PHOSCO LTD — Declaration of Voting Results & Voting Rights Announcements 2017

Jul 5, 2017

Celamin Holdings N.L ACN 139 255 771 ABN 82 139 255 771

Level 4, 100 Albert Road, South Melbourne, VIC 3205 Phone: +61 (0) 3 9692 7222 Fax: +61 (0) 3 9077 9233 Email info@celamin.com

6 July 2017

ASX Market Announcements ASX Limited Level 4 Stock Exchange Centre 20 Bridge Street SYDNEY, NSW 2000

Dear Sir

RESULTS OF GENERAL MEETING

In accordance with Listing Rule 3.13.2 and Section 251AA of the Corporations Act, we advise details of the resolutions and the proxies received in respect of each resolution as set out in the attached proxy summary.

Yours faithfully

CELAMIN HOLDINGS NL MELANIE LEYDIN Company Secretary

Celamin Holding NL General Meeting 6 July 2017 Voting Results

The following information is provided in accordance with section 251AA(2) of Corporations Act 2001 (Cth)

	Resolution Details	Show ofHands orPoll	Instructions given to validly appointed proxies (asat proxy close)					Number of votes cast on the poll(where applicable)				Res.Results
Resolution		ResolutionType	S or P	For	Against	Proxy'sDiscretion	Abstain/Excluded		For	Against	Abstain*		Carried/NotCarried
1.	Approval of issue of262,051,547Shares and 131,025,774 Optionsto African Lion 3 Limited inrepayment of Loan	Ordinary	S	538,588,847	461,765	1,710,590	328,835,988		N/A	N/A	N/A		Carried
2.	Approval of issue of 245,979,557Shares and 122,989,779 Optionsto Polo Resources Limited inrepayment of Loan	Ordinary	S	536,662,711	940,490	1,710,590	330,283,399		N/A	N/A	N/A		Carried
3.a	Approval to issue shares andoptions to Mr Martin Broome (orhis nominee)	Ordinary	S	855,175,511	2,427,690	1,710,590	10,283,399		N/A	N/A	N/A		Carried
3.b	Approval to issue shares andoptions to Mr Nicholas Clift (or hisnominee)	Ordinary	S	865,175,511	2,427,690	1,710,590	283,399		N/A	N/A	N/A		Carried
3.c	Approval to issue shares andoptions to Mr Tim Markwell (orhis nominee)	Ordinary	S	865,175,511	2,427,690	1,710,590	283,399		N/A	N/A	N/A		Carried
3.d	Approval to issue shares andoptions to Ms Sue-Ann Higgins(or her nominee)	Ordinary	S	865,175,511	2,427,690	1,710,590	283,399		N/A	N/A	N/A		Carried
4.a	Approval of proposed issue ofshares and options to Mr MartinBroome (or his nominee)	Ordinary	S	855,157,711	2,445,490	1,710,590	10,283,399		N/A	N/A	N/A		Carried

4.b	Approval of proposed issue ofshares and options to Mr NicholasClift (or his nominee)	Ordinary	S	865,157,711	2,445,490	1,710,590	283,399	N/A	N/A	N/A	Carried
4.c	Approval of proposed issue ofshares and options to Mr TimMarkwell (or his nominee)	Ordinary	S	865,157,711	2,445,490	1,710,590	283,399	N/A	N/A	N/A	Carried
4.d	Approval of proposed issue ofshares and options to Ms SueAnn Higgins (or her nominee)	Ordinary	S	865,157,711	2,445,490	1,710,590	283,399	N/A	N/A	N/A	Carried
5.	Approval of issue of 201,025,000Shares and 175,000,000 Optionsto Sophisticated Investors	Ordinary	S	844,775,711	1,527,690	1,728,390	21,565,399	N/A	N/A	N/A	Carried
6.	Approval of issue of 350,000,000Shares and 175,000,000 Optionsto Polo Resources Limited	Ordinary	S	535,867,711	1,735,490	1,710,590	330,283,399	N/A	N/A	N/A	Carried
7.	Approval of issue of350,000,000Shares and175,000,000Optionsto African lion 3 Limited	Ordinary	S	537,093,847	1,956,765	1,710,590	328,835,988	N/A	N/A	N/A	Carried
8.	Approval to issue Shares andOptionsto Key ManagementPersonnel	Ordinary	S	855,167,711	2,435,490	11,710,590	283,399	N/A	N/A	N/A	Carried
9.	Approval to issue Shares andOptionsto Substantial Holder	Ordinary	S	527,083,847	1,966,765	11,710,590	328,835,988	N/A	N/A	N/A	Carried
10.	Ratification of prior issue ofShares -Placement	Ordinary	S	715,645,452	1,432,690	11,710,590	140,808,458	N/A	N/A	N/A	Carried

*Votes cast by a person who abstains on an item are not counted in calculating the required majority on a poll.