Share Sale Agreement


Table of Contents


 EXHIBIT 4.1 

 
 



 
 Share Sale Agreement 
 Dated 13 MAY 2011 (11:33PM NY time) 
 GS Power Holdings LLC (“Seller”)

 Austar Coal Mine Pty Ltd (“Buyer”) 
 Yancoal Australia Limited (“Guarantor”) 
 Mallesons Stephen Jaques

 Level 61 
 Governor Phillip Tower

 1 Farrer Place 
 Sydney NSW 2000

 Australia 
 T +61 2 9296 2000

 F +61 2 9296 3999 
 DX 113 Sydney

 www.mallesons.com 

10658005_12 






Table of Contents


 Share Sale Agreement 
 Contents 
  

							
	 Details
	  	 	1	  
		
	 General terms
	  	 	3	  
			
	 1
	 	Interpretation	  	 	3	  
			
	 1.1
	 	 Definitions
	  	 	3	  
	 1.2
	 	 References to certain general terms
	  	 	16	  
	 1.3
	 	 Next day
	  	 	17	  
	 1.4
	 	 Next Business Day
	  	 	17	  
	 1.5
	 	 Headings
	  	 	17	  
	 1.6
	 	 Knowledge of Seller
	  	 	17	  
	 1.7
	 	 Knowledge of the Buyer
	  	 	17	  
			
	 2
	 	Sale and purchase of Sale Shares	  	 	18	  
			
	 2.1
	 	 Sale and purchase
	  	 	18	  
	 2.2
	 	 Free from Encumbrance
	  	 	18	  
	 2.3
	 	 Seller
	  	 	19	  
	 2.4
	 	 Exclusivity Deed
	  	 	19	  
			
	 3
	 	Conditions Precedent	  	 	19	  
			
	 3.1
	 	 Conditions precedent to Completion
	  	 	19	  
	 3.2
	 	 Reasonable endeavours
	  	 	20	  
	 3.3
	 	 Waiver
	  	 	20	  
	 3.4
	 	 Right to rectify
	  	 	21	  
	 3.5
	 	 Termination of agreement by either party
	  	 	21	  
	 3.6
	 	 Break Fee
	  	 	21	  
	 3.7
	 	 Effect of termination
	  	 	21	  
			
	 4
	 	Purchase Price	  	 	22	  
			
	 4.1
	 	 Syntech Purchase Price
	  	 	22	  
	 4.2
	 	 Syntech II Purchase Price
	  	 	22	  
			
	 5
	 	Completion	  	 	22	  
			
	 5.1
	 	 Time and place of Completion
	  	 	22	  
	 5.2
	 	 Action before Completion
	  	 	22	  
	 5.3
	 	 Seller’s obligations
	  	 	23	  
	 5.4
	 	 Deliver at Business premises
	  	 	24	  
	 5.5
	 	 Buyer’s obligations
	  	 	24	  
	 5.6
	 	 Simultaneous actions at Completion
	  	 	25	  
	 5.7
	 	 Post-Completion notices
	  	 	26	  
	 5.8
	 	 Indemnity for Completion and pre-Completion matters
	  	 	26	  
			
	 6
	 	Adjustment Statement	  	 	27	  
			
	 6.1
	 	 Preparation of Adjustment Statement
	  	 	27	  
	 6.2
	 	 Seller’s proposed changes to Adjustment Statement
	  	 	27	  
	 6.3
	 	 Independent Accountant to decide and costs
	  	 	27	  
	 6.4
	 	 Adjustment Amount
	  	 	27	  


  

					
	 © Mallesons Stephen Jaques

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	7	 	Default	  	 	28	  
			
	 7.1
	 	 Failure by a party to Complete
	  	 	28	  
	 7.2
	 	 Specific performance or termination
	  	 	29	  
	 7.3
	 	 Effect of termination
	  	 	29	  
			
	8	 	Payments and directions	  	 	29	  
			
	 8.1
	 	 Payments and payment directions on Completion
	  	 	29	  
	 8.2
	 	 Method of payment
	  	 	30	  
	 8.3
	 	 Notification of Estimated Repayment Amount
	  	 	30	  
			
	9	 	Conduct of business pending Completion	  	 	30	  
			
	 9.1
	 	 Conduct of business
	  	 	30	  
	 9.2
	 	 Access to Business Premises, personnel and Records
	  	 	32	  
	 9.3
	 	 Confidentiality undertaking
	  	 	33	  
			
	10	 	Exclusion from liability	  	 	33	  
			
	11	 	Warranties and representations	  	 	33	  
			
	 11.1
	 	 Seller
	  	 	33	  
	 11.2
	 	 Separate Warranties
	  	 	33	  
	 11.3
	 	 Matters disclosed
	  	 	34	  
	 11.4
	 	 Buyer’s acknowledgement
	  	 	34	  
	 11.5
	 	 Buyer’s representation
	  	 	35	  
	 11.6
	 	 Seller’s acknowledgment
	  	 	35	  
			
	12	 	Limitations of Liability	  	 	35	  
			
	 12.1
	 	 Notice of Claims
	  	 	35	  
	 12.2
	 	 Third party Claims
	  	 	35	  
	 12.3
	 	 Seller to consider Claims
	  	 	36	  
	 12.4
	 	 Seller to defend Claim
	  	 	37	  
	 12.5
	 	 Seller not liable
	  	 	37	  
	 12.6
	 	 Recovery
	  	 	38	  
	 12.7
	 	 Time limit on Claim
	  	 	38	  
	 12.8
	 	 Minimum amount of Claim
	  	 	39	  
	 12.9
	 	 Maximum Liability
	  	 	39	  
	 12.10
	 	 Exclusion of consequential liability
	  	 	39	  
	 12.11
	 	 Insured Claim or loss
	  	 	39	  
	 12.12
	 	 Breach or act or omission after Completion
	  	 	40	  
	 12.13
	 	 Obligation to mitigate
	  	 	40	  
	 12.14
	 	 Tax benefit
	  	 	40	  
			
	13	 	Buyer’s warranties	  	 	40	  
			
	14	 	Guarantee and indemnity	  	 	41	  
			
	 14.1
	 	 Consideration
	  	 	41	  
	 14.2
	 	 Guarantee
	  	 	41	  
	 14.3
	 	 Indemnity
	  	 	41	  
	 14.4
	 	 Extent of guarantee and indemnity
	  	 	42	  
	 14.5
	 	 Obligation to pay interest
	  	 	42	  
	 14.6
	 	 Compounding
	  	 	42	  
	 14.7
	 	 Payments
	  	 	42	  
	 14.8
	 	 No merger
	  	 	42	  
	 14.9
	 	 Rights of the Seller are protected
	  	 	43	  


  

					
	 © Mallesons Stephen Jaques

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 13 May 2011
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	 14.10
	 	 Guarantor’s rights are suspended
	  	 	43	  
	 14.11
	 	 Reinstatement of rights
	  	 	44	  
	 14.12
	 	 Costs
	  	 	44	  
	 14.13
	 	 Expiry of guarantee and indemnity
	  	 	44	  
			
	15	 	Confidential Information and privacy	  	 	45	  
			
	 15.1
	 	 Confidential Information
	  	 	45	  
	 15.2
	 	 Disclosure of Confidential Information
	  	 	45	  
	 15.3
	 	 Use of Confidential Information
	  	 	45	  
	 15.4
	 	 Excluded Information
	  	 	45	  
	 15.5
	 	 Delivery of materials
	  	 	45	  
	 15.6
	 	 Destruction of materials
	  	 	45	  
	 15.7
	 	 Enforcement by the Seller
	  	 	46	  
	 15.8
	 	 Confidentiality following Completion
	  	 	46	  
	 15.9
	 	 Privacy
	  	 	46	  
	 15.10
	 	 Use of Personal Information by Seller after Completion
	  	 	46	  
	 15.11
	 	 Group Member information following Completion
	  	 	46	  
	 15.12
	 	 Disclosure to minority shareholder
	  	 	47	  
	 15.13
	 	 Survival of termination
	  	 	47	  
			
	16	 	Announcements	  	 	47	  
			
	 16.1
	 	 Public announcements
	  	 	47	  
	 16.2
	 	 Public announcements required by Law
	  	 	47	  
			
	17	 	GST	  	 	47	  
			
	 17.1
	 	 Construction
	  	 	47	  
	 17.2
	 	 Consideration GST exclusive
	  	 	48	  
	 17.3
	 	 Payment of GST
	  	 	48	  
	 17.4
	 	 Timing of GST payment
	  	 	48	  
	 17.5
	 	 Tax Invoice
	  	 	48	  
	 17.6
	 	 Adjustment event
	  	 	48	  
	 17.7
	 	 Reimbursements
	  	 	48	  
			
	18	 	Costs and stamp duty	  	 	48	  
			
	 18.1
	 	 Legal costs
	  	 	48	  
	 18.2
	 	 Stamp duty
	  	 	49	  
			
	19	 	Notices and other communications	  	 	49	  
			
	 19.1
	 	 Form - all communications
	  	 	49	  
	 19.2
	 	 Delivery
	  	 	50	  
	 19.3
	 	 When effective
	  	 	50	  
	 19.4
	 	 When taken to be received
	  	 	50	  
	 19.5
	 	 Receipt outside business hours
	  	 	50	  
			
	20	 	No assignment	  	 	50	  
			
	21	 	Miscellaneous	  	 	51	  
			
	 21.1
	 	 Discretion in exercising rights
	  	 	51	  
	 21.2
	 	 Partial exercising of rights
	  	 	51	  
	 21.3
	 	 No liability for loss
	  	 	51	  
	 21.4
	 	 Approvals and consents
	  	 	51	  
	 21.5
	 	 Conflict of interest
	  	 	51	  
	 21.6
	 	 Remedies cumulative
	  	 	51	  
	 21.7
	 	 Rights and obligations are unaffected
	  	 	51	  


  

					
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	 21.8
	 	 Variation and waiver
	  	 	51	  
	 21.9
	 	 No merger
	  	 	51	  
	 21.10
	 	 Further steps
	  	 	51	  
	 21.11
	 	 Entire agreement
	  	 	52	  
	 21.12
	 	 Construction
	  	 	52	  
			
	22	 	Governing law and jurisdiction	  	 	52	  
			
	 22.1
	 	 Governing law
	  	 	52	  
	 22.2
	 	 Jurisdiction
	  	 	52	  
			
	23	 	Counterparts	  	 	52	  
			
	24	 	Supervening legislation	  	 	52	  
		
	 Schedule 1 - Sale Shares
	  	 	53	  
		
	 Part A - Syntech Sale Shares
	  	 	53	  
		
	 Part B - Syntech II Sale Shares
	  	 	53	  
		
	 Schedule 2 - Form of officers’ release
	  	 	54	  
		
	 Schedule 3 - Not used
	  	 	59	  
		
	 Schedule 4 - Properties
	  	 	60	  
		
	 Schedule 5 - Subsidiaries
	  	 	61	  
		
	 Schedule 6 - Warranties
	  	 	62	  
		
	 Schedule 7 - Security Interests
	  	 	74	  
		
	 Schedule 8 - Performance Guarantees
	  	 	80	  
		
	 Schedule 9 - Material Contracts
	  	 	81	  
		
	 Schedule 10 - Relevant Persons
	  	 	82	  
		
	 Schedule 11 - Existing Facilities
	  	 	83	  
		
	 Schedule 12 - Officers
	  	 	85	  
		
	 Part A - Retiring Officers
	  	 	85	  
		
	 Part B - Incoming Officers
	  	 	85	  
		
	 Schedule 13 - Form of release
	  	 	86	  
		
	 Signing page
	  	 	91	  
		
	 Annexure A - Last Accounts
	  	 	92	  
		
	 Annexure B - Data Room
	  	 	93	  
		
	 Part A - Data Room Index
	  	 	93	  
		
	 Part B - Requests
	  	 	93	  
		
	 Annexure C - Estimated Adjustment Statement
	  	 	94	  
		
	 Annexure D - Adjustment Statement
	  	 	95	  
		
	 Annexure E - Current Budget
	  	 	96	  
		
	 Annexure F - Form of Escrow Deed
	  	 	97	  


  

					
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Table of Contents


 Share Sale Agreement 
 Details 
  

					
	 Parties
	  	 Seller, Buyer and Guarantor

			
	Seller	  	Name	  	GS Power Holdings LLC
			
		  	Formed in	  	A limited liability company formed under the laws of the State of Delaware, USA
			
		  	Address	  	200 West Street, New York, NY 10282 - 2198
			
		  	Fax	  	+1 212 256 5669
			
		  	Attention	  	Global Commodities Principal Investments
			
	Buyer	  	Name	  	Austar Coal Mine Pty Ltd
			
		  	ABN	  	67 111 910 822
			
		  	Incorporated in	  	Australia
			
		  	Address	  	 Suite 1105, Level 11
 68
York Street
 Sydney NSW 2000

			
		  	Telephone	  	+61 2 8243 5330
			
		  	Fax	  	+61 2 8243 5399
			
		  	Attention	  	Laura Zhang
			
	Guarantor	  	Name	  	Yancoal Australia Limited
			
		  	ABN	  	82 111 859 119
			
		  	Incorporated in	  	Australia
			
		  	Address	  	 Suite 1105, Level 11
 68
York Street
 Sydney NSW 2000

			
		  	Telephone	  	+61 2 8243 5330
			
		  	Fax	  	+61 2 8243 5399
			
		  	Attention	  	Laura Zhang
			
	Recitals	  	A	  	Syntech and Syntech II are companies incorporated in Australia and have their registered office at Level 17, 80 Albert Street, Brisbane, Qld,
4001.


  

					
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		  	B	  	The Syntech Group owns various coal assets located in the Surat Basin, Queensland.
			
		  	C	  	At the date of this agreement Syntech has issued 13,333,333 ordinary shares all of which have been credited as fully paid and Syntech II has issued 3,500,001 ordinary shares all of
which have been credited as fully paid.
			
		  	D	  	The Seller has agreed to sell the Seller Sale Shares and to procure the sale of the AMH Shares, and the Buyer has agreed to buy the Sale Shares on the terms of this agreement. The
Seller has the right to transfer the Seller Sale Shares to the Buyer and cause the AMH Shares to be transferred to the Buyer.
			
		  	E	  	The Guarantor has agreed to guarantee the obligations of the Buyer and acknowledges incurring obligations and giving rights under this agreement for valuable consideration received
from the Buyer.
		
	Governing law	  	Queensland
		
	Date of agreement	  	See Signing page


  

					
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 Share Sale Agreement 
 General terms 
  
  

	1	Interpretation 

  

	1.1	Definitions 

 These
meanings apply unless the contrary intention appears. 
 Accounting Standards means International Financial Reporting
Standards. 
 Action means an action, dispute, Claim, demand, investigation, inquiry, prosecution, litigation, proceeding,
arbitration, mediation or dispute resolution. 
 Adjustment Amount means the sum of the “Adjustment Amount” for
each of Syntech and Syntech II as at the Completion Date, as determined in accordance with Annexure D (“Adjustment Statement”). 
 Adjustment Statement means a statement prepared under clause 6.1 in relation to each of Syntech and Syntech II, calculating the Adjustment Amount. 

Access Facilitation Deed means the access facilitation deed between QRN and Syntech Resources dated 11 September 2009.

 Affiliate of a person means any other person, controlled directly or indirectly by the first person, controlling
directly or indirectly the first person or directly or indirectly under common control as the first person and the term “control” (including the terms “controlling”, “controlled by” and “under common
control”), as used with respect to any person (other than an individual) shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such person, whether through the
ownership of voting securities, by agreement or otherwise, and shall include, without limitation, the following: (i) direct or indirect ownership of more than 50% of the voting rights of such person, or (ii) the right to appoint the
majority of the members of the board of directors (or similar governing body) or to manage on a discretionary basis the assets of such person. 
 AMH CC means AMH (Chinchilla Coal) Pty Ltd (ACN 124 649 216). 
 AMH
Parties means the holders of the AMH Shares. 
 AMH Shares means the Sale Shares not held by the Seller. 

Approval means any licence, consent, certificate, notification, declaration or other authorisation required for the lawful conduct
of the Business. 
 Assets means the assets from time to time of Syntech, Syntech II and each of their Subsidiaries
including: 
  

	 	(a)	all assets included in the Last Accounts except inventory since disposed of in the ordinary course of business; 


  

					
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	 	(b)	the Properties; and 

  

	 	(c)	the Syntech Group’s interests in the Mining Tenements. 

 Authorised Officer means, in respect of a party, a director or secretary of the party or a person appointed by the party to act as an Authorised Officer under this agreement. 

Authority means any Government Agency responsible for Tax, wherever situated. 

Break Fee means $2,000,000. 
 Business means the exploration and development of coal mines, for the purpose of producing thermal coal in commercial quantities, as it is presently being conducted by Group Members. 

Business Day means a day other than a Saturday, Sunday or public holiday in Brisbane, Queensland. 

Buyer Relevant Person means a person designated as such in schedule 10 (“Relevant Persons”). 

CBA means Commonwealth Bank of Australia (ACN 123 123 124) and its Affiliates. 

Claim means any allegation, debt, cause of action, Liability, claim, proceeding, suit or demand of any nature howsoever arising and
whether present or future, fixed or unascertained, actual or contingent, whether at Law, in equity, under statute or otherwise. 

Coal Assets means the aggregate of the proceeds of all coal sales invoiced but not paid and the coal stockpiles (which is all coal
that has been extracted including ROM stockpiles (including pithead and ROM (both bypass and non- bypass)), product stockpiles (both bypass and non bypass) and port stockpiles) at Completion. 

Completion means completion of the sale and purchase of the Sale Shares, and the repayment of the External Debt from the Repayment
Amount, and the payment of the Withholding Tax in accordance with clause 5 (“Completion”), and Complete has a corresponding meaning. 
 Completion Date means the later to occur of 31 May 2011 and the date which is five Business Days after the satisfaction or waiver of the last Condition Precedent (other than the Condition
Precedent set out in clause 3.1(f) which must be satisfied or waived immediately prior to Completion and the Condition Precedent set out in clause 3.1(h), which must be satisfied or waived not more than one Business Day prior to the Completion Date)
(as deferred by the operation of clause 3.4(a)(ii)). 
 Conditions Precedent means the conditions precedent set out in
clause 3 (“Conditions Precedent”). 
 Confidential Information means all Information disclosed to the Buyer or
any Affiliate or Representative of the Buyer, under or in connection with this agreement, including: 
  

	 	(a)	information which, either orally or in writing, is designated or indicated as being the proprietary or confidential information of the Seller, any Group Member or any
of their Affiliates; 


  

					
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	 	(b)	information derived or produced partly or wholly from the Information including any calculation, conclusion, summary or computer modelling; and


  

	 	(c)	information which is capable of protection at Law or equity as confidential information, 


whether the Information was disclosed: 
  

	 	(i)	orally, in writing or in electronic or machine readable form; 

  

	 	(ii)	before, on or after the date of this agreement; 

  

	 	(iii)	as a result of discussions between the parties concerning or arising out of the acquisition of the Business; or 


 

	 	(iv)	by the Seller or any of its Representatives, any of its Affiliates, any Representatives of its Affiliates or by any third person. 


Constitution means, as the context requires, the constitution of a Group Member. 

Contamination means the presence in, on under or emanating from or onto land or waters of a substance at a concentration above
which the substance is normally present in, on or under (respectively) land or water or groundwater in the same locality being a presence that presents a significant risk of harm to human health and Contaminated has a similar meaning. 

Contribution Amount means $202,500,000. 
 Convertible Participating Notes means the notes issued under the terms of the Syntech Convertible Participating Note Subscription Agreement and the Syntech II Convertible Participating Note
Subscription Agreement. 
 Corporations Act means the Corporations Act 2001 (Cwlth). 

Data Room means the information contained in the Syntech Group virtual data room provided by the Seller to the Buyer and contained
on a CD-ROM labelled “Syntech Virtual Data Room”, an index of which is attached in Part A of Annexure B. 

Details means the section of this agreement headed “Details”. 

Disclosure Letter means the letter from the Seller addressed to the Buyer and dated and delivered to it before the date of this
agreement in the form agreed between the Seller and the Buyer and includes all of its schedules and annexures. 
 Disclosure
Material means: 
  

	 	(a)	all of the information and material which was contained in the Data Room including the Requests; and 


 

	 	(b)	the matters disclosed in the Disclosure Letter. 


  

					
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 Due Diligence means the enquiries and investigations into the Syntech Group carried
out by the Buyer and its Representatives. 
 Duty means any stamp, transaction or registration duty or similar charge
which is imposed by any Government Agency and includes, but is not limited to, any interest, fine, penalty, charge or other amount which is imposed in that regard. 
 Employees means all the employees set out in the letter from the Seller to the Buyer on or about the date of this agreement. 
 Encumbrance means any: 
  

	 	(a)	security for the payment of money or performance of obligations, including a mortgage, charge, lien, pledge, trust, power, title retention or flawed deposit
arrangement; or 

  

	 	(b)	right, interest or arrangement which has the effect of giving another person a preference, priority or advantage over creditors including any right of set-off; or


  

	 	(c)	right that a person (other than the owner) has to remove something from land (known as a profit a prendre), easement, public right of way, restrictive or positive
covenant, lease, or licence to use or occupy; or 

  

	 	(d)	third party right or interest or any right arising as a consequence of the enforcement of a judgment, 


or any agreement to create any of them or allow them to exist. 
 End Date means 14 August 2011 or the date which results under the operation of clause 3.4(a)(ii), unless the parties agree otherwise. 

Environment means all of the physical surroundings of humans including: 

 

	 	(a)	land, water, atmosphere, climate, sound, odour and taste; 

  

	 	(b)	the biological factors of animals and plants; and 

  

	 	(c)	the social factor of aesthetics affecting any human individually or in their social groupings. 


Environmental Law means any Law (including the Laws of tort, negligence and nuisance) whose purpose is to protect, or prevent
pollution of, the Environment. 
 Escrow Account means the bank account maintained by the Escrow Holder pursuant to the
Escrow Deed. 
 Escrow Deed means the Escrow Deed dated on or after the date of this agreement between the Escrow Holder,
the Buyer and the Seller, substantially in the form set out in Annexure F (with such other amendments as requested by the Escrow Holder and agreed to by the Buyer and the Seller). 

Escrow Holder means Computershare Investor Services Pty Limited. 

Estimated Adjustment Amount has the meaning given to that phrase in clause 5.2(a). 

  

					
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 Estimated Adjustment Statement has the meaning given to that phrase in clause 5.2(a).

 Estimated Repayment Amount means the amount of the Contribution Amount plus the Estimated Adjustment Amount, less the
Estimated Withholding Tax. 
 Estimated Restructure Fee has the meaning set out in the Restructure Deed. 

Estimated Withholding Tax has the meaning given to that phrase in clause 5.2(a). 

Excluded Information means Confidential Information which: 

 

	 	(a)	is in or becomes part of the public domain other than through breach of this agreement or an obligation of confidence owed to the Seller or any Affiliate of the Seller;


  

	 	(b)	the Buyer can prove by contemporaneous written documentation was already known to it at the time of disclosure by the Seller or its Affiliates or Representatives
(unless such knowledge arose from disclosure of information in breach of an obligation of confidentiality); or 

  

	 	(c)	the Buyer acquires from a source other than the Seller or any Affiliate or Representative of the Seller where such source is entitled to disclose it.


 Exclusivity Deed means the exclusivity deed between the Buyer, the Seller, Syntech and Syntech II dated
11 April 2011. 
 Existing Facilities means the existing facilities which are set out in schedule 11 (“Existing
Facilities”). 
 Existing Shareholder Agreements means each of the shareholders agreement dated 22 March 2007 in
relation to Syntech and the shareholders agreement dated 29 June 2007 in relation to Syntech II. 
 External Debt
means all amounts of principal and interest owing by Syntech as at the Completion Date under the Existing Facilities and under the Reimbursement Facilities. 
 External Debt Repayment means the repayment by Syntech of the External Debt from the Repayment Amount on the Completion Date, immediately following the transfer of Sale Shares to the Buyer, in
accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”). 
 External Financiers
means GS, the Seller and CBA. 
 Feasibility Funding Facility means the facility established by the Feasibility Funding
Facility Agreement between Gladstone Ports Corporation Limited (ACN 131 965 896) and Syntech Resources dated October 2008. 

Government Agency means any government, governmental, semi- governmental, administrative, fiscal or judicial body, department,
commission, authority, tribunal, agency or entity, and includes any other person authorised by law to give consents or impose requirements in connection with the Environment. 
 Group Member means, subject to clauses 2.3(a) and (b), any member of the Syntech Group. 

  

					
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 GS means The Goldman Sachs Group, Inc. 

GS Encumbrances means the Security Interests granted by a Group Member in favour of GS, the Seller or any Affiliate of either of
them. 
 GST means a goods and services or similar tax imposed in Australia. 

GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cwlth). 

Guarantee means the guarantee and indemnity in clause 14 (“Guarantee and indemnity”). 

Hazardous Substances means any natural or artificial substance which is capable of causing harm or damage to human health or
welfare. 
 Incoming Directors means the persons nominated by the Buyer as the directors of each Group Member as from
Completion as set out in Part C of schedule 12 (“Officers”). 
 Independent Accountant means the Managing
Partner of the Brisbane office of BDO Australia Limited or a person within the Brisbane office of BDO Australia Limited nominated by such Managing Partner. 
 Information means all information regardless of its Material Form relating to or developed in connection with: 
  

	 	(a)	the Business, technology or other affairs of the Seller or the Syntech Group; or 


 

	 	(b)	any systems, technology, ideas, concepts, know-how, techniques, designs, specifications, blueprints, tracings, diagrams, models, functions, capabilities and designs
(including computer software, manufacturing processes or other information embodied in drawings or specifications), intellectual property or any other information which is marked “confidential” or is otherwise indicated to be subject to an
obligation of confidence owned or used by or licensed to the Seller or the Syntech Group. 

 Interest Rate
means the rate of interest applying to each daily balance at the rate of 4% per annum above the 60 day Bank Bill Swap Reference Rate last published on or before that day in The Australian Financial Review (or if that rate has not been
published, another rate set by the Seller in good faith). 
 Joint Venture Agreement means the joint venture agreement
between Chandail Pty Ltd (ACN 069 631 250), Ecarlate Pty Ltd (ACN 071 377 761) (together the Original Developers) and Australian Mining Holdings Pty Ltd (ACN 105 871 270) dated 28 December 2005. 

Last Accounts means: 
  

	 	(a)	the audited consolidated balance sheet of Syntech and Syntech II as at the Last Balance Date and the audited consolidated profit and loss statement and audited
consolidated statement of cash flows for the 12 months ending on the Last Balance Date; and 


  

					
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	 	(b)	applicable notes to each of the financial statements required by the Accounting Standards, 


copies of which are attached as Annexure A. 
 Last Balance Date means 30 June 2010. 
 Law includes:

  

	 	(a)	any relevant law, regulation, authorisation, ruling, judgment, order or decree of any Government Agency; and 


 

	 	(b)	any relevant statute, regulation, proclamation, ordinance or by-law in: 


	 	(i)	Australia; or 

  

	 	(ii)	any other jurisdiction. 


Liability means any liability or obligation (whether actual, contingent or prospective), including for any Loss irrespective of
when the acts, events or things giving rise to the liability occurred. 
 Loss means all damage, loss, cost and expense
(including legal costs and expenses of whatsoever nature or description). 
 MAC Cure Period has the meaning set out in
clause 3.4(a)(i). 
 MAC Event Cure has the meaning set out in clause 3.4(a)(i). 

MAC Event Notice has the meaning set out in clause 3.4(a). 
 Mallesons means Mallesons Stephen Jaques, solicitors to the Seller. 

Material Adverse Change means Specified Events that, individually or when aggregated with all such events, have or would reasonably
be expected to have a materially adverse effect on the business, financial condition or results of operations, trading or financial position, assets or liabilities of, the Syntech Group taken as a whole, which are materially adversely affected for a
material period of time, but does not include: 
  

	 	(a)	any change in economic conditions generally, or in the industry in which the Syntech Group operates and which does not have a materially disproportionate effect on
Syntech or the Syntech Group; 

  

	 	(b)	any change in any Laws (including Environmental Laws), or any new Laws (including Environmental Laws), being passed or coming into effect or proposed or promulgated by
any Government Agency or person; 

  

	 	(c)	any change in the international, national, regional or local markets for the price of coal generally; 


 

	 	(d)	any changes in the costs of commodities, services, equipment, materials or supplies, including fuel and other consumables, or changes in the price of energy or other
commodities produced utilising coal; 


  

					
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	 	(e)	any matter relating to the rate at which United States dollars or Chinese currency can be exchanged for Australian dollars or vice versa; 


 

	 	(f)	any matter publicly disclosed on or before the date of this agreement; 

  

	 	(g)	any change in generally accepted accounting policies applicable to Syntech or the Syntech Group; 


 

	 	(h)	the failure by Syntech or the Syntech Group to meet any public projections, forecasts or estimates of earnings or revenues (it being agreed that the facts and
circumstances giving rise to such failure that are not otherwise excluded from this clause may be taken into account in determining whether a material adverse change has occurred for the purpose of this clause); 


 

	 	(i)	any change occurring directly or indirectly as a result of any matter, event or circumstance contemplated by this agreement or the transactions contemplated by them;


  

	 	(j)	any adverse change, effect, event, occurrence, state of facts or development to the extent attributable to the announcement of the transactions contemplated by this
agreement (including any cancellations of or delays in customer orders, any reductions in sales, any disruption in supplier, distributor, contractor, transportation, port, partner or similar relationships or any loss of employees); or


  

	 	(k)	any of the following causes provided that they are outside the reasonable control of the affected party, and could not have been prevented or avoided by that party
taking all reasonable steps: 

  

	 	(i)	war (declared or undeclared), invasion, act of a foreign enemy, hostilities between nations, civil insurrection or militarily usurped power; or


  

	 	(ii)	act of public enemy, sabotage, malicious damage, terrorism or civil unrest, 

 provided, however that any such causes do not primarily relate only to Syntech or the Syntech Group taken as a whole compared to other companies of similar size operating in the mining industry.

 Material Contracts means those contracts set out at schedule 9 (“Material Contracts”). 

Material Form includes any form (whether visible or not) of storage from which reproductions can be made. 

Mineral Resources Act means Mineral Resources Act 1989 (Qld). 

Mining Tenement means: 
  

	 	(a)	Syntech Resources’ right, title and interest in Exploration Permit for Coal number 732 and Mining Lease number 50233; 


 

	 	(b)	Syntech II and its Subsidiaries’ right, title and interest in Exploration Permit for Coal numbers 873 and 562 and Mineral Development Licence numbers 246 and 247;



  

					
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	 	(c)	any mining lease or tenement issued: 

  

	 	(i)	in renewal or substitution or replacement of the tenements referred to in paragraphs (a) or (b) or upon a consolidation, subdivision or variation of any of
those tenements; or 

  

	 	(ii)	over any part of the same ground as the tenements referred to in paragraphs (a) or (b); and 


 

	 	(d)	any other tenement, issued and held under the Mineral Resources Act in the name of any Group Member. 


NDRC means the National Development and Reform Commission of the People’s Republic of China. 

Notices means any Claim, demand, action, suit or order concerning the Environment made by a Government Agency. 

Payables means all amounts due in respect of the Business as at Completion, but excludes: 

 

	 	(a)	any termination or redundancy payment made to any employee of any Group Member as a result of the transaction contemplated by this agreement; 


 

	 	(b)	all amounts (including any termination fees) in relation to the Existing Facilities; 


 

	 	(c)	the guarantee payment in kind fee payable to the Seller in relation to the Reimbursement Facilities; and 


 

	 	(d)	the Bank Guarantee amounts in relation to the Feasibility Funding Facility owing to Gladstone Ports Corporation Limited (ACN 131 965 896). 


Performance Guarantees means the guarantees issued by Syntech, CBA or by GS or any of its Affiliates on behalf of Syntech, Syntech
II or any of their Subsidiaries, to various third parties as set out in schedule 8 (“Performance Guarantees”). 

Personal Information means information or an opinion (including information or an opinion forming part of a database), whether true
or not, and whether recorded in a Material Form or not, about an individual whose identity is apparent, or can reasonably be ascertained, from the information or opinion. 
 Privacy Laws means: 
  

	 	(a)	the Privacy Act 1988 (Cwlth); 

  

	 	(b)	any other requirement under Australian Law, industry code, policy or statement relating to the handling of Personal Information. 


Project means the Cameby Downs, Sefton Park, Chinchilla and Rywung coal related projects relating to mining tenements in the Surat
Basin in Queensland, Australia comprising the exploration and development of a coal mine and the construction and operation of associated infrastructure and facilities, as currently conducted by the Syntech Group. 

  

					
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 Project Area means: 

 

	 	(a)	the areas where any Group Member is entitled to explore the feasibility of conducting mining operations in accordance with the Mining Tenements;


  

	 	(b)	the areas where any Group Member is entitled to conduct mining operations in accordance with the Mining Tenements; and 


 

	 	(c)	any freehold, leasehold and other land in respect of which any Group Member has: 


 

	 	(i)	an interest; or 

  

	 	(ii)	an easement; or 

  

	 	(iii)	a right of access to or entry upon, 

 for the purposes of the exploration, development and operation of the Mining Tenements. The Project Area does not include the Syntech Group’s interests in its head office location. 

