RESOURCES & ENERGY GROUP LIMITED — Share Issue/Capital Change 2012

May 30, 2012

Resources & Energy Group Limited ABN: 12 110 005 822

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Application for Shares on Exercise of Options

I/We being the registered holders of Resources & Energy Group Limited Options (expiring 30 June 2012) each to acquire one Fully Paid Ordinary Share in Resources & Energy Group Limited hereby give notice of the exercise of Options and attach hereto my/our cheque payable to “RESOURCES & ENERGY GROUP LIMITED” at $0.25 per Option in payment of such exercise.

I/We agree to my/our name/s being placed on the Register of Members in respect to the number of Shares allotted and to be bound by the Constitution of the Company.

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----- Start of picture text ----- Number of Options Held:----- End of picture text -----

Multiplied by Total Payment Due: the exercise price of $0.25

Accordingly, I/We enclose a cheque for the sum of A$__________________ being the correct amount for the exercise of __________________ Options.

Please Sign Here:

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----- Start of picture text ----- Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual)Sole Director & Sole Company Secretary Director Director / Company SecretaryBusiness Telephone No. ( ) Date----- End of picture text -----

Please return to Resources & Energy Group Limited C/- Boardroom Pty Limited GPO Box 3993 SYDNEY NSW 2001

TERMS OF OPTIONS Resources & Energy Group Limited

(a) each Option entitles the holder to one (1) Share in the Company;

(b) each Option is exercisable by the payment of $0.25;

(c) the Options are exercisable at any time on or prior to 5.00pm (WST) on 30 June 2012 by completing an option exercise form and delivering it together with the payment for the number of Shares in respect of which the Options are exercised to the registered office of the Company;

(d) an Option does not confer the right to a change in exercise price or a change in the number of underlying securities over which the Option can be exercised;

(e) subject to the Corporations Act, the Listing Rules and the Company’s Constitution, the Options are freely transferable;

(f) all Shares issued upon exercise of the Options will rank pari passu in all respects with the Company’s then issued Shares. The Company will apply for quotation of the Shares issued upon exercise of the Options on ASX. The Company will not apply for quotation of the Options;

(g) there are no participating rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options. However, the Company will ensure that for the purposes of determining entitlements to any such issue, the record date will be at least 7 Business Days after the issue is announced. This will give Option holders the opportunity to exercise their Options prior to the date for determining entitlements to participate in any such issue; and

(h) if at any time the issued capital of the Company is reconstructed, all rights of an Option holder are to be changed in a manner consistent with the Corporations Act and the Listing Rules.