METRO MINING LIMITED — Major Shareholding Notification 2012

Jan 5, 2012

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	MetroCoal Limited
ACN/ARSN	117 763 443

Details of substantial holder(1) 1.

	Name

DADI Engineering Development (Group) Co Ltd

ACN/ARSN (if applicable)

The holder became a substantial holder 30 November 2011 on

$2.$ Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of Securities (4)	Number of Securities Person's votes (5)		Voting Power (6)
ORD	32,000,000	32,000,000	15.3%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of Relevant Interest	Nature of relevant interest (7)	Class and number of securities
DADI Engineering Development (Group) Co Ltd	s608(1)(a) - registered holder of the shares	28,800,000 fully paid ordinary shares
DADI Engineering Development (Group) (Hong Kong) Co Ltd	s608(1)(a) - registered holder 3,200,000 fully paid ordinary of the shares	shares

Details of present registered holders $\overline{4}$

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of Relevant interest	Registered holder of Securities	Person entitled to be registered as holder (8)	Class and number of securities
Engineering DADI (Group) Development Co Ltd	Engineering DADI Development (Group) Co Ltd	Engineering DADI (Group) Co Development Ltd	fully 28,800,000 ordinary paid shares
Engineering DADI (Group) Development (Hong Kong) Co Ltd	Engineering DADI Development (Hong (Group) Kong) Co Ltd	Engineering DADI (Group) Development (Hong Kong) Co Ltd	3,200,000 fully paid ordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of Relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
DADI Engineering (Group) Development Co Ltd	30 November 2011	\$21,600,000 (S0.75) per share)		fully 28,800,000 ordinary paid shares
Engineering DADI (Group) Development (Hong Kong) Co Ltd	September 16 2011	\$2,400,000 (S0.75) per share)		3,200,000 fully paid ordinary shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of Association
DADI Engineering Development (Group) (Hong Kong) Co Ltd	DADI Engineering Development (Group) Co Ltd is the parent company of DADI Engineering Development (Group) (Hong Kong) Co Ltd

$\overline{7}$ . Addresses

The addresses of persons named in this form are as follows:

Name	Address
DADI Engineering Development	15/F, Boya Int'l Centre Office Bldg., No.1 Lizezhongyi
(Group) Co Ltd	Rd, Chaoyang District, Beijing 100102, China
DADI Engineering Development	Unit 1801-2, Jubilee Centre, 46 Gloucester Road,
(Group) (Hong Kong) Co Ltd	Wanchai, Hong Kong

Signature		Mr. Xie Meihua	Chairman
	Print name		capacity
here	sign		5 Jan 2012 date
		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 7 of the form.

• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the $(5)$ person or an associate has a relevant interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• $(7)$ Include details of:
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) $(a)$ 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
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the $(b)$ 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.

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an $(8)$ option) write "unknown".
• $(9)$ Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant Details of the consideration must include any and all benefits, money and other, that any person non whom a relevant
  interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details mu whom the relevant interest was acquired.