PILOT ENERGY LIMITED — Major Shareholding Notification 2016

Jun 28, 2016

Form 604: Notice of change of interests of substantial holderin Pilot Energy Limited (ACN 115 229 984)

From	Natalie LonerganPhoneFax	+61 2 9225 5938+61 2 9322 4000	29 June 2016
Pages	$\overline{O}$	including cover sheet
То		ASX Market Announcements Office
	PhoneFax	1800 021 9651300 135 638
Copy	Pilot Energy Limited	lain Smith, Managing Director
	Emall	lsmith@pilotenergy.com.au
	Phone	+61 412 638019
	Fax	+61893898327

$\hat{\mathbf{r}}$

Please see attached.

c	Form 604	80415 July 2001page 1/2
	Corporations Act 2001Section 671B
	Notice of change of Interests of substantial holder
To Company Neme/Scheme	Pilot Energy Limited (PGY)
ACN/ARSN	115 229 984
1. Details of substantial holder (1)
Name	Lu Chen
ACN/ARSN (if applicable)	nla

1. 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:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Fully paid ordinary shares	1400.000.000	19.95% (based on2,005,476,834 ordinary(shares on issue)	1,333,340,000	45.37% (based on2 938 816 834lordinary shares on(Issue)

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:

Date ofchange	.Person whoserelevant interestchanged	Nature ofchange (6)	Considerationgiven in relationto change (7)	Class andnumber ofaecuntiesaffactad	Person's votesaffected
19eeAnnexurel		.

4. Present relevant interests

Particulars of each relevent interest of the substantial holder in voting securities after the change are as follows:

Holder ofrelevantinterest	Ragisteredholdar ofsecurities	Parson entitledto be recisteredas holder (8)	Nature ofrelevantintereet (6)	Cless andnumber ofBeourities	Person's votes
iSooAnnexural				–

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	604 GUIDE				page 1/1	13 March 2000
6.		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:
		Nameandapplicable)	ACN/ARSN(f	Nature of association
		Not applicable		Not applicable
	6. Addresses
		The addresses of persons named in this form are as follows;
		Name		Address
		Lu Chen
				Care of: Suite 71, Level 4, 89-97 Jones Street, Uitlmo NSW 2007
	Signature
		print name	Lu Chen		capacityN/A
		sign here			date	/06/2010
				DIRECTIONS
(1)				If there are a number of substantial holders with aimitar or related relevant interests (eg. a corporation and its related corporations, or the manager andtrustee 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,
		is clearly set out in paragraph 6 of the form.		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
				See the definition of "associate" in section 9 of the Corporations Act 2001.
				See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001.
				The voting shares of a company constitute one class unless divided into separate classes.
				The person's votes divided by the total votes in the body corporate or schame multiplied by 100.
		Include details of:
(2)$\langle 3 \rangle$(4)$\langle 5 \rangle$$\mathcal{A}$	(B)			any relevent 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 parson to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the
				securities to which the relevent 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,
				Details of the consideration must include any and all benefits, money and other, that any person from whom a relevent interest was acquired has, or may,become entitled to receive in relation to that soquisition. Details must be included even if the benefit is conditional on the happening or not of a
				contingency. Datalls must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if theyare not paid directly to the person from whom the relevant interest was acquired.
(7)(3)				If the aubstantial holder is unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write "unknown".
(e)				Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

53717488

ANNEXURE A

THIS IS ANNEXURE A OF 1 PAGE REFERRED TO IN FORM 604 (NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER) IN RESPECT OF PILOT ENERGY LIMITED ACN 115 229 984 SIGNED BY ME AND DATED 29 JUNE 2018

