PROSPECT RESOURCES LIMITED — Major Shareholding Notification 2021

Nov 22, 2021

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme	Prospect Resources Limited
ACN/ARSN	124 354 329
1. Details of substantial holder (1)

Name		Sinomine International Exploration (Hong Kong) Co., Ltd
ACN/ARSN (if applicable)
The holder ceased to be a substantial holder on	05/11/2021
The previous notice was given to the company on	03/04/2018
The previous notice was dated	03/04/2018

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in votingsecurities of the company or scheme, since the substantial holder was last required scheme are as follows:

Date ofchange	Person whoserelevant interestchanged	Nature of change (4)	Consideration given inrelation to change (5)	Class (6) andnumber ofsecurities affected	Person's votesaffected
		see Annexure A

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Nature of association

4. Addresses

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

Name	Address
Sinomine InternationalExploration (Hong Kong)Co., Ltd.	Bank of America Tower, Room 502, 12 Harcourt Road, CentralHong Kong

Signature

print name	Wang Pingwei	C.FNcapacity
sign here		23 / 11 / 2021date

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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 4 of the form.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
• Include details of: $(4)$
  • $(a)$ 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 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 person to exercise, control the exercise of, or influence the exercise of, the 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.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was $(5)$ 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 of 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.
• $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(7)$

Date ofchange	Person whoserelevantinterestchanged	Nature ofchange	Considerationgiven inrelation tochange	Class andnumber ofsecuritiesaffected	Person's votesaffected
11/10/2018	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofexercise ofoptions on 11October 2018,under which5,000,000shares wereissued by thecompany (preconsolidation)	N/A	ORD166,666,667	166,666,667
19/11/2018	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofexercise ofoptions on 19November2018, underwhich60,000,000shares wereissued by theCompany (preconsolidation)	N/A	ORD166,666,667	166,666,667
17/06/2019		Consolidation
30/12/2019	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on30 December2019, underwhich4,799,999shares wereissued by theCompany	N/A	ORD16,666,667	16,666,667

Annexure A to Form 605 - Ceasing to be a substantial holder

16/01/2020	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on16 January2020, underwhich4,840,000shares wereissued by theCompany	N/A	ORD16,666,667	16,666,667
18-May-20	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult of prorata rightsissue on 18May 2020,under which40,344,767shares wereissued by theCompany	N/A	ORD16,666,667	16,666,667
18 May 2020	SinomineInternationalExploration(Hong Kong)Co., Ltd	Addition of4,166,667 aspart of therights issue?	$208,333.35(50.05 x4,166,667)	ORD 4,166,667	20,833,334
20-Oct-20	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on20 October2020, underwhich46,153,847shares wereissued by theCompany	N/A	ORD20,833,334	20,833,334
23-Apr-21	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on23 April 2021,under which41,290,322shares were	N/A	ORD20,833,334	20,833,334

$\bar{z}$

		issued by theCompany
30-Jun-21	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on23 April 2021,under which645,162shares wereissued by theCompany	N/A	ORD20,833,334	20,833,334
5-Nov-21	SinomineInternationalExploration(Hong Kong)Co., Ltd	Dilution as aresult ofplacement on5 November2021, underwhich45,000,000shares wereissued by theCompany	N/A	ORD20,833,334	20,833,334

$\mathcal{O}(\mathfrak{p}_1)$