how to apply, you should contact the Company’s Share Registry, Security Transfer Registrars Pty. Limited on +61 8 9315 2333 at any time from 8:30am to 5:00pm (WST) Monday to Friday during the Offer period.

The Company reserves the right to reject any application for Shares to the extent it considers that the application (whether alone or in conjunction with other applications) does not comply with these requirements. The Company reserves the right to reject applications in accordance with these Terms and Conditions.

PRICE OF shAREs

The price of Shares to be issued under the Plan is $0.04 per Share. This represents a 12.5% discount to the closing price of the 4.8% Shares on the Record Date traded in the ordinary course on the ASX of $0.045.$0.042.

APPLICATIONs, NOTICEs AND CERTIFICATION

At the Board’s discretion, the Company will send Eligible Shareholders a letter of offer and acceptance procedures, inviting them to subscribe for Shares under the Plan, and accompanied by the Terms and Conditions of the Plan and an Entitlement & Acceptance

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Form. Applications will not be accepted after the Closing Date of the Offer. Oversubscriptions to the Offer will be refunded without interest.

Notices and statements made by the Company to participants may be given in any manner prescribed by its Constitution. By returning an Entitlement and Acceptance Form or by paying by BPAY, an applicant:

(a) acknowledges that the application is irrevocable;

• (b) acknowledges and warrants they are an Eligible Shareholder; and

• (c) certifies that the aggregate of the application price for the following does not exceed $15,000:

• (i) the Jatenergy Shares that are the subject of the application; and

• (ii) any other Jatenergy Shares applied for by the applicant under the Plan (or any similar arrangement in the 12 months prior to the application), whether:

  • (A) in the applicant’s own right; or

  • (b) jointly with one or more persons; or

  • (C) in the applicant’s capacity as a beneficiary (as defined below), but not including in the applicant’s capacity as a

  • trustee or nominee where it is expressly noted on Jatenergy’s register of members that the shareholding is held on account of another person.

• (d) Do not forward cash. Payment by cash will not be accepted. Receipts for payment will not be issued.

(e) Eligible Shareholders who receive more than one Offer may apply on different Application Forms for Shares but may not apply for Shares with an aggregate value of more than A$15,000.

• (f) The Company may accept or reject your application for Shares, either in whole or in part part, at its absolute discretion. For

example, the Company may reject your application in any of the following circumstances (among others).

• a. It appears that you are applying to purchase a number of Shares in excess of A$15,000 in aggregate

• b. Your Application Form is incorrectly completed, incomplete or otherwise determined by the Company to be invalid

• c. Your cheque is dishonoured or the cheque or money order that you enclose with your Application Form is not made out for the amount corresponding to the value of the parcel of Shares for which you have applied

• d. Your Application Form or BPAY payment is received after the Closing Date

• e. The Company believes that you are not an Eligible Shareholder (subject to compliance with any applicable ASIC or ASX requirement).

(g) Without limitation to the terms of clause (f) above, if your Application Form or application is incomplete, contains errors or is otherwise invalid or defective, the Company may, in its sole discretion, accept, reject, correct or amend your application, issue such a number of Shares to you as it considers appropriate, refund all or any part of your application money, or take any combination of these actions.

If 2 or more persons are recorded in the register of members as jointly holding the Shares to which an applicant’s application relates, they are taken to be a single registered holder and these statements are taken to be given by all of them.

If a trustee or nominee is expressly noted on Jatenergy’s register of members as holding the shares to which an application relates on account of another person (the “beneficiary”), these statements and confirmations are taken to be given by the beneficiary in respect of him/her/itself (and not the trustee or nominee).

By returning an Entitlement and Acceptance Form together with payment or by paying by BPAY, the applicant confirms that it has read, understood and agreed to the Terms and Conditions of the Plan.[1]

RIsK

(a) Subscription for New Shares under the Offer is a speculative investment and the market price is likely to change between the date you apply for New Shares and the allotment and issue of New Shares to you. Accordingly, the value of New Shares applied for is likely to rise or fall. Importantly, there is a risk that during the period between when you apply for New Shares and when the New Shares are allotted and issued to you, the price at which Shares issued by the Company are traded on ASX may be less than the Issue Price payable under the offer.