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Date ofchange	Person whoserelevent interestchanged	Natura ofchange (6)	Considerationgiven inrelationto change (7)	Class andnumber ofBecuritiesaffected	Person's votesaffected
27/06/2016	i∟u Chen	increase in relevant interest.pursuant to sections 608(3)(1) and(608(3)(b) of the Corporations Act(Corporations Act) as a result ofissue of fully paid ordinary shares inPGY to the Subscribers pursuant to:a Subscription Agreement.dated 30/03/2016(Subscription Agreement)between PGY and theSubscribers (see Annexure B);andshareholder approval given bythe passing of a resolution atPGY's general meeting on 23June 2016.The Subscription Agreement islannexed to the ASIC Form 603"Notice of initial substantial holder"prepared by the Subscribers inrespect of PGY dated 27 April 2016land released to the ASX on thatdate (Subscribere Form 603).	NIL'	933,340,000 fullypeid ordinarylshares	933,340,000
27/06/2016	lLu Chen	Increase in relevant interestpursuant to sections 608(3)(1) and608(3)(a) of the Corporations Act as:$ {\rm a}$ result of issue of fully paid ordinary $ $shares in PGY to the Subscribersbursuant to:the Subscription Agreement;andshareholder approval given bythe passing of a resolution atPGY's general meeting on 23June 2016.	Inil'	933,340,000 fullypaid ordinarylaharea	933,340,000

1 Note: each Subscriber paid oash consideration of $0.003 per ordinary share on the date the Subscribers ecquired these shares, asdisclosed in the ASIC Form 604 "Notice of change of interests of substantial holder" prep

ANNEXURE B

THIS IS ANNEXURE B OF 1 PAGE REFERRED TO IN FORM 604 (NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER) IN RESPECT OF PILOT ENERGY LIMITED ACN 115 229 984 SIGNED BY ME AND DATED $29$ JUNE 2016

LU CHEN

SUBSCRIBERS

ENTITY	JURISDICTIONREGISTERED IN	ACN
BILLION POWER CAPITAL INVESTMENT LIMITED(BPCI)	HONG KONG	N/A
SUNPEX INTERNATIONAL LIMITED (SUNPEX)	HONG KONG	N/A
GS ENERGY PTY LTD (GSE)	AUSTRALIA	607 871 876
AUSTAR NOMINEES PTY LTD (AUSTAR) IN ITSCAPACITY AS TRUSTEE OF THE WANG FAMILYTRUST	AUSTRALIA	600 830 028

63717488.3

ANNEXURE C

THIS IS ANNEXURE C OF 1 PAGE REFERRED TO IN FORM 604 (NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER) IN RESPECT OF PILOT ENERGY LIMITED ACN 115 229 984 SIGNED BY ME AND DATED $29$ JUNE 2016

LU CHEN

Holder ofrelevantInterest	Registeredholder ofsecurities	Person entitledto be registered:as holder (8)	Nature ofrelevantInterest (6)	Class andnumber ofsecurities	Person's votes
	BPC)	BPCI	Deemed relevant interest in thoseordinary shares of PGY in which GSEholds a relevant interest, being thoseshares that are:registered in GSE's name, undersection 608(1)(a) of the CorporationsAct: andheld by each other Subscriber undersections 608(1)(b) and 608(1)(c) ofthe Corporations Act.as the sole director of GSE under sections shares608(1) and 608(3)(b) of the Corporations	370,380,000 fullypaid ordinaryshares	370,380,000
	Sunpex	Sunpex		185,187,000 fullypaid ordinaryishares	185,187,000
Lu Chen	IGSE	lGSE		740,747,000 fully paid ordinary	740,747,000
	Austar in itscapacity astrustee of TheWang FamilyTrust	as trustee of TheWang Family Trust	Act, as described further in theAuster in its capacity Subscribers Form 603.	37,026,000 fullypaid ordinaryÍshares	37,026,000
	BPC1	BPCI	Deemed relevant Interest in thoseordinary shares of PGY in which GSEholds a relevant interest, being thoseshares that are:registered in GSE's name, undersection 608(1)(a) of the CorporationsAct: andheld by each other Subscriber undersections 608(1)(b) and 608(1)(c) ofthe Corporations Act.as the sole shareholder of GSE undersections 608(1) and 608(3)(a) of theCorporations Act, as described further inthe Subscribers Form 603.	370,380,000 fullybaid ordinary.Íshares	370,380,000
Lu Chen	(Sunpex	Sunpex		185,187,000 fullypaid ordinarylshares	185, 187, 000
	GSE	GSE		740,747,000 fully paid ordinaryİshares	740,747,000
	Austar in itscapacity astrustee of TheWang FamilyTrust	Auster in its capacitylas trustee of TheWang Family Trust		37,026,000 fullypaid ordinarylahares	37,026,000

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