Properties means the interests of each Group Member in real property set out in schedule 4 (“Properties”). 

QRN means QR Network Pty Ltd (ACN 132 181 116). 
 Records means originals and copies, in any Material Form, of all books, files, reports, records, correspondence, documents and other material of or used by the Syntech Group and includes:

  

	 	(a)	minute books, statutory books and registers, books of account and copies of taxation and other returns; 


 

	 	(b)	all sales and purchasing records, contracts, designs and working papers; 

  

	 	(c)	all trading and financial and accounting records; and 

  

	 	(d)	all information with respect to the Mining Tenements including, but not limited to, all surveys, maps, mosaics, aerial photographs, electromagnetic tapes,
electromagnetic or optical disks, sketches, drawings, memoranda, drill cores, logs of drill cores, geophysical, geological or drill maps, sampling and assay reports, notes and other relevant information and data in whatever form.


 Receivables means the sum of the cash, accounts receivables and Stock in Hand of Syntech or Syntech II
(as the case may be), as determined in accordance with Annexure C and D, but excluding the Bank Guarantee amounts receivable in relation to the Feasibility Funding Facility. 
 Recovered Sum means the amount recovered by the Buyer under clause 12.6 (“Recovery”). 
 Reimbursement Facilities means the documents or agreements referred to in the table under the heading “Reimbursement Facilities” in schedule 11 (“Existing Facilities”).


  

					
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 Related Body Corporate has the meaning it has in the Corporations Act. 

Repayment Amount means the amount of the Contribution Amount plus the Adjustment Amount, less the Withholding Tax. 

Representative of a party includes: 
  

	 	(a)	an Affiliate of the party; and 

  

	 	(b)	an employee, agent, officer, director, managing director, auditor, adviser, partner, associate, consultant, joint venturer or sub-contractor of that party or of an
Affiliate of that party. 

 Requests means the requests for information made by the Buyer and the responses
provided by the Seller in the Due Diligence process set out in the table in Part B of Annexure B. 
 Restructure Deed
means the document between Syntech, Syntech II, GS and the Seller pursuant to which (amongst other things) the Convertible Participating Notes and the Warrants are cancelled and certain debts of the Syntech Group are forgiven immediately prior to
Completion. 
 Restructure Fee has the meaning set out in the Restructure Deed. 

Retiring Directors means the existing directors or company secretary of each Group Member listed in Part A of schedule 12
(“Officers”). 
 Sale Shares means all of the issued share capital in Syntech and Syntech II. 

SASAC means the Shandong Branch of the State-owned Assets Supervision and Administration Commission of the People’s Republic
of China. 
 Security Interests means the security interests set out in schedule 7 (“Security Interests”) which
have been granted by the Syntech Group for the benefit of CBA, GS and the Seller or any Affiliate of either thereof. 
 Seller
Relevant Person means a person designated as such in schedule 10 (“Relevant Persons”). 
 Seller Sale Shares
means the Sale Shares in respect of which the Seller is the registered shareholder. 
 Specified Events means an event,
occurrence or matter that: 
  

	 	(a)	occurs after the date of this agreement; 

  

	 	(b)	occurs before the date of this agreement but is only announced or publicly disclosed after the date of this agreement; or 


 

	 	(c)	will or is likely to occur after the date of this agreement and which has not been publicly announced prior to the date of this agreement, 


but in the case of paragraphs (b) and (c) above, does not include any event, occurrence or matter that was known by the Buyer or
a Buyer Relevant Person. 
 Subsidiaries means any subsidiaries of Syntech or Syntech II, as the case may be, including
all of the bodies corporate described in schedule 5 (“Subsidiaries”) for Syntech or Syntech II, respectively, and Subsidiary means any one of those bodies corporate. 

  

					
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 Syntech means Syntech Holdings Pty Ltd (ABN 21 123 782 445). 

Syntech II means Syntech Holdings II Pty Ltd (ABN 30 126 174 847). 

Syntech Convertible Participating Note Subscription Agreement means the Convertible Participating Note Subscription Agreement dated
22 March 2007 to which Syntech, the Seller and others are party. 
 Syntech II Convertible Participating Note
Subscription Agreement means the Convertible Participating Note Subscription Agreement dated 29 June 2010 to which Syntech II, the Seller and others are party. 
 Syntech AMH Shares means the Syntech Sale Shares not held by the Seller. 

Syntech II AMH Shares means the Syntech II Sale Shares not held by the Seller. 

Syntech Group means, subject to clause 2.3(a) and (b), Syntech, Syntech II and each of their Subsidiaries. 

Syntech Option Deed (Additional Funding Warrants) means the Syntech Holdings Option Deed (Funding Warrants) between Syntech and the
Seller dated 11 November 2010. 
 Syntech II Option Deed (Additional Funding Warrants) means the Syntech Holdings II
Option Deed (Funding Warrants) between Syntech II and the Seller dated 11 November 2010. 
 Syntech Option Deed
(Additional Guarantee Warrants) means the Syntech Holdings Option Deed (Additional Guarantee Warrants) between Syntech and the Seller dated 15 September 2010. 
 Syntech II Option Deed (Additional Guarantee Warrants) means the Syntech Holdings II Option Deed (Additional Guarantee Warrants) between Syntech II and the Seller dated 15 September 2010.

 Syntech Option Deed (Funding Warrants) means the Syntech Holdings Option Deed (Funding Warrants) between Syntech and
the Seller dated 20 August 2009. 
 Syntech II Option Deed (Funding Warrants) means the Syntech Holdings II Option
Deed (Funding Warrants) between Syntech II and the Seller dated 20 August 2009. 
 Syntech Option Deed (Guarantee
Warrants) means the Syntech Holdings Option Deed (Guarantee Warrants) between Syntech and the Seller dated 20 August 2009. 
 Syntech II Option Deed (Guarantee Warrants) means the Syntech Holdings II Option Deed (Guarantee Holdings) between Syntech II and the Seller dated 20 August 2009. 

Syntech Purchase Price has the meaning given to that term in clause 4.1. Syntech II Purchase Price has the meaning given to that
term in clause 4.2. 

  

					
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 Syntech Sale Shares means all of the issued shares in the capital of Syntech, being
all of the Syntech Seller Sale Shares and the Syntech AMH Shares as set out in schedule 1 (“Sale Shares”). 

Syntech II Sale Shares means all of the issued shares in the capital of Syntech II, being all of the Syntech II Seller Sale Shares
and the Syntech II AMH Shares as set out in schedule 1 (“Sale Shares”). 
 Syntech Resources means Syntech
Resources Pty Ltd (ACN 095 102 971). 
 Syntech Seller Sale Shares means the Syntech Sale Shares held by the Seller.

 Syntech II Seller Sale Shares means the Syntech II Sale Shares held by the Seller. 

Syntech Tax Warranties means the warranties given by the Seller in paragraph 14 of schedule 6 (“Warranties”) in respect
of Syntech and its Subsidiaries only. 
 Syntech II Tax Warranties means the warranties given by the Seller in paragraph
14 of schedule 6 (“Warranties”) in respect of Syntech II and its Subsidiaries only. 
 Syntech Title Warranties
means the warranties given by the Seller in paragraph 2.2 of schedule 6 (“Warranties”) in respect of Syntech and its Subsidiaries only, and Syntech Title Warranty has a corresponding meaning. 

Syntech II Title Warranties means the warranties given by the Seller in paragraph 2.2 of schedule 6 (“Warranties”) in
respect of Syntech II and its Subsidiaries only, and Syntech II Title Warranty has a corresponding meaning. 
 Syntech
Warranties means the warranties and representations in this agreement including clause 11 (“Warranties and representations”) and schedule 6 (“Warranties”) which are given by the Seller in respect of Syntech and its
Subsidiaries only, and Syntech Warranty has a corresponding meaning. 
 Syntech II Warranties means the warranties
and representations in this agreement including clause 11 (“Warranties and representations”) and schedule 6 (“Warranties”) which are given by the Seller in respect of Syntech II and its Subsidiaries only, and Syntech II
Warranty has a corresponding meaning. 
 Tax means any tax, levy, charge, impost, duty, fee, deduction, compulsory
loan or withholding, which is assessed, levied, imposed or collected by any Authority and includes, but is not limited to any interest, fine, penalty, charge, fee or any other amount imposed on, or in respect of any of the above but excludes Duty.

 Tax Act means the Income Tax Assessment Act 1936 (Cwlth) or the Income Tax Assessment Act 1997 (Cwlth), as the context
requires. 
 Tax Benefit for a company includes: 

 

	 	(a)	the amount of an allowable rebate, credit, or refund for the Group Member or a Related Body Corporate of the Group Member; and 


 

	 	(b)	an amount equal to an allowable deduction (including, but not limited to, amortisation and depreciation), relief or other allowance, for any income year for the Group
Member or a Related Body Corporate of the Group Member, multiplied by the income tax rate applicable to companies at the time the benefit arises. 


  

					
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 Tax Warranties means the Syntech Tax Warranties and the Syntech II Tax Warranties and
Tax Warranty has a corresponding meaning. 
 Title Warranties means the Syntech Title Warranties and the Syntech II
Title Warranties and Title Warranty has a corresponding meaning. 
 Warranties means the Syntech Warranties and the
Syntech II Warranties and Warranty has a corresponding meaning. 
 Warrants means the options issued under the
Syntech Option Deed (Funding Warrants), Syntech II Option Deed (Funding Warrants), Syntech Option Deed (Additional Funding Warrants), Syntech II Option Deed (Additional Funding Warrants), Syntech Option Deed (Guarantee Warrants), Syntech II Option
Deed (Guarantee Warrants), Syntech Option Deed (Additional Guarantee Warrants), Syntech II Option Deed (Additional Guarantee Warrants). 
 Withholding Tax means all withholding tax that is required to be withheld from any repayment in respect of the External Debt by any Group Member, and remitted to the relevant Government Agency.

  

	1.2	References to certain general terms 

  

	 	Unless	the contrary intention appears, a reference in this agreement to: 

  

	 	(a)	(clauses, annexures and schedules) a clause, annexure or schedule is a reference to a clause in or annexure or schedule to this agreement;


  

	 	(b)	(variations or replacements) a document (including this agreement) includes any variation or replacement of it; 


 

	 	(c)	(reference to statutes) a statute, ordinance, code or other Law includes regulations and other instruments under it and consolidations, amendments, re-enactments
or replacements of any of them; 

  

	 	(d)	(singular includes plural) the singular includes the plural and vice versa; 


 

	 	(e)	(person) the word “person” includes an individual, a firm, a body corporate, a partnership, joint venture, an unincorporated body or association, or
any Government Agency; 

  

	 	(f)	(executors, administrators, successors) a particular person includes a reference to the person’s executors, administrators, successors, substitutes
(including persons taking by novation) and assigns; 

  

	 	(g)	(two or more persons) an agreement, representation or Warranty in favour of two or more persons is for the benefit of them jointly and each of them individually;


  

	 	(h)	(US dollars) US$ is a reference to the lawful currency of the United States of America; 


 

	 	(i)	(Australian dollars) $, Australian dollars or A$ is a reference to the lawful currency of Australia; 


  

					
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	 	(j)	(calculation of time) a period of time dating from a given day or the day of an act or event is to be calculated exclusive of that day; 


 

	 	(k)	(time) a reference to time is a reference to the time in Brisbane, Queensland, Australia; 


 

	 	(l)	(reference to a day) a day is to be interpreted as the period of time commencing at midnight and ending 24 hours later; 


 

	 	(m)	(accounting terms) an accounting term is a reference to that term as it is used in accounting standards under the Corporations Act or, if not inconsistent with
those standards, in accounting principles and practices generally accepted in Australia; 

  

	 	(n)	(meaning not limited) the words “include”, “including”, “for example” or “such as” when introducing an example, do not
limit the meaning of the words to which the example relates to that example or examples of a similar kind; and 

  

	 	(o)	(External Debt and Withholding Tax) a reference to “Withholding Tax” is a reference to that part of the External Debt that represents interest that is
required to be withheld by the payer and paid to the Commissioner of Taxation in accordance with the Tax Act. Where the terms “External Debt” and “Withholding Tax” are used together in this agreement, the quantum of such
“External Debt” should be reduced by that amount of interest that would need to be withheld and therefore constitute “Withholding Tax”. 


 

	1.3	Next day 

 If an act under
this agreement to be done by a party on or by a given day is done after 5.30pm on that day, it is taken to be done on the next day. 
  

	1.4	Next Business Day 

 If an
event must occur on a stipulated day which is not a Business Day then the stipulated day will be taken to be the next Business Day. 
  

	1.5	Headings 

 Headings
(including those in brackets at the beginning of paragraphs) are for convenience only and do not affect the interpretation of this agreement. 
  

	1.6	Knowledge of Seller 

 All
references to matters known to the Seller, or to similar effect, means that a Seller Relevant Person is actually aware of the relevant matter, including matters notified to it by Brett Purkiss or Paul Kelly. 

 

	1.7	Knowledge of the Buyer 


All references to matters known to the Buyer, or to similar effect, means that a Buyer Relevant Person is actually aware of the relevant
matter. 

  

					
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	2	Sale and purchase of Sale Shares 

  

	2.1	Sale and purchase 

 The
Buyer and the Seller agree that on Completion: 
  

	 	(a)	the Buyer shall: 

  

	 	(i)	buy the Sale Shares; 

  

	 	(ii)	procure that the External Debt is repaid from the Repayment Amount in accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”);


  

	 	(iii)	procure that any outstanding Withholding Tax is remitted to the relevant Government Agency; and 


 

	 	(iv)	procure that the Restructure Fee (if any) is paid from the Repayment Amount to the Seller by Syntech and Syntech II; and 


 

	 	(b)	the Seller shall sell the Seller Sale Shares, and procure the sale of the AMH Shares, to the Buyer, 


on the terms and conditions of this agreement. 
  

	2.2	Free from Encumbrance 


Subject to: 
  

	 	(a)	the deposit by the Buyer of the sum of the Contribution Amount and the Estimated Adjustment Amount into the Escrow Account not more than one Business Day prior to the
Completion Date in accordance with the terms of the Escrow Deed; 

  

	 	(b)	the repayment of the External Debt from the Repayment Amount in accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”);


  

	 	(c)	the payment of the Withholding Tax to the relevant Government Agency; and 

  


	 	(d)	the payment of the Restructure Fee (if any) from the Repayment Amount to the Seller, 


the Seller must on the Completion Date: 
  

	 	(b)	transfer the Seller Sale Shares; and 

  

	 	(c)	procure that the AMH Shares are transferred, 

 to the Buyer free from any Encumbrance and with all rights, including dividend rights, attached or accruing to them on and from the Completion Date. 

  

					
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	2.3	Seller 

 In this
agreement: 
  

	 	(a)	(Syntech Warranties) for the purposes of the Syntech Warranties in schedule 6, a reference to “Syntech Group” is a reference to Syntech and its
Subsidiaries and a reference to “Group Member” is a reference to any one of Syntech or its Subsidiaries; and 

  

	 	(b)	(Syntech II Warranties) for the purposes of the Syntech II Warranties in schedule 6, a reference to “Syntech Group” is a reference to Syntech II and
its Subsidiaries and a reference to “Group Member” is a reference to any one of Syntech II or its Subsidiaries. 

  

	2.4	Exclusivity Deed 

  

	 	(a)	The Exclusivity Deed is terminated on execution of this agreement by the Buyer and the Seller and despite anything to the contrary in the Exclusivity Deed, no term of
the Exclusivity Deed survives termination of that document. 

  

	 	(b)	Each party represents to each other party that, immediately prior to the execution of this agreement, it has complied with all of its obligations under the Exclusivity
Deed. 

  
  

	3	Conditions Precedent 

  

	3.1	Conditions precedent to Completion 

 Completion is conditional on the satisfaction or waiver of the following conditions precedent: 
  

	 	(a)	(Restructure Deed) as a condition for the benefit of the Buyer and the Seller, the Restructure Deed being executed by all parties to it;


  

	 	(b)	(FIRB approval) as a condition for the benefit of the Seller, either: 


 

	 	(i)	the Treasurer of the Commonwealth of Australia (or his delegate) gives written advice which is unconditional or subject only to conditions acceptable to the Buyer that
there are no objections under Australia’s foreign investment policy to the proposed acquisition by the Buyer of the Sale Shares; or 

  

	 	(ii)	after notice of the proposed acquisition of the Sale Shares has been given by the Buyer to the Treasurer of the Commonwealth of Australia under the Foreign Acquisitions
and Takeovers Act 1975 (Cwlth), the Treasurer ceases to be empowered to make any order under Part II of that Act because of lapse of time; 

  

	 	(c)	(NDRC approval) as a condition for the benefit of the Seller, the NDRC approve the execution of this agreement and Completion of the transaction contemplated by
the agreement; 

  

	 	(d)	(SASAC Approval) as a condition for the benefit of the Seller, the SASAC approve the transaction contemplated by the agreement; 


 

	 	(e)	(Joint Venture Agreement) as a condition for the benefit of the Buyer, that AMH CC has elected the Royalty as the Nominated Payment (as each of those terms are
defined in the Joint Venture Agreement) under clause 6.4 of the Joint Venture Agreement; 


  

					
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	 	(f)	(no Material Adverse Change) as a condition for the benefit of the Buyer, and subject to clause 3.4, no Material Adverse Change having occurred between the date
of this agreement and Completion which is continuing as at the time immediately before Completion; 

  

	 	(g)	(Performance Guarantees) as a condition for the benefit of the Seller, the termination, cancellation or return to the Seller (either unconditionally or
conditional only on Completion occurring) of all Performance Guarantees; 

  

	 	(h)	(escrow) as a condition for the benefit of the Seller, the Escrow Deed having been executed by all parties to it, and the Buyer having deposited the sum of the
Contribution Amount and the Estimated Adjustment Amount into the Escrow Account of the Escrow Holder in accordance with the terms of the Escrow Deed; 

  

	 	(i)	(payment of Duty) as a condition for the benefit of the Seller, the Buyer having lodged this agreement for payment of Duty, and paid any Duty payable in respect
of the transfer of the Sale Shares contemplated by this agreement, prior to Completion; and 

  

	 	(j)	(other) any other Condition Precedent agreed in writing between the parties. 


 

	3.2	Reasonable endeavours 

  

	 	(a)	Each party must use its reasonable endeavours to obtain the satisfaction of the Conditions Precedent, including procuring performance by a third party. The parties must
keep each other informed of any circumstances which may result in any Condition Precedent not being satisfied in accordance with its terms. 

  

	 	(b)	The Buyer agrees to provide the Seller, Syntech and Syntech II with a reasonable opportunity to review any application to be made by the Buyer to give effect to the
transactions contemplated by this agreement (including those referred to in clauses 3.1(b), (c) and (d) (with any redactions necessary to protect any commercially sensitive information)). 


 

	3.3	Waiver 

  

	 	(a)	The Buyer may waive the Conditions Precedent set out at clauses 3.1(e) and (f). 


 

	 	(b)	The Seller may waive the Conditions Precedent set out at clauses 3.1 (g), (h) and (i). A waiver of clause 3.1(g) may be conditional on GS Encumbrances remaining in
place or other arrangements being entered into by GS and its Affiliates and the Buyer and any relevant Group Member which are to the satisfaction of the Seller. 


 

	 	(c)	The Buyer and the Seller may waive the Conditions Precedent set out at clauses 3.1(a) and (j). 


 

	 	(d)	No party may waive the Conditions Precedent set out at clauses 3.1 (b), (c) and (d). 


  

					
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	3.4	Right to rectify 

  

	 	(a)	If a Material Adverse Change occurs and the Buyer gives the Seller notice in writing of the Material Adverse Change (specifying, in reasonable detail, the circumstances
known to the Buyer giving rise to the Material Adverse Change) (“MAC Event Notice”) before the time proposed for Completion then: 

  

	 	(i)	the Seller is entitled during the period from the date of receipt of the MAC Event Notice until 30 days after that date (“MAC Cure Period”) to effect a
cure of the Material Adverse Change (“MAC Event Cure”); and 

  

	 	(ii)	if the proposed Completion Date occurs during the MAC Cure Period, the proposed Completion Date is deferred by 30 days and if that date is after the End Date, the End
Date is deferred to the last day of the next calendar month. 

  

	 	(b)	If the Seller effects a MAC Event Cure during the MAC Cure Period, it is to be treated as if no Material Adverse Change had taken place. 


 

	3.5	Termination of agreement by either party 

 If any of the Conditions Precedent are not satisfied by 11pm on the End Date (or any later date agreed by the Seller and the Buyer) and, where applicable, have not been waived by the relevant party
entitled to waive the Condition Precedent in accordance with clause 3.3 then, if the party who wishes to terminate this agreement has complied with clause 3.2 and if the Condition Precedent that has not been satisfied is expressed to be for that
party’s benefit, this agreement may be terminated at any time before Completion by notice given by that party to the other parties. 
  

	3.6	Break Fee 

 If the Seller
has elected to terminate this agreement under clause 3.5 or clause 7 then, provided there is no material default in relation to clause 5.3 by the Seller, the Buyer must pay the Break Fee to the Seller within 14 days of being notified by the Seller
that the agreement is terminated. 
  

	3.7	Effect of termination 

 If
this agreement is terminated under clause 3.5 then, in addition to any other rights, powers or remedies provided by Law: 
  

	 	(a)	each party is released from its obligations under this agreement other than in relation to clauses 3.6, 15 and 18; and 


 

	 	(b)	the Buyer must return to the Seller all documents and other materials in any medium in its possession, power or control or in the possession, power or control of its
Affiliate or any Representative of the Buyer or any of their Affiliates which contain any information relating to the Syntech Group, including all Data Room information. 


  

					
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	4	Purchase Price 

  

	4.1	Syntech Purchase Price 


The price payable for the Syntech Sale Shares is $1.00 (“Syntech Purchase Price”). 

 

	4.2	Syntech II Purchase Price 


The price payable for the Syntech II Sale Shares is $1.00 (“Syntech II Purchase Price”). 

 
  

	5	Completion 

  

	5.1	Time and place of Completion 

 Completion will take place at 10am on the Completion Date at the offices of Mallesons in Sydney, or any other time and place agreed between the Seller and the Buyer, but in any event no later than 11pm on
the End Date. 
  

	5.2	Action before Completion 

  

	 	(a)	At least 10 Business Days prior to Completion and in any event prior to the Buyer depositing the sum of the Contribution Amount and the Estimated Adjustment Amount into
the Escrow Account in accordance with the terms of the Escrow Deed, the Seller must deliver to the Buyer: 

  

	 	(i)	a written estimate of the Adjustment Amount by completing the column entitled “Estimate as at Completion Date ($m) in Annexure C (“Estimated Adjustment
Statement”) on the basis that this is calculated immediately prior to Completion (“Estimated Adjustment Amount”); 

  

	 	(ii)	a written estimate of the Withholding Tax (“Estimated Withholding Tax”) together with reasonable supporting material to enable the Buyer to understand
the calculation to be paid by Syntech and/or Syntech II on Completion; and 

  

	 	(iii)	written notice of the Estimated Restructure Fee together with reasonable supporting material to enable the Buyer to understand the calculation to be paid by Syntech
and/or Syntech II on Completion. 

  

	 	(b)	Except as expressly provided in Annexure C, the Estimated Adjustment Statement is to prepared on a consistent basis with the January 2011 management accounts and
otherwise in accordance with the Accounting Standards. The Buyer has 24 hours from receipt of the Sellers’ Estimated Adjustment Amount, Estimated Withholding Tax or Estimated Restructure Fee provided under clause 5.2(a) to advise the Seller of
any changes that it considers should be made to the Estimated Adjustment Statement, Estimated Withholding Tax or Estimated Restructure Fee. If no notice is given, then the Estimated Adjustment Statement, Estimated Withholding Tax and Estimated
Restructure Fee is deemed to be agreed by the parties. If notice is given, then the Seller must consider the changes to the Estimated Adjustment Statement, Estimated Withholding Tax or Estimated Restructure Fee requested by the Buyer, however if the
Estimated Adjustment Statement, Estimated Withholding Tax or Estimated Restructure Fee is not agreed within 24 hours of the Buyer’s request, then the Estimated Adjustment Statement, Estimated Withholding Tax or Estimated Restructure Fee to be
used is that as determined by the Seller. 


  

					
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	5.3	Seller’s obligations 


On Completion, the Seller must: 
  

	 	(a)	(transfer of Seller Sale Shares) deliver to the Buyer duly executed transfers in favour of the Buyer (or as it may direct) of the Seller Sale Shares and the
share certificates for the Seller Sale Shares; 

  

	 	(b)	(transfer of AMH Shares) procure that the following are delivered to the Buyer: 


 

	 	(i)	transfer forms for the AMH Shares duly executed by the relevant shareholder, or executed under power of attorney, in favour of the Buyer (or as it may direct); and


  

	 	(ii)	the certificates for the AMH Shares, or evidence of destruction or loss of the certificates; 


 

	 	(c)	(resignations) deliver to the Buyer written resignations of the Retiring Directors of each Group Member; 


 

	 	(d)	(directors’ resolution of Syntech and Syntech II) deliver to the Buyer a certified copy of a resolution of directors of Syntech and Syntech II resolving
that: 

  

	 	(i)	subject to the payment of stamp duty, the transfer of the Sale Shares will be registered; and 


 

	 	(ii)	subject to the Constitution, each of the Incoming Directors be appointed, and the resignation of the Retiring Directors be accepted, all with effect from the payments
under clause 5.5(c) being made, but so that a properly constituted board of directors is in existence at all times; 

  

	 	(e)	(registration of Sale Shares) procure that, provided stamp duty has been paid, the transfer of the Sale Shares are registered in the relevant Syntech or Syntech
II share register; 

  

	 	(f)	(resolution of directors of each Subsidiary) deliver to the Buyer a certified copy of a resolution of directors of each Subsidiary of Syntech and Syntech II,
resolving that, subject to the Constitution, each of the Incoming Directors be appointed, and the resignation of the Retiring Directors be accepted, all with effect from the payments under clause 5.5(c) being made, but so that a properly constituted
board of directors is in existence at all times; 

  

	 	(g)	(Security Interests) deliver to the Buyer a deed of release and where relevant an ASIC form 312 executed by the relevant financier or chargee in respect of each
Security Interest to be released upon the receipt by the External Financiers of the relevant External Debt Repayment amount; 


  

					
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	 	(h)	(bank authority) deliver to the Buyer duly completed bank authorities directed to the bankers of each Group Member authorising the operation of each of its bank
accounts by nominees of the Buyer; 

  

	 	(i)	(release in favour of former officers) deliver to the Buyer a release executed in favour of each of the Retiring Directors in the form set out in schedule 2
(“Form of officer’s release”); 

  

	 	(j)	(waiver of change of control) deliver to the Buyer a waiver by the Seller of any event of default under the Existing Facilities to which GS or the Seller is a
party, which may arise as a result of the transfer of the Sale Shares in accordance with this agreement; 

  

	 	(k)	(waiver of External Facility charges) deliver to the Buyer a waiver by the Seller of any termination charges under the Existing Facilities to which GS or the
Seller is a party which may arise as a result of the repayment of External Debt under clause 5.5(c); 

  

	 	(l)	(confirmation of no External Debt) deliver to the Buyer written confirmation that following repayment of the External Debt in accordance with clause 5.5(c), no
amounts are outstanding under the Existing Facilities or Reimbursement Facilities; 

  

	 	(m)	(Records) deliver to the Buyer the Records, complete and up to date; 


 

	 	(n)	(Restructure Deed) deliver to the Buyer a certified copy of the Restructure Deed executed by all parties to that document; 


 

	 	(o)	(foreign exchange gain) deliver to the Buyer reasonably satisfactory evidence that Syntech and its lenders have converted all foreign currency denominated
External Debt to Australian dollar denominated External Debt; and 

  

	 	(p)	(other documents) deliver to the Buyer any other document or thing reasonably necessary to give full effect to this agreement and which has been requested by the
Buyer at least 5 Business Days prior to Completion. 

  

	5.4	Deliver at Business premises 

 Delivery of the Records referred to in clause 5.3(m) is taken to have occurred by those items being left at the Business premises under the control of Syntech and Syntech II. 

 

	5.5	Buyer’s obligations 


On Completion the Buyer must: 
  

	 	(a)	(registration of Sale Shares) pay stamp duty on the transfer forms for the Sale Shares, and assist the Seller in procuring that the transfer of the Sale Shares
are registered in the relevant Syntech or Syntech II share register; 

  

	 	(b)	(equity subscription) procure that Syntech and Syntech II raises funds (in aggregate) to the value of: 


 

	 	(i)	the Repayment Amount; and 


  

					
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	 	(ii)	the Withholding Tax for the purpose of remitting to the relevant Government Agency, 


through Syntech and Syntech II issuing shares to the Buyer and the Buyer subscribing for such shares. The Buyer acknowledges that no
payment will be made directly to Syntech and Syntech II for the subscription of such shares as Syntech and Syntech II will direct the Buyer to pay the relevant amounts in accordance with clause 8.1. 

 

	 	(c)	(repayment of External Debt and payment of Withholding Tax and Restructure Fee) procure that Syntech and Syntech II use the funds raised by the equity
subscription under clause 5.5(b) to: 

  

	 	(i)	repay the External Debt from the Repayment Amount, in accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”);


  

	 	(ii)	remit the Withholding Tax to the relevant Government Agency; and 

  

	 	(iii)	pay the Restructure Fee (if any) from the Repayment Amount. 

 Payment under clause 5.5(c)(i) must be made by direct deposit of cleared funds to the credit of the bank accounts specified in writing by the External Financier to the Buyer before Completion. The Buyer
acknowledges that these obligations will be satisfied by compliance with the payment and payment directions set out in clause 8.1; 
  

	 	(d)	(consents to act) deliver executed consents to act by the Incoming Directors; 


 

	 	(e)	(directors’ resolution of Syntech and Syntech II) procure that the Incoming Directors (as directors of Syntech and Syntech II) resolve to approve the
matters referred to in clauses 5.5(b) and (c) and deliver to the Seller a certified copy of the resolution; 

  

	 	(f)	(release under Existing Facilities) procure that Syntech and Syntech II, and each of their Subsidiaries, as applicable, release GS and the Seller from all Claims
under all Existing Facilities to which GS or the Seller is a party and under all the Reimbursement Facilities, in the form set out in schedule 13 (“Form of release”); and 


 

	 	(g)	(release of GS Performance Guarantees) subject to any agreement reached in accordance with clause 3.3(b), deliver to the Seller evidence satisfactory to the
Seller that the Performance Guarantees have been released, returned or cancelled by the applicable third party and that there are no further obligations or liabilities with respect to any such Performance Guarantees. 


 

	5.6	Simultaneous actions at Completion 

 In respect of Completion: 
  

	 	(a)	the obligations of the parties under this agreement are interdependent; 


  

					
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	 	(b)	the parties acknowledge that: 

  

	 	(i)	at the time the Sale Shares are transferred to the Buyer under clause 5.3, they will still be subject to the Encumbrances and Security Interests that will be released
upon payment of the amounts referred to in clause 5.5(c); and 

  

	 	(ii)	upon payment of the amounts referred to in clause 5.5(c), the Sale Shares will be released from those Encumbrances and Security Interests; and 


 

	 	(c)	unless otherwise stated, all actions required to be performed by a party at Completion are taken to have occurred simultaneously on the Completion Date.


  

	5.7	Post-Completion notices 


Each party will immediately give to the other party all payments, notices, correspondence, information or enquiries in relation to Syntech
and Syntech II which it receives after Completion and which belong to the other party. 
  

	5.8	Indemnity for Completion and pre-Completion matters 

  

	 	(a)	The Seller is responsible for and indemnifies the Buyer and each Group Member against, any Claims that arise under: 


 

	 	(i)	in any way relating to, arising out of or associated with, the cancellation of the Convertible Participating Notes or the cancellation of the Warrants; or


  

	 	(ii)	in any way relating to, arising out of or associated with, the payment of Withholding Tax on the External Debt and any liability for Tax on foreign exchange gains
associated with the repayment of the External Debt, 

 including Claims in respect of Duty or Tax. 

 

	 	(b)	The thresholds and time limits on Claims set out in clauses 12.7 to 12.10 (inclusive) of this agreement do not apply to any Claim under the indemnity contained in this
clause 5.8. 

  

	 	(c)	However, for any Claim under this clause 5.8, the Seller excludes all liability for indirect and consequential loss or damage (including for loss of profit (whether
direct, indirect, anticipated or otherwise), loss of expected savings, opportunity costs, loss of business (including loss or reduction of goodwill), damage to reputation, and loss or corruption of data. 


 

	 	(d)	The parties acknowledge that where a Claim under this clause 5.8 arises as result of or in connection with a Claim by or to a third party, it is the Seller’s
current intention to assume the defence of that Claim pursuant to clause 12.2. 


  

					
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	6	Adjustment Statement 

  

	6.1	Preparation of Adjustment Statement 

 Within 30 days after Completion, the Buyer must: 
  

	 	(a)	prepare the Adjustment Statement in respect of Syntech and Syntech II, in the form set out in Annexure D, on a consistent basis with the January 2011 management
accounts and otherwise in accordance with the Accounting Standards; 

  

	 	(b)	determine the final amount of the Withholding Tax and the Restructure Fee; and 


 

	 	(c)	calculate and deliver each Adjustment Statement to the Seller, stating the Adjustment Amount for the Syntech and Syntech II and the amount of the Withholding Tax and
Restructure Fee. 