(b) You should consider the information Jatenergy has previously announced to ASX about risks of making an investment in Jatenergy.

(c) This document is not a prospectus, and has not been lodged with ASIC. The issue of a prospectus is not required for the

1Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment and should take this into consideration when making any electronic payment. It is the responsibility of the applicant to ensure that funds submitted through BPAY are received in time.

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purposes of the Offer. This document does not contain the types of disclosure required to be contained in a prospectus.

(d) In making any decision about whether or not you will participate in the Offer, and if applicable the extent of any such participation, you must rely on your own knowledge of Jatenergy, previous disclosures made by Jatenergy to ASX and, if necessary, consult your professional adviser when deciding whether or not to participate in the Offer.

PLACEMENT OF shORTFALL

Any shortfall from the Offer may be placed at the Board’s discretion at no less than the issue price of $0.04 per share..

IssuE OF shAREs

Shares to be issued under the Plan will be issued as soon as reasonably practicable after the Closing Date.

Shares issued under the Plan will rank equally in all respects with all other fully paid ordinary shares in the Company from the date of issue.

Holding statements or CHESS notification will be issued in respect of all Shares issued under the Plan. The Company will, promptly after the issue of Shares under the Plan, make application for those Shares to be listed for quotation on the Official List of ASX.

MODIFICATION AND TERMINATION OF ThE PLAN

The Company may modify or terminate the Plan at any time. The Company will notify ASX of any modification to, or termination of, the Plan. The omission to give notice of any modification to, or termination of, the Plan or the failure of ASX to receive such notice will not invalidate the modification or termination.

Without limiting the above, the Company may issue to any Eligible Shareholder fewer Shares than the Eligible Shareholder applied for under the Plan if the issue of the Shares applied for would contravene any applicable law or the Listing Rules of ASX.

GOvERNING LAw

These Terms and Conditions are governed by the laws in force in New South Wales, Australia. Any dispute arising out of or in connection with these Terms and Conditions, the SPP or the Offer, will be determined by the courts of New South Wales, Australia. By applying for New Shares under the Offer, you agree to submit to the exclusive jurisdiction of the courts in New South Wales, Australia.

NO uNDERwRITING

The Offer will not be underwritten.

DIsPuTE REsOLuTION

The Company may, in any manner it thinks fit, settle any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the Plan, whether generally or in relation to any participant, application or Shares. The Company’s decision in this respect will be conclusive and binding on all shareholders and other persons to whom that determination relates.

The Company reserves the right to waive strict compliance with any provision of these Terms and Conditions. The Company’s powers under these Terms and Conditions may be exercised by the directors of the Company or any delegate of the directors of the Company.

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QuEsTIONs AND CONTACT DETAILs

If you have any questions regarding the Plan or how to deal with this Offer, please contact your stockbroker or professional adviser or the Company Secretary, Mr Greame hogan, on +61 2 9571 8300.

DEFINITIONs

ALLOTMENT DATE means the date upon which New Shares will be allotted under the Offer, which is expected to be Wednesday, 29 August 2012

APPLICATION FORM means the application form for the Offer which accompanies this document.

AsIC means the Australian Securities & Investments Commission.

AsX means ASX Limited ABN 98 008 624 691 or the Australian Securities Exchange, as the context requires.

bOARD means the board of directors of the Company, as constituted from time to time.

CLAss ORDER means ASIC Class Order CO 09/425.

CLOsING DATE means the date the Offer closes, which is expected to be 7.00pm on Friday, 24 August 2012 (Sydney time).

CONsTITuTION means the constitution of the Company, as in force from time to time.

CORPORATIONs ACT means the Corporations Act 2001 (Cth).

CusTODIAN has the meaning given to that term in the Class Order.

CusTODIAN CERTIFICATE means the certificate to be provided by a Custodian in compliance with the Class Order.

ELIGIbLE shAREhOLDER means a person who is eligible to participate in the Offer in accordance with clause 3, and you or your has a corresponding meaning.

IssuE PRICE means the price per Share of $0.04.

