PILOT ENERGY LIMITED — Major Shareholding Notification 2016

Jun 28, 2016

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

Natalle Lonergan Phone Fax	+61 2 9225 5938 +61 2 9322 4000	29 June 2016
۸۱	Including cover sheet
	ASX Market Announcements Office
Phone Fax	1800 021 965 1300 135 638
Pilot Energy Limited	lain Smith, Managing Director
Email	ismith@pllotenergy.com.au
Phone Fax	+61 412 638019 +61893898327

Please see attached,

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		604	page 1/2	15 July 2001
	Form 604 Corporations Act 2001 Section 671B
	Notice of change of interests of substantial holder
To Company Name/Scheme	Pilot Energy Limited (PGY)
ACN/ARSN	115 229 984
Details of substantial holder (1) 1. .
Name	Qingyuan Li Xingjin Wang
ACN/ARSN (if applicable)	n/a
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated	27/06/2016 28/04/2016 28/04/2016

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) hed 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)	Pravious notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Fully paid ordinary shares	400,000,000	19.95% (based on 2,005,476,834 ordinary shares on issue)	1,333,340,000	45,37% (based on 2,938,818,834 lordinary shares on iissue)

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 essociate 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 of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and numbar of securities affected	Person's votes affected
See Annexurel

4. Present relevant intereste

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
Interest	securities	as holder (8)	interest (6)	securities
See Annexurel IG

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:

___ Name and applicable)	ACN/ARSN (if .	----- . Nature of essociation
Not applicable $\overline{\phantom{a}}$	.	. . : applicable INO. .

6. Addresses

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

Name	Address
Qingyuan Li ----	Care of: Level 14 275-281 George Street, Sydney NSW 2000
Xingjin Wang	Care of: Level 14 275-281 George Street, Sydney NSW 2000

Signature

print name	Xingjin Wang ----- ---	capacity	Signed with authority of Qingyuan Li and for himself
sign here	- in . -------------------- ------	dete	- 76 /06/2016 ш. ---------
			------

DIRECTIONS

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 ann $(1)$ 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.

• 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. $(4)$
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ Include details of:
• 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 statemen $(a)$ 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 voting powers or disposal of the $(b)$ 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 on 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".

$\left(9\right)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

$(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.

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 74JUNE 2016

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XINGJIN WANG SIGNED WITH AUTHORITY OF QINGYUAN LI AND FOR HIMSELF

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
27/06/2016	Qingyuan Li ٦. 12. Xingjin Wang	lincrease in relevant interest pursuant to sections 608(3)(1) and 608(3)(b) of the Corporations Act (Corporations Act) as a result of issue of fully paid ordinary shares in PGY to the Subscribers pursuant to: a Subscription Agreement. dated 30/03/2016 (Subscription Agreement) between PGY and the Subscribers (see Annexure B); and shareholder approval given by the passing of a resolution at PGY's general meeting on 23 June 2016. The Subscription Agreement is annexed to the ASIC Form 603 "Notice of initial substantial holder" prepared by the Subscribers in respect of PGY dated 27 April 2016 land released to the ASX on that date (Subscribers Form 603).	$\mathsf{WIL}^1$	933,340,000 fully paid ordinary. lshares	933,340,000
27/06/2016	Qingyuan Li 1. Xingjin Wang	lincrease in relevant interest pursuant to sections 608(3)(1) and 608(3)(a) of the Corporations Act as a result of issue of fully paid ordinary shares in PGY to the Subscribers bursuant to: the Subscription Agreement; and shareholder approval given by the passing of a resolution at PGY's general meeting on 23 June 2016.	mil'	(933,340,000 fully) paid ordinary. lshares	933,340,000

¹ Note: each Subscriber paid cash consideration of \$0.003 per ordinary share on the date the Subscribers acquired these shares, as
disclosed in the ASIC Form 604 "Notice of change of interests of substantial holder" prep

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ANNEXURE B

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l.

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 $290$ UNE 2016

XINGJIN WANG SIGNED WITH AUTHORITY OF QINGYUAN LI AND FOR HIMSELF

SUBSCRIBERS

ENTITY	JURISDICTION REGISTERED 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 ITS CAPACITY AS TRUSTEE OF THE WANG FAMILY TRUST	AUSTRALIA	600 830 028

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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 $\mathscr{B}$ JUNE 2016

XINGJIN WANG SIGNED WITH AUTHORITY OF QINGYUAN LI AND FOR HIMSELF

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
	BPCI	BPCI	Deemed relevant Interest in those ordinary shares of PGY in which Austar in	370,380,000 fully paid ordinary shares	370,380,000
1. Qingyuan Li	Sunpex	Sunpex	its capacity as trustee of The Wang Family Trust holds a relevant interest, being those shares that are: registered in Austar's name, under section 608(1)(a) of the Corporations	185,187,000 fully paid ordinary İshares	185,187,000
2. Xingjin Wang	OSE	GSE	Act, and held by each other Subscriber under sections 608(1)(b) and 608(1)(c) of the Corporations Act. as the joint controlling directors of Austar	740,747,000 fully paid ordinary lshares	740,747,000
	Austar in its capacity as trustee of The Wang Family Trust	as trustee of The Wang Family Trust	under sections 608(1) and 608(3)(b) of the Corporations Act, as described further Austar in its capacity in the Subscribers Form 603.	37,026,000 fully paid ordinary ishares	37,026,000
	BPCI	BPCI	Deemed relevant interest in those ordinary shares of PGY in which Austar	370,380,000 fully paid ordinary İshares	370,380,000
1. Qingyuan Li	Sunpex	Sunpex	holds a relevant interest, being those lshares that are: registered in Austar's name, under section 608(1)(a) of the Corporations Act and	185 187,000 fully. paid ordinary shares	185, 187,000
2. Xingiin Wang	I GSE	GSE	held by each other Subscriber under sections 608(1)(b) and 608(1)(c) of the Corporations Act. as the joint controlling shareholders of Austar under sections 608(1) and 608(3)(a) of the Corporations Act, as	740,747,000 fully paid ordinary lshares	740,747,000
	lAustar in its capacity as ltrustee of The Wang Family lTrust	Austar in its capacity 603. las trustee of The Wang Family Trust	described further in the Subscribers Form	37,026,000 fully paid ordinary Ishares	37,026,000

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