  

	6.2	Seller’s proposed changes to Adjustment Statement 

 The Seller must notify the Buyer within 14 days after receipt of each Adjustment Statement of any changes that it considers should be made to the Adjustment Statement or the amount of the Withholding Tax
or Restructure Fee. If no notice is given, then the Adjustment Statement or the amount of the Withholding Tax and Restructure Fee is deemed to be agreed by the parties. 

 

	6.3	Independent Accountant to decide and costs 

  

	 	(a)	If the Seller and the Buyer cannot agree on an Adjustment Statement and the amount of the Withholding Tax and Restructure Fee within 14 days after the Seller notifying
the Buyer in accordance with clause 6.2, then: 

  

	 	(i)	either party may refer the disagreement to an Independent Accountant with a request that the Independent Accountant make a decision on the disagreement within 14 days;


  

	 	(ii)	the Independent Accountant will determine the procedures for settlement of the disagreement; and 


 

	 	(iii)	the Independent Accountant is appointed as an expert and not as an arbitrator. 


 

	 	(b)	The decision of the Independent Accountant is conclusive and binding on the parties in the absence of manifest error. 


 

	 	(c)	The Seller and the Buyer will each pay one half of the Independent Accountant’s costs and expenses in connection with the reference. 


 

	6.4	Adjustment Amount 

  

	 	(a)	If the Adjustment Statement or the calculation of the amount of the Withholding Tax or Restructure Fee confirms that there has been an overpayment of the Repayment
Amount or the Withholding Tax by Syntech or Syntech II under clause 5.5(c), then: 

  

	 	(i)	in the case of an overpayment of the Repayment Amount, the Seller must refund the amount of the overpayment to Syntech or Syntech II (as the case may be) and the Seller
agrees to hold the amount of that overpayment for the benefit of Syntech or Syntech II (as the case may be) until it is repaid; and 


  

					
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	 	(ii)	in the case of an overpayment of the Withholding Tax, Syntech or Syntech II (as the case may be) must assist the Seller in seeking a refund from the relevant Government
Agency. 

 The parties acknowledge that an overpayment of the amount of Withholding Tax may impact on the correct
level of the Repayment Amount, and that any refund due to Syntech or Syntech II from a relevant Government Agency in respect of Withholding Tax must be factored into determining the amount of the overpayment (if any) of the Repayment Amount.

  

	 	(b)	If the Adjustment Statement or the calculation of the amount of the Withholding Tax confirms that there has been an underpayment of the Repayment Amount or the
Withholding Tax by Syntech or Syntech II under clause 5.5(c), then: 

  

	 	(i)	in the case of an underpayment of the Repayment Amount, Syntech or Syntech II must pay the amount of the underpayment to the Seller and Syntech or Syntech II (as the
case may be) agrees to hold the amount of that underpayment for the benefit of the Seller until it is paid; and 

  

	 	(ii)	in the case of an underpayment of the Withholding Tax, Syntech or Syntech II (as the case may be) must pay the amount of the underpayment to the relevant Government
Agency. 

 The parties acknowledge that an underpayment of the amount of Withholding Tax may impact on the correct
level of the Repayment Amount, and that any additional payment due to be made by Syntech or Syntech II (as the case may be) to a relevant Government Agency in respect of Withholding Tax must be factored into determining the amount of the
underpayment (if any) of the Repayment Amount. 
  

	 	(c)	Any overpayment or underpayment must be refunded or paid within five Business Days of the finalisation of the Adjustment Statement in accordance with this clause 6.


  

	 	(d)	The Buyer must procure that, from Completion, Syntech and Syntech II perform its obligations under the Restructure Deed. 


 
  

	7	Default 

  

	7.1	Failure by a party to Complete 

 If all Conditions Precedent are satisfied or (where permitted) waived by the relevant party, and a party does not Complete, other than as a result of default by the other party or as a result of any
action taken by any Governmental Authority preventing or delaying Completion, the non-defaulting party may give the defaulting party notice requiring it to Complete within seven days of receipt of the notice. For the purposes of this clause 7,
“party” means the Seller on the one hand and the Buyer on the other. 

  

					
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	7.2	Specific performance or termination 

 If the defaulting party does not Complete within the period specified in clause 7.1 (“Failure by a party to Complete”) the non-defaulting party may choose either to proceed for specific
performance or terminate this agreement. In either case, the non-defaulting party may seek damages for the default. 
  

	7.3	Effect of termination 

 If
this agreement is terminated under clause 7.2 (“Specific performance or termination”) then, in addition to any other rights, powers or remedies provided by Law: 

 

	 	(a)	each party is released from its obligations under this agreement other than in relation to clause 3.6 (“Break fee”), 15 (“Confidential Information and
privacy”) and clause 18 (“Costs and stamp duty”); 

  

	 	(b)	each party retains the rights it has against any other party in connection with any breach or Claim that has arisen before termination; and 


 

	 	(c)	the Buyer must return to the Seller all documents and other materials in any medium in its possession, power or control or in the possession, power or control of its
Affiliate or any Representative of the Buyer or any of their Affiliates which contain any information relating to the Syntech Group, including any Data Room information. 


A termination of this agreement under this clause will not affect any other rights the parties have against one another at Law or in
equity. 
  
  

	8	Payments and directions 

  

	8.1	Payments and payment directions on Completion 

 On Completion: 
  

	 	(a)	the Buyer must pay: 

  

	 	(i)	the Syntech Purchase Price to the Seller; and 

  

	 	(ii)	the Syntech II Purchase Price to the Seller; 

  

	 	(b)	the Buyer agrees to procure that Syntech and Syntech II each irrevocably directs the Buyer, in satisfaction of the Buyer’s obligation to pay the Repayment Amount
and the Withholding Tax to it as subscription proceeds under clause 5.5(b), to pay: 

  

	 	(i)	from the Repayment Amount to the External Financiers the amount of the External Debt in accordance with the repayment schedule set out in schedule 11 (“Existing
Facilities”); 

  

	 	(ii)	the Withholding Tax to the relevant Government Agency; and 

  

	 	(iii)	from the Repayment Amount, the Restructure Fee (if any) to the Seller; and 


  

					
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	 	(c)	the Buyer agrees to irrevocably direct the Escrow Holder to pay out of the Escrow Account: 


 

	 	(i)	from the Estimated Repayment Amount: 

  

	 	(A)	the External Debt to the External Financiers in accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”); and


  

	 	(B)	the Estimated Restructure Fee (if any) to the Seller; and 

  

	 	(ii)	the Estimated Withholding Tax to the relevant Government Agency. 

  

	8.2	Method of payment 

 The
payments referred to in clause 8.1 (“Payment on Completion”) must be made by direct deposit of cleared funds to the credit of the bank accounts specified in writing by the Seller or External Financier to the Buyer before Completion.

  

	8.3	Notification of Estimated Repayment Amount 

 The Seller must notify the Buyer of the Estimated Repayment Amount no later than 10 Business Days prior to Completion. 
  

 

	9	Conduct of business pending Completion 

  

	9.1	Conduct of business 


Subject to the exercise by directors of any Group Member of their fiduciary duties, the Seller will ensure that (except as disclosed in
writing by the Seller and agreed to in writing by the Buyer, acting reasonably) from the date of this agreement until the Completion Date, each Group Member: 
  

	 	(a)	(operation of business) will operate its business in accordance with its usual business practices, and to the extent relevant the Existing Shareholders
Agreements, including as to proposed levels of capital expenditure, in accordance with its current capital budget a copy of which is annexed as Annexure E; 


 

	 	(b)	(compliance with Laws, etc) will comply in all material respects with the Approvals and all applicable Laws, and with their obligations under the Material
Contracts and the Mining Tenements; 

  

	 	(c)	(Asset disposal) will not: 

  

	 	(i)	acquire or dispose of any asset for a consideration of more than $500,000, except: 


 

	 	(A)	in accordance with the approved current business plan or budget for that Group Member; or 


 

	 	(B)	as disclosed in the Disclosure Material, or 

  

	 	(C)	as required or directed by the Queensland Department of Mines and Energy; or 


 

	 	(ii)	acquire or dispose of, or grant or take an option over, any assets other than on commercial arms length terms; 


  

					
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	 	(d)	(contracts) will not: 

  

	 	(i)	terminate or vary the terms of any Material Contracts in any material respect; or 


 

	 	(ii)	enter into any other contract or commitment which would be reasonably anticipated to have an effect on their revenue or expenditure of more than $500,000 per annum;


  

	 	(e)	(notify Claims, etc) will promptly notify the Buyer of any Action brought, asserted or commenced against it, its officers or directors, involving its business or
assets for an amount exceeding $500,000; 

  

	 	(f)	(accounting practices) will not make any material change in the accounting methods, principles or practices used by it at the Last Balance Date;


  

	 	(g)	(capital expenditure) will not make any capital expenditure in excess of $500,000 (for any one capital expenditure) or $2,500,000 in aggregate, except;


  

	 	(i)	in accordance with the approved current business plan or budget for that Group Member; or 


 

	 	(ii)	as disclosed in the Disclosure Material; 

  

	 	(h)	(financings) will not: 

  

	 	(i)	unless required for the proper functioning of the Business, raise any new financial accommodation (but this does not prevent raising any new financial accommodation in
accordance with the Existing Shareholders Agreements, or the use or increase of Existing Facilities, or prevent the increase of the contingent liability of the Syntech Group to the Seller (or its Related Bodies Corporate) or the Commonwealth Bank of
Australia, in connection with the issuance, or increase in the stated amount, of guarantees issued by the Seller (or its Related Bodies Corporate) or the Commonwealth Bank of Australia to third parties for the benefit of the Syntech Group); or


  

	 	(ii)	provide any guarantee or other security to any third party; 

  

	 	(i)	(capital restructures) except in relation to the Convertible Participating Notes and the Warrants, will not: 


 

	 	(i)	distribute or return any capital to their members or effect a buy back of any shares; or 


 

	 	(ii)	issue any shares, options or securities which are convertible into shares; 


 

	 	(j)	(dividends, etc) will not declare or pay any dividend to their members or pay any management fee, or similar amount, other than as permitted under this agreement
or in relation to the Performance Guarantees (including fees payable in connection with any Performance Guarantee); 


  

					
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	 	(k)	(mergers and acquisitions) will not merge or consolidate with any other corporation or acquire all or substantially all of the shares, business or assets of any
other person, firm, association, corporation or business organisation, or agree to do any of the foregoing; 

  

	 	(l)	(arrangements) will not enter into or resolve to enter into any compromise, arrangement, scheme or other form of arrangement with a receiver, receiver and
manager, administrator or other controller in relation to any of their assets or undertaking; 

  

	 	(m)	(Warranties) will not do or omit to do anything as a result of which any of the Warranties, as qualified by the Disclosure Letter, would not be true in all
material respects if given at any time before Completion; 

  

	 	(n)	(Constitution) will not alter or agree to alter its Constitution; 

  

	 	(o)	(employment contracts) will not enter into any employment contract, or renew or amend any existing material employment contract (including with regard to
superannuation benefits) where that contract, renewal or amendment is inconsistent with information provided to the Buyer in the Disclosure Material; 

  

	 	(p)	(maintain insurances) will maintain (and where necessary use reasonable efforts to renew) each of the insurance polices currently in place and will promptly
notify the Buyer if any renewal proposal is not accepted by the relevant insurer; 

  

	 	(q)	(no forgiveness of debt) will not cancel (or enter into any arrangement to cancel) any indebtedness for money owed to it, or waive any claim or right for an
amount in excess of $50,000; and 

  

	 	(r)	(abnormal or unusual transactions) will not enter into any abnormal or unusual transaction which adversely affects its business, 


and, at the request of the Buyer, a representative of the Seller will, from the date of this agreement until the Completion Date, on one
occasion per week, discuss developments in the business of the Syntech Group with a representative of the Buyer and will consider in good faith any suggestions or comments made by the Buyer’s representative in relation to the Syntech Group
business. 
  

	9.2	Access to Business Premises, personnel and Records 

  

	 	(a)	The Seller agrees to allow the Buyer and its Representatives access to the Records, Assets and personnel of the Syntech Group on reasonable notice and at all
commercially reasonable times before the Completion Date, to enable the Buyer to become familiar with the affairs of the Syntech Group and to permit valuers and similar advisers access to the Business. The Buyer agrees not to copy or remove any of
the Records before Completion. 

  

	 	(b)	Before the Completion Date, the Seller must: 

  

	 	(i)	ensure that the Buyer is notified about any issues which (in the Seller’s reasonable opinion) have a material effect on the Business as soon as reasonably
practicable after such issues arise; and 


  

					
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	 	(ii)	give to the Buyer in a timely manner copies of all written management reports or updates prepared by, or relating to, the Syntech Group or the Business.


  

	9.3	Confidentiality undertaking 

 Before any of its Representatives obtains access under clause 9.2 (“Access to Business Premises, personnel and Records”), the Buyer must ensure that each Representative enters into a
confidentiality agreement with the Seller which includes an undertaking similar to that contained in clause 15.2 (“Disclosure of Confidential Information”). 
  

 

	10	Exclusion from liability 


From Completion, the Buyer will ensure that each Group Member does not take any Action or proceeding or make any Claim or demand against:

  

	 	(a)	any of the present or former directors or officers of the relevant Group Member in respect of any act or omission on the part of such director or officer before
Completion, other than any matter arising from the wilful misconduct, gross negligence or fraud of that director or officer; and 

  

	 	(b)	any AMH Party, including Mr Erik Schafer (“Schäfer”), and any current or former Affiliate, employee, officer, director, managing director or
auditor of any AMH Party or Schafer or Related Body Corporate of any AMH Party or Schäfer, but excluding: 

  

	 	(i)	any employee of the Syntech Group; 

  

	 	(ii)	any consultant to the Syntech Group; and 

  

	 	(iii)	any consultant to an AMH Party or any Related Body Corporate of an AMH Party, 

 but only, in the case of paragraphs (i), (ii) and (iii) above, as that person acts in that capacity. 
 The Buyer acknowledges that the Seller holds the benefit of this clause for itself and for the benefit of the people referred to in paragraphs (a) and (b) above. 

 
  

	11	Warranties and representations 

  

	11.1	Seller 

 The Seller
represents and warrants to the Buyer that each Warranty is correct and not misleading in any material respect on the date of this agreement and will be correct in all material respects and not misleading in any material respect on the Completion
Date as if made on and as at each of those dates. 
  

	11.2	Separate Warranties 

 Each
Warranty is to be treated as a separate representation and warranty. 

  

					
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	11.3	Matters disclosed 

 Each
Warranty is to be read down and qualified by any information: 
  

	 	(a)	fully and fairly disclosed to the Buyer by the Seller in the Disclosure Material; 


 

	 	(b)	which is otherwise within the actual knowledge of the Buyer or its Representatives, or of which the Buyer or its Representatives ought reasonably to have been aware
having regard to the Disclosure Material and the public searches referred to in accordance with paragraph (d); 

  

	 	(c)	fully and fairly disclosed in writing to the Buyer during the course of the Due Diligence; or 


 

	 	(d)	that would have been disclosed to the Buyer had the Buyer conducted searches prior to the signing of this agreement of records open to public inspection maintained by
the Australian Securities and Investments Commission, the High Court, the Federal Court and the Supreme Courts in every State and Territory in Australia, the Queensland Land Court or any Government Agency, including the Queensland Department of
Environment and Resource Management, Queensland Environmental Protection Agency, Commonwealth Department of Sustainability, Environment, Water, Population and Communities and the National Native Title Tribunal, 


which is or may be inconsistent with that Warranty and, to the extent that any Warranty is incorrect or misleading having regard to any
such information, that Warranty is deemed not to have been given. No amount will be recoverable by the Buyer in respect of any breach of a Warranty to the extent that the breach arises by reason of or in relation to any such information. 

 

	11.4	Buyer’s acknowledgement 

 The Buyer acknowledges and agrees that: 
  

	 	(a)	in entering into this agreement and in proceeding to Completion, the Buyer does not rely on any statement, representation, warranty, condition, forecast or other
conduct which may have been made by or on behalf of the Seller, except the Warranties; 

  

	 	(b)	it has received and understood the contents of the Disclosure Material; 

  

	 	(c)	it has had the opportunity to conduct a due diligence investigation and has satisfied itself in relation to matters arising from the Due Diligence;


  

	 	(d)	irrespective of whether or not the Due Diligence was as full or exhaustive as the Buyer would have wished, it has nevertheless independently and without the benefit of
any inducement, representation or warranty (other than the Warranties) from the Seller or their agents, determined to enter into this agreement; 

  

	 	(e)	the Seller is not liable for any Claim, and the Buyer must not make any Claim, to the extent that the Claim arises out of or relates to any forecast, projection or
other statement relating to future events, provided that such forecast, projection or other statement had some reasonable basis at the time that it was made or given; and 


  

					
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	 	(f)	subject to any Law to the contrary and except as provided in the Warranties, all terms, conditions, warranties and statements, whether express, implied, written, oral,
collateral, statutory or otherwise, are excluded, and the Seller disclaims all Liability in relation to them, to the maximum extent permitted by Law. 

  

	11.5	Buyer’s representation 

 The Buyer represents that, on the basis of the Disclosure Material and the other matters listed in clause 11.3, it does not have knowledge or belief of any matter which is, or would with the passage of
time become, a material breach of any Warranty. 
  

	11.6	Seller’s acknowledgment 

 The Seller acknowledges that: 
  

	 	(a)	the representation given by the Buyer in clause 11.5 (“Buyer’s representation”) does not give the Seller a cause of Action against the Buyer and may only
be raised by the Sellers as a defence to any Claim by the Buyer; and 

  

	 	(b)	the Buyer is subscribing for shares and purchasing shares under the terms of this document and that in order to determine the Loss suffered by the Buyer, the amount of
the Contribution Amount must be taken into account. 

  

 

	12	Limitations of Liability 

  

	12.1	Notice of Claims 

 If the
Buyer becomes aware of any matter or circumstance that may give rise to a Claim under or in relation to or arising out of this agreement, including a breach of a Warranty: 

 

	 	(a)	the Buyer must give notice of the Claim to the Seller as soon as reasonably practicable and in any event no later than within 30 days; and 


 

	 	(b)	the notice must contain: 

  

	 	(i)	the facts, matters or circumstances that may give rise to the Claim; 

  

	 	(ii)	if it is alleged that the facts, matters or circumstances referred to in sub-clause (i) constitute a breach of this agreement, including a breach of a Warranty,
the basis for that allegation; and 

  

	 	(iii)	an estimate of the amount of the Loss, if any, arising out of or resulting from the Claim or the facts, matters or circumstances that may give rise to the Claim.


  

	12.2	Third party Claims 

 If
the matter or circumstance that may give rise to a Claim against the Seller under or in relation to or arising out of this agreement, including a breach of a Warranty, is a result of or in connection with a Claim by or liability to a third party
then: 
  

	 	(a)	the Buyer must give notice of the Claim to the Seller as soon as reasonably practicable and in any event no later than within 30 days; 


  

					
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	 	(b)	the notice must contain: 

  

	 	(i)	the facts, matters or circumstances that may give rise to the Claim; 

  

	 	(ii)	if it is alleged that the facts, matters or circumstances referred to in sub-clause (i) constitute a breach of this agreement including a breach of a Warranty, the
basis for that allegation; and 

  

	 	(iii)	an estimate of the amount of the Loss, if any, arising out of or resulting from the Claim or the facts, matters or circumstances that may give rise to the Claim;


  

	 	(c)	at the expense and direction of the Seller, the Buyer must either: 

  

	 	(i)	take such Action (including legal proceedings or making claims under any insurance policies) as the Seller may reasonably require to avoid, dispute, resist, defend,
appeal, compromise or mitigate the Claim, provided that the Seller has first delivered to the Buyer (and to the relevant Group Member) an indemnity and security for costs in a form, and on terms, satisfactory to the Buyer (acting reasonably); or


  

	 	(ii)	offer the Seller the option to assume defence of the Claim; 

  

	 	(d)	the Buyer must not settle, make any admission of liability or compromise any Claim, or any matter which gives or may give rise to a Claim, without the prior consent of
the Seller which must not be unreasonably withheld or delayed; and 

  

	 	(e)	the Buyer must give the Seller and its professional advisers reasonable access to the personnel and premises of the Buyer and each Group Member and to relevant
chattels, accounts, documents and records within the power, possession or control of the Buyer and each Group Member, to enable the Seller and its professional advisers to examine such circumstances, premises, chattels, accounts, documents and
records and to take copies or photographs thereof at their own expense. However: 

  

	 	(i)	the parties must at all times act having regard to the extent to which legal professional privilege or similar privilege extends to any communication or document; and


  

	 	(ii)	the Seller and its professional advisers must keep all information confidential. 


 

	12.3	Seller to consider Claims 


The Seller must notify the Buyer within 20 Business Days of receipt of a notice of a Claim under clause 12.1 (“Notice of
Claims”) or clause 12.2 (“Third party Claims”) indicating whether it admits or denies the Claim (in whole or in part) or, in the case of third party Claims, whether it exercises the option in clause 12.2(c)(ii) (“Third party
Claims”). 

  

					
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	12.4	Seller to defend Claim 


If the Seller exercises the option in clause 12.2(c)(ii) (“Third party Claims”), then: 

 

	 	(a)	the Buyer agrees to co-operate with the Seller and do all things reasonably requested by the Seller in respect of the Claim; 


 

	 	(b)	the Seller must deliver to the Buyer (and to the relevant Group Member) an indemnity for the Buyer’s or relevant Group Member’s costs for complying with the
Seller’s requests under paragraph (a) above in a form, and on terms, satisfactory to the Buyer (acting reasonably); 

  

	 	(c)	the Seller agrees, at its own expense, to defend the Claim; 

  

	 	(d)	the Seller may not settle or compromise the Claim without the consent of the Buyer, such consent not to be unreasonably withheld, conditioned or delayed;


  

	 	(e)	the Seller agrees to consult with the Buyer in relation to the conduct of the Claim and not take or persist in any course that might reasonably be regarded as
materially harmful to the goodwill, reputation, affairs or operation of the Buyer or the Syntech Group (taken as a whole), and which is outside the usual process for dealing with similar claims. 


 

	12.5	Seller not liable 

 The
Seller is not liable to the Buyer (or any person deriving title from the Buyer) for any Claim under or in relation to or arising out of this agreement including a breach of a Warranty: 

 

	 	(a)	if the Buyer has failed to comply in some material respect with clause 12.1 (“Notice of Claims”), clause 12.2 (“Third party Claims”) or clause 12.4
(“Seller to defend Claim”) as the case may be; 

  

	 	(b)	if the Claim is as a result of or in respect of any change in legislation or regulation, or any legislation or regulation not in force at the date of this agreement
(including legislation or regulation which takes effect retrospectively); 

  

	 	(c)	to the extent that the Claim arises or is increased as a result of any change in Accounting Standards after Completion; 


 

	 	(d)	if the Claim arises or is increased as a result of action taken or not taken by the Seller after consultation with and the prior written approval of the Buyer;


  

	 	(e)	to the extent that the Claim arises or is increased as a result only of an increase in the rates, method of calculation or scope of taxation after Completion (including
where any such change has a retroactive effect); 

  

	 	(f)	to the extent that express provision has been made for any fact, matter or circumstance giving rise to a Claim in the Last Accounts; or 


  

					
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	 	(g)	if, without the written approval of the Sellers, the Buyer amends, procures the amendment of, or permits the self amendment by a Syntech Group Member of, any Tax Return
for, or in respect of, a Syntech Group Member for any period, or part thereof, prior to the Completion Date and such action has resulted in the Claim. 

  

	12.6	Recovery 

  

	 	(a)	Where the Buyer is or may be entitled to recover from some other person any sum in respect of any matter or event which could give rise to a Claim (including under any
insurance policy held by a Group Member which may allow recovery of that sum), the Buyer will: 

  

	 	(i)	use its best endeavours to recover that sum before making the Claim (provided that nothing in this clause will prevent the Buyer from making a Claim so as to avoid the
expiry of the timeframes set out in clause 12.7); 

  

	 	(ii)	keep the Seller at all times fully and promptly informed of the conduct of such recovery; and 


 

	 	(iii)	reduce the amount of the Claim by the amount of the Recovered Sum (after deducting the Buyer’s costs of recovery). 


 

	 	(b)	If the recovery is delayed until after the Claim has been paid by the Seller to the Buyer, the Recovered Sum (up to but not exceeding the amount paid by the Seller)
will be paid to the Seller provided that the Buyer will not be obliged to repay any such amount to the extent that it can demonstrate, to the Seller’s satisfaction, acting reasonably, that the losses, damages, costs, expenses and disbursements
suffered or incurred by the Buyer in respect of the Claim is for an amount in excess of the Recovered Sum. 

  

	 	(c)	The Buyer acknowledges and agrees that it is not entitled to recover more than once in respect of the same Loss or Claim, and that the Seller is not liable to the Buyer
in respect of a Claim to the extent the Buyer has already recovered the Loss. 

  

	12.7	Time limit on Claim 

  

	 	(a)	The Buyer may not make any Claim under this agreement including for a breach of a Warranty unless full details of the Claim have been notified to the Seller in
accordance with clause 12.1 (“Notice of Claims”) or clause 12.2 (“Third party Claims”): 

  

	 	(i)	in respect of a breach of a Tax Warranty within 4 years from the Completion Date; and 


 

	 	(ii)	in any other case, within 18 months from the Completion Date. 

  

	 	(b)	A Claim will not be enforceable against the Seller and is to be taken for all purposes to have been withdrawn unless any legal proceedings in connection with the Claim
are commenced within six months after written notice of the Claim is served on the Seller in accordance with clause 12.1 (“Notice of Claims”) or clause 12.2 (“Third party Claims”). 


  

					
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	12.8	Minimum amount of Claim 


The Buyer may not make any Claim (other than a Claim for breach of a Tax Warranty): 

 

	 	(a)	that is a Claim for a breach of a Syntech Warranty, if the amount of the Claim is less than $1,000,000; 


 

	 	(b)	that is a Claim for a breach of a Syntech II Warranty, if the amount of the Claim is less than $500,000; 


 

	 	(c)	that is any other Claim under this agreement, if the amount of the Claim is less than $500,000; and 


 

	 	(d)	unless and until the aggregate amount of all Claims properly made under this agreement exceeds $2,500,000, 


in which event the Buyer may claim for the full amount of the Claims (provided each Claim satisfies the relevant threshold set out in
clauses 12.8(a) to 12.8(c), and subject to this clause 12), not just the amount by which the threshold in clause 12.8(d) is exceeded by such Claim. 
  

	12.9	Maximum Liability 

 The
liability of the Seller for loss or damage of any kind not excluded by clause 12.10 however caused, in contract, tort, (including negligence), under any statute or otherwise for: 

 

	 	(a)	a Claim arising from a breach of a Title Warranty, is limited in aggregate for any and all such Claims to the Repayment Amount; and 


 

	 	(b)	any other Claim relating in any way to this agreement or its subject matter, is limited in aggregate for any and all Claims to $50,000,000, 


provided, that in all cases the maximum aggregate liability of the Seller under or in connection with this agreement does not exceed the
Repayment Amount. 
  

	12.10	Exclusion of consequential liability 

 The Seller excludes all liability in contract, tort (including negligence), under any statute or otherwise arising from or related in any way to this agreement or its subject matter, for indirect and
consequential loss or damage, including for loss of expected savings, opportunity costs, loss of business (including loss or reduction of goodwill), damage to reputation, loss or corruption of data and loss of profit (but only to the extent such
losses are considered to be indirect or consequential losses or damage). 
  

	12.11	Insured Claim or loss 


The Seller will not be liable for any Claim under or in relation to or arising out of this agreement including a breach of a Warranty
unless the Buyer has first caused a Group Member to make a Claim under any insurance policy held by that Group Member which may cover that Claim and that Claim has been denied in whole or in part by the relevant insurer. If the Buyer has still
incurred some damage or Loss, that remaining amount will be the amount of the Buyer’s Loss for the purposes of this agreement. 

  

					
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	12.12	Breach or act or omission after Completion 

 The Seller’s liability to the Buyer for loss or damage of any kind in contract, tort (including negligence), under any statute or in relation to or arising out of this agreement including a breach of
a Warranty will be reduced to the extent that the Claim arises as a result of or in connection with any breach by the Buyer of this agreement, or any act or omission after Completion by the Buyer, or any Group Member. 

 

	12.13	Obligation to mitigate 


Nothing in this clause 12 (“Limitations of Liability”) in any way restricts or limits the general obligation at Law of the Buyer
to mitigate any Loss or damage which it may incur in consequence of any breach by the Seller of the terms of this agreement including a breach of a Warranty. 
  

	12.14	Tax benefit 

 In
calculating the Liability of the Seller for a Claim arising under, in relation to or arising out of this agreement, including a breach of any Warranty, any Tax Benefit or reduction received by the Buyer as a result of the loss or damage arising from
that breach must be taken into account. 
  
  

	13	Buyer’s warranties 


The Buyer represents and warrants to the Seller that each of the following statements is correct and not misleading in any material
respect on the date of this agreement and will be correct in all material respects and not misleading in any material respect as at the Completion Date as if made on each of those dates and subject to satisfaction of the Conditions Precedent in
clauses 3.1(b), (c) and (d): 
  

	 	(a)	it has the power to enter into and perform this agreement and has obtained all necessary consents and authorisations to enable it to do so; 


 

	 	(b)	the entry into and performance of this agreement by it does not constitute a breach of any obligation (including any statutory, contractual or fiduciary obligation), or
default under any agreement or undertaking by which it is bound; 

  

	 	(c)	this agreement constitutes valid and binding obligations upon it enforceable in accordance with its terms by appropriate legal remedy; 


 

	 	(d)	this agreement and Completion do not conflict with or result in a breach of or default under any applicable Law, any provision of its constitution or other constituent
documents or any material term or provision of its constitution or any material term or provision of any agreement or deed or writ, order or injunction, judgment, Law, rule or regulation to which it is a party or is subject or by which it is bound;


  

	 	(e)	no voluntary arrangement has been proposed or reached with any creditors of the Buyer; 


 

	 	(f)	the Buyer is able to pay its debts as and when they fall due; 


  

					
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	 	(g)	the Buyer has not paid or contracted to pay any finders fee, deal fee or other similar fee (excluding fees paid in respect of due diligence assistance) in respect of
this transaction; and 

  

	 	(h)	the Buyer has in place binding agreements in respect of all finance which it requires in order to fund the Purchase Price and the Repayment Amount.


  
  

	14	Guarantee and indemnity 

  

	14.1	Consideration 

 The
Guarantor acknowledges that the Seller is acting in reliance on the Guarantor incurring obligations and giving rights under this Guarantee. 
  

	14.2	Guarantee 

  

	 	(a)	The Guarantor unconditionally and irrevocably guarantees to the Seller the Buyer’s compliance with the Buyer’s obligations in connection with this agreement,
including each obligation to pay money. 

  

	 	(b)	If the Buyer does not comply with those obligations on time and in accordance with this agreement, then the Guarantor agrees to comply with those obligations on demand
from the Seller. A demand may be made whether or not the Seller has made demand on the Buyer. 

  

	14.3	Indemnity 

  

	 	(a)	The Guarantor indemnifies the Seller against any liability or loss arising from, and any Costs it incurs, if: 


 

	 	(i)	the Buyer does not, or is unable to, comply with an obligation it has (including any obligation to pay money) in connection with this agreement; or


  

	 	(ii)	an obligation the Buyer would otherwise have under this agreement (including an obligation pay money) is found to be void, voidable or unenforceable; or


  

	 	(iii)	an obligation the Guarantor would otherwise have under clause 14.2 (“Guarantee”) is found to be void, voidable or enforceable; or 


 

	 	(iv)	a representation or warranty by the Buyer in this agreement is found to have been incorrect or misleading when made or taken to be made. 


 

	 	(b)	The Guarantor agrees to pay amounts due under this clause on demand from the Seller. 


 

	 	(c)	The Seller need not incur expense or make payment before enforcing this right of indemnity. 


  

					
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	14.4	Extent of guarantee and indemnity 

 Each of the Guarantee in clause 14.2 (“Guarantee”) and the indemnity in clause 14.3 (“Indemnity”) is a continuing obligation despite any intervening payment, settlement or other thing
and extends to all of the Buyer’s obligations in connection with this agreement. The Guarantor waives any right it has of first requiring the Seller to commence proceedings or enforce any other right against the Buyer or any other person before
claiming from the Guarantor under this Guarantee. 
  

	14.5	Obligation to pay interest 

  

	 	(a)	The Guarantor agrees to pay interest at the Interest Rate on any amount under this Guarantee which is not paid on the due date for payment and is not otherwise
incurring interest. 

  

	 	(b)	The interest accrues daily from (and including) the due date to (but excluding) the date of actual payment and is calculated on actual days elapsed and a year of 365
days. 

  

	 	(c)	The Guarantor agrees to pay interest under this clause on demand from the Seller. 


 

	14.6	Compounding 

 Interest
payable under clause 14.5 (“Obligation to pay interest”) which is not paid when due for payment may be added to the overdue amount by the Seller at intervals which the Seller reasonably determines from time to time or, if no determination
is made, every month. Interest is payable on the increased overdue amount at the Interest Rate and in the manner set out in clause 14.5 (“Obligation to pay interest”). 