OFFER means the invitation to Eligible Shareholders to subscribe for Shares under the SPP and in accordance with these Terms and Conditions.

OPENING DATE means the date the Offer opens, which is expected to be 9.00am on Thursday, 9 August 2012 (Sydney time).

RECORD DATE means 7.00pm on Friday, 3 August 2012 (Sydney time).

sCALE bACK means the right of the Company, in its absolute discretion, to reduce the number of New Shares allotted and issued to Shares allotted and issued to each applicant in accordance with clause 12..

shARE means a fully paid ordinary share in the capital of the Company.

shARE REGIsTRY means Security Transfer Registrars Pty Ltd of 770 Canning Highway, Applecross, Western Australia 6153.

sPP means the Jatenergy Share Purchase Plan, the terms and conditions of which are set out in the Terms and Conditions.

TERMs AND CONDITIONs means the terms and conditions set out in this document and includes the Application Form.

us PERsON means a U.S person as defined in Regulation S under the US Securities Act.

us sECuRITIEs ACT means the United States Securities Act of 1933, as amended.

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SHARE PURCHASE PLAN APPLICATION FORM

THIS DOCUMENT IS IMPORTANT. IF YOU ARE IN DOUBT AS TO HOW TO DEAL WITH IT, PLEASE CONTACT YOUR STOCK BROKER OR LICENSED PROFESSIONAL ADVISOR.

JATENERGY LIMITED

REGISTERED OFFICE:

FLOOR 6, SUITE 8 55 MILLER STREET PYRMONT NSW 2009 AUSTRALIA

ACN: 122 826 424

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SHARE REGISTRY: Security Transfer Registrars Pty Ltd All Correspondence to: PO BOX 535, APPLECROSS WA 6953 AUSTRALIA 770 Canning Highway, APPLECROSS WA 6153 AUSTRALIA T: +61 8 9315 2333 F: +61 8 9315 2233 E: registrar@securitytransfer.com.au W: www.securitytransfer.com.au

Code: Holder Number: Record Date: 3 AUGUST 2012

NON-RENOUNCEABLE SHARE OFFER CLOSING AT 7.00PM AEST ON 24 AUGUST 2012

(1) I/We, the above mentioned, wish to apply for the number of Fully Paid Ordinary Shares which will be issued in accordance with the Share Purchase Plan (SPP) and the Constitution of the Company as stated below: (please mark "X" to indicate one choice only)

		TOTAL SUBSCRIPTION AMOUNT	TOTAL SUBSCRIPTION AMOUNT	TOTAL SUBSCRIPTION AMOUNT	NUMBER OF SHARES
			@ $0.04 PER SHARE
OFFER A - maximum amount			$15,000.00		375,000
OFFER B			$10,000.00		250,000
OFFER C			$5,000.00		125,000
OFFER D			$2,000.00		50,000

(2) I/We have enclosed/made payment for the amount shown above (following the payment instructions as detailed overleaf).

(3) I/We hereby authorise you to place my/our name(s) on the register of members in respect of the New Securities allotted to me/us.

(4) I/We agree to be bound by the Constitution of the Company and the terms of the SPP.

(5) I/We hereby agree to accept any lesser number of new Shares applied for.

(6) I/We hereby certify that the amount of Shares subscribed for by me/us pursuant to the SPP (being a maximum of $15,000 worth of Shares) does not exceed $15,000 taking into account the Shares the subject of this application and any other Shares applied for by me/us under the SPP or any other similar arrangement within the 12 months prior to this application including other beneficial interests. Limit on Participation and Custodian Certification- see overleaf for details.

(7) My/Our contact details in case of enquiries are:

TELEPHONE NUMBER ( ) BPAY PAYMENT OR THE RETURN OF THIS DOCUMENT WITH THE REQUIRED REMITTANCE WILL CONSTITUTE YOUR ACCEPTANCE OF THE OFFER. REGISTRY DATE STAMP PAYMENT INFORMATION - Please also refer to payment instructions overleaf. Biller Code: 159483 CHEQUE/MONEY ORDER Ref: All cheques (expressed in Australian currency) are to be made payable to JATENERGY LIMITED and BPAY® this payment via internet or phone banking. crossed "Not Negotiable". Your BPAY® reference number is unique to this offer and is not to be used for any other offer. E & O.E.

