RAND MINING LIMITED — Major Shareholding Notification 2019

May 19, 2019

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Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

Corporations Act 2001Section 671BNotice of initial substantial holder	Corporations Act 2001Section 671BNotice of initial substantial holder	Corporations Act 2001Section 671BNotice of initial substantial holder
o Company name/SchemeRand MiningLimited(RND).C.N. or A.R.S.N.ACN 004 669 658 Details of substantial holder (1)ameMs Ping Chen (and General Energy International Holdings Limited (GEI))CN/ARSN (if applicable)N/Ahe holder became a substantial holder on30 April 2019*The date that Ms Ping Chen became the sole director and sole shareholder of GEI.Details of voting powerhe 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 relevantnterest (3) in on the date the substantial holder became a substantial holder are as follows:Class of securities(4)Number of securitiesPerson's votes(5)Voting power(6)Fully paid ordinary shares[7,806,728][7,806,728][12.98]%.Details of relevant interestshe 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 substantialolder are as follows:Holder of relevant interestNature of relevant interest (7)Class and number of securities
Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Ms Ping Chen	Relevant interest arising as a result of section 608(1)(b) and(c) of the Corporations Act 2001 (Cth) (Act) by virtue of MsPing Chen controlling GEI as the sole director andshareholder of GEI	3,015,000 fully paid ordinaryshares
GEI	Relevant interest arising as a result of section 608(1)(a) ofthe Act	3,015,000 fully paid ordinaryshares
Keynes Capital Global Limited (KCG)(associate of GEI)	Relevant interest arising as a result of section 608(1)(a) ofthe Act	[4,791,728] fully paid ordinaryshares
Mr Xinqian Yi (associate of GEI)	Relevant interest arising as a result of section 608(1)(b) and(c) of the Act by virtue of Mr Xinqian Yi controlling KCG asthe sole director and shareholder of KCG	[4,791,728] fully paid ordinaryshares

	Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
	Ms Ping Chen	Relevant interest arising as a result of section 608(1)(b) and	3,015,000 fully paid ordinary
		(c) of the Corporations Act 2001 (Cth) (Act) by virtue of Ms	shares
		Ping Chen controlling GEI as the sole director and
		shareholder of GEI
	GEI	Relevant interest arising as a result of section 608(1)(a) of	3,015,000 fully paid ordinary
		the Act	shares
	Keynes Capital Global Limited (KCG)	Relevant interest arising as a result of section 608(1)(a) of	[4,791,728] fully paid ordinary
	(associate of GEI)	the Act	shares
	Mr Xinqian Yi (associate of GEI)	Relevant interest arising as a result of section 608(1)(b) and	[4,791,728] fully paid ordinary
		(c) of the Act by virtue of Mr Xinqian Yi controlling KCG as	shares
		the sole director and shareholder of KCG

4. Details of present registered holders

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

Holder of relevantinterest	Registered holder of	Person entitled to be	Class and number
	securities	registered as holder (8)	of securities
GEI and Ms Ping Chen	Citicorp Nominees Pty Limited, TheBank of East Asia, Limited (3,015,000shares)	GEI	3,015,000 fully paid ordinaryshares
KCG and Mr Xinqian Yi	Citibank NA Hong Kong, accountname The Bank of East Asia, Limited- Clients A/C ([105,154] shares)Citicorp Nominees Pty Limited, TheBank of East Asia, Limited([4,686,574] shares)	KCG	[4,791,728] fully paid ordinaryshares

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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
			CashNon-cash
	GEI and Ms Ping Chen	30 April 2019*	Nil, as the relevant interest arose as a	3,015,000 fully paid ordinary
			result of the change in control of GEI	shares
	KCG and Mr Xinqian Yi	30 April 2019*	Nil, as the relevant interest arose as a	[4,791,728] fully paid
			result of the change in control of GEI	ordinary shares

• The date that Ms Ping Chen became the sole director and sole shareholder of GEI

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
	KCG	Associate of GEI as a result of section 12(2)(c) of the Act by virtue of KCG acting, or
		proposing to act, in concert with GEI
	Mr Xinqian Yi	Associate of GEI as a result of section 12(2)(c) of the Act by virtue of KCG acting, or
		proposing to act, in concert with GEI

7. Addresses

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

Name	Address
Ms Ping Chen	Flat B, 8/F, Block 4, Greenwood Terrace, Chai Wan, Hong Kong
GEI	Room 304, 452 Xian Yue Road, Siming District, Xiamen, Fujian 36100
KCG and Mr Xinqian Yi	RM B 22/F Times Tower, 391-407 Jaffe Road, Wanchai, Hong Kong

Signature

print name	MsPing Chen	capacity
sign here		date	May	17,	2019

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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.

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

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

(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".

• (9) 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 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.

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