 

	14.7	Payments 

 The Guarantor
agrees to make payments under this Guarantee: 
  

	 	(a)	in full without set-off or counterclaim, and without any deduction in respect of Taxes unless prohibited by law; and 


 

	 	(b)	in the currency in which the payment is due, and otherwise in Australian dollars, in immediately available funds. 


 

	14.8	No merger 

  

	 	(a)	This Guarantee does not merge with or adversely affect, and is not adversely affected by, any of the following: 


 

	 	(i)	any other guarantee, indemnity, mortgage, charge or other encumbrance, or other right or remedy to which the Seller is entitled; or 


 

	 	(ii)	a judgment which the Seller obtains against the Guarantor, the Buyer or any other person in connection with this agreement. 


 

	 	(b)	The Seller may still exercise its rights under this Guarantee as well as under the judgment, mortgage, charge or other encumbrance or the right or remedy.



  

					
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	14.9	Rights of the Seller are protected 

 The rights given to the Seller under this Guarantee, and the Guarantor’s liabilities under it, are not affected by any act or omission or any other thing which might otherwise affect them under law
or otherwise. For example, those rights and liabilities are not affected by: 
  

	 	(a)	any act or omission: 

  

	 	(i)	varying or replacing in any way and for any reason any agreement or arrangement under which the obligations guaranteed under clause 14.2 (“Guarantee”) are
expressed to be owing; or 

  

	 	(ii)	releasing the Buyer or giving the Buyer a concession (such as more time to pay); or 


 

	 	(iii)	releasing any person who gives a guarantee or indemnity in connection with any of the Buyer’s obligations; or 


 

	 	(iv)	by which a person becomes a Guarantor after the date of this Guarantee; or 


 

	 	(v)	by which the obligations of any person who guarantees any of the Buyer’s obligations (including obligations under this Guarantee) may become unenforceable; or


  

	 	(vi)	by which any person who was intended to guarantee any of the Buyer’s obligations does not do so, or does not do so effectively; or 


 

	 	(vii)	by which a person who is co-surety or co-indemnifier is discharged under an agreement or by operation of law; or 


 

	 	(b)	a person dealing in any way with this agreement or this Guarantee; or 

  

	 	(c)	the death, mental or physical disability, or liquidation, administration or insolvency of any person, including the Guarantor or the Buyer; or 


 

	 	(d)	changes in the membership, name or business of any person; or 

  

	 	(e)	acquiescence or delay by the Seller or any other person. 

  

	14.10	Guarantor’s rights are suspended 

 As long as any obligation is required, or may be required, to be complied with in connection with this Guarantee, the Guarantor may not, without the Seller’s consent: 

 

	 	(a)	reduce its liability under this Guarantee by claiming that it or the Buyer or any other person has a right of set-off or counterclaim against the Seller; or


  

	 	(b)	exercise any legal right to claim to be entitled to the benefit of another guarantee, indemnity, mortgage, charge or other encumbrance given in connection with this
agreement or any other amount payable under this Guarantee; or 


  

					
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	 	(c)	claim an amount from the Buyer, or another guarantor (including a person who has signed this Guarantee as a “Guarantor”), under a right of indemnity or
contribution; or 

  

	 	(d)	claim an amount in the liquidation, administration or insolvency of the Buyer or of another guarantor of any of the Buyer’s obligations (including a person who has
signed this Guarantee as a “Guarantor”). 

 This clause continues after this Guarantee ends. 

 

	14.11	Reinstatement of rights 

  

	 	(a)	Under any Law relating to insolvency, a person may claim that a transaction (including a payment) in connection with this Guarantee or this agreement is void or
voidable. If such a claim is made and upheld, conceded or compromised, then: 

  

	 	(i)	the Seller is immediately entitled as against the Guarantor to the rights in connection with this Guarantee or this agreement to which it was entitled immediately
before the transaction; and 

  

	 	(ii)	on request from the Seller, the Guarantor agrees to do anything (including signing any document) to restore to the Seller any mortgage, charge or other encumbrance
(including this Guarantee) held by them from the Guarantor immediately before the transaction. 

  

	 	(b)	The Guarantor’s obligations under this clause are continuing obligations, independent of the Guarantor’s other obligations under this Guarantee and continue
after this Guarantee ends. 

  

	14.12	Costs 

 The Guarantor
agrees to pay or reimburse the Seller on demand for: 
  

	 	(a)	the Seller’s costs in making, enforcing and doing anything in connection with this Guarantee; and 


 

	 	(b)	all duties, fees, Taxes and charges which are payable in connection with this Guarantee or a payment or receipt or other transaction contemplated by it.


  

	14.13	Expiry of guarantee and indemnity 

 Except for a Tax Claim, the obligations of the Guarantor under this clause will terminate upon the second anniversary of the Completion Date unless, at that time, there is an outstanding Claim by the
Seller against the Buyer under this Agreement or the Guarantor under this clause 14, in which case the obligations of the Guarantor under this clause will terminate upon that outstanding Claim being resolved and finalised. 

  

					
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	15	Confidential Information and privacy 

  

	15.1	Confidential Information 


Subject to clause 15.11, no Confidential Information may be disclosed by the Buyer to any person except: 

 

	 	(a)	to Affiliates of the Buyer and to Representatives of the Buyer and its Affiliates requiring the information for the purposes of this agreement;


  

	 	(b)	with the consent of the Seller; 

  

	 	(c)	if the Buyer is required to do so by Law, rule, stock exchange or any regulatory authority; or 


 

	 	(d)	if the Buyer is required to do so in connection with legal proceedings relating to this agreement. 


 

	15.2	Disclosure of Confidential Information 

 If the Buyer discloses information under clause 15.1(a) or (b) (“Confidential Information”) the Buyer must use its reasonable endeavours to ensure that recipients of the Confidential
Information do not disclose the Confidential Information except in the circumstances permitted in clause 15.1 (“Confidential Information”). 
  

	15.3	Use of Confidential Information 

 Subject to clauses 15.8 and 15.11 the Buyer must not use any Confidential Information except for the purpose of performing its obligations under this agreement. 

 

	15.4	Excluded Information 


Clauses 15.1 (“Confidential Information”), 15.2 (“Disclosure of Confidential Information”) and 15.3 (“Use of
Confidential Information”) do not apply to Excluded Information. 
  

	15.5	Delivery of materials 


Subject to clauses 15.6, 15.8 and 15.11, the Buyer must, on the request of the Seller, immediately deliver to the Seller all documents or
other materials containing or referring to Confidential Information of the Seller which are: 
  

	 	(a)	in the Buyer’s possession, power or control; or 

  

	 	(b)	in the possession, power or control of persons who have received Confidential Information under clause 15.1(a) or (b) (“Confidential Information”).


  

	15.6	Destruction of materials 


With the consent of the Seller, rather than delivering documents or materials in accordance with clause 15.5, the Buyer may cause them to
be destroyed, subject to the Buyer providing a written statement to the Seller that this has been done. 

  

					
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	15.7	Enforcement by the Seller 


Subject to clause 15.8, nothing in this clause 15 (“Confidential Information and privacy”) will prevent the Seller from
enforcing any confidentiality agreement entered into by potential buyers of the Sale Shares before the date of this agreement, to the extent that the confidentiality agreement was for the benefit of and is enforceable by a Group Member or the
Seller. 
  

	15.8	Confidentiality following Completion 

  

	 	(a)	On and from the date of this agreement, any confidentiality agreement entered into by the Buyer in favour of the Seller before the date of this agreement will continue
up until the earlier of the End Date and Completion. On and from Completion, any such agreement terminates and ceases to be of any further force or effect. 


 

	 	(b)	On and from Completion, the Buyer will be entitled to use and disclose any confidential information belonging to the Syntech Group, or relating to the Syntech Group,
the Assets or the Business, as the Buyer sees fit. 

  

	15.9	Privacy 

 The Buyer
agrees: 
  

	 	(a)	to comply with all Privacy Laws; 

  

	 	(i)	by which it is bound; and 

  

	 	(ii)	by which the Seller is bound and notifies the Buyer, 

 in connection with Personal Information collected, used or disclosed in connection with this agreement; and 
  

	 	(b)	to notify the Seller immediately after it becomes aware that a disclosure of Personal Information may be required by Law before Completion. 


 

	15.10	Use of Personal Information by Seller after Completion 

 If the Seller is required by this agreement or by Law to retain any Personal Information which is part of the Confidential Information, the Seller may use and disclose that Personal Information for the
purpose for which it is required to be retained under this agreement or as required by that other Law or by any Privacy Laws. 
  

	15.11	Group Member information following Completion 

  

	 	(a)	Following Completion, all information relating to Group Members ceases to be subject to this clause, subject to paragraph (b). 


 

	 	(b)	Paragraph (a) does not apply to the terms of this agreement, the Existing Shareholder Agreements or any document relating to the External Debts and Security
Interests discharged at Completion, which shall all remain subject to this clause 15. 


  

					
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	15.12	Disclosure to minority shareholder 

 The Buyer agrees that the Seller may disclose to the AMH Parties all signed written agreements, arrangements and understandings between the Seller (and its Affiliates) and the Buyer (and its Affiliates)
in connection with the transfer of the Sale Shares as contemplated by this agreement, including all consideration, fees, rebates and other consideration (monetary or otherwise) payable or receivable by the Seller (or any of its Affiliates) payable
under such agreements, arrangements or understandings, including the terms of this agreement, the Escrow Deed, the Exclusivity Deed, the Restructure Deed, and the documents and agreements contemplated by any of them. 

 

	15.13	Survival of termination 


This clause 15 (“Confidential information and privacy”) will survive termination of this agreement. 

 
  

	16	Announcements 

  

	16.1	Public announcements 

 No
party may, before or after Completion, make or send a public announcement, communication or circular concerning the transactions referred to in this agreement unless it has first obtained the written consent of the other parties, such consent not to
be unreasonably withheld or delayed. 
  

	16.2	Public announcements required by Law 

 Clauses 15.1 (“Confidential Information”) and 16.1 (“Public announcements”) do not apply to a public announcement, communication or circular required by Law or a regulation or rule of
a stock exchange, if the party required to make or send it has: 
  

	 	(a)	where practicable, provided the other party with sufficient notice to enable it to seek a protective order or other remedy; 


 

	 	(b)	consulted with the other party on the required disclosure and provided the other party with an opportunity (where practicable) to comment on the content of the
disclosure; and 

  

	 	(c)	provided all reasonable assistance and co-operation that the other party considers necessary to prevent or minimise that disclosure. 


 
  

	17	GST 

  

	17.1	Construction 

 In this
clause 17: 
  

	 	(a)	words and expressions which are not defined in this agreement but which have a defined meaning in GST Law have the same meaning as in the GST Law; and


  

	 	(b)	GST Law has the same meaning given to that expression in the GST Act. 


  

					
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	17.2	Consideration GST exclusive 

 Unless expressly stated, all prices or other sums payable or consideration to be provided under this agreement are exclusive of GST. 

 

	17.3	Payment of GST 

 If GST is
payable on any supply made under this agreement, for which the consideration is not expressly stated to include GST, the recipient will pay to the supplier (or as directed by the supplier) an amount equal to the GST payable on the supply.

  

	17.4	Timing of GST payment 


The recipient will pay the amount referred to in clause 17.3 in addition to and at the same time that the consideration for the supply is
to be provided under this agreement. 
  

	17.5	Tax Invoice 

 The supplier
must deliver a tax invoice or an adjustment note to the recipient before the supplier is entitled to payment of an amount under clause 17.3. The recipient can withhold payment of the amount until the supplier provides a tax invoice or adjustment
note as appropriate. 
  

	17.6	Adjustment event 

 If an
adjustment event arises in respect of a taxable supply made by a supplier under this agreement, the amount payable by the recipient under clause 17.3 will be recalculated to reflect the adjustment event and a payment will be made by the recipient to
the supplier or by the supplier to the recipient as the case requires. 
  

	17.7	Reimbursements 

 Where a
party is required under this agreement to pay or reimburse an expense or outgoing of another party, the amount to be paid or reimbursed by the first party will be the sum of: 

 

	 	(a)	the amount of the expense or outgoing less any input tax credits in respect of the expense or outgoing to which the other party, or to which the representative member
for a GST group of which the other party is a member, is entitled; and 

  

	 	(b)	if the payment or reimbursement is subject to GST, an amount equal to that GST. 


 
  

	18	Costs and stamp duty 

  

	18.1	Legal costs 

 The Seller
and the Buyer agree to pay their own legal and other costs and expenses in connection with the negotiation, preparation, execution and completion of this agreement and other related documentation, except for stamp duty. 

  

					
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	18.2	Stamp duty 

  

	 	(a)	The Buyer agrees to pay all stamp duty (including fines and penalties) chargeable, payable or assessed in relation to this agreement and the transfer of the Sale Shares
to the Buyer. 

  

	 	(b)	Nothing in this clause 18.2 requires the Buyer to pay any stamp duty (including fines and penalties) chargeable, payable or assessed in relation to the cancellation of
the Convertible Participating Notes or the cancellation of the Warrants (if any), which must be paid by the Seller. 

  

 

	19	Notices and other communications 

  

	19.1	Form - all communications 


Unless expressly stated otherwise in this agreement, all notices, certificates, consents, approvals, waivers and other communications in
connection with this agreement must be: 
  

	 	(a)	in writing in English; 

  

	 	(b)	signed by the sender (if an individual) or an Authorised Officer of the sender; 


 

	 	(c)	marked for the attention of the person identified in the Details or, if the recipient has notified otherwise, then marked for attention in the way last notified;


  

	 	(d)	copied to each of Syntech and Syntech II for their information only; 

  

	 	(e)	in the case of notices sent to the Seller must be copied to: 

  

			
	Name	  	GS Power Holdings, LLC
		
	Address	  	200 West Street, New York, NY 10282 - 2198
		
	Fax	  	+1 212 256 6147
		
	Attention	  	 John R. Thomas
 Commodities
Legal


  

	 	(f)	in the case of notices sent to the Buyer must be copied to: 

  

			
	Name	  	Corrs Chambers Westgarth
		
	Address	  	Level 36, Governor Phillip Tower, 1 Farrer
Place, Sydney NSW 2000
		
	Fax	  	+ 61 2 9210 6611
		
	Attention	  	Andrew Lumsden


  

					
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	19.2	Delivery 

 Communications
must be: 
  

	 	(a)	left at the address set out or referred to in the Details; 

  

	 	(b)	sent by prepaid ordinary post (airmail if appropriate) to the address set out or referred to in the Details; 


 

	 	(c)	sent by fax to the fax number set out or referred to in the Details; or 

  

	 	(d)	where an email address has been provided by the party, to that email address. 

 However, if the intended recipient has notified a changed address or fax number or email address then the communication must be to that address or fax number or email address. 

 

	19.3	When effective 


Communications take effect from the time they are received or taken to be received under clause 19.4 (“When taken to be
received”) (whichever happens first) unless a later time is specified. 
  

	19.4	When taken to be received 


Communications are taken to be received: 
  

	 	(a)	if sent by post, three days after posting (or seven days after posting if sent from one country to another); 


 

	 	(b)	if sent by fax, at the time shown in the transmission report as the time that the whole fax was sent, whichever happens first; or 


 

	 	(c)	if sent by email, 8 hours after sending provided that no delivery failure notification report is received by the sender. 


 

	19.5	Receipt outside business hours 

 Despite clauses 19.3 (“When effective”) and 19.4 (“When taken to be received”), if communications are received or taken to be received under clause 19.4 after 5.00pm in the place of
receipt or on a non-Business Day, they are taken to be received at 9.00am on the next Business Day and take effect from that time unless a later time is specified. 
  

 

	20	No assignment 

 No party
may assign or otherwise deal with its rights under this agreement or allow any interest in them to arise or be varied in each case without the consent of the other party, which consent must not be unreasonably withheld or delayed. 

  

					
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	21	Miscellaneous 

  

	21.1	Discretion in exercising rights 

 A party may exercise a right or remedy or give or refuse its consent in any way it considers appropriate (including by imposing conditions), unless this agreement expressly states otherwise. 

 

	21.2	Partial exercising of rights 

 If a party does not exercise a right or remedy fully or at a given time, the party may still exercise it later. 
  

	21.3	No liability for loss 

 A
party is not liable for Loss caused by the exercise or attempted exercise of, failure to exercise, or delay in exercising a right or remedy under this agreement. 
  

	21.4	Approvals and consents 


By giving its approval or consent a party does not make or give any warranty or representation as to any circumstance relating to the
subject matter of the consent or approval. 
  

	21.5	Conflict of interest 

 The
parties’ rights and remedies under this agreement may be exercised even if it involves a conflict of duty or a party has a personal interest in their exercise. 
  

	21.6	Remedies cumulative 

 The
rights and remedies provided in this agreement are in addition to other rights and remedies given by Law independently of this agreement. 
  

	21.7	Rights and obligations are unaffected 

 Rights given to the parties under this agreement and the parties’ liabilities under it are not affected by anything which might otherwise affect them by Law. 

 

	21.8	Variation and waiver 

 A
provision of this agreement or a right created under it may not be waived or varied except in writing, signed by the party or parties to be bound. 
  

	21.9	No merger 

 The
Warranties, undertakings and indemnities in this agreement including those contained in clause 13 (“Buyer’s warranties”) do not merge and are not extinguished on Completion and will survive after Completion. 

 

	21.10	Further steps 

 Each party
agrees, at its own expense, to do anything the other party asks (such as obtaining consents, signing and producing documents and getting documents completed and signed) as may be reasonably necessary or desirable to give full effect to the
provisions of this agreement and the transactions contemplated by it. 

  

					
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	21.11	Entire agreement 

 This
agreement constitutes the entire agreement of the parties about its subject matter and supersedes all previous agreements, understandings and negotiations on that subject matter. 

 

	21.12	Construction 

 No rule of
construction applies to the disadvantage of a party because that party was responsible for the preparation of, or seeks to rely on, this agreement or any part of it. 
  

 

	22	Governing law and jurisdiction 

  

	22.1	Governing law 

 This
agreement is governed by the law in force in Queensland, Australia. 
  

	22.2	Jurisdiction 

 Each party
submits to the non-exclusive jurisdiction of the courts of Queensland and courts of appeal from them. Each party waives any right it has to object to an action being brought in those courts including, without limitation, by claiming that the action
has been brought in an inconvenient forum or that those courts do not have jurisdiction. 
  

 

	23	Counterparts 

 This
agreement may be executed in counterparts. All counterparts when taken together are to be taken to constitute one instrument. 
  

 

	24	Supervening legislation 


Any present or future legislation which operates to vary the obligations of a party in connection with this agreement with the result that
another party’s rights, powers or remedies are adversely affected (including, by way of delay or postponement) is excluded except to the extent that its exclusion is prohibited or rendered ineffective by Law. 

EXECUTED as an agreement. 

  

					
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 Share Sale Agreement 
 Schedule 1 - Sale Shares 
 Part A - Syntech Sale Shares 

 

											
	 Registered shareholder
	  	 ACN
	  	Number of
Syntech
shares
immediately
prior to
Completion	 	  	 AMH

Shares
	  	 Syntech
Seller
Sale
Shares

	 AMH Syntech Holdings Pty Ltd
	  	 123 783 095
	  	 	1,954,800	  	  	Yes	  	No
	 Australian Finance 1 GmbH & Co KG
	  	 Incorporated in Germany
	  	 	8,045,200	  	  	Yes	  	No
	 GS Power Holdings LLC
	  	 A Delaware limited liability Corporation
	  	 	3,333,333	  	  	No	  	Yes

 Part B - Syntech II Sale Shares 
  

											
	 Registered shareholder
	  	 ACN
	  	Number of
Syntech II
shares
immediately
prior to
Completion	 	  	 AMH

Shares
	  	
Syntech II
Seller
Sale
Shares

	 AMH Syntech Holdings II Pty Ltd
	  	 126 143 744
	  	 	3,500,000	  	  	Yes	  	No
	 GS Power Holdings LLC
	  	 A Delaware limited liability Corporation
	  	 	1	  	  	No	  	Yes


  

					
	
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 Share Sale Agreement 
 Schedule 2 - Form of officers’ release 
  

					
	 Parties
	  	 Company and Officer

			
	Company	  	Name	  	[—]
			
		  	ABN/ACN/ARBN	  	[—]
			
		  	Address	  	[—]
			
		  	Telephone	  	[—]
			
		  	Fax	  	[—]
			
		  	Attention	  	[—]
			
	Officer	  	Name	  	[—]
			
		  	Address	  	[—]
		
	Recitals	  	 A       The Officer is a [director] [company secretary] of [—] (the “Company”).

		
		  	 B       The Officer will be resigning as a [director] [company
secretary] of the Company on completion of the sale of the Company from [—] to [—] (“Completion”).

		
		  	 C       The Company agrees to release the Officer on the terms set out
in this deed.

		
	Date of deed	  	See Signing page


  

					
	
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	1	Release 

  

	1.1	Release of Officer 


Subject to sl99A of the Corporations Act, the Company agrees: 

 

	 	(a)	to unconditionally release the Officer from all rights and Claims relating to his employment or his engagement by the Company; and 


 

	 	(b)	not to issue any proceedings in respect of rights and Claims relating to employment with the Company. 


The Officer may plead this deed in bar to any Claim or proceedings by the Company or any person claiming on their behalf in respect of
Claims or any matter related thereto other than a Claim in relation to a breach of this deed by the Officer. 
  

	1.2	Release of Company 

 The
Officer agrees: 
  

	 	(c)	to unconditionally release the Company from all rights and Claims relating to his employment or his engagement by the Company; and 


 

	 	(d)	not to issue any proceedings in respect of rights and Claims relating to his employment with the Company. 


The Company may plead this deed in bar to any Claim or proceedings by the Officer or any person claiming on his behalf in respect of
Claims or any matter related thereto other than a Claim in relation to a breach of this deed by the Company. 
  

 

	2	Indemnity 

  

	2.1	By Company 

 The Company
indemnifies the Officer against all Claims which the Company or any shareholder of the Company has or may have at any time against the Officer in respect of his employment with or position as a director of the Company and any conduct of the Officer
involving or relating in any way whatsoever to other shareholders of the Company as at Completion. 
  

	2.2	By Officer 

 The Officer
indemnifies the Company against all Claims which the Officer has or may have at any time against the Company in respect of his employment with or position as a director of the Company and any conduct of the Officer involving or relating in any way
whatsoever to other shareholders of the Company as at Completion. 
  

 

	3	Severability 

 If the
whole or any part of a provision of this deed is void, unenforceable or illegal in a jurisdiction it is severed for that jurisdiction. The remainder of this deed has full force and effect and the validity or enforceability of that provision in any
other jurisdiction is not affected. This clause has no effect if the severance alters the basic nature of this deed or is contrary to public policy. 

  

					
	
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	4	Entire agreement 

 This
deed constitutes the entire agreement of the parties about its subject matter and supersedes all previous agreements, understandings and negotiations on that subject matter. 

 
  

	5	General 

  

	5.1	Partial exercising of rights 

 If a party does not exercise a right or remedy fully or at a given time, the party may still exercise it later. 
  

	5.2	Remedies cumulative 

 The
rights and remedies provided in this deed are in addition to other rights and remedies given by law independently of this agreement. 
  

	5.3	Rights and obligations are unaffected 

 Rights given to the parties under this deed and the parties’ liabilities under it are not affected by anything which might otherwise affect them by law. 

 

	5.4	Variation and waiver 

 A
provision of this deed or a right created under it, may not be waived or varied except in writing, signed by the party or parties to be bound. 
  

	5.5	Costs 

 Each party will
pay its reasonable legal costs and expenses in connection with the preparation, execution and completion of this deed. 
  

	5.6	Supervening legislation 


Any present or future legislation which operates to vary the obligations of a party in connection with this deed with the result that
another party’s rights, powers or remedies are adversely affected (including, by way of delay or postponement) is excluded except to the extent that its exclusion is prohibited or rendered ineffective by law. 

 

	5.7	Counterparts 

 This deed
may be executed in counterparts. All counterparts when taken together are to be taken to constitute one instrument. 

  

					
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	6	Governing law 

  

	6.1	Governing law 

 This deed
is governed by the law in force in Queensland, Australia. Each party submits to the non-exclusive jurisdiction of the courts of that place. 
  

	6.2	Jurisdiction 

 Each party
submits to the non-exclusive jurisdiction of the courts of Queensland, Australia and courts of appeal from them. Each party waives any right it has to object to an Action being brought in those courts including, without limitation, by claiming that
the Action has been brought in an inconvenient forum or that those courts do not have jurisdiction. 
  

	6.3	Serving documents 


Without preventing any other method of service, any document in an Action may be served on a party by being delivered or left at that
party’s address in the Details. 
  
  

	7	Interpretation 

  

	7.1	Definitions 

 These
meanings apply unless the contrary intention appears: 
 Action means an action, dispute, Claim, demand, investigation,
inquiry, prosecution, litigation, proceeding, arbitration, mediation or dispute resolution. 
 Claim means any allegation,
debt, cause of action, liability, claim, proceeding, suit or demand of any nature howsoever arising and whether present or future, fixed or unascertained, actual or contingent whether at law, in equity, under statute or otherwise and which either
party has or may have against the other in connection with the cessation of the Officer’s employment with or service as a director of the Company. 
 EXECUTED as a deed. 
  

			
	DATED:	 	  



  

					
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	EXECUTED by [—] in accordance
with section 127(1) of the Corporations
Act 2001 (Cwlth) by authority of
its
directors:	  	 )
 )

)
 )
	  	
	  
 Signature of
director
	  	 )
 )

)
 )
	  	  
 Signature of
director/company
secretary*
 *  delete whichever is not applicable

	  
 Name of director (block
letters)
  
  
	  	 )
 )

)
 )
	  	  
 Name of director/company secretary*

(block letters)
 *  delete whichever is not applicable

			
	SIGNED, SEALED AND
DELIVERED by [—] in the presence
of:	  	 )
 )

)
 )
	  	
	  
 Signature of
witness
  
	  	 )
 )

)
 )
	  	
	  
 Name of witness (block
letters)
  
	  	 )
 )

)
	  	  
 Signature of [—]
  



  

					
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 Share Sale Agreement 
 Schedule 3 - Not used 

  

					
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 Share Sale Agreement 
 Schedule 4 - Properties 
  

															
	 Property
	  	Lot No	  	 Company
	  	Acquisition
Date	  	Area	  	County of	  	Parish of	  	RP
	 Cameby Downs
	  	1	  	 Mountfield
 Properties
	  	15 Apr 2003	  	2022 ha	  	Bulwer	  	Cameby	  	893208
								
		  	2	  		  		  		  		  		  	
								
		  	3	  		  		  		  		  		  	
								
		  	4	  		  		  		  		  		  	
								
		  	5	  		  		  		  		  		  	
								
	 Avon Downs
	  	64	  	 Mountfield
 Properties
	  	29 May 2007	  	1437.957 ha	  	Bulwer	  	Dogwood	  	CP BWR
 154

								
		  	65	  		  		  		  		  		  	
								
		  	2	  		  		  		  	Bulwer	  	Dogwood	  	CP BWR
 149

								
	 Glennie
	  	13	  	 Mountfield
 Properties
	  	29 May 2007	  	40.2 ha	  	Bulwer	  	Cameby	  	187208
								
	 Morris
	  	16	  	 Mountfield
 Properties
	  	29 May 2007	  	197.3 ha	  	Bulwer	  	Cameby	  	187207


  

					
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 Share Sale Agreement 
 Schedule 5 - Subsidiaries 
 The Subsidiaries of Syntech are as follows: 

 

											
	 Name of Subsidiary
	  	 ABN
	  	 Place of
incorporation
	  	 Registered

office
	  	Issued
capital	  	 Registered

shareholders

	 Syntech Resources Pty Limited
	  	 67 095 102 971
	  	NSW	  	As Syntech	  	10,079,363	  	Syntech
	 Mountfield Properties Pty Limited
	  	 94 095 103 012
	  	NSW	  	As Syntech	  	100	  	Syntech Resources Pty Limited
	  
 The Subsidiary of Syntech II is:

 

	 Name of Subsidiary
	  	 ABN
	  	 Place of
incorporation
	  	 Registered

office
	  	Issued
capital	  	 Registered

shareholders

	 AMH (Chinchilla Coal) Pty Limited
	  	 38 124 649 216
	  	QLD	  	As Syntech II	  	1	  	Syntech II


  

					
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 Share Sale Agreement 
 Schedule 6 - Warranties 
 For clarity, each of the Warranties in this schedule 6 are subject to
clause 11.3 of the body of this agreement, and are read down and qualified by any information fully and fairly disclosed to the Buyer by the Seller in the Disclosure Material. 

 
  

	1	Incorporation and power 

  

	1.1	Incorporation 

 Each Group
Member is validly incorporated. 
  

	1.2	Power 

 Each Group Member
has the power to own its Assets and to carry on its Business as it is now being conducted. 
  

	1.3	Compliance with constituent documents 

 The Business and affairs of each Group Member have at all times been and continue to be conducted in accordance with their respective Constitutions. 

 
  

	2	Sale Shares 

  

	2.1	Proportion of capital 

  

	 	(a)	The Syntech Sale Shares comprise the whole of the issued capital of Syntech and are fully paid. 


 

	 	(b)	The Syntech II Sale Shares comprise the whole of the issued capital of Syntech II and are fully paid. 


 

	2.2	Title 

  

	 	(a)	The registered owners of the Syntech Sale Shares are set out in schedule 1 (“Sale Shares”). 


 

	 	(b)	The registered owners of the Syntech II Sale Shares are set out in schedule 1 (“Sale Shares”). 


 

	2.3	No Encumbrances 

 There
are no Encumbrances over the Sale Shares, except such Encumbrances as shall be discharged upon Completion upon repayment of the External Debt from the Repayment Amount to the relevant External Financier in accordance with the repayment schedule set
out in schedule 11 (“Existing Facilities”). 

  

					
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	2.4	No restriction 

 Subject
to the satisfaction or waiver of the Conditions Precedent there is no restriction on the transfer of the Seller Sale Shares to the Buyer. 
  

	2.5	Consents 

 The Seller has
obtained all consents necessary to enable it to transfer the Seller Sale Shares to the Buyer. 
  

	2.6	AMH Shares 

 The Seller
has the right on Completion to require the AMH Shares to be transferred to the Buyer free from any Encumbrance, except such Encumbrances as shall be discharged upon Completion upon repayment of the External Debt from the Repayment Amount to the
relevant External Financier in accordance with the repayment schedule set out in schedule 11 (“Existing Facilities”). 
  

	2.7	No breach 

 The transfer
of the Sale Shares does not breach any obligation or agreement binding on the Seller or any Group Member. 
  

 

	3	Power and authority 

  

	3.1	Authority 

 The Seller has
taken all action which is necessary to authorise the entry into and performance of its obligations under this agreement. 
  

	3.2	Power 

 The Seller has the
power, without any further consent of any other person, to enter into and perform its obligations under this agreement. 
  

	3.3	Binding obligations 

 This
agreement constitutes legal, valid and binding obligations of the Seller, enforceable against it in accordance with its terms. 
  

	3.4	No impediment 

 The
execution of and performance by the Seller of its obligations under this agreement does not breach any applicable Law or any Encumbrance or document which is binding on the Seller and (to the knowledge of the Seller) does not result in any material
breach or material default under any agreement to which a Group Member is a party. 
  

 

	4	Information 

 The
information concerning Syntech and Syntech II, each of their Subsidiaries, and the Business, prepared by or on behalf of the Seller and contained in the Disclosure Material is true and accurate in all material respects, and is not misleading or
deceptive or likely to mislead in any material respect. 

  

					
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	5	Documents and Records 

  

	5.1	Records complete, accurate and up to date 

 So far as the Seller is aware, the Records of each Group Member are complete, accurate and up-to-date and have been maintained in accordance with all applicable Laws. 

 

	5.2	Other documents 

 So far
as the Seller is aware, all other material documents (including documents of title and copies of all agreements to which each Group Member is a party) which are the property of that Group Member or ought to be in its possession, are in its
possession or under its control. 
  

	5.3	Filings required by Law 


So far as the Seller is aware, each document or filing which is required by Law to be delivered or made to any Government Agency by a
Group Member has been duly delivered or made. 
  
  

	6	Corporate information 

  

	6.1	Share details 

 Schedule 1
(“Sale Shares”) contains complete, accurate and up-to-date details of the Sale Shares. 
  

	6.2	Subsidiary details 


Schedule 5 (“Subsidiaries”) contains complete, accurate and up to date details of the Subsidiaries of Syntech and Syntech II.

  

	6.3	Issued Sale Shares 

 All
of the issued Sale Shares in the capital of each Group Member are fully paid validly allotted and issued and were not allotted or issued or transferred in breach of any: 

 

	 	(a)	pre-emptive or similar rights of any person; or 

  

	 	(b)	contract which is binding on that Group Member. 

  

 

	7	Financial statements 

  

	7.1	Last Accounts 

 The Last
Accounts: 
  

	 	(a)	were prepared in accordance with the requirements of the Corporations Act (as applicable) and any other applicable Laws and in accordance with the Accounting Standards
consistently applied; and 

  

	 	(b)	give a true and fair view of each of the financial position and the performance of Syntech and Syntech II and their respective consolidated entities as at the Last
Balance Date or for the period ending on the Last Balance Date (as applicable). 