NAME

EMAIL ADDRESS

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BPAY PAYMENT OR THE RETURN OF THIS DOCUMENT WITH THE REQUIRED REMITTANCE WILL CONSTITUTE YOUR ACCEPTANCE OF THE OFFER.

7111641999

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8910641997

LODGEMENT INSTRUCTIONS

PAYMENT INSTRUCTIONS

CHEQUE/MONEY ORDER

Biller Code: 159483

All cheques should be drawn on an Australian bank and expressed in Australian currency and crossed "Not Negotiable".

BPAY® this payment via internet or phone banking. Your reference number is quoted on the front of this form.

Multiple acceptances must be paid separately.

Applicants should be aware of their financial institution's cut-off time (the time payment must be made to be processed overnight) and ensure payment is processed by their financial institution on or before the day prior to the closing date of the offer. BPAY applications will only be regarded as accepted if payment is received by the registry from your financial institution on or prior to the closing date. It is the Applicant's responsibility to ensure funds are submitted correctly by the closing date and time.

You do not need to return this form if you have made payment via BPAY.

Your BPAY reference number will process your payment to your entitlement electronically and you will be deemed to have applied for such Securities for which you have paid.

Sufficient cleared funds should be held in your account as your acceptance may be rejected if your cheque is dishonoured.

Cheques or bank drafts drawn on overseas banks in Australian or any foreign currency will NOT be accepted. Any such cheques will be returned and the acceptance deemed to be invalid.

Do not forward cash as receipts will not be issued.

When completed, this form together with the appropriate payment should be forwarded to the share registry: Security Transfer Registrars Pty Ltd PO Box 535, APPLECROSS WA 6953.

Applications must be received by Security Transfer Registrars Pty Ltd no later than 5.00pm WST on the closing date.

CERTIFICATION

By making payment for the application monies, I/we hereby:

1. Acknowledge that I/we have read and understood the Terms of the SPP;

LIMITATION ON PARTICIPATION

The maximum subscription limitation of $15,000 will apply even if an eligible Holder has received more than one form (whether in respect of a joint holding or because the eligible Holder has more than one holding under separate Security accounts).

1. Agree to be bound by the Terms of the Constitution of the Company and the SPP;

2. Agree to accept any lesser number of new Securities than the number of Securities applied for; and

3. (If not a Custodian as defined in ASIC Class Order 09/425) Certify that the amount of Securities subscribed for by me/us pursuant to the SPP does not exceed the maximum amount taking into account the Securities the subject of this

application and any other Securities applied for by me/us under the SPP or any other similar arrangement within the 12 months prior to this application including joint and other

beneficial interests.

CUSTODIAN CERTIFICATION

If you are a Custodian (as defined in ASIC Class Order 09/425), you must submit a custodian certificate to JATENERGY LIMITED. If you did not receive a custodian certificate, contact Security Transfer Registrars Pty Limited. If you need further information to determine whether you are a Custodian, refer to the terms and conditions of the Plan which accompany this Share Purchase Plan Application Form or contact Security Transfer Registrars Pty Limited.

ENQUIRIES

All enquiries should be directed to the Company's share registry:

Security Transfer Registrars Pty Ltd

PO Box 535, Applecross WA 6953 AUSTRALIA

770 Canning Highway, Applecross WA 6153 AUSTRALIA

Telephone +61 8 9315 2333

Facsimile +61 8 9315 2233 Email registrar@securitytransfer.com.au

PRIVACY STATEMENT

Personal information is collected on this form by Security Transfer Registrars Pty Ltd as the registrar for securities issuers for the purpose of maintaining registers of securityholders, facilitating distribution payments and other corporate actions and communications. Your personal details may be disclosed to related bodies corporate, to external service providers such as mail and print providers, or as otherwise required or permitted by law. If you would like details of your personal information held by Security Transfer Registrars Pty Ltd or you would like to correct information that is inaccurate please contact them at the address on this form.

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