SUNSTONE METALS LTD — Major Shareholding Notification 2013

Oct 2, 2013

1. OCT. 2013 19:41

NO. 024 $P. 1$ page 1/2 15 July 2001 504

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To, Company Name/Scheme	Avalon Minerals Limited
ACN/ARSN	123 184 412

1. Details of substantial bolder(1)

NameACN/ARSN (if applicable)	Lim Heng Suan
There was a change in the interests of thesubstantiel holder onthe contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract o	19 ${f}$ OS ${f}$ 2013 and $,$ O1 $/$ 10 $/$ 201309, 07, 2013

08 / 07 / 2013

2. Provious and present voting power

The previous notice was dated

The previous natice was given to the company on

The total number of votes attached to all the volling shares in the company or voting linterests in the scheme that the substantial holder or an associate (2) had a relevant interest (3)In when last required, and when no

Class of securities (4)	Previous noticePerson's voice46,177,819	Voting odwer ( 5 )8.22%	Present noticePerson's vates)145,402,870	Voting power (5)17.57%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant inlatost of the substantial holder or an associate in voting securities of the company or schome, since thesubstantial holder was last required to give

Date ofстагде	Person whoserelevant interestchanged	Nature ofcharge (b)	Considerationoiven in relationto change (7)	Class andnumber ofsecurities.affected	Person's votaseafe⊏ed26,523,616
1970872013	Tum Heng Suan	Subscription for shares .	5344,807.01	76,523,616ordinary shares.
$701/10/2013$ .	Lim Heng Suan	pursuant to placementI Subscription for shares	$727,014.35	72,701,435lordinary shares:	72,701,435
		pursuant to the tate.rights issue

4. Present relevant interests

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

Holder ofrelevant.interest	Registoredholoe: Ofsecurities	Person entitl e dto be registeredas holder18)	Nature ofrelevant.Interest (6)	Class andmumber ofsecurities	Person's votes
Gm Heng Suari	Lim Heng Suan	Lim Heng Suan	TRegistered Trolder ofshares.	1245,402,870اعتقطت بمجملتهما	145,402,870

1110E4 (20400)

$\bar{r}^{,\prime}$

÷

5. Changes in association

The parsons 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 ACN/ARSN (if applicable)	Nature of association
Not applicable

6. Addresses

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

NameLim Heng Suan	Address5th Floor, Maju Towet, 1001 Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia

Signature

	print pame Lim Heng Suan	capadi y Substantial Holder
sign here	WHYZS	$_{\rm date}$ $03/$ 10 $/$ 2013

DIRECTIONS

• If there are a rumber of substantial holders with similar or relaced relevant interests (eg. a corporation and its related corporations, or the manager and trustes of anequity trust), the names could be included in an ann $\mathfrak{h}$ form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. Ø
• See the datinition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001. O)
• The voting shares of a company constitute one class unless divided into separate classes. (4)
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $\boldsymbol{\Theta}$
• Include details of: M
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copy of anydocument setting out the terms of any relevant agreement, and a statemen ίâ
  • any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers of disposal of the securities to which the relevant interest relates (indicating dearly the particular securities to which the qualification applies). $(5)$

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 acquired has, or may, becam'sentitled to receive in relation to that acquisition, Details Ø 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.
• 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" (B)
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. (9)