  

					
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	7.2	No Change 

 There has been
no change in the consolidated financial position of Syntech and Syntech II and their respective consolidated entities since the Last Balance Date which is, or is reasonably likely to have, a material adverse effect on the Syntech Group. 

 
  

	8	Assets and Liabilities 

  

	8.1	Assets 

 Except as
disclosed in the Disclosure Material, the material Assets are: 
  

	 	(a)	legally and beneficially owned by the relevant Group Member free from any Encumbrance, except the Security Interests to be released at Completion and those arising by
operation of Law; 

  

	 	(b)	in the possession of Syntech Group; and 

  

	 	(c)	not the subject of any lease or hire purchase agreement or contract for purchase on deferred terms. 


 

	8.2	Liabilities 

 Except in
relation to the External Debt, the Syntech Group does not have any borrowings, debts or other liabilities (whether actual or, so far as the Seller is aware, prospective or contingent), other than amounts which: 

 

	 	(a)	are owing to creditors of the Syntech Group who are not Related Bodies Corporate of a Group Member or the Seller in respect of goods or services received by the Syntech
Group; 

  

	 	(b)	are related to the on-going operations of the Syntech Group incurred in the normal and usual course of business; and 


 

	 	(c)	other than as maybe set out in the Adjustment Statement, do not, in aggregate, exceed $500,000. 


 
  

	9	Property 

  

	 	(a)	The Properties comprise all of the premises and land which are owned, occupied or otherwise used by the Syntech Group to conduct the Business. 


 

	 	(b)	Other than in relation to the Properties, the Syntech Group has no interest in any premises or land (whether as registered owner, lessee or holder of any other
interest). 

  

	 	(c)	The Syntech Group has exclusive occupation and quiet enjoyment of the Properties other than any Encumbrances of third parties that do not adversely interfere with the
conduct of the Business in any material respect. 


  

					
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	 	(d)	So far as the Seller is aware, there is no default under any applicable instrument, agreement, law or Approval affecting any Property which would have a material
adverse effect on the Business or the Syntech Group. 

  

	 	(e)	So far as the Seller is aware, no Property is adversely affected by a proposal of any Government Agency (for example, a proposal of a local authority involving
compulsory acquisition, a change in zoning or a requirement to perform work or to pay money) in any material respect. 

  

 

	10	Material Contracts 

  

	10.1	Disclosure 

 So far as the
Seller is aware, copies of the Material Contracts have been fully disclosed in the Disclosure Material. 
  

	10.2	Valid and binding 

 Each
Material Contract is valid, binding and enforceable against the relevant Group Member, and so far as the Seller is aware, valid, binding and enforceable against the counterparty to that Material Contract, in accordance with its terms. 

 

	10.3	No breach 

 So far as the
Seller is aware: 
  

	 	(a)	no party to a Material Contract is in breach of, or in default under, any Material Contract; and 


 

	 	(b)	no fact or circumstance exists which might give rise to such a breach. 

  

 

	11	Employment 

  

	11.1	Employees 

 The Disclosure
Material contains a complete list of: 
  

	 	(a)	the period of service of each Employee and accrued annual, long service and sick leave entitlements; and 


 

	 	(b)	the remuneration and other benefits paid or conferred on each Employee including whether any Employee is entitled to participate in a share or option scheme,


 in each case, as at 30 April 2011. 

 

	11.2	Re-employment 

 So far as
the Seller is aware, there is no person who is not currently employed by a Group Member who has a right to be employed by that Group Member. 

  

					
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	11.3	Employment contracts 

 All
contracts of service and letters of appointment of Employees have been provided to the Buyer. 
  

	11.4	Claims and disciplinary action 

  

	 	(a)	None of the Employees or former employee of any Group Member have pending, or so far as the Seller is aware, threatened, any Claims against any Group Member.


  

	 	(b)	No material disciplinary action or grievance procedures have been taken against any Employee. 


 

	11.5	Payments due to Employees 


The Syntech Group has paid all amounts which are presently due and payable in respect of the Employees, directors and officers of the
Syntech Group. 
  

	11.6	Future payments 

 No Group
Member is liable to pay any material allowance, annuity, benefit, lump sum, pension, premium or other payment in respect of the death, disability, retirement, resignation or dismissal of any persons other than that as may be specified in a written
contract of employment or in the Disclosure Material. 
  

	11.7	Notice of termination 

 No
director or Employee of any Group Member has given or been given notice of termination of his or her employment with that Group Member or will be entitled to terminate their employment as a result of the execution and performance of this agreement
and, so far as the Seller is aware, no director or Employee intends to terminate their employment with the relevant Group Member. 
  

	11.8	Federal awards and enterprise agreements 

 No industrial awards, industrial agreement made under any state or federal law (including federal awards or enterprise agreements), or unregistered agreements apply to the Employees. 

 

	11.9	No independent contractors 


There are no independent contractors or employees employed on a casual basis engaged in the Business. 

 
  

	12	Litigation 

 No Group
Member is: 
  

	 	(a)	a party to or the subject of any Action; or 

  

	 	(b)	the subject of any ruling, judgement, order or decree by any Government Agency or any other person, 


which may have a material adverse effect upon the Syntech Group, the Business, any of the Assets or any of the Mining Tenements, and so
far as the Seller is aware no such Action, judgement, order or decree is pending, threatened or anticipated by the Seller. 

  

					
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	13	Environmental matters 

  

	13.1	Compliance with Environmental Laws 

 So far as the Seller is aware, each Group Member: 
  

	 	(a)	has, in all material respects, complied with all Environmental Laws in respect of the Business; 


 

	 	(b)	is, in all materials respects, currently complying with all Environmental Laws in respect of the Business; 


 

	 	(c)	is not the subject of any outstanding Notices; and 

  

	 	(d)	is not aware of any existing circumstances which is reasonably likely to give rise to a Notice being issued. 


 

	13.2	Approvals 

  

	 	(a)	So far as the Seller is aware, each Group Member currently holds, and is complying with all Approvals necessary for the lawful operation of the Business.


  

	 	(b)	The Seller is not aware of any circumstances that could lead to the cancellation, termination or non-renewal or non-extension of any material Approval.


  

	13.3	Properties 

  

	 	(a)	So far as the Seller is aware, no Property is: 

  

	 	(i)	subject to any order or current or outstanding Notice; 

  

	 	(ii)	Contaminated; or 

  

	 	(iii)	other than as required under Law, the subject of any charge in favour of any relevant environmental protection authority as security for clean-up or other costs under
any relevant Environmental Law, 

 in each case, in a manner or to an extent which would reasonably be expected to
have a material adverse effect on the Syntech Group. 
  

	 	(b)	So far as the Seller is aware, there is no condition of any Property which would entitle any person to require a Group Member or the Buyer as an owner or as an occupier
to remediate Contamination. 

  

	 	(c)	So far as the Seller is aware, no written complaints have been made by any person to Syntech or Syntech II in relation to Hazardous Substances or Contamination.



  

					
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	 	(d)	So far as the Seller is aware, there are no circumstances which have been or are likely to give rise to a material Claim in relation to Hazardous Substances or
Contamination. 

  
  

	14	Tax and Duty 

  

	14.1	Tax returns etc lodged 


All material Tax returns or any other material documents required by Law to be lodged or filed by each Group Member prior to the
Completion Date, have been, or will be duly lodged or filed. 
  

	14.2	Returns etc accurate 

 Any
information, notice, computation and return which has been submitted by any Group Member to any Authority in respect of any Tax: 
  

	 	(a)	is complete and accurate in all material respects and discloses all material facts that must be disclosed under any Tax Law; and 


 

	 	(b)	is not false, misleading or deceptive in any material respect. 

  

	14.3	Taxes Paid 

 So far as the
seller is aware all Taxes, levies, assessments, contributions, fees, rates, duties, and other governmental or municipal charges or impositions (other than those which may be still paid without penalty or interest or those that are being contested in
good faith by Syntech) for which the Syntech Group is liable, including any penalty or interest, have been paid to the proper Tax Authority. 
  

	14.4	Correct withholdings 

 So
far as the seller is aware all material amounts required by any Tax Law to be deducted by or on behalf of each Group Member from the salary or wages of employees or from any other amount (including, without limitation, amounts referred to in
Division 11A of Part III of the Tax Act) have been duly deducted and, where appropriate, duly paid to the relevant Authority in accordance with the relevant Law. 
  

	14.5	No deficit 

 The Syntech
Group’s franking account is not in deficit as at the time of Completion. 
  

	14.6	No tainting 

 The share
capital account of each Group Member is not tainted within the meaning of the Tax Act. 
  

	14.7	No debt forgiveness 


Other than as contemplated by this agreement or the Restructure Deed, no debt or other obligation of any Group Member has been forgiven
within the meaning of Division 245 of Schedule 2C to the Tax Act nor has any arrangement for such a forgiveness been entered into in relation to any such debts or other liabilities. 

  

					
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	14.8	Adequate and correct records 

 So far as the seller is aware each Group Member has created and maintained adequate and correct records to enable it to comply with its obligations to: 

 

	 	(a)	prepare and submit any information, notices, computations, returns and payments required in respect of any Tax Law; 


 

	 	(b)	prepare any accounts necessary for the compliance of any Tax Law; and 

  

	 	(c)	retain necessary records as required by any Tax Law. 

  

	14.9	Public officer 

 The
office of public officer as required under any Tax Law has always been occupied. 
  

	14.10	No dispute 

  

	 	(a)	Neither the Seller nor any Group Member is aware that the Commissioner of Taxation or any other Authority is at present conducting, or proposes to conduct, any
investigation or audit into all or any part of the business or affairs of any Group Member. 

  

	 	(b)	So far as the seller is aware there is no unresolved dispute between any Group Member and the Commissioner of Taxation or any other Authority. 


 

	14.11	Compliance 

 So far as the
seller is aware each Group Member has complied in all material respects with the terms of all communications issued by Authorities and addressed to the Group Member (including rulings and communications by way of agreement). 

 

	14.12	GST warranty 

 There is no
contract requiring the Group Member to supply anything which does not contain a provision enabling the Group Member as supplier to require the other party to the contract to pay the Group Company the amount of any GST for which the Group Member is
liable on a supply under the contract, in addition to the consideration for that supply, or otherwise seek reimbursement so that the Group Member retains the amount it would have retained but for the imposition of GST. 

 

	14.13	Stamping 

 So far as the
seller is aware all documents and transactions entered into by each Group Member which are required to be stamped have been duly stamped. 
  

	14.14	No rollover relief 


Section 104-175 of the Tax Act (CGT event J1) will not operate to result in a capital gain or a capital loss to any Group Member as a
result of entry into or completion of this agreement. 

  

					
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	14.15	No deemed dividends 

 No
Group Member has made a distribution that: 
  

	 	(a)	does not constitute a dividend pursuant to the definition of “dividend” in section 6(1) of the Tax Act; and 


 

	 	(b)	is deemed to be or is treated as a “dividend” for the purposes of the Tax Act through the operation of another provision in the Tax Act.


  
  

	15	Insurance 

  

	 	(a)	At Completion, the Syntech Group has in place all insurances usual for a project of the nature of the Project. 


 

	 	(b)	At Completion each Group Member has in place all insurances required to be effected by it under the terms of all contractual arrangements to which it is a party.


  

	 	(c)	So far as the Seller is aware, nothing has been done or omitted to be done which would make any insurance policy of any Group Member void, voidable or unenforceable.


  
  

	16	Compliance with Laws 


Each Group Member has conducted the Business in all material respects in accordance with applicable Laws. So far as the Seller is aware,
no allegation has been made of any material breach of any applicable Law. 
  

 

	17	Shareholdings and memberships 

  

	17.1	Shareholdings 

 Except for
shares held in the Subsidiaries, no Group Member is the holder or the beneficial owner of: 
  

	 	(a)	any shares or capital of another company; or 

  

	 	(b)	any other securities; or 

  

	 	(c)	controls (within the meaning of section 50AA of the Corporations Act) any other entity. 


 

	17.2	Memberships 

 Other than
as set out in the Disclosure Material, no Group Member is or has agreed to become: 
  

	 	(a)	a member of any joint venture, consortium, partnership or unincorporated association (other than a recognised trade association); or 


 

	 	(b)	a party to any contract for participating with others in any business sharing commissions or other income. 


  

					
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	18	Project 

  

	18.1	Project Area 

  

	 	(a)	So far as the Seller is aware, the Project Area, together with any other rights of access and other appurtenant rights granted or to be granted to a member of the
Syntech Group in connection with or in relation to the Project, comprise, in all material respects, the land, licences and other such rights which are required and which are necessary for the proper and lawful carrying out of all work that has been
carried out. 

  

	 	(b)	So far as the Seller is aware, there is no reason why the Syntech Group would not be granted all such rights required and which are necessary for future work in the
operation and development of the Project. 

  

	18.2	Authorisations 

  

	 	(a)	Each material authorisation which has been required for the conduct of the Business has been obtained for all work carried out in relation to the Project and there has
been no material default in the performance of any of the material terms or conditions of those authorisations. 

  

	 	(b)	So far as the Seller is aware, there is no litigation or administrative proceeding, current or pending or threatened in writing, in which the validity or effectiveness
of any of those authorisations is being challenged. 

  

 

	19	Mining Tenements 

  

	19.1	Mining Tenements 

 Each
Mining Tenement is: 
  

	 	(a)	legally and beneficially held by the relevant Group Member; 

  

	 	(b)	in good standing; and 

  

	 	(c)	not liable to forfeiture or cancellation. 

  

	19.2	Compliance 

 In relation
to each Mining Tenement: 
  

	 	(a)	so far as the Seller is aware, each Group Member has complied with or performed in all material respects all conditions and obligations (including any reporting
obligations under the Mineral Resources Act) incumbent upon it under each of the relevant Mining Tenements; 

  

	 	(b)	so far as the Seller is aware, there are no outstanding amounts (including rental or rates due and owing by any Syntech Group Member); and 


 

	 	(c)	other than this agreement, neither the Seller nor any Group Member has entered into any agreement or option or granted a right capable of becoming or giving rise to an
option for the purchase of any Mining Tenement; and 


  

					
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	 	(d)	other than as disclosed in the Disclosure Material, the Seller is not aware of any circumstances that could lead to the cancellation, termination or non-renewal or
non-extension of a Permit the loss of which would reasonably be expected to have a material adverse effect on the Syntech Group. 

  

 

	20	No donations 

 So far as
the Seller is aware, no Group Member has made any donations to any political party in Australia, in the past 12 months, in excess of $1,000. 

  

					
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 Share Sale Agreement 
 Schedule 7 - Security Interests 
  

					
	Transaction Document
	  
 Syntech Security Deed dated 22 March 2007
between GS Power Holdings LLC (“Chargee”), Syntech Holdings Pty Ltd, Syntech Resources Pty Ltd, Mountfield Properties Pty Ltd, AMH Syntech Holdings Pty. Ltd. and Australian Mining Finance I GmbH & Co KG (each a
“Chargor”)
  

	 Security
	 	 Granted by
	 	 In favour of

			
	Fixed and floating charge over all of the present and future rights, property and undertaking of each Chargor and each mortgage set out in clause 3.1 of the Syntech Security
Deed	 	Each Chargor	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432385) dated 23 March 2007	 	AMH Syntech Holdings Pty Ltd	 	GS Power Holdings LLC
			
	Registered Real Property Mortgage (Mortgage No 710515890) dated 22 March 2007 over Lot 1 (title reference 50091551), Lot 2 (title reference 50091552), Lot 3 (title
reference 50091553) Lot 4 (title reference 50091554) and Lot 5 (title reference 50091555) on Registered Plan 893208	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC
	  
 Transaction Document
	 		 	
	  
 CPNSA Syntech Security Deed dated 22 March
2007 between GS Power Holdings LLC (“Chargee”), Syntech Holdings Pty Ltd, Syntech Resources Pty Ltd, Mountfield Properties Pty Ltd, AMH Syntech Holdings Pty. Ltd. and Australian Mining Finance I GmbH & Co KG (each a
“Chargor”)
  

	 Security
	 	 Granted by
	 	 In favour of

			
	Fixed and floating charge over all of the present and future rights, property and undertaking of each Chargor and each mortgage set out in clause 3.1 of the CPNSA Syntech
Security Deed	 	Each Chargor	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432388) dated 23 March 2007	 	AMH Syntech Holdings Pty Ltd	 	GS Power Holdings LLC
			
	Registered CPNSA Real Property Mortgage (Mortgage No 710515895) dated 22 March 2007 over Lot 1 on Registered Plan 893208 (title reference 50091551), Lot 2 on Registered
Plan 893208 (title reference 50091552), Lot 3 on Registered Plan 893208 (title reference 50091553) Lot 4 on Registered Plan 893208 (title reference 50091554) and Lot 5 on Registered Plan 893208 (title reference 50091555)	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC


  

					
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 Transaction Document
	 		 	
	  
 Syntech / GS Power Security Deed dated
20 August 2009 between GS Power Holdings LLC (“Chargee”), Syntech Holdings Pty Ltd, Syntech Resources Pty Ltd, Mountfield Properties Pty Ltd, AMH Syntech Holdings Pty. Ltd., Australian Mining Finance I GmbH & Co KG, Syntech
Holdings II Pty Ltd, AMH Syntech Holdings II Pty. Ltd. and AMH (Chinchilla Coal) Pty Ltd (each a “Chargor”)
  

	 Security
	 	 Granted by
	 	 In favour of

			
	Fixed and floating charge over all of the present and future rights, property and undertaking of each Chargor and each mortgage set out in clause 3.1 of the Syntech / GS
Power Security Deed	 	Each Chargor	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845911) dated 28 August 2009	 	Syntech Holdings Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845912) dated 28 August 2009	 	Syntech Resources Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845913) dated 28 August 2009	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845910) dated 28 August 2009	 	AMH Syntech Holdings Pty. Ltd.	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845916) dated 28 August 2009	 	Syntech Holdings II Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845917) dated 28 August 2009	 	AMH Syntech Holdings II Pty. Ltd.	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1845918) dated 28 August 2009	 	AMH (Chinchilla Coal) Pty Ltd	 	GS Power Holdings LLC
			
	Registered Mortgage of Mineral Development Licences 246 and 247 (dealing number 1016165 and 1016167) dated 3 September 2009	 	AMH (Chinchilla Coal) Pty Ltd	 	GS Power Holdings LLC


  

					
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	Registered Mortgage of Mining Lease 50233 (dealing number 1016125) dated 2 September 2009	 	Syntech Resources Pty Ltd	 	GS Power Holdings LLC
			
	Registered Real Property Mortgage (Mortgage No 712691780) over Lot 1 on Registered Plan 893208 (title reference 50091551), Lot 2 on Registered Plan 893208 (title reference
50091552), Lot 3 on Registered Plan 893208 (title reference 50091553) Lot 4 on Registered Plan 893208 (title reference 50091554) and Lot 5 on Registered Plan 893208 (title reference 50091555), Lot 16 on Registered Plan 187207 (title reference
16396204), Lots 64 and 65 on Crown Plan BWR154 (title reference 50832057 and 50832052), Lot 2 on Crown Plan BWR149 (title reference 15229006) and Lot 13 on Registered Plan 187208 (title reference 16393126)	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC
	  
 Transaction Document
	 		 	
	  
 Syntech / GS Power Security Deed Poll dated
20 August 2009 between The Goldman Sachs Group, Inc (“Chargee”), Syntech Holdings Pty Ltd, Syntech Resources Pty Ltd, Mountfield Properties Pty Ltd, AM FI Syntech Holdings Pty. Ltd., Australian Mining Finance I GmbH & Co KG,
Syntech Holdings II Pty Ltd, AMH Syntech Holdings II Pty. Ltd. and AMH (Chinchilla Coal) Pty Ltd (each a “Chargor”)
  

	 Security
	 	 Granted by
	 	 In favour of

			
	Fixed and floating charge over all of the present and future rights, property and undertaking of each Chargor and each mortgage set out in clause 3.1 of the Syntech / GS
Power Security Deed Poll	 	Each Chargor	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845368) dated 28 August 2009	 	Syntech Holdings Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845922) dated 28 August 2009	 	Syntech Resources Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845371) dated 28 August 2009	 	Mountfield Properties Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845923) dated 28 August 2009	 	AMH Syntech Holdings Pty. Ltd.	 	The Goldman Sachs Group, Inc


  

					
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	Registered Fixed and Floating Charge (charge number 1845924) dated 28 August 2009	 	Syntech Holdings II Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845920) dated 28 August 2009	 	AMH Syntech Holdings II Pty. Ltd.	 	The Goldman Sachs Group, Inc
			
	Registered Fixed and Floating Charge (charge number 1845921) dated 28 August 2009	 	AMH (Chinchilla Coal) Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Mortgage of Mineral Development Licences 246 and 247 (dealing number 1016164 and 1016166) dated 3 September 2009	 	AMH (Chinchilla Coal) Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Mortgage of Mining Lease 50233 (dealing number 1016124) dated 2 September 2009	 	Syntech Resources Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Caveat forbidding dealing over Exploration Permit 562 (dealing number 1017864) dated 3 March 2010	 	AMH (Chinchilla Coal) Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Caveat forbidding dealing over Exploration Permit 873 (dealing number 1017874) dated 4 March 2010	 	AMH (Chinchilla Coal) Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Caveat forbidding dealing over Exploration Permit 732 (dealing number 1017870) dated 4 March 2010	 	Syntech Resources Pty Ltd	 	The Goldman Sachs Group, Inc
			
	Registered Real Property Mortgage (Mortgage No 712691784) over Lot 1 on Registered Plan 893208 (title reference 50091551), Lot 2 on Registered Plan 893208 (title reference
50091552), Lot 3 on Registered Plan 893208 (title reference 50091553) Lot 4 on Registered Plan 893208 (title reference 50091554) and Lot 5 on Registered Plan 893208 (title reference 50091555), Lot 16 on Registered Plan 187207 (title reference
16396204), Lots 64 and 65 on Crown Plan BWR154 (title reference 50832057 and 50832052), Lot 2 on Crown Plan BWR149 (title reference 15229006) and Lot 13 on Registered Plan 187208 (title reference 16393126)	 	Mountfield Properties Pty Ltd	 	The Goldman Sachs Group, Inc


  

					
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 Other

 

	 Security
	 	 Granted by
	 	 In favour of

			
	Registered Caveat forbidding dealing over Exploration Permit 562 (dealing number 1017869) dated 4 March 2010	 	AMH (Chinchilla Coal) Pty Ltd	 	GS Power Holdings LLC
			
	Registered Caveat forbidding dealing over Exploration Permit 873 (dealing number 1017878) dated 4 March 2010	 	AMH (Chinchilla Coal) Pty Ltd	 	GS Power Holdings LLC
			
	Registered Caveat forbidding dealing over Exploration Permit 732 (dealing number 1009676 ) dated 29 March 2007	 	Syntech Resources Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432386) dated 23 March 2007	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432390) dated 23 March 2007	 	Mountfield Properties Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 2051400) dated 24 September 2010	 	Mountfield Properties Pty Ltd	 	Commonwealth Bank of Australia
			
	Registered Fixed and Floating Charge (charge number 1432375) dated 23 March 2007	 	Syntech Holdings Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432387) dated 23 March 2007	 	Syntech Holdings Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 2051401) dated 24 September 2010	 	Syntech Holdings Pty Ltd	 	Commonwealth Bank of Australia
			
	Registered Fixed and Floating Charge (charge number 1432384) dated 23 March 2007	 	Syntech Resources Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 1432389) dated 23 March 2007	 	Syntech Resources Pty Ltd	 	GS Power Holdings LLC
			
	Registered Fixed and Floating Charge (charge number 2051402) dated 24 September 2010	 	Syntech Resources Pty Ltd	 	Commonwealth Bank of Australia


  

					
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	Registered Real Property Mortgage (Mortgage No 713492031) over Lot 1 (title reference 50091551), Lot 2 (title reference 50091552), Lot 3 (title reference 50091553) Lot 4
(title reference 50091554) and Lot 5 (title reference 5001555) on Registered Plan 893208, Lot 16 on Registered Plan 187207 (title reference 16396204), Lot 65 on Crown Plan BWR154 (title reference 50832052), Lot 2 on Crown Plan BWR149 (title
reference 15229006) and Lot 13 on Registered Plan 187208 (title reference 16393126)	 	Mountfield Properties Pty Ltd	 	Commonwealth Bank of Australia


  

					
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 Share Sale Agreement 
 Schedule 8 - Performance Guarantees 
  

							
	 Guarantees issued to:
	  	Amount	 	 	 Security for

	 Guarantees on issue under CBA Guarantee Facility (1):

	 October Nominees Pty Ltd
	  	 	A$32,353.75	  	 	 Office Lease 80 Albert Street

	 State of Queensland – EPA
	  	 	A$5,486,094.00	  	 	 Cameby Downs Mining Lease ML 50233

	 State of Queensland
	  	 	A$2,500.00	  	 	 EPC 873

	 State of Queensland
	  	 	A$2,500.00	  	 	 MDL 247

	 State of Queensland
	  	 	A$6,500.00	  	 	 EPC 562

	 State of Queensland
	  	 	A$17,500.00	  	 	 MDL 246

	 State of Queensland (2)
	  	 	A$20,000.00	  	 	 EPC 732

	 Queensland Bulk Handling Pty Ltd
	  	 	A$20,000,000.00	  	 	 Brisbane Port access Take or Pay security

	 Gladstone Ports Corporation
	  	 	(3	) 	 	 Feasibility Funding Facility

	 Wiggins Island Coal Export Terminal Pty Ltd
	  	 	A$819,342.32	  	 	 Stage 2 WICET EOI

	 QR Limited
	  	 	A$1,400,000.00	  	 	 Coal transport services agreement

	 QR Network Pty Ltd (4)
	  	 	A$3,142,133.00	  	 	 Banana to Gladstone Prefeasibility Study costs

	 Ergon Energy Queensland Pty Limited
	  	 	A$300,000.00	  	 	 Electrical retail supply agreement

	 Goldman Sachs Corporate Guarantees on Syntech behalf
	   
	 	
	 Queensland Rail Ltd
	  	 	A$58,520,000.00	  	 	 Access Facilitation Deed

	 Commonwealth Bank
	  	 	A$30,000,000.00	  	 	 Loan Facility


  

	(1)	GS counter-guarantees amounts issued under the CBA Guarantee Facility (up to A$40,000,000, not all of which has been utilized). The guarantee issued by GS to CBA covers
both the guarantee facility and the loan facility as well as guaranteeing certain potential enforcement costs relating thereto. The entire guarantee shall be release or cancelled as a condition to Completion. 


	(2)	As at 25 March 2011, this guarantee is cash collateralised, but is likely to be transferred to the CBA Guarantee Facility prior to 30 June 2011.



	(3)	Current guarantee of A$7,274,499.47 expected to be released upon Financial Close of Stage 1 of the Wiggins Island Coal Export Terminal project, expected to occur prior
to 30 June 2011. 


	(4)	May be subject to increase of approximately A$ 100,000 for interest cost prior to 30 June 2011. 


  

					
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 Share Sale Agreement 
 Schedule 9 - Material Contracts 
  

					
	 Contract
	  	 Parties
	 	 Date

	 Rail
	  		 	
	Access Facilitation Deed	  	QRN and Syntech Resources	 	11 September 2009
	Rail Infrastructure Construction Deed	  	QRN and Syntech Resources	 	11 September 2009
	Coal Transport Service Agreement	  	QR Limited and Syntech Resources	 	16 October 2008
	 Port
	  		 	
	Coal Port Services Agreement	  	Queensland Bulk Handling Pty Ltd and Syntech Resources	 	2 June 2009
	Consortium Agreement: Wiggins Island Coal Export Terminal	  	Consortium Members	 	18 July 2008
	 Water
	  		 	
	Water Supply Agreement	  	Queensland Gas Company Limited and Syntech Resources	 	26 March 2008
	Water Pipeline Agreement	  	Lindsay Allan Boyle and Ann Michelle Boyle and Syntech Resources	 	undated
	Water Pipeline Agreement	  	Kenneth Edward Curtis and Patricia Curtis and Syntech Resources	 	undated
	Water Pipeline Agreement	  	Bruce Leonard Rowbotham and Linda Margaret Rowbotham and Syntech Resources	 	undated
	Water Supply Agreement	  	Carmel Victoria Davies and Syntech Resources	 	3 September 2010
	 Power
	  		 	
	Customer Connection Agreement	  	Ergon Energy Corporation Limited and Syntech Resources	 	31 May 2010
	 MacMahons
	  		 	
	Cameby Downs Mine - Mine Operations and Maintenance Contract - General Conditions	  	Syntech Resources and MacMahon Contractors Pty Ltd	 	16 March 2010
	 Mining Lease
	  		 	
	 ML50233
	  	Syntech Resources	 	


  

					
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 Share Sale Agreement 
 Schedule 10 - Relevant Persons 
  

			
	Seller Relevant Persons	 	 Darian Hielscher
  

Robert Mancini
  
 Shameek Konar
  
 Karl
Robijns

		
	Buyer Relevant Persons	 	 Terry Crawford
  

Boyun Xu
  
 Bede Cunningham
  
 Peter
Barton



  

					
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 Share Sale Agreement 
 Schedule 11 - Existing Facilities 
 Existing Facilities: 

 

									
	 Facility
	  	 Owner
	  	 Principal
	  	 Maturity
	  	 Reference Documents

	Cash Advance Facility and Term Facility	  	CBA	  	A$30,000,000	  	15-Sep-2012	  	Amending Deed dated 15-Sep-2010, annexing the Amended and Restated Facilities Agreement
					
	Bank Guarantee and Letter of Credit Facility	  	CBA	  	Commitment of up to A$40,000,000	  		  	Amending Deed dated 15-Sep-2010, annexing the Amended and Restated Facilities Agreement
					
	Senior Loan Facility	  	Seller	  	US$40,000,000	  	23-Mar-2014	  	 Senior Loan Facility Agreement dated 22-Mar-2007 (as amended and restated on 20-Aug-2009)

 
 Deed of Variation of Senior Loan Facility Agreement dated
20-Aug-2009

					
	Senior Note	  	Seller	  	US$65,000,000	  	20-Aug-2011	  	 Note Subscription Deed dated 20-Aug-2009 (as amended and restated on 11-Nov-2010)

 
 Note Deed Poll dated 20-Aug-2009 (as amended and restated on 11-Nov-2010)

 
 Deed of Variation of Note Deed Poll and Note Subscription Deed dated
11-Nov-10

	Senior Note	  	Seller	  	US$30,000,000	  	20-Aug-2011	  

 Reimbursement Facilities: 
  

					
	 Debt Type
	  	 Owner
	  	 Reference Documents

	Fees under Syntech Reimbursement Agreement	  	GS	  	Amending Agreement dated 15 September 2010, annexing the Amended and Restated Syntech Reimbursement Agreement
			
	Fees under QR Reimbursement Agreement (1)	  	GS	  	QR Reimbursement Agreement dated 20 August 2009

  

	(1)	For the purposes of this agreement, the payments under this reimbursement agreement are treated as being owed to GS by Syntech, instead of Syntech Resources, as
(pursuant to the letter dated 20 August 2009 between Syntech and GS) Syntech will unconditionally pay on demand to GS any sum or sums owed by Syntech Resources to GS under the QR Reimbursement Agreement. 


  

					
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 Payments from Repayment Amount: 

 

			
	 External Financier
	  	 Allocation of Repayment Amount

	CBA	  	All amounts owing to CBA in connection with the facilities mentioned in the above table (being A$30,000,000 plus any accrued interest and fees and any termination
fees which arise)
		
	Seller/GS	  	Balance of the Repayment Amount to repay the remaining External Debt and (if applicable) the Restructure Fee


  

					
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 Share Sale Agreement 
 Schedule 12 - Officers 
 Part A - Retiring Officers 

 

									
	 Syntech
	  	 Syntech II
	  	 AMH CC
	  	 Mountfield Properties
Pty Ltd
	  	 Syntech Resources

Pty Ltd

	Robert Mancini	  	Robert Mancini	  	Robert Mancini	  	Robert Mancini	  	Robert Mancini
	Shameek Konar	  	Shameek Konar	  	Shameek Konar	  	Shameek Konar	  	Shameek Konar
	Karl Robijns	  	Karl Robijns	  	Karl Robijns	  	Karl Robijns	  	Karl Robijns
	Erik Schafer	  	Erik Schafer	  	Erik Schafer	  	Erik Schafer	  	Erik Schafer
	Ravi Chidambaram	  	Ravi Chidambaram	  	Ravi Chidambaram	  	Ravi Chidambaram	  	Ravi Chidambaram

 Part B - Incoming Officers 
  

									
	 Syntech
	  	 Syntech II
	  	 AMH CC
	  	 Mountfield Properties
Pty Ltd
	  	 Syntech Resources

Pty Ltd

	Vincent O’Rourke	  	Vincent O’Rourke	  	Vincent O’Rourke	  	Vincent O’Rourke	  	Vincent O’Rourke
	Terence Crawford	  	Terence Crawford	  	Terence Crawford	  	Terence Crawford	  	Terence Crawford
	Murray Bailey	  	Murray Bailey	  	Murray Bailey	  	Murray Bailey	  	Murray Bailey
	Peter Barton	  	Peter Barton	  	Peter Barton	  	Peter Barton	  	Peter Barton


  

					
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 Schedule 13 - Form of release 

 

					
	 Parties
	  	 GSPH, GS and the Syntech Group Members

			
	GSPH	  	Name	  	GS Power Holdings LLC
			
		  	Address	  	[—]
			
		  	Fax	  	[—]
			
		  	Attention	  	[—]
			
	GS	  	Name	  	The Goldman Sachs Group, Inc.
			
		  	Address	  	[—]
			
		  	Fax	  	[—]
			
		  	Attention	  	[—]
			
	Syntech	  	Name	  	Syntech Holdings Pty Ltd
			
		  	ABN	  	21 123 782 445
			
		  	Address	  	[—]
			
		  	Email	  	[—]
			
		  	Attention	  	[—]
			
	Syntech II	  	Name	  	Syntech Holdings II Pty Ltd
			
		  	ABN	  	30 126 174 847
			
		  	Address	  	[—]
			
		  	Email	  	[—]
			
		  	Attention	  	[—]
			
	 Syntech

Resources
	  	Name	  	Syntech Resources Pty Limited
			
		  	ABN	  	67 095 102 971
			
		  	Address	  	[—]
			
		  	Telephone	  	[—]
			
		  	Fax	  	[—]    
			
		  	Attention	  	[—]


  

					
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	 Mountfield

Properties
	  	Name	  	Mountfield Properties Pty Limited
			
		  	ABN	  	94 095 103 012
			
		  	Address	  	[—]
			
		  	Telephone	  	[—]
			
		  	Fax	  	[—]
			
		  	Attention	  	[—]
			
	AMH (Chinchilla Coal)	  	Name	  	AMH (Chinchilla Coal) Pty Limited
			
		  	ABN	  	38 124 649 216
			
		  	Address	  	[—]
			
		  	Telephone	  	[—]
			
		  	Fax	  	[—]
			
		  	Attention	  	[—]
		
	Recitals	  	 A      Certain of GSPH, GS and the Syntech
Group Members are party to each of the Facilities.
  
 B      Each member of the Syntech Group agrees to release GSPH and GS in relation to the Facilities on the terms set out in this deed.

		
	Date of deed	  	See Signing page


  

					
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 Share Sale Agreement 

 
  

	1	Consideration 

 This deed
is entered into in consideration of the parties incurring obligations and giving rights under this deed and for other valuable consideration. 
  

 

	2	Release 

 On and from the
date of this deed, each Syntech Group Member: 
  

	 	(e)	unconditionally releases GSPH and GS from all Claims (including any claim for costs), present and future, and waives all rights and Claims the Syntech Group Member has
or may have against GSPH or GS relating to the Facilities; 

  

	 	(f)	agrees that GSPH and GS may plead this deed to bar any Claim (including any claim for costs) brought by any Syntech Group Member relating to the Facilities;


  

	 	(g)	agrees not to commence or maintain any Claim, or to encourage, facilitate, consult with or assist in any way any other person in respect of any Claim (including any
claim for costs) against GSPH or GS relating to the Facilities; and 

  

	 	(h)	agrees to ensure that any person with whom it is associated in any way does not commence or maintain any Claim (including any claim for costs) against GSPH or GS
relating to the Facilities. 

  
  

	3	Indemnity 

 Each Syntech
Group Member agrees to indemnify GSPH and GS against any Liability arising from a breach of clause 2. 
  

 

	4	Severability 

 If the
whole or any part of a provision of this deed is void, unenforceable or illegal in a jurisdiction it is severed for that jurisdiction. The remainder of this deed has full force and effect and the validity or enforceability of that provision in any
other jurisdiction is not affected. This clause has no effect if the severance alters the basic nature of this deed or is contrary to public policy. 
  

 

	5	Entire agreement 

 This
deed constitutes the entire agreement of the parties about its subject matter and supersedes all previous agreements, understandings and negotiations on that subject matter. 

  

					
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	6	General 

  

	6.1	Partial exercising of rights 

 If a party does not exercise a right or remedy fully or at a given time, the party may still exercise it later. 
  

	6.2	Remedies cumulative 

 The
rights and remedies provided in this deed are in addition to other rights and remedies given by law independently of this deed. 
  

	6.3	Rights and obligations are unaffected 

 Rights given to the parties under this deed and the parties’ liabilities under it are not affected by anything which might otherwise affect them by law. 

 

	6.4	Variation and waiver 

 A
provision of this deed or a right created under it, may not be waived or varied except in writing, signed by the party or parties to be bound. 
  

	6.5	Costs 

 Each party will
pay its reasonable legal costs and expenses in connection with the preparation, execution and completion of this deed. 
  

	6.6	Supervening legislation 


Any present or future legislation which operates to vary the obligations of a party in connection with this deed with the result that
another party’s rights, powers or remedies are adversely affected (including, by way of delay or postponement) is excluded except to the extent that its exclusion is prohibited or rendered ineffective by law. 

 

	6.7	Counterparts 

 This deed
may be executed in counterparts. All counterparts when taken together are to be taken to constitute one instrument. 
  

 

	7	Governing law 

  

	7.1	Governing law 

 This deed
is governed by the law in force in Queensland, Australia. Each party submits to the non-exclusive jurisdiction of the courts of that place. 
  

	7.2	Jurisdiction 

 Each party
submits to the non-exclusive jurisdiction of the courts of Queensland, Australia and courts of appeal from them. Each party waives any right it has to object to an Action being brought in those courts including, without limitation, by claiming that
the Action has been brought in an inconvenient forum or that those courts do not have jurisdiction. 

  

					
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	8	Interpretation 

  

	8.1	Definitions 

 Unless the
context requires otherwise, terms used but not defined in this deed have the meaning given to them in the Share Sale Agreement. 

These meanings apply unless the contrary intention appears: 
 Facilities means 
  

	 	(a)	the Existing Facilities to which GSPH or GS is a party; and 

  

	 	(b)	the Reimbursement Facilities. 


Share Sale Agreement means the Share Sale Agreement dated [insert] between GSPH, Yancoal Australia Limited and Austar Coal Mine Pty
Ltd. 
 Syntech Group Members means Syntech, Syntech II, Syntech Resources, Mountfield Properties and AMH (Chinchilla
Coal). 
  

			
	EXECUTED as a deed.

  

			
	DATED:	 	  

	
	[appropriate execution clauses to be inserted]


  

					
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 Share Sale Agreement 
 Signing page 
  

					
	DATED: 13 MAY 2011	 	(11:33pm NY time)
			
	EXECUTED by GS POWER HOLDINGS LLC by its duly authorised representative	 	 )
 )
	 	
	 




	 	 )
 )

)
 )
	 	 





	Signature of witness	 	 )
 )

)
	 	Signature of representative
	 




	 	)	 	 





	Name of witness (block letters)	 	)	 	Name of representative (block letters)
			
	EXECUTED by AUSTAR COAL MINE PTY LIMITED by authority of its directors:	 	 )
 )

)
 )
	 	
	  
	 	)	 	  

	Signature of director	 	 )
 )

)
 )
	 	 Signature of director/company secretary*

*  delete whichever is not applicable

	  
	 	)	 	  

	Name of director (block letters)	 	 )
 )
	 	 Name of director/company secretary*
 (block letters)
 *  delete whichever is not
applicable

			
	EXECUTED by YANCOAL AUSTRALIA LIMITED by authority of its directors:	 	 )
 )

)
 )

)
	 	
	  
	 	)	 	  

	Signature of director	 	 )
 )

)
 )
	 	 Signature of director/company secretary*

*  delete whichever is not applicable

	  
	 	)	 	  

	Name of director (block letters)	 	)	 	 Name of director/company secretary*
 (block letters)
 *  delete whichever is not
applicable



  

					
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 Share Sale Agreement 
 Annexure A - Last Accounts 

  

					
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 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 FINANCIAL REPORT 
 FOR THE YEAR ENDED 

30 JUNE 2010 
 All amounts are in Australian dollars ($), except 
 as stated otherwise.

  
  






Table of Contents


 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  

					
	 	  	Page	 
		
	 Directors’ report
	  	 	3	  
		
	 Consolidated statement of comprehensive income
	  	 	6	  
		
	 Consolidated statement of changes in equity
	  	 	7	  
		
	 Consolidated statement of financial position
	  	 	8	  
		
	 Consolidated statement of cash flows
	  	 	9	  
		
	 Notes to the consolidated financial statements
	  	 	10	  
		
	 Directors’ declaration
	  	 	25	  
		
	 Independent auditor’s report to the members
	  	 	26	  


  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
 DIRECTORS’ REPORT 

The directors present their report together with the financial report of the Syntech Holdings group (“the Group”), being Syntech Holdings Pty
Ltd (“the Company”) and its subsidiaries, for the financial year ended 30 June 2010 and the auditor’s report thereon. 
 The
directors of the Company at any time during or since the end of the financial year are: 
  

			
	 Darian Edward Hielscher
	  	Appointed 6 February 2007
	 Erik Karl Schafer
	  	Appointed 6 February 2007
	 Elmar Schafer
	  	Resigned 24 August 2009
	 Ravi Chidambaram
	  	Appointed 2 August 2007
	 Robert Mancini
	  	Appointed 2 August 2007
	 Allan Marson
	  	Resigned 1 September 2010
	 Stefan Dorfmeister
	  	Appointed 24 August 2009
	 Shameek Konar
	  	Appointed 24 September 2010

 Company particulars 
 Syntech Holdings Pty Ltd was incorporated in Australia on 6 February 2007. The address of the registered office is: 
 Level 17 
 80 Albert Street 
 Brisbane QLD 4000 
 Principal activities 

The principal activities of the consolidated entity during the course of the period were: 

 

	 	•	 	 The exploration and evaluation of coal reserves. 


  

	 	•	 	 Development of the Cameby Downs coal mine. 


 The group had 11 employees as at 30 June 2010. 
 Review and results of operations

 The operating result of the Group for the year ended 30 June 2010 was a loss of $7,284,089 (2009: profit of $6,712,075). 

During the year the group continued the development of mining tenements held by Syntech Resources Pty Ltd, and the development of the Cameby Downs mine.
Construction of mine infrastructure was well advanced by 30 June 2010, with completion of construction and commissioning targeted for October 2010. 
 The Mining Lease Application lodged on 8 June 2007 was granted on 31 July 2008 as Mining Lease 50233 for a term of 30 years from 1 August 2008. 

Further exploration continued within the area of the mining lease as well as outlying areas covered by the Group’s Exploration Permit. 

  
 - 3 -








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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 DIRECTORS’ REPORT 

 

 During the year the Company obtained additional finance facilities to enable activities to progress. The
finance fee was satisfied by an issue of an option for 20% equity interest in the Company. The fair value of the 20% equity interest has been estimated at $80m. 
 Dividends 
 No dividends have been paid or declared by the Company since the end of the
previous financial year. 
 Likely developments 
 Information about likely developments in the operations of the Group and the expected results of those operations in the future financial years has not been included in this report because disclosure of
the information would be likely to result in unreasonable prejudice to the Group. 
 Events subsequent to balance date 

Subsequent to year end the Group has entered into a financing facility with the Commonwealth Bank to provide further funding that will enable the Group to
complete the construction of the mine, and provide bank guarantees to third party providers as required in the normal course of business. This facility is supported by security provided by the Group as well as a guarantee provided by the
Group’s major shareholder. 
 In addition, in November 2010 the Group entered into a further financing facility with Goldman Sachs for an
additional US$30m. This further facility is an extension to the existing facility. 
 Other than the above matter, there has not arisen in the
interval between the end of the period and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect significantly the operations of the Group, the results of those
operations, or the state of affairs of the Group, in future financial years. 
 Directors’ interest and benefits 

Other than as set out below, no Director has received or become entitled to receive, during or since the end of the financial year, a benefit because of a
contract made by the chief entity, controlled entity, or a related body corporate with a Director, a firm of which a Director is a member of any entity in which a Director has a substantial financial interest. 

In accordance with Clause 9.3 of the Shareholders Agreement, Direct Invest AG a company controlled by Mr Erik Schafer, has provided Consultancy Services
to the Company for which it has received US$250,000 [AUD$281,901.51] for the period to 30 June 2010. 
 Mr Robert Mancini, Mr Allan Marson,
Mr Stefan Dorfmeister and Mr Shameek Konar are employed by affiliates of GS Power Holdings LLC which provides financing facilities to the Group for which it receives interest and equity entitlements. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 DIRECTORS’ REPORT 

 

 Environmental Regulation 
 Environmental Authority number MIN100568007 has been granted to the Group in respect of carrying out activities as part of the mining project authorised by Mining Lease 50233. The Group is in compliance
with all environmental obligations and legislative requirements imposed by this Authority. 
 Indemnification and insurance of directors and
officers 
 The Company has agreed to indemnify all the directors to the maximum extent permitted by law for any liability of the Director
connected with being a director of the Company or any subsidiary of the Company. Such indemnity applied to the extent the Director is not indemnified under the insurance policy. 
 Signed in accordance with a resolution of the directors of Syntech Holdings Pty Ltd 
  

					
	 




  
	 		  	 17 NOV 2010

	Director	 		  	Dated


  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 CONSOLIDATED
STATEMENT OF COMPREHENSIVE INCOME 
 FOR THE YEAR ENDED 30 JUNE 2010 

 

											
	 	  	Note	  	Consolidated	 
	 	  	  	2010	 	 	2009	 
	 Management fees
	  		  	 	182,400	  	 	 	182,400	  
	 Realised foreign currency gains
	  		  	 	707,508	  	 	 	408,774	  
	 Unrealised foreign currency gains
	  		  	 	497,809	  	 	 	10,336,989	  
		  		  	  
	  
	 	 	  
	  
	 
		  		  	 	1,387,717	  	 	 	10,928,163	  
		  		  	  
	  
	 	 	  
	  
	 
	 Expenses
	  		  				 			
	 Operating costs
	  		  	 	(4,379,311	) 	 	 	(3,821,132	) 
	 Depreciation and amortisation expenses
	  		  	 	(144,855	) 	 	 	(123,728	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Total expenses
	  		  	 	(4,524,166	) 	 	 	(3,944,860	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Results from operating activities
	  		  	 	(3,136,449	) 	 	 	6,983,303	  
		  		  	  
	  
	 	 	  
	  
	 
	 Financial income
	  		  	 	901,200	  	 	 	675,882	  
	 Financial expenses
	  		  	 	(53,156,656	) 	 	 	(8,028,173	) 
	 Borrowing costs capitalised
	  		  	 	48,107,816	  	 	 	7,081,063	  
		  		  	  
	  
	 	 	  
	  
	 
	 Net financial expenses
	  		  	 	(4,147,640	) 	 	 	(271,228	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Profit/(loss) before income tax
	  		  	 	(7,284,089	) 	 	 	6,712,075	  
		  		  	  
	  
	 	 	  
	  
	 
	 Income tax expense
	  		  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	 	  
	  
	 
	 Profit/(loss) for the year
	  		  	 	(7,284,089	) 	 	 	6,712,075	  
		  		  	  
	  
	 	 	  
	  
	 
	 Other comprehensive income
	  		  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income
	  		  	 	(7,284,089	) 	 	 	6,712,075	  
		  		  	  
	  
	 	 	  
	  
	 

 The notes on pages 10 to 24 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY 
 FOR THE YEAR ENDED 30 JUNE 2010 
 Consolidated 
  

																							
	 	  	Note	  	Share
Capital	 	  	Convertible
Note	 	  	Option
Reserve	 	  	Retained
Earnings	 	 	Total
Equity	 
	 Balance at 1 July 2008
	  		  	 	21,872,119	  	  	 	18,164,522	  	  	 	12,998,087	  	  	 	(2,475,742	) 	 	 	50,558,986	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  				  				  				  				 			
	 Profit or loss
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	6,712,075	  	 	 	6,712,075	  
	 Other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	6,712,075	  	 	 	6,712,075	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Transactions with owners, recorded directly in equity
	  		  				  				  				  				 			
	 Contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 30 June 2009
	  		  	 	21,872,119	  	  	 	18,164,522	  	  	 	12,998,087	  	  	 	4,236,333	  	 	 	57,271,061	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 1 July 2009
	  		  	 	21,872,119	  	  	 	18,154,522	  	  	 	12,998,087	  	  	 	4,236,333	  	 	 	57,271,061	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  				  				  				  				 			
	 Profit or loss
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(7,284,089	) 	 	 	(7,284,089	) 
	 Other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(7,284,089	) 	 	 	(7,284,089	) 
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Transactions with owners, recorded directly in equity
	  		  				  				  				  				 			
	 Contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
	 Options issued re debt financing & provision of guarantees
	  		  	 	—  	  	  	 	—  	  	  	 	80,000,000	  	  	 	—  	  	 	 	80,000,000	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	80,000,000	  	  	 	—  	  	 	 	80,000,000	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 30 June 2010
	  		  	 	21,872,119	  	  	 	18,164,522	  	  	 	92,998,087	  	  	 	(3,047,756	) 	 	 	129,986,972	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 

 The notes on pages 10 to 24 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 CONSOLIDATED
STATEMENT OF FINANCIAL POSITION 
 AS AT 30 JUNE 2010 

 

													
	 	  	Note	 	  	Consolidated	 
	 	  	  	2010	 	 	2009	 
	 Assets
	  				  				 			
	 Cash
	  	 	3b	  	  	 	17,023,662	  	 	 	8,490,909	  
	 Security deposit
	  	 	3a	  	  	 	—  	  	 	 	13,104,497	  
	 Receivables
	  	 	4	  	  	 	10,668,420	  	 	 	864,050	  
	 Prepayments
	  				  	 	206,554	  	 	 	157,046	  
	 Other current assets
	  	 	5	  	  	 	322,299	  	 	 	—  	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total current assets
	  				  	 	28,220,935	  	 	 	22,616,502	  
		  				  	  
	  
	 	 	  
	  
	 
	 Receivables
	  	 	4	  	  	 	574,936	  	 	 	247,109	  
	 Property, plant and equipment
	  	 	6	  	  	 	113,797,354	  	 	 	27,957,410	  
	 Mining tenements
	  	 	7	  	  	 	91,152,060	  	 	 	57,207,477	  
	 Finance facility fees
	  	 	8	  	  	 	61,883,356	  	 	 	16,205,550	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total non-current assets
	  				  	 	267,407,706	  	 	 	101,617,546	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total assets
	  				  	 	295,628,642	  	 	 	124,234,048	  
		  				  	  
	  
	 	 	  
	  
	 
				
	 Liabilities
	  				  				 			
	 Trade and other payables
	  	 	9	  	  	 	12,963,899	  	 	 	5,416,231	  
	 Interest bearing liabilities
	  	 	11	  	  	 	7,696,934	  	 	 	—  	  
	 Provisions
	  	 	12	  	  	 	142,493	  	 	 	100,228	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total current liabilities
	  				  	 	20,803,325	  	 	 	5,516,459	  
		  				  	  
	  
	 	 	  
	  
	 
	 Trade and other payables
	  	 	9	  	  	 	2,679,658	  	 	 	—  	  
	 Convertible note interest
	  	 	10	  	  	 	10,057,099	  	 	 	9,029,083	  
	 Interest bearing liabilities
	  	 	11	  	  	 	130,035,955	  	 	 	52,417,445	  
	 Provisions
	  	 	12	  	  	 	2,065,633	  	 	 	—  	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total non-current liabilities
	  				  	 	144,838,345	  	 	 	61,446,528	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total liabilities
	  				  	 	165,641,671	  	 	 	66,962,987	  
		  				  	  
	  
	 	 	  
	  
	 
		  				  				 			
		  				  	  
	  
	 	 	  
	  
	 
		  				  	 	129,986,971	  	 	 	57,271,061	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net assets
	  				  				 			
	 Equity
	  				  				 			
	 Issued capital
	  	 	13	  	  	 	21,872,119	  	 	 	21,872,119	  
	 Convertible note
	  	 	14	  	  	 	18,164,522	  	 	 	18,164,522	  
	 Option reserve
	  	 	15	  	  	 	92,998,087	  	 	 	12,998,087	  
	 Retained earnings/(Accumulated losses)
	  	 	16	  	  	 	(3,047,756	) 	 	 	4,236,333	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total Equity
	  				  	 	129,986,971	  	 	 	57,271,061	  
		  				  	  
	  
	 	 	  
	  
	 

 The notes on pages 10 to 24 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 CONSOLIDATED
STATEMENT OF CASH FLOWS 
 AS AT 30 JUNE 2010 
  

													
	 	  	Note	 	  	Consolidated	 
	 	  	  	2010	 	 	2009	 
	 Cash flows from operating activities
	  				  				 			
	 Payments to suppliers and employees
	  				  	 	(5,543,116	) 	 	 	(4,011,562	) 
	 Received for services to related parties
	  				  	 	—  	  	 	 	95,760	  
	 Interest received
	  				  	 	773,865	  	 	 	507,029	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) operating activities
	  	 	3b	  	  	 	(4,769,251	) 	 	 	(3,408,773	) 
		  				  	  
	  
	 	 	  
	  
	 
				
	 Cash flows from investing activities
	  				  				 			
	 Development of mining tenements
	  				  	 	(2,703,626	) 	 	 	(4,144,164	) 
	 Expansion of mining lease
	  				  	 	(3,149,380	) 	 	 	(623,277	) 
	 Mine development - work in progress
	  				  	 	(56,243,538	) 	 	 	(13,441,414	) 
	 Purchase property, plant & equipment
	  				  	 	(645,368	) 	 	 	(587,552	) 
	 Proceeds on sale of plant & equipment
	  				  	 	124,909	  	 	 	10,846	  
	 Funds (applied)/released as security
	  				  	 	13,104,497	  	 	 	(13,104,497	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) investing activities
	  				  	 	(49,512,505	) 	 	 	(31,890,058	) 
		  				  	  
	  
	 	 	  
	  
	 
				
	 Cash flows from financing activities
	  				  				 			
	 Proceeds from borrowing
	  				  	 	64,500,806	  	 	 	60,304,520	  
	 Repayment of borrowings
	  				  	 	—  	  	 	 	(17,000,000	) 
	 Borrowing costs
	  				  	 	(816,375	) 	 	 	—  	  
	 Guarantee fees paid
	  				  	 	(562,898	) 	 	 	—  	  
	 Interest paid on borrowings 
	  				  	 	(305,972	) 	 	 	(1,857,799	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) financing activities
	  				  	 	62,815,562	  	 	 	41,446,721	  
		  				  	  
	  
	 	 	  
	  
	 
				
	 Net increase / (decrease) in cash and cash equivalents
	  				  	 	8,533,806	  	 	 	6,147,890	  
				
	 Cash and cash equivalents at beginning of year
	  				  	 	8,490,909	  	 	 	2,336,511	  
	 Effect of currency movements
	  				  	 	(1,052	) 	 	 	6,507	  
		  				  	  
	  
	 	 	  
	  
	 
	 Cash and cash equivalents at end of year
	  	 	3b	  	  	 	17,023,662	  	 	 	8,490,909	  
		  				  	  
	  
	 	 	  
	  
	 

 The notes on pages 10 to 24 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS 
 FOR THE YEAR ENDED 30 JUNE 2010 

 

	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES 

  

	 	(a)	Statement of compliance 


Syntech Holdings Pty Ltd (the “Company”) is a company domiciled in Australia. The address of the Company’s registered
office is Level 17, 80 Albert Street, Brisbane, Queensland 4000, The consolidated financial statements of the Company as at and for the year ended 30 June 2010 comprise the Company and its subsidiaries (together referred to as the
“Group”). Parent entity financial information has not been provided in this financial report. 
 In the opinion of the
directors the Group is not a reporting entity. The financial report of the Group has been drawn up as a special purpose financial report for distribution to the members. 
 The special purpose financial report has been prepared in accordance with the recognition and measurement aspects of all applicable Australian Accounting Standards (“AASBs”) adopted by the
Australian Accounting Standards Board (“AASB”), 
 The financial report does not include the disclosure requirements of
the following pronouncements having a material effect: 
  

			
	 •   AASB 7
	 	Financial instruments: disclosures
	 •   AASB 8
	 	Segment reporting
	 •   AASB 112
	 	Income taxes
	 •   AASB 116
	 	Property, plant & equipment
	 •   AASB 118
	 	Revenue
	 •   AASB 123
	 	Borrowing costs
	 •   AASB 124
	 	Related party disclosures
	 •   AASB 132
	 	Financial instruments: presentation
	 •   AASB 137
	 	Provisions, contingent liabilities and contingent assets

  

	 	(b)	Basis of preparation 

 The
financial report is presented in Australian dollars. 
 The financial report is prepared on the historical cost basis.

 The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial
statements, and have been applied consistently by Group entities. 
 Going concern 

The financial report has been prepared on a going concern basis which contemplates the continuity of normal business activities and the
realisation of assets and settlement of liabilities in the normal course of business. 
 The ability of the Group to continue as
a going concern is dependant upon funds being provided under loan facilities supported by GS Power Holdings LLC as disclosed in notes 11 and 18 and additional finance guarantees provided by GS Power Holdings LLC, and/or as outlined in the following
paragraphs, the Group obtaining alternative finance from its shareholders or third party financiers. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(b)	Going concern (cont.) 

  

 Note 11 outlines that the face value of the discounted notes with a book value of
$67,933,838 at 30 June 2010 are repayable in August 2011. The ability of the company to continue as a going concern for 12 months from the date of this report is also dependent upon the company being able to either obtain an extension of the
notes past August 2011 or the company obtaining alternate finance facilities to enable the notes to be repaid from shareholders or third party financiers. 
 The directors consider that: 
  

	 	•	 	 the funding under the loan facilities disclosed as non-current in note 11 and note 18 will be available to the company, and



  

	 	•	 	 that the notes with a book value of $67,933,838 at 30 June 2010 are either extended past August 2011 or the company is able to obtain alternate
finance facilities to enable the notes to be repaid. 


 In the event that the Group could not continue as a
going concern, the Group may not be able to realise its assets and extinguish liabilities in the normal course of business and at the amounts stated in the financial statements. 

 

	 	(c)	Basis of Consolidation 


(i) Subsidiaries 
 Subsidiaries are entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain
benefits from its activities. In assessing control, potential voting rights that presently are exercisable or convertible are taken into account. The financial statements of subsidiaries are included in the consolidated financial report from the
date that control commences until the date that control ceases. 
 (ii) Transactions eliminated on consolidation

 Intragroup balances, and any unrealised gains and losses or income and expenses arising from intragroup transactions,
are eliminated in preparing the consolidated financial statements. 
 Unrealised losses are eliminated in the same way as
unrealised gains, but only to the extent that there is no evidence of impairment. 
  

	 	(d)	Foreign currency 


Transactions 
 Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet
date are translated to Australian dollars at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in profit or loss. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(e)	Taxation 

 Income tax on
the profit or loss for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. 

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
balance sheet date, and any adjustments to tax payable in respect of previous years. 
 Deferred tax is provided using the
balance sheet liability method, providing for temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. 

Deferred taxes are not recognised on temporary differences upon asset acquisitions that neither affect accounting profit or taxable
income. 
 A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be
available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. 

 

	 	(f)	Goods and services tax 


Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is
not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated with the amount of GST included. The net amount
of GST recoverable from or payable to, the ATO is included as a current asset or liability in the balance sheet. 
 Cash flows
are included in the statement of cash flows on a gross basis. The GST components of cash flows arising investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows. 

 

	 	(g)	Cash 

 Cash comprises cash
balances and deposits maturing within 3 months. 
  

	 	(h)	Trade and other receivables 

 Trade and other receivables are stated at their amortised cost using the effective interest method less any impairment losses. 

 

	 	(i)	Property, plant and equipment 

 All assets acquired, including property plant and equipment, are initially recorded at their cost of acquisition at the date of acquisition, being the fair value of the consideration provided plus
incidental costs directly attributable to the acquisition, 
 Expenditure is only recognised as an asset when the group controls
future economic benefits as a result of the costs incurred that are probable and can be measured reliably. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(i)	Property, plant and equipment (cont.) 

  

 Depreciation 

All assets have limited useful lives and are depreciated using both the straight line method and diminishing value method over their
estimated useful lives, taking into account estimated residual values. All assets are depreciated from when each asset is available for use, that is, when it is in the location and condition necessary for it to be capable of operating in the manner
intended by management. 
 Depreciation rates and methods are reviewed annually for appropriateness. When changes are made,
adjustments are reflected prospectively in current and future periods only. Depreciation amounts are expensed. 
 The estimated
useful lives of assets in the current and comparative periods are as follows: 
  

					
	Plant and equipment	 	 	7.5 years	  
	Low value pool	 	 	2.5 years	  
	Motor vehicles	 	 	4.5 years	  
	Office equipment	 	 	2.5 years	  
	Furniture, fixtures and fittings	 	 	9 years	  
	Computer equipment	 	 	2.5 years	  

  

	 	(j)	Impairment 

 The carrying
amounts of the group’s assets, other than deferred tax assets, are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.

 An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable
amount. The recoverable amount of an asset or a cash generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses are recognised in profit or loss. 

 

	 	(k)	Trade and other payables 


Trade and other payables are stated at their amortised cost using the effective interest method. Trade payables are non-interest bearing
and are normally settled on 30-day terms. 
  

	 	(l)	Mining tenement - exploration and evaluation costs 

 Mining tenement - exploration and evaluation costs, including the costs of acquiring assets and licences, are capitalised as exploration and evaluation assets on an area of interest basis. Mining
tenements acquired by the Group are reflected at fair value upon acquisition. Costs incurred before the Group has obtained the legal rights to explore an area are recognised as an expense in profit or loss. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(1)	Mining tenement - exploration and evaluation costs (cont.) 

  

 Mining tenement, exploration and evaluation assets are only recognised if the rights of
the area of interest are current and either: 
  

	 	(i)	the expenditures are expected to be recouped through successful development and exploitation of the area of interest; or 


 

	 	(ii)	activities in the area of interest have not at the reporting date, reached a stage which permits a reasonable assessment of the existence or other wise of
economically recoverable reserves and active and significant operations in, or in relation to, the area of interest are continuing. 

 Mining tenement, exploration and evaluation assets are assessed for impairment if sufficient data exists to determine technical feasibility and commercial viability and facts and circumstances suggest
that the carrying amount exceeds the recoverable amount. For the purposes of impairment testing, exploration and evaluation assets are allocated to cash-generating units to which the exploration activity relates. 

The cash generating unit shall not be larger than the area of interest. 

Once the technical feasibility and commercial viability of the extraction of mineral holdings in an area of interest are demonstrable,
exploration and evaluation assets attributable to that area of interest are first tested for impairment and reclassified to mining property and development assets within mining tenements. 

 

	 	(m)	Employee benefits 


Wages, salaries, annual leave, sick leave and non-monetary benefits 

Liabilities for employee benefits for wages, salaries, annual leave and sick leave that are expected to be settled within 12 months of the
reporting date represent present obligations resulting from employees’ services provided to reporting date, are calculated at undiscounted amounts based on remuneration wages and salary rates that the entity expects to pay at reporting date
including related on-costs, such as, workers compensation insurance and payroll tax. 
 Non-accumulating non-monetary benefits
are expensed based on the net marginal cost to the entity as the benefits are taken by the employees. 
 Superannuation
plan 
 Obligations for contributions to defined contribution superannuation funds are recognised as an expense in profit
or loss as incurred. 
  

	 	(n)	Finance facility fee 


Finance facility fee on loan arrangements that are probable to be drawn down, which include the fair value of options issued to lenders
over the Company’s own equity, are capitalised and subsequently recognised as an expanded interest expense policy adjustment to the effective interest expense over the estimated period of the facility when drawn down. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(o)	Convertible participating notes - converting note 

 Convertible participating notes issued by the Company are accounted for as compound financial instruments, containing liability and equity components. 

The liability component of the note is calculated as the present value of the expected stream of future contractual cash flows discounted
at a market rate applicable to similar debt instruments without such a conversion option. The conversion feature of the note is accounted for as an equity component. The value ascribed to this feature is the residual, that is the fair value of the
entire instrument less the value of the liability component determined above. 
  

	 	(p)	Option reserve 

 The fair
value of options issued in connection with the provision of funding arrangements and recorded in the option reserve is based on the fair value of the options issued by the Company. The fair value of the options issued is based on an estimate of the
fair value of the Group, determined using a discounted cash flow model of certain proven and probable reserves and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. 

 

	 	(q)	Issued capital 

 Shares
issued as consideration for the acquisition of assets, including mining tenements, by the Company are recorded based on the fair value of the assets received by the Company in exchange for issuing the shares. 

 

	 	(r)	Finance income and expenses 

 Finance income comprises interest income on funds invested. Interest income is recognised as it accrues, using the effective interest method. 

Finance expenses comprise interest expense on borrowings, amortisation of the liability component of convertible participating notes and
amortisation of capitalised borrowing costs and other associated costs of borrowings. Borrowing costs incurred that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised as part of the cost of
that asset. All other borrowing costs are recognised in profit or loss using the effective interest method. 
  

	 	(s)	Accounting estimates and judgements 

 The preparation of a financial report in conformity with Australian Accounting Standards requires management to make judgements, estimates and assumptions that affect the application of policies and
reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which
form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. These accounting policies have been consistently applied by the
Group. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(s)	Accounting estimates and judgements (cont.) 

  

 The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. 

Management have determined with the directors the development, selection and disclosure of the consolidated entity’s critical
accounting policies and estimates and the application of these policies and estimates. The estimates and judgements that have a significant risk of causing material adjustment to the carrying amounts are discussed below. 

Fair value of mining tenements, exploration & evaluation assets and value of issued capital 

Note 7 contains information and calculations about the basis used to measure the fair value of mining tenement exploration &
evaluation assets upon acquisition by the Group. 
 Note 13 contains information about the basis of the issued capital, including
amounts being recorded based on the fair value of the assets received by the Company, in exchange for issuing the shares. 

These calculations involved making an estimation of the fair value of the Cameby Downs mining tenement asset acquired, which was based on
an alternative acquirer valuation methodology through the value of a 40% equity interest acquired under the converting note (convertible participating note) for US$20m. The stage of development of the Cameby Downs mining tenement did not enable at
that time the fair value of the asset to be reliably determined under any other valuation approach, including the value in use of the asset. 
 Fair value of option issued 
 Note 15 contains information about the basis
of the option reserve, including the fair value of options issued during the year and in prior years. 
 Valuation of the initial
option issued to acquire 25% of the Company was based on the fair value of the Company’s shares determined using an alternative acquirer valuation methodology through the value of a 40% equity interest acquired under the converting note
(convertible participating note) for US$20m. 
 During the year additional options were issued to acquire a further 20% interest
in the Company. These options were issued in connection with agreements entered into for a US$65m discounted note facility and AU$92m in guarantee facilities and have been brought to account at directors’ valuation. The directors’
valuation is supported by a discounted cashflow of certain proven and probable reserves of the Group and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. 

Finance facility fee 
 Note 8 contains information on finance facility fees capitalised and the amortisation on the deferred costs. The amortisation expenses for the period includes an estimate of the interest expenses based on
the effective interest rate over the estimated loan draw downs over the life of the finance facility. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(s)	Accounting estimates and judgements (cont.) 

  

 Classification of convertible participating notes 

Note 14 contains information about the basis for classification of convertible participating notes. The liability component was calculated
as the present value of the estimated stream of future contractual interest cash flows. The equity component was determined to be the difference between the face value less the fair value of the liability component. 

 

	 	(t)	Change in accounting policy - presentation of financial statements 

 The Group applies revised AASB 101 Presentation of Financial Statements (2007), which became effective as of 1 July 2009. As a result, the Group presents in the consolidated statement of
changes in equity all owner changes in equity, whereas all non-owner changes in equity are presented in the consolidated statement of comprehensive income. 
 Comparative information has been re-presented so that it is also in conformity with the revised standard. 

  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	2.	AUDITOR’S REMUNERATION 

  

									
	 	  	Consolidated	 
	  	  	2010	 	  	2009	 
	 Audit services :
	  				  			
	 Audit of the Group - KPMG Australia
	  	 	34,500	  	  	 	30,059	  
		  	  
	  
	 	  	  
	  
	 
		  	 	34,500	  	  	 	30,059	  
		  	  
	  
	 	  	  
	  
	 

  

	3a.	SECURITY DEPOSITS 

  

									
	 Call deposit
	  	 	—  	  	  	 	13,104,497	  
		  	  
	  
	 	  	  
	  
	 
	 Security deposits
	  	 	—  	  	  	 	13,104,497	  
		  	  
	  
	 	  	  
	  
	 

 The security deposits relate to performance obligations of the Group and will be forfeited under certain
conditions. 
  

	3b.	CASH AND CASH EQUIVALENTS 

  

									
		  				 			
	 Bank balances
	  	 	17,023,662	  	 	 	8,490,909	  
		  	  
	  
	 	 	  
	  
	 
	 Cash and cash equivalents in the statements of cash flows
	  	 	17,023,662	  	 	 	8,490,909	  
		  	  
	  
	 	 	  
	  
	 
			
	 Reconciliation of cash flows from operating activities
	  				 			
			
	 Profit/(loss) for the period
	  	 	(7,284,089	) 	 	 	6,712,075	  
	 Adjustments for :
	  				 			
	 Depreciation
	  	 	144,855	  	 	 	123,728	  
	 Net finance expense
	  	 	53,156,656	  	 	 	7,751,330	  
	 Borrowing costs capitalised
	  	 	(48,107,816	) 	 	 	(7,081,063	) 
	 Unrealised foreign exchange (gain)/loss
	  	 	(820,108	) 	 	 	(10,336,989	) 
	 (Profit)/loss on sale of property, plant and equipment
	  	 	(7,140	) 	 	 	14,010	  
		  	  
	  
	 	 	  
	  
	 
	 Operating profit/(loss) before changes in working capital and provisions
	  	 	(2,917,643	) 	 	 	(2,816,909	) 
	 Changes in operating assets and liabilities :
	  				 			
	 (Increase)/decrease in trade debtors and other receivables
	  	 	(1,999,961	) 	 	 	(260,307	) 
	 (Increase)/decrease in prepayments
	  	 	(25,066	) 	 	 	147,248	  
	 (Decrease)/increase in trade creditor and accruals
	  	 	123,347	  	 	 	(503,177	) 
	 (Decrease)/increase in provisions and employee benefits
	  	 	50,072	  	 	 	24,372	  
		  	  
	  
	 	 	  
	  
	 
	 Net cash from operating activities
	  	 	(4,769,251	) 	 	 	(3,408,773	) 
		  	  
	  
	 	 	  
	  
	 


  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	4.	RECEIVABLES 

  

									
	 	  	Consolidated	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 CURRENT
	  				  			
	 GST receivable
	  	 	2,085,560	  	  	 	574,617	  
	 Loans and advances re development of Wiggins Island Coal Export Terminal (WICET)
	  	 	7,696,934	  	  	 	—  	  
	 Other debtors & receivables
	  	 	885,927	  	  	 	136,589	  
		  	  
	  
	 	  	  
	  
	 
		  	 	10,668,420	  	  	 	711,206	  
		  	  
	  
	 	  	  
	  
	 
	 NON-CURRENT
	  				  			
	 Long term receivable
	  	 	—  	  	  	 	152,844	  
	 Loan to related party
	  	 	574,936	  	  	 	247,109	  
		  	  
	  
	 	  	  
	  
	 
		  	 	574,936	  	  	 	399,953	  
		  	  
	  
	 	  	  
	  
	 

  

	5.	OTHER CURRENT ASSETS 

  

									
	 Option Premium paid for hedging program of USD drawdowns
	  	 	2,533,000	  	 	 	—  	  
	 Less transferred to profit or loss
	  	 	(2,210,701	) 	 	 	—  	  
		  	  
	  
	 	 	  
	  
	 
		  	 	322,299	  	 	 	—  	  
		  	  
	  
	 	 	  
	  
	 

  

	6.	PROPERTY, PLANT AND EQUIPMENT 

  

									
	 Land and buildings
	  	 	3,979,732	  	  	 	3,882,349	  
		  	  
	  
	 	  	  
	  
	 
		  	 	3,979,732	  	  	 	3,882,349	  
		  	  
	  
	 	  	  
	  
	 
	 Fixed assets
	  				  			
	 Plant and equipment
	  	 	258,711	  	  	 	252,150	  
	 Low value pool
	  	 	7,905	  	  	 	12,195	  
	 Motor vehicles
	  	 	428,548	  	  	 	177,689	  
	 Furniture, fixtures & fittings
	  	 	81,864	  	  	 	95,368	  
	 Computer equipment
	  	 	30,868	  	  	 	23,828	  
	 WIP - mine construction
	  	 	109,009,727	  	  	 	23,513,831	  
		  	  
	  
	 	  	  
	  
	 
		  	 	109,817,622	  	  	 	24,075,061	  
		  	  
	  
	 	  	  
	  
	 
		  				  			
		  	  
	  
	 	  	  
	  
	 
	 Total Property, Plant & Equipment
	  	 	113,797,354	  	  	 	27,957,410	  
		  	  
	  
	 	  	  
	  
	 


  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	7.	MINING TENEMENTS 

  

				0000000000000				0000000000000	
	 	  	Consolidated	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 Exploration and evaluation:
	  				  			
	 EPC 732
	  	 	47,539,335	  	  	 	33,753,297	  
	 WIP - expansion mining leases
	  	 	5,830,275	  	  	 	686,951	  
			
	 Mine development:
	  				  			
	 ML 50233
	  	 	35,716,817	  	  	 	22,767,229	  
	 Rehabilitation Asset
	  	 	2,065,633	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
	 Total Mining Tenements
	  	 	91,152,060	  	  	 	57,207,477	  
		  	  
	  
	 	  	  
	  
	 

 The initial carrying value of the Cameby Downs mining tenement was based on the fair value at acquisition
of the asset using an alternate acquirer valuation methodology through the value of a 40% equity interest acquired in Cameby Downs under the converting note for US$20m issued to GS Power Holdings LLC, direct expenditure and associated costs.

 The recoverability of the carrying value of the mining tenement - exploration and evaluation assets is dependent upon
successful development of Cameby Downs or alternatively the sale of Cameby Downs. 
  

	8.	FINANCE FACILITY FEE 

  

				0000000000000				0000000000000	
	 Finance facility fee
	  	 	100,235,713	  	 	 	20,235,712	  
	 Less accumulated amortisation
	  	 	(38,352,356	) 	 	 	(4,030,162	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	61,883,356	  	 	 	16,205,550	  
		  	  
	  
	 	 	  
	  
	 

 The finance facility fee recognised at 30 June 2007 represented the fair value of the 25% option
granted to acquire ordinary shares in the Company (refer note 13), as a condition of the finance facility. The finance facility fee is being expensed over the estimated life of the finance facility as a finance expense based on the effective
interest rate of the loan provided under the finance facility. 
 During the year ended 30 June 2010, the Company issued
options in connection with the provision of funding arrangements to the Company that entitle the holder to 20% of the share capital of the company. The fair value of these options has been estimated at $80m, based on an estimate of the fair value of
the Group, determined using a discounted cash flow model of certain proven and probable reserves of the Group and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. This fee is being
amortised over the life of the funding arrangements. 
  

	9.	TRADE AND OTHER PAYABLES 

  

				0000000000000				0000000000000	
	 CURRENT
	  				  			
	 Trade creditors
	  	 	3,461,777	  	  	 	4,091,543	  
	 Employment liabilities
	  	 	57,593	  	  	 	49,786	  
	 Accruals
	  	 	9,444,528	  	  	 	1,274,902	  
		  	  
	  
	 	  	  
	  
	 
		  	 	12,963,899	  	  	 	5,416,231	  
		  	  
	  
	 	  	  
	  
	 


  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	9.	TRADE AND OTHER PAYABLES (cont.) 

  


				0000000000000				0000000000000	
	 	  	Consolidated	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 NON-CURRENT
	  				  			
	 GSPH guarantee fee
	  	 	2,679,658	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
		  	 	2,679,658	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 

 No interest is payable on creditors. 

The GSPH guarantee fee is payable when guarantees provided by GSPH are released, which is not expected to occur prior to 30 June
2011. 
  

	10.	CONVERTIBLE NOTE INTEREST 

  

				0000000000000				0000000000000	
	 Deferred interest on converting note (note 14)
	  	 	6,421,100	  	 	 	6,421,100	  
	 Accrued interest since issue
	  	 	4,019,471	  	 	 	2,687,117	  
	 Currency movement on USD liability
	  	 	(383,472	) 	 	 	(79,134	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	10,057,099	  	 	 	9,029,083	  
		  	  
	  
	 	 	  
	  
	 

 The basis of recording the deferred interest on the converting note is outlined in note 14. 

 

	11.	INTEREST BEARING LIABILITIES 

  

				0000000000000				0000000000000	
	 CURRENT
	  				  			
	 Loan - Gladstone Port Corporation
	  	 	7,696,934	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
		  	 	7,696,934	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
	 NON-CURRENT
	  				  			
	 Loan - GS Power Holdings LLC
	  	 	46,931,840	  	  	 	49,297,520	  
	 Accrued interest GS Power Holdings Loan
	  	 	10,009,983	  	  	 	3,119,925	  
	 Discounted notes - GS Power Holdings LLC
	  	 	67,933,838	  	  	 	—  	  
	 Interest accrued discounted notes
	  	 	5,160,294	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
		  	 	130,035,955	  	  	 	52,417,445	  
		  	  
	  
	 	  	  
	  
	 

 Non-current loans and notes bear interest at 15% per annum. The loan and associated accrued interest
are repayable in March 2014 and the face value of the discounted notes is repayable in August 2011. 

  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	12.	PROVISIONS 

  

													
	 	  	Annual Leave	 	 	Rehabilitation	 	  	Total	 
	 Balance at 1 July 2009
	  	 	100,228	  	 	 	—  	  	  	 	100,228	  
	 Provisions made during the period
	  	 	142,493	  	 	 	2,065,633	  	  	 	2,208,126	  
	 Provisions used during the period
	  	 	—  	  	 	 	—  	  	  	 	—  	  
	 Provisions reversed during the period
	  	 	(100,228	) 	 	 	—  	  	  	 	(100,228	) 
	 Unwind of discount
	  	 	—  	  	 	 	—  	  	  	 	—  	  
		  	  
	  
	 	 	  
	  
	 	  	  
	  
	 
	 Balance at 30 June 2010
	  	 	142,493	  	 	 	2,065,633	  	  	 	2,208,126	  
		  	  
	  
	 	 	  
	  
	 	  	  
	  
	 
	 Non-current
	  	 	—  	  	 	 	2,065,633	  	  	 	2,065,633	  
	 Current
	  	 	142,493	  	 	 	—  	  	  	 	142,493	  
		  	  
	  
	 	 	  
	  
	 	  	  
	  
	 
		  	 	142,493	  	 	 	2,065,633	  	  	 	2,208,126	  
		  	  
	  
	 	 	  
	  
	 	  	  
	  
	 

 Rehabilitation Provision 
 A rehabilitation provision has been recognised based upon the discounted value of the forecast costs to complete the rehabilitation work by an external contractor on the basis of an arms-length agreement.

  

	13.	ISSUED CAPITAL 

  

									
	 	  	Consolidated	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 Share capital 13,333,333 ordinary shares, fully paid (2009: 13,333,333)
	  	 	21,872,119	  	  	 	21,872,119	  
		  	  
	  
	 	  	  
	  
	 

 The issued capital represents:- 

 

	 	(a)	an amount recorded for the issue of 10,000,000 ordinary shares, based on the fair value of the net assets received, including the Cameby Downs mining tenement asset, by
the Company in exchange for issuing the shares. The fair value of the Cameby Downs mining tenement asset acquired was based on the value of a 40% equity interest acquired under the converting note for US$20m issued by the Company to GS Power
Holdings LLC, plus 

  

	 	(b)	consideration received on the exercise of an option granted to GS Power Holdings LLC as detailed in note 15. 


No dividends have been paid or declared by the Company since incorporation. 

Terms and conditions 
 Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. 

In the event of winding up of the group, ordinary shareholders rank after all other shareholders and creditors and are fully entitled to
receive any proceeds of liquidation. 

  
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 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	14.	CONVERTING NOTE 

  

									
	 	  	Consolidated	 
	 	  	30 June 2010	 	 	30 June 2009	 
	 Converting note
	  	 	18,535,227	  	 	 	18,535,227	  
	 Equity raising costs
	  	 	(370,705	) 	 	 	(370,705	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	18,164,522	  	 	 	18,164,522	  
		  	  
	  
	 	 	  
	  
	 

 The convertible participating note has no stated maturity date and may only be redeemed in the event of
liquidation of the Company or its subsidiaries. The agreement requires that interest be accrued at an interest rate of 11% p.a., payable on conversion of the note. The liability component of the note has been calculated as the present value of the
estimated stream of future contractual interest cash flows discounted at a market rate applicable to similar debt instruments without such a conversion option. The liability component of the convertible note is disclosed in note 10. 

Under the agreement, the Company has an obligation to issue shares upon occurrence of a conversion event. Conversion events include the
allotment of shares allotted under an IPO, sale or transfer of substantially all of the assets and undertakings of the Company or its subsidiary, date of agreement of sale of 100% of issued shares to someone who is not a shareholder or
reorganization that would result in current holders owning less than 50% of voting shares. The equity component relating to this obligation is accounted for as the difference between the face value of the convertible participating note less the fair
value of the liability component determined above. 
  

	15.	OPTION RESERVE 

  

				0000000000000				0000000000000	
	 Option reserve
	  	 	92,998,087	  	  	 	12,998,087	  
		  	  
	  
	 	  	  
	  
	 
		  	 	92,998,087	  	  	 	12,998,087	  
		  	  
	  
	 	  	  
	  
	 

 Valuation of the initial option issued to acquire 25% of the Company was based on the fair value of the
Company’s shares determined using an alternative acquirer valuation methodology through the value of a 40% equity interest acquired under the converting note (convertible participating note) for US$20m. 

During the year additional options were issued to acquire a further 20% interest in the Company. These options were issued in connection
with agreements entered into for a US$65m discounted note facility and AU$92m in guarantee facilities and have been brought to account at directors’ valuation. The directors’ valuation is supported by a discounted cashflow of certain
proven and probable reserves of the Group and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. 
  

	16.	RETAINED EARNINGS/(ACCUMULATED LOSSES) 

  

				0000000000000				0000000000000	
	 Opening balance
	  	 	4,236,333	  	 	 	(2,475,742	) 
	 Profit/(Loss) for the year
	  	 	(7,284,089	) 	 	 	6,712,075	  
		  	  
	  
	 	 	  
	  
	 
		  	 	(3,047,756	) 	 	 	4,236,333	  
		  	  
	  
	 	 	  
	  
	 


  
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Table of Contents



 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
  


 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	17.	CONTROLLED ENTITIES 

  

									
	 	  	Equity Interest %
Held
By
Consolidated Entity	 
	  	  	30 June 2010	 	  	30 June 2009	 
	 Investment in subsidiaries
	  	 	%	  	  	 	%	  
	 Comprising:
	  				  			
	 Syntech Resources Pty Ltd
	  	 	100	  	  	 	100	  
	 Mountfield Properties Pty Ltd
	  	 	100	  	  	 	100	  

  

	18.	SUBSEQUENT EVENTS 


Subsequent to year end the Group has entered into a financing facility with the Commonwealth Bank to provide further funding that will
enable the Group to complete the construction of the mine, and provide bank guarantees to third party providers as required in the normal course of business. This facility is supported by security provided by the Group as well as a guarantee
provided by the Group’s major shareholder. 
 In addition, in November 2010 the Group entered into a further financing
facility with Goldman Sachs for an additional US$30m, This further facility is an extension to the existing facility. 
 Other
than the above matter, there has not arisen in the interval between the end of the period and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Group, to affect significantly the
operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 DIRECTORS’
DECLARATION 
 In the opinion of the directors of the Syntech Holdings Pty Ltd (‘the Company’): 

 

	(a)	the Group is not a reporting entity; 

  

	(b)	the financial statements and notes, set out on pages 5 to 23: 

  

	 	(i)	present fairly the financial position of the Group as at 30 June 2010 and its performance for the financial year ended on that date in accordance with the
accounting policies described in Note 1; and 

  

	 	(ii)	comply with Australian Accounting Standards (including the Australian Accounting Interpretations) to the extent described in Note 1; and


  

	(c)	there are reasonable grounds to believe that the Group will be able to pay their debts as and when they become due and payable, 


Signed in accordance with a resolution of the directors of Syntech Holdings Pty Ltd: 

 

			
	 Director
	    	



 

 Brisbane 
 17
NOV. 2010 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 

ABN 21 123 782 445 
 INDEPENDENT AUDIT
REPORT TO THE MEMBERS OF SYNTECH HOLDINGS PTY LTD 
 We have audited the accompanying financial report, being a special purpose financial
report, of Syntech Holdings Pty Ltd (the “Company”) and its controlled entities (collectively the “Group”), which comprises the consolidated statement of financial position as at 30 June 2010, and the consolidated statement
of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year ended on that date, a summary of significant accounting policies and other explanatory notes set out on pages 5 to 23.

 Directors’ responsibility for the financial report 
 The directors of the Company are responsible for the preparation and fair presentation of the financial report and have determined that the accounting policies described in Note 1 to the financial
statements, which form part of the financial report, are appropriate to meet the needs of the members. The directors’ responsibility also includes establishing and maintaining internal control relevant to the preparation and fair presentation
of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. 

Auditor’s responsibility 
 Our
responsibility is to express an opinion on the financial report based on our audit. No opinion is expressed as to whether the accounting policies used, as described in Note 1, are appropriate to meet the needs of members. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial
report is free from material misstatement. 
 An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the
auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

 These procedures have been undertaken to form an opinion whether, in all material respects, the financial report is presented fairly in
accordance with the basis of accounting described in Note 1 to the financial statements so as to present a view which is consistent with our understanding of the Group’s financial position, and of its performance and cash flows. 

The financial report has been prepared for distribution to members. We disclaim any assumption of responsibility for any reliance on this report or on
the financial report to which it relates to any person other than the members, or for any purpose other than that for which it was prepared. 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 

  
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Table of Contents


 SYNTECH HOLDINGS PTY LTD 
 ABN 21 123 782 445 
 Independence 

In conducting our audit, we have complied with the independence requirements of the Australian professional accounting bodies. 

Auditor’s opinion 
 In our opinion
the financial report presents fairly, in all material respects, the financial position of the Group as at 30 June 2010 and of its financial performance and its cash flows for the year then ended in accordance with the accounting policies
described in Note 1 to the financial statements. 
  
 



 
 KPMG 
  





 
 PG Steer  
 Partner 
 Brisbane 
 17 November 2010 

  
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Table of Contents


 SYNTECH HOLDINGS II PTY LTD 

ABN 30 126 174 847 
 FINANCIAL REPORT 
 FOR THE YEAR ENDED 

30 JUNE 2010 
 All amounts are in Australian dollars ($), except 
 as stated otherwise.







Table of Contents


 SYNTECH HOLDINGS II PTY LTD 

ABN 30 126 174 847 
  

					
	 	  	Page	 
		
	 Directors’ report
	  	 	3	  
		
	 Consolidated statement of comprehensive income
	  	 	5	  
		
	 Consolidated statement of changes in equity
	  	 	6	  
		
	 Consolidated statement of financial position
	  	 	7	  
		
	 Consolidated statement of cash flows
	  	 	8	  
		
	 Consolidated notes to the financial statements
	  	 	9	  
		
	 Directors’ declaration
	  	 	21	  
		
	 Independent auditor’s report to the members
	  	 	22	  


  
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Table of Contents



 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
  

 DIRECTORS’ REPORT 

The directors present their report together with the financial report of Syntech Holdings II group (“the Group”), being Syntech Holdings II Pty
Ltd (“the Company”) and its subsidiaries, for the financial year ended 30 June 2010 and the auditor’s report thereon. 
 The
directors of the Company at any time during or since the end of the financial year are: 
  

			
	 Darian Edward Hielscher
	  	Appointed 6 February 2007
	 Erik Karl Schafer
	  	Appointed 6 February 2007
	 Elmar Schafer
	  	Resigned 24 August 2009
	 Ravi Chidambaram
	  	Appointed 2 August 2007
	 Robert Mancini
	  	Appointed 2 August 2007
	 Allan Marson
	  	Resigned 1 September 2010
	 Stefan Dorfmeister
	  	Appointed 24 August 2009
	 Shameek Konar
	  	Appointed 24 September 2010


 Company particulars 
 Syntech Holdings II Pty Limited was incorporated in Australia on 6 February 2007. The address of the registered office is: 
 Level 17 
 80 Albert Street 
 Brisbane QLD 4000 
 Principal activities 

The principal activities of the consolidated entity during the course of the period was the exploration and evaluation of coal reserves. 

The Group has no employees as at 30 June 2010. 
 Review and results of operations 
 The operating result of the Group for the year ended
30 June 2010 was a loss of $23,818 (2009: loss of $926,554). 
 During the year the Group continued exploration work in the four mining
tenements held by AMH (Chinchilla Coal) Pty Ltd, with work primarily carried out in EPC 873. 
 Dividends 

No dividends have been paid or declared by the Company since the end of the previous financial year. 

Likely developments 
 Information about
likely developments in the operations of the Group and the expected results of those operations in the future financial years has not been included in this report because disclosure of the information would be likely to result in unreasonable
prejudice to the Group. 

  
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Table of Contents



 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 DIRECTORS’ REPORT 

 

 Events subsequent to balance date 
 There has not arisen in the interval between the end of the period and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to
affect significantly the operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years. 
 Directors’ interest and benefits 
 Other than as set out below, no Director has
received or become entitled to receive, during or since the end of the financial year, a benefit because of a contract made by the chief entity, controlled entity, or a related body corporate with a Director, a firm of which a Director is a member
of any entity in which a Director has a substantial financial interest. 
 Mr Robert Mancini, Mr Allan Marson, Mr Stefan Dorfmeister and Mr
Shameek Konar are employed by affiliates of GS Power Holdings LLC which provides financing facilities to the Group by way of converting notes for which it receives interest and equity entitlements. 

Environmental Regulation 
 The Group is
in compliance with all environmental obligations and legislative requirements imposed by the Environmental Protection Act 1994 and the Mineral Resources Act 1989. 
 Indemnification and insurance of directors and officers 
 The Company has agreed to
indemnify all the directors to the maximum extent permitted by law for any liability of the Director connected with being a director of the Company or any subsidiary of the Company. Such indemnity applied to the extent the Director is not
indemnified under the insurance policy. 
 Signed in accordance with a resolution of the directors of Syntech Holdings II Pty Ltd 

 

									
					
	



	 	 	 		 	17 NOV 2010	 	 
	Director	 		 		 	Dated	 	


  
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Table of Contents


 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME 
 FOR THE YEAR ENDED 30 JUNE 2010 
  

											
	 	  	Note	  	Consolidated	 
	 	  	 	  	2010	 	 	2009	 
	 Unrealised foreign currency gains
	  		  	 	243,111	  	 	 	(668,942	) 
		  		  	  
	  
	 	 	  
	  
	 
		  		  	 	243,111	  	 	 	(668,942	) 
		  		  	  
	  
	 	 	  
	  
	 
				
	 Expenses
	  		  				 			
	 Operating costs
	  		  	 	(266,306	) 	 	 	(281,944	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Total expenses
	  		  	 	(266,306	) 	 	 	(281,944	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Results from operating activities
	  		  	 	(23,195	) 	 	 	(950,886	) 
		  		  	  
	  
	 	 	  
	  
	 
				
	 Financial income
	  		  	 	5,268	  	 	 	24,335	  
	 Financial expenses
	  		  	 	(8,916,895	) 	 	 	(983,262	) 
	 Borrowing costs capitalised
	  		  	 	8,911,004	  	 	 	983,259	  
		  		  	  
	  
	 	 	  
	  
	 
	 Net financial expenses
	  		  	 	(623	) 	 	 	24,332	  
		  		  	  
	  
	 	 	  
	  
	 
	 Profit/(loss) before income tax
	  		  	 	(23,818	) 	 	 	(926,554	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Income tax expense
	  		  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	 	  
	  
	 
	 Profit/(loss) for the year
	  		  	 	(23,818	) 	 	 	(926,554	) 
		  		  	  
	  
	 	 	  
	  
	 
	 Other comprehensive income
	  		  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income
	  		  	 	(23,818	) 	 	 	(926,554	) 
		  		  	  
	  
	 	 	  
	  
	 

 The notes on pages 9 to 20 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY 
 FOR THE YEAR ENDED 30 JUNE 2010 
 Consolidated 
  

																							
	 	  	Note	  	Share Capital	 	  	Convertible
Note	 	  	Option
Reserve	 	  	Retained
Earnings	 	 	Total
Equity	 
	 Balance at 1 July 2008
	  		  	 	6,318,490	  	  	 	7,606,039	  	  	 	—  	  	  	 	275,224	  	 	 	14,199,753	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  				  				  				  				 			
	 Profit or loss
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(926,554	) 	 	 	(926,554	) 
	 Other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(926,554	) 	 	 	(926,554	) 
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Transactions with owners, recorded directly in equity
	  		  				  				  				  				 			
	 Contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 30 June 2009
	  		  	 	6,318,490	  	  	 	7,606,039	  	  	 	—  	  	  	 	(651,330	) 	 	 	13,273,199	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 1 July 2009
	  		  	 	6,318,490	  	  	 	7,606,039	  	  	 	—  	  	  	 	(651,330	) 	 	 	13,273,199	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  				  				  				  				 			
	 Profit or loss
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(23,818	) 	 	 	(23,818	) 
	 Other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total other comprehensive income
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total comprehensive income for the period
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	(23,818	) 	 	 	(23,818	) 
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Transactions with owners, recorded directly in equity
	  		  				  				  				  				 			
	 Contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	 	 	—  	  
	 Options issued re debt financing & provision of guarantees
	  		  	 	—  	  	  	 	—  	  	  	 	20,000,000	  	  	 	—  	  	 	 	20,000,000	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Total contributions by and distributions to owners
	  		  	 	—  	  	  	 	—  	  	  	 	20,000,000	  	  	 	—  	  	 	 	20,000,000	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 
	 Balance at 30 June 2010
	  		  	 	6,318,490	  	  	 	7,606,039	  	  	 	20,000,000	  	  	 	(675,148	) 	 	 	33,249,381	  
		  		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	 	  
	  
	 

 The notes on pages 9 to 20 are an integral part of these consolidated financial statements. 

  
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Table of Contents


 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 CONSOLIDATED STATEMENT OF FINANCIAL
POSITION 
 AS AT 30 JUNE 2010 
  

													
	 	  	Note	 	  	Consolidated	 
	 	  	 	 	  	2010	 	 	2009	 
	 Assets
	  				  				 			
	 Cash
	  	 	3	  	  	 	153,127	  	 	 	149,552	  
	 Receivables
	  	 	4	  	  	 	5,570	  	 	 	7,550	  
	 Prepayments
	  				  	 	8,663	  	 	 	18,620	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total current assets
	  				  	 	167,360	  	 	 	175,722	  
		  				  	  
	  
	 	 	  
	  
	 
	 Mining tenements
	  	 	5	  	  	 	28,080,551	  	 	 	19,169,546	  
	 Finance facility fees
	  	 	6	  	  	 	12,086,135	  	 	 	61,056	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total non-current assets
	  				  	 	40,166,686	  	 	 	19,230,602	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total assets
	  				  	 	40,334,046	  	 	 	19,406,324	  
		  				  	  
	  
	 	 	  
	  
	 
	 Liabilities
	  				  				 			
	 Trade and other payables
	  	 	7	  	  	 	28,440	  	 	 	350,076	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total current liabilities
	  				  	 	28,440	  	 	 	350,076	  
		  				  	  
	  
	 	 	  
	  
	 
	 Trade and other payables
	  	 	7	  	  	 	574,936	  	 	 	—  	  
	 Convertible note interest
	  	 	8	  	  	 	6,481,289	  	 	 	5,783,049	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total non-current liabilities
	  				  	 	7,056,225	  	 	 	5,783,049	  
		  				  	  
	  
	 	 	  
	  
	 
	 Total liabilities
	  				  	 	7,084,665	  	 	 	6,133,125	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net assets
	  				  	 	33,249,381	  	 	 	13,273,199	  
		  				  	  
	  
	 	 	  
	  
	 
	 Equity
	  				  				 			
	 Issued capital
	  	 	9	  	  	 	6,318,490	  	 	 	6,318,490	  
	 Convertible note
	  	 	10	  	  	 	7,606,039	  	 	 	7,606,039	  
	 Option reserve
	  	 	11	  	  	 	20,000,000	  	 	 	—  	  
	 Retained earnings/(Accumulated losses)
	  	 	12	  	  	 	(675,148	) 	 	 	(651,330	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Total Equity
	  				  	 	33,249,381	  	 	 	13,273,199	  
		  				  	  
	  
	 	 	  
	  
	 

 The notes on pages 9 to 20 are an integral part of these consolidated financial statements. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 CONSOLIDATED STATEMENT OF CASH FLOWS

 AS AT 30 JUNE 2010 
  

													
	 	  	 	 	  	Consolidated	 
	 	  	Note	 	  	2010	 	 	2009	 
	 Cash flows from operating activities
	  				  				 			
	 Payments to suppliers and employees
	  				  	 	(801	) 	 	 	(114,600	) 
	 Interest received
	  				  	 	4,999	  	 	 	30,627	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) operating activities
	  	 	3	  	  	 	4,198	  	 	 	(83,973	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Cash flows from investing activities
	  				  				 			
	 Development of mining tenements
	  				  	 	—  	  	 	 	(788,243	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) investing activities
	  				  	 	—  	  	 	 	(788,243	) 
		  				  	  
	  
	 	 	  
	  
	 
	 Cash flows from financing activities
	  				  				 			
	 Guarantee fees paid
	  				  	 	(623	) 	 	 	—  	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net cash from / (used in) financing activities
	  				  	 	(623	) 	 	 	—  	  
		  				  	  
	  
	 	 	  
	  
	 
	 Net increase / (decrease) in cash and cash equivalents
	  				  	 	3,575	  	 	 	(872,216	) 
	 Cash and cash equivalents at beginning of year
	  				  	 	149,552	  	 	 	1,021,768	  
		  				  	  
	  
	 	 	  
	  
	 
	 Cash and cash equivalents at end of year
	  	 	3	  	  	 	153,127	  	 	 	149,552	  
		  				  	  
	  
	 	 	  
	  
	 

 The notes on pages 9 to 20 are an integral part of these consolidated financial statements. 

  
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Table of Contents



 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
  

 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  

	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES 

  

	 	(a)	Statement of compliance 


Syntech Holdings II Pty Ltd (the “Company”) is a company domiciled in Australia. The address of the Company’s registered
office is Level 17, 80 Albert Street, Brisbane, Queensland 4000. The consolidated financial statements of the Company as at and for the year ended 30 June 2010 comprise the Company and its subsidiaries (together referred to as the
“Group”). Parent entity financial information has not been provided in this financial report. 
 In the opinion of the
directors the Group is not a reporting entity. The financial report of the Group has been drawn up as a special purpose financial report for distribution to the members. 
 The special purpose financial report has been prepared in accordance with the recognition and measurement 
 aspects of all applicable Australian Accounting Standards (“AASBs”) adopted by the Australian Accounting Standards Board (“AASB”). 

The financial report does not include the disclosure requirements of the following pronouncements having a material effect: 

 

							
		 	 • AASB 7
	  	 Financial instruments: disclosures
	  	
				
		 	 • AASB 112
	  	Income taxes	  	
				
		 	 • AASB 116
	  	Property, plant & equipment	  	
				
		 	 • AASB 118
	  	Revenue	  	
				
		 	 • AASB 123
	  	Borrowing costs	  	
				
		 	 • AASB 124
	  	Related party disclosures	  	
				
		 	 • AASB 132
	  	Financial instruments: presentation	  	
			
		 	 • AASB 137
	  	Provisions, contingent liabilities and contingent assets

  

	 	(b)	Basis of preparation 

 The
financial report is presented in Australian dollars. 
 The financial report is prepared on the historical cost basis.

 The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial
statements, and have been applied consistently by Group entities. 
 Going concern 

The financial report has been prepared on a going concern basis which contemplates the continuity of normal business activities and the
realisation of assets and settlement of liabilities in the normal course of business. 
 The ability of the Group to continue as
a going concern is dependant upon funds being provided under loan facilities supported by GS Power Holdings LLC to a related party, Syntech Holdings Pty Ltd and/or as outlined in the following paragraphs, the Group obtaining alternative finance from
its shareholders or third party financiers. 

  
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Table of Contents



 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(b)	Basis of preparation (cont.) 

  


 Going concern (cont.) 
  

 The ability of Syntech Holdings Pty Ltd to continue as a going concern is in turn
dependent upon their loan facilities being available to Syntech Holdings Pty Ltd. The ability of Syntech Holdings Pty Ltd to continue as a going concern for 12 months from the date of this report is also dependent upon Syntech Holdings Pty Ltd being
able to either obtain an extension of interest bearing notes (book value of $67,933,838 at 30 June 2010 which are repayable in August 2011) past August 2011 or Syntech Holdings Pty Ltd obtaining alternate finance facilities to enable the
interest bearing notes to be repaid from shareholders or third party financiers. 
 The directors consider that: 

 

	 	•	 	 the funding under the loan facilities disclosed from GS Power Holdings LLC will be provided, and 



 

	 	•	 	 Syntech Holdings Pty Ltd will be able to provide funds, and Syntech Holdings Pty Ltd will continue as a going concern for 12 months from the date of
this report as Syntech Holdings Pty Ltd will be able to either obtain an extension of interest bearing notes (book value of $67,933,838 at 30 June 2010 which are repayable in August 2011) past August 2011 or Syntech Holdings Pty Ltd obtaining
alternate finance facilities to enable the interest bearing notes to be repaid. 


 In the event that the Group
could not continue as a going concern, the Group may not be able to realise its assets and extinguish liabilities in the normal course of business and at the amounts stated in the financial statements. 

 

	 	(c)	Basis of Consolidation 


(i) Subsidiaries 
 Subsidiaries are entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain
benefits from its activities. In assessing control, potential voting rights that presently are exercisable or convertible are taken into account. The financial statements of subsidiaries are included in the consolidated financial report from the
date that control commences until the date that control ceases. 
 (ii) Transactions eliminated on consolidation

 Intragroup balances, and any unrealised gains and losses or income and expenses arising from intragroup transactions,
are eliminated in preparing the consolidated financial statements. 
 Unrealised losses are eliminated in the same way as
unrealised gains, but only to the extent that there is no evidence of impairment. 

  
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Table of Contents



 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(d)	Foreign currency 


Transactions 
 Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet
date are translated to Australian dollars at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in profit or loss. 

 

	 	(e)	Taxation 

 Income tax on
the profit or loss for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. 

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
balance sheet date, and any adjustments to tax payable in respect of previous years. 
 Deferred tax is provided using the
balance sheet liability method, providing for temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. 

Deferred taxes are not recognised on temporary differences upon asset acquisitions that neither affect accounting profit or taxable
income. 
 A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be
available against which the asset can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. 

 

	 	(f)	Goods and services tax 


Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is
not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated with the amount of GST included. The net amount
of GST recoverable from or payable to, the ATO is included as a current asset or liability in the balance sheet. 
 Cash flows
are included in the statement of cash flows on a gross basis. The GST components of cash flows arising investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows. 

 

	 	(g)	Cash 

 Cash comprises cash
balances and deposits maturing within 3 months. 
  

	 	(h)	Trade and other receivables 

 Trade and other receivables are stated at their amortised cost using the effective interest method less any impairment losses. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(i)	Property, plant and equipment 

 All assets acquired, including property plant and equipment, are initially recorded at their cost of acquisition at the date of acquisition, being the fair value of the consideration provided plus
incidental costs directly attributable to the acquisition. 
 Expenditure is only recognised as an asset when the group controls
future economic benefits as a result of the costs incurred that are probable and can be measured reliably. 
 Depreciation

 All assets have limited useful lives and are depreciated using both the straight line method and diminishing value
method over their estimated useful lives, taking into account estimated residual values. All assets are depreciated from when each asset is available for use, that is, when it is in the location and condition necessary for it to be capable of
operating in the manner intended by management. 
 Depreciation rates and methods are reviewed annually for appropriateness. When
changes are made, adjustments are reflected prospectively in current and future periods only. Depreciation amounts are expensed. 

The estimated useful lives of assets in the current and comparative periods are as follows: 

 

							
		 	 Plant and equipment
	  	7.5 years	  	
		 	 Low value pool
	  	2.5 years	  	
		 	 Motor vehicles
	  	4.5 years	  	
		 	 Office equipment
	  	2.5 years	  	
		 	 Furniture, fixtures and fittings
	  	9 years	  	
		 	 Computer equipment
	  	2.5 years	  	

  

	 	(j)	Impairment 

 The carrying
amounts of the group’s assets, other than deferred tax assets, are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.

 An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable
amount. The recoverable amount of an asset or a cash generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses are recognised in profit or loss. 

 

	 	(k)	Trade and other payables 


Trade and other payable are stated at their amortised cost using the effective interest method. Trade payables are non-interest bearing
and are normally settled on 30-day terms. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(l)	Mining tenement - exploration and evaluation costs 

 Mining tenement - exploration and evaluation costs, including the costs of acquiring assets and licences, are 
 capitalised as exploration and evaluation assets on an area of interest basis. Mining tenements acquired by the Group are reflected at fair value upon acquisition. Costs incurred before the Group has
obtained the legal rights to explore an area are recognised as an expense in profit or loss. 
 Mining tenement, exploration and
evaluation assets are only recognised if the rights of the area of interest are current and either: 
  

	 	(i)	the expenditures are expected to be recouped through successful development and exploitation of the area of interest; or 


 

	 	(ii)	activities in the area of interest have not at the reporting date, reached a stage which permits a reasonable assessment of the existence or other wise of economically
recoverable reserves and active and significant operations in, or in relation to, the area of interest are continuing. 

 Mining tenement, exploration and evaluation assets are assessed for impairment if sufficient data exists to determine technical feasibility and commercial viability and facts and circumstances suggest
that the carrying 
 amount exceeds the recoverable amount. For the purposes of impairment testing, exploration and evaluation
assets are allocated to cash-generating units to which the exploration activity relates. 
 The cash generating unit shall not be
larger than the area of interest. 
 Once the technical feasibility and commercial viability of the extraction of mineral
holdings in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and reclassified to mining property and development assets within mining tenements. 

 

	 	(m)	Employee benefits 


Wages, salaries, annual leave, sick leave and non-monetary benefits 

Liabilities for employee benefits for wages, salaries, annual leave and sick leave that are expected to be settled within 12 months of the
reporting date represent present obligations resulting from employees’ services provided to reporting date, are calculated at undiscounted amounts based on remuneration wages and salary rates that the entity expects to pay at reporting date
including related on-costs, such as, workers compensation insurance and payroll tax. 
 Non-accumulating non-monetary benefits
are expensed based on the net marginal cost to the entity as the benefits are taken by the employees. 
 Superannuation
plan 
 Obligations for contributions to defined contribution superannuation funds are recognised as an expense in

 profit or loss as incurred. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  


	 	(n)	Convertible participating notes - converting note 

 Convertible participating notes issued by the Company are accounted for as compound financial instruments, containing liability and equity components 

The liability component of the note is calculated as the present value of the expected stream of future contractual cash flows discounted
at a market rate applicable to similar debt instruments without such a conversion option. The conversion feature of the note is accounted for as an equity component. The value ascribed to this feature is the residual, that is the fair value of the
entire instrument less the value of the liability component determined above. 
  

	 	(o)	Option reserve 

 The fair
value of options issued in connection with the provision of funding arrangements and recorded in the option reserve is based on the fair value of the options issued by the Company. The fair value of the options issued is based on an estimate of the
fair value of the Group, determined using a discounted cash flow model of certain proven and probable reserves and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. 

 

	 	(p)	Issued capital 

 Shares
issued as consideration for the acquisition of assets, including mining tenements, by the Company are recorded based on the fair value of the assets received by the Company in exchange for issuing the shares. 

 

	 	(q)	Finance income and expenses 

 Finance income comprises interest income on funds invested. Interest income is recognised as it accrues, using the effective interest method. 

Finance expenses comprise interest expense on borrowings, amortisation of the liability component of convertible participating notes and
amortisation of capitalised borrowing costs and other associated costs of borrowings. Borrowing costs incurred that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised as part of the cost of
that asset. All other borrowing costs are recognised in profit or loss using the effective interest method. 
  

	 	(r)	Accounting estimates and judgements 

 The preparation of a financial report in conformity with Australian Accounting Standards requires management to make judgements, estimates and assumptions that affect the application of policies and
reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which
form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. These accounting policies have been consistently applied by the
Group. 
 The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	1.	STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONT) 

  



	 	(r)	Accounting estimates and judgements (cont.) 

  

 Management have determined with the directors the development, selection and disclosure
of the consolidated entity’s critical accounting policies and estimates and the application of these policies and estimates. The estimates and judgements that have a significant risk of causing material adjustment to the carrying amounts are
discussed below. 
 Fair value of mining tenements, exploration & evaluation assets and value of issued capital

 Note 5 contains information and calculations about the basis used to measure the fair value of mining tenement
exploration & evaluation assets upon acquisition by the Group. 
 Note 9 contains information about the basis of the
issued capital, including amounts being recorded based on the fair value of the assets received by the Company, in exchange for issuing the shares. 
 Fair value of mining tenements, exploration & evaluation assets and value of issued capital (cont.) 
 These calculations involved making an estimation of the fair value of the Cameby Downs mining tenement asset acquired, which was based on an alternative acquirer valuation methodology through the value of
a 65% equity interest acquired under the converting note (convertible participating note) for US$10m. The stage of development of the mining tenements has not enabled the fair value of the asset to be reliably determined under any other valuation
approach, including the value in use of the asset. 
 Fair value of option issued 

Note 11 contains information about the basis of the option reserve. 

During the year options were issued to acquire a 20% interest in the Company. These options were issued in connection with the provision
of funding arrangements to Syntech Holdings Pty Ltd, a related party, to enable the Group to progress the commercialisation of its mining tenements, including construction of related infrastructure, and have been brought to account at
directors’ valuation. The directors’ valuation is supported by a discounted cashflow of certain proven and probable reserves of the Group and evidence of the market value of the Group’s coal resources provided by recent sales of
developing coal mines. 
 Classification of convertible participating notes 

Note 10 contains information about the basis for classification of convertible participating notes. The liability component was calculated
as the present value of the estimated stream of future contractual interest cash flows. The equity component was determined to be the difference between the face value less the fair value of the liability component. 

 

	 	(s)	Change in accounting policy – presentation of financial statements 

 The Group applies revised AASB 101 Presentation of Financial Statements (2007), which became effective as of 1 July 2009. As a result, the Group presents in the consolidated statement of
changes in equity all owner changes in equity, whereas all non-owner changes in equity are presented in the consolidated statement of comprehensive income. 
 Comparative information has been re-presented so that it is also in conformity with the revised standard. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	2.	AUDITOR’S REMUNERATION 

  

				0000000000000				0000000000000	
	 	  	Consolidated	 
	 	  	2010	 	  	2009	 
	 Audit services:
	  				  			
	 Audit of the Group - KPMG Australia
	  	 	26,000	  	  	 	25,410	  
		  	  
	  
	 	  	  
	  
	 
		  	 	26,000	  	  	 	25,410	  
		  	  
	  
	 	  	  
	  
	 

  

	3.	CASH AND CASH EQUIVALENTS 

  

				0000000000000				0000000000000	
	   Bank balances
	  	 	153,127	  	 	 	115,004	  
	   Call deposit
	  	 	—  	  	 	 	34,548	  
		  	  
	  
	 	 	  
	  
	 
	   Cash and cash equivalents in the statement of cash flows
	  	 	153,127	  	 	 	149,552	  
		  	  
	  
	 	 	  
	  
	 
	 Reconciliation of cash flows from operating activities
	  				 			
	 Profit/(loss) for the period
	  	 	(23,818	) 	 	 	(926,554	) 
	 Adjustments for:
	  				 			
	 Net finance expense
	  	 	8,916,894	  	 	 	983,262	  
	 Borrowing costs capitalised
	  	 	(8,911,004	) 	 	 	(983,259	) 
	 Unrealised foreign exchange (gain)/loss
	  	 	(243,111	) 	 	 	668,942	  
	 Operating profit/(loss) before changes in working capital and provisions
	  	 	(261,039	) 	 	 	(257,609	) 
	 Changes in operating assets and liabilities :
	  				 			
	 (Increase)/decrease in trade debtors and other receivables
	  	 	1,886	  	 	 	6,293	  
	 (Increase)/decrease in prepayments
	  	 	61,933	  	 	 	(18,620	) 
	 (Decrease)/increase in trade creditor and accruals
	  	 	201,418	  	 	 	185,963	  
		  	  
	  
	 	 	  
	  
	 
	 Net cash from operating activities
	  	 	4,198	  	 	 	(83,973	) 
		  	  
	  
	 	 	  
	  
	 

  

	4.	RECEIVABLES 

  

				0000000000000				0000000000000	
		  				  			
	 CURRENT
	  				  			
	 GST receivable
	  	 	4,770	  	  	 	4,864	  
	 Other debtors & receivables
	  	 	800	  	  	 	2,686	  
		  	  
	  
	 	  	  
	  
	 
		  	 	5,570	  	  	 	7,550	  
		  	  
	  
	 	  	  
	  
	 


  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	5.	MINING TENEMENTS 

  

				0000000000000				0000000000000	
	 	  	Consolidated	 
	 	  	2010	 	  	2009	 
	 EPC 562
	  	 	2,001,367	  	  	 	1,366,259	  
	 EPC 873
	  	 	19,674,281	  	  	 	13,430,898	  
	 MDL 246
	  	 	744,505	  	  	 	508,246	  
	 MDL 247
	  	 	5,660,398	  	  	 	3,864,143	  
		  	  
	  
	 	  	  
	  
	 
	 Total Mining Tenements
	  	 	28,080,551	  	  	 	19,169,546	  
		  	  
	  
	 	  	  
	  
	 

 The initial carrying value of the mining tenements was based on the fair value at acquisition of the
asset using an alternate acquirer valuation methodology through the value of a 65% equity interest acquired in the tenements under the converting note issued to GS Power Holdings LLC for US$l0m, direct expenditure and associated costs. 

The recoverability of the carrying value of the mining tenement - exploration and evaluation assets is dependent upon successful
development of the tenements or alternatively the sale of the tenements. 
  

	6.	FINANCE FACILITY FEE 

  

				0000000000000				0000000000000	
	 Finance facility fee
	  	 	20,079,461	  	 	 	79,462	  
	 Less accumulated amortisation
	  	 	(7,993,326	) 	 	 	(18,406	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	12,086,135	  	 	 	61,056	  
		  	  
	  
	 	 	  
	  
	 

 The finance facility fee recognised at 30 June 2009 represented an allocation of the establishment
fees paid on issue of the convertible note and options proportionate to the debt element brought to account in relation to the convertible note. 
 During the year ended 30 June 2010, the Company issued options in connection with the provision of funding arrangements to Syntech Holdings Pty Ltd, a related party, to enable the Group to progress
the commercialisation of its mining tenements, including construction of related infrastructure. 
 The options entitle the
holder to 20% of the share capital of the Company and have an estimated fair value of $20m. The fair value has been estimated based on the fair value of the Group, determined using a discounted cash flow model of certain proven and probable reserves
and evidence of the market value of the Group’s coal resources provided by recent sales of developing coal mines. 
  

	7.	TRADE AND OTHER PAYABLES 

  

				0000000000000				0000000000000	
	 CURRENT
	  				  			
	 Trade creditors
	  	 	—  	  	  	 	50,967	  
	 Accruals
	  	 	28,440	  	  	 	52,000	  
	 Loan from related party
	  	 	—  	  	  	 	247,109	  
		  	  
	  
	 	  	  
	  
	 
		  	 	28,440	  	  	 	350,076	  
		  	  
	  
	 	  	  
	  
	 


  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  



	7.	TRADE AND OTHER PAYABLES (CONT.) 

  

  

				$000,00000				$000,00000	
	 	  	Consolidated	 
	 	  	2010	 	  	2009	 
	 NON-CURRENT
	  				  			
	 Loan from related party
	  	 	574,936	  	  	 	—  	  
		  	  
	  
	 	  	  
	  
	 
		  	 	574,936	  	  	 	—	  
		  	  
	  
	 	  	  
	  
	 
	 No interest is payable on creditors.
	  				  			

  

	8.	CONVERTIBLE NOTE INTEREST 

  

									
	 Deferred interest on converting note
	  	 	3,973,072	  	 	 	3,973,072	  
	 Accrued interest since issue
	  	 	2,508,682	  	 	 	1,610,197	  
	 Currency movement on USD liability
	  	 	(465	) 	 	 	199,780	  
		  	  
	  
	 	 	  
	  
	 
		  	 	7,633,171	  	 	 	5,785,058	  
		  	  
	  
	 	 	  
	  
	 

 The basis of recording the deferred interest on the converting note is outlined in note 10. 

 

	9.	 ISSUED CAPITAL 


  

									
	 Share capital

3,500,001 ordinary shares, fully paid (2009: 3,500,001)
	  	 	6,318,490	  	  	 	6,318,490	  
		  	  
	  
	 	  	  
	  
	 

 The issued capital represents an amount recorded for the issue of 3,500,000 ordinary shares, based on the
fair value of the net assets received, including shares in AMH (Chinchilla Coal) Pty Ltd, by the Company in exchange for issuing the shares. The fair value of the AMH (Chinchilla Coal) Pty Ltd shares acquired was based on the value of a 65% equity
interest acquired under the Converting note for US$10m issued by the Company to GS Power Holdings LLC, plus 1 ordinary share issued for $1.00. 
 No dividends have been paid or declared by the Company since incorporation. 

Terms and conditions 
 Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. 

In the event of winding up of the Group, ordinary shareholders rank after all other shareholders and creditors and are fully entitled to
receive any proceeds of liquidation. 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	10.	CONVERTING NOTE 

  

									
	 	  	Consolidated	 
	 	  	2010	 	 	2009	 
	 Converting note
	  	 	7,761,264	  	 	 	7,761,264	  
	 Equity raising costs
	  	 	(155,225	) 	 	 	(155,225	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	7,606,039	  	 	 	7,606,039	  
		  	  
	  
	 	 	  
	  
	 

 The convertible participating note has no stated maturity date and may only be redeemed in the event of
liquidation of the Company or its subsidiaries. The agreement requires that interest be accrued at an interest rate of 11% p.a., payable on conversion of the note. The liability component of the note has been calculated as the present value of the
estimated stream of future contractual interest cash flows discounted at a market rate applicable to similar debt instruments without such a conversion option. The liability component of the convertible note is disclosed in note 8. 

Under the agreement, the Company has an obligation to issue shares upon occurrence of a conversion event. Conversion events include the
allotment of shares allotted under an IPO, sale or transfer of substantially all of the assets and undertakings of the Company or its subsidiary, date of agreement of sale of 100% of issued shares to someone who is not a shareholder or
reorganisation that would result in current holders owning less than 50% of voting shares. The equity component relating to this obligation is accounted for as the difference between the face value of the convertible participating note less the fair
value of the liability component determined above. 
  

	11.	OPTION RESERVE 

  

									
	 	  	Consolidated	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 Option reserve
	  	 	20,000,000	  	  	 	—	  
		  	  
	  
	 	  	  
	  
	 
		  	 	20,000,000	  	  	 	—	  
		  	  
	  
	 	  	  
	  
	 

 During the year options were issued to acquire a 20% interest in the Company. These options were issued
in connection with the provision of funding arrangements to Syntech Holdings Pty Ltd, a related party, to enable the Group to progress the commercialisation of its mining tenements, including construction of related infrastructure, and have been
brought to account at directors’ valuation. The directors’ valuation is supported by a discounted cashflow of certain proven and probable reserves of the Group and evidence of the market value of the Group’s coal resources provided by
recent sales of developing coal mines. 
  

	12.	RETAINED EARNINGS/(ACCUMULATED LOSSES) 

  

									
	 Opening balance
	  	 	(651,330	) 	 	 	275,224	  
	 Profit/(Loss) for the year
	  	 	(23,818	) 	 	 	(926,554	) 
		  	  
	  
	 	 	  
	  
	 
		  	 	(675,148	) 	 	 	(651,330	) 
		  	  
	  
	 	 	  
	  
	 


  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 NOTES TO THE FINANCIAL STATEMENTS 

FOR THE YEAR ENDED 30 JUNE 2010 
  


	13.	CONTROLLED ENTITIES 

  

									
	 	  	Equity Interest % Held By
Consolidated Entity	 
	 	  	30 June 2010	 	  	30 June 2009	 
	 Investment in subsidiaries
	  	 	%	  	  	 	%	  
	 Comprising:
	  				  			
	 AMH (Chinchilla Coal) Pty Ltd
	  	 	100	  	  	 	100	  


  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 DIRECTORS’ DECLARATION

 In the opinion of the directors of the Syntech Holdings II Pty Ltd (‘the Company’): 

 

	(a)	the Group is not a reporting entity; 

  

	(b)	the financial statements and notes, set out on pages 5 to 20: 

  

	 	(i)	present fairly the financial position of the Group as at 30 June 2010 and of its performance for the financial year ended on that date in accordance with the
accounting policies described in Note 1; and 

  

	 	(ii)	comply with Australian Accounting Standards (including the Australian Accounting Interpretations) to the extent described in Note 1; and 


 

	(c)	there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable. 


Signed in accordance with a resolution of the directors of Syntech Holdings II Pty Ltd: 
 Director    



 
 Brisbane 
 17 NOV 2010 

  
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 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 INDEPENDENT AUDIT REPORT TO THE MEMBERS
OF SYNTECH HOLDINGS II PTY LTD 
 We have audited the accompanying financial report, being a special purpose financial report, of Syntech
Holdings II Pty Ltd (the “Company”) and its controlled entities (collectively the “Group”), which comprises the consolidated statement of financial position as at 30 June 2010, and the consolidated statement of comprehensive
income, consolidated statement of changes in equity and consolidated statement of cash flows for the year ended on that date, a summary of significant accounting policies and other explanatory notes set out on pages 5 to 20. 

Directors’ responsibility for the financial report 
 The directors of the Company are responsible for the preparation and fair presentation of the financial report and have determined that the accounting policies described in Note 1 to the financial
statements, which form part of the financial report, are appropriate to meet the needs of the members. The directors’ responsibility also includes establishing and maintaining internal control relevant to the preparation and fair presentation
of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. 

Auditor’s responsibility 
 Our
responsibility is to express an opinion on the financial report based on our audit, No opinion is expressed as to whether the accounting policies used, as described in Note 1, are appropriate to meet the needs of members. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial
report is free from material misstatement. 
 An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the
auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

 These procedures have been undertaken to form an opinion whether, in all material respects, the financial report is presented fairly in
accordance with the basis of accounting described in Note 1 to the financial statements so as to present a view which is consistent with our understanding of the Group’s financial position, and of its performance and cash flows. 

The financial report has been prepared for distribution to members. We disclaim any assumption of responsibility for any reliance on this report or on
the financial report to which it relates to any person other than the members, or for any purpose other than that for which it was prepared. 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 

  
 - 22 -








Table of Contents


 SYNTECH HOLDINGS II PTY LTD 
 ABN 30 126 174 847 
 Independence 

In conducting our audit, we have complied with the independence requirements of the Australian professional accounting bodies. 

Auditor’s opinion 
 In our opinion
the financial report presents fairly, in all material respects, the financial position of the Group as at 30 June 2010 and of its financial performance and its cash flows for the year then ended in accordance with the accounting policies
described in Note 1 to the financial statements. 
  
 



 
 KPMG 
  





 
 PG Steer 

Partner 
 Brisbane 

17 November 2010 

  
 - 23 -








Table of Contents


 Share Sale Agreement 
 Annexure B—Data Room 
 Part A—Data Room Index 

Part B—Requests 

  

					
	 © Mallesons Stephen Jaques

10658005_12
	  	Share Sale Agreement	  	93








Table of Contents


 Part A - Data Room Index 

 

					
	Date from: 13-May-11	  	 	 
	Document name	  	Uploaded
/ Modified	 
	 Syntech MatterWeb Rules and Procedures
	  	 	09/02/2011	  
	 00. Site Index
	  			
	 Site Index
	  	 	04/06/2008	  
	 01. Asset Overview and Financial Model
	  			
	 1633 - Syntech Overview - April 2009
	  	 	08/05/2009	  
	 1787 - Syntech Financial Model - updated August 2010
	  	 	23/08/2010	  
	 1787.01 - Syntech Financial Model - updated August 2010 (Bri only)
	  	 	23/08/2010	  
	 2492 - Tax depreciation schedule at 30 June 2010
	  	 	25/02/2011	  
	 2493 - Syntech Coal Sales Quality v2
	  	 	25/02/2011	  
	 01. Additional Details
	  			
	 2468 - Data Room Queries February 2010
	  	 	24/02/2011	  
	 2488 - COGS Jan 11
	  	 	24/02/2011	  
	 2489 - Accounts Payable Aged Report as at 31 January 2011
	  	 	24/02/2011	  
	 2490 - Provision for Rehabilitation
	  	 	24/02/2011	  
	 02. Syntech Holdings
	  			
	 01. Corporate
	  			
	 1.01- Syntech Holdings
	  			
	 0185 - Company Certificate for Syntech Holdco
	  	 	20/02/2008	  
	 0990 - Syntech Holdings Pty Ltd group structure Mar08
	  	 	01/04/2008	  
	 1040 - Constitution Syntech Holdings
	  	 	07/05/2008	  
	 1528 -SH ASIC Extract
	  	 	25/11/2009	  
	 2269 - SH Amendment to Shareholders Agreement
	  	 	07/09/2010	  
	 2276 - Share registers - Syntech Holdings
	  	 	09/09/2010	  
	 2473 - SHI Register of Options
	  	 	24/02/2011	  
	 1.02 - Syntech Resources
	  			
	 0187 - Enviromental Policy
	  	 	20/02/2008	  
	 0189 - Safety and Health Policy
	  	 	20/02/2008	  
	 0191 - Syntech Certificate of Registration and Change of Name
	  	 	20/02/2008	  
	 1041 - Constitution Syntech Resources
	  	 	07/05/2008	  
	 1532 - SR ASIC Details September 2009
	  	 	25/11/2009	  
	 2277 - Share registers - Syntech Resources
	  	 	09/09/2010	  
	 1.03- Mountfield Properties
	  			
	 0193 - Mountfiled Certificate of Registration
	  	 	20/02/2008	  







Table of Contents



					
	 1042 - Constitution Mountfield Properties
	  	 	07/05/2008	  
	 1521 - MF ASIC Extract
	  	 	25/11/2009	  
	 2275 - Share registers - Mountfield
	  	 	09/09/2010	  
	 1.04 - Management CVs
	  			
	 1054 - Brett Purkiss Resume
	  	 	12/05/2008	  
	 1056 - D Hielscher Detailed CV April 2008
	  	 	12/05/2008	  
	 1591 - Paul Kelly CV 0708
	  	 	24/11/2008	  
	 1.05 - Board Meetings
	  			
	 1.05.01 - 070628 28 June 2007
	  			
	 0194 - Agenda for a Meeting of Directors Jun07
	  	 	20/02/2008	  
	 0195 - Directors Minutes 28 June 2007
	  	 	20/02/2008	  
	 1.05.02 - 070802 2 August 2007
	  			
	 0196 - Agenda for a Meeting of Directors 2 Aug07
	  	 	20/02/2008	  
	 0197 - Directors Minutes 2 August 2007
	  	 	20/02/2008	  
	 0198 - Cash Reconciliation Jun07
	  	 	20/02/2008	  
	 0199 - Draft 30 June Stats
	  	 	20/02/2008	  
	 0200 - Letter re WICT Expressions of Interest
	  	 	20/02/2008	  
	 0201 - Board Summary Port Access to Gladstone
	  	 	20/02/2008	  
	 0202 - Board Summary Rail Access to Brisbane
	  	 	20/02/2008	  
	 1.05.03 - 070913 13 September 2007
	  			
	 0203 - Agenda for a Meeting of Directors 13 Sep07
	  	 	20/02/2008	  
	 0204 - Directors Minutes 13 September 2007
	  	 	20/02/2008	  
	 0205 - Cash Reconciliation Aug07
	  	 	20/02/2008	  
	 1.05.04 - 071129 29 November 2007
	  			
	 0207 - Agenda for a Meeting of Directors 29 Nov 07
	  	 	20/02/2008	  
	 0208 - Directors Minutes 29 November 2007
	  	 	20/02/2008	  
	 0209 - Cash Reconciliation Oct07
	  	 	20/02/2008	  
	 0210 - Board Summary EPC 1165 Cooperation Deed
	  	 	20/02/2008	  
	 0211 - Board Summary Syntech Additional Exploration
	  	 	20/02/2008	  
	 0212 - Proposed 2008 Board Meeting Schedule
	  	 	20/02/2008	  
	 1.05.05 - 080124 24 January 2008
	  			
	 0213 - Agenda for a Meeting of Directors 24 Jan 08
	  	 	20/02/2008	  
	 0214 - Directors Minutes 24 January 2008
	  	 	18/04/2008	  
	 1.05.06 - 080221 21 February 2008
	  			
	 0998 - Agenda for a Meeting of Directors 21 Feb 08
	  	 	18/04/2008	  
	 0999 - Directors Minutes 21 February2008
	  	 	18/04/2008	  







Table of Contents



					
	 1.05.07 - 080403 3 April 2008
	  			
	 1417 - Agenda for a Meeting of Directors 3 Apr 08
	  	 	13/06/2008	  
	 1418 - Directors Minutes 3 April 2008
	  	 	13/06/2008	  
	 1.05.08 - 080606 6 June 2008
	  			
	 1430 - Directors Minutes 6 June 2008
	  	 	19/06/2008	  
	 1431 - Agenda for a Meeting of Directors 6 Jun 08
	  	 	19/06/2008	  
	 1432 - Summary of Coal Transport Service Agreement
	  	 	19/06/2008	  
	 1433 - Summary of Access Facilitation Deed
	  	 	19/06/2008	  
	 1434 - Cash ReconciliationMay08 v revised business plan Sep07
	  	 	19/06/2008	  
	 1.05.09 - 080813 13 August 2008
	  			
	 1554 - Agenda for a Meeting of Directors 13 Aug 08
	  	 	24/11/2008	  
	 1556 - Cash Reconciliation Jun08 v revised business plan Sep07
	  	 	24/11/2008	  
	 1557 - Directors Minutes 13 Aug 2008
	  	 	24/11/2008	  
	 1558 - Draft 30 June 08 Stats v 3 070808
	  	 	24/11/2008	  
	 1613 - Agenda for a Meeting of Directors 13 Aug 08
	  	 	24/11/2008	  
	 1614 - Cash Reconciliation Jun08 v revised business plan Sep07
	  	 	24/11/2008	  
	 1616 - Draft 30 June 08 Stats v 3 070808
	  	 	24/11/2008	  
	 1.05.10 - 081113 13 November 2008
	  			
	 1646 - Agenda for a Meeting of Directors SH 13 Nov 08
	  	 	09/06/2009	  
	 1647 - SHI Directors Minutes 13 Nov 2008
	  	 	09/06/2009	  
	 1.05.11 - 090525 25 May 2009
	  			
	 1702 - Agenda for a Meeting of SH Directors 25 May 2009
	  	 	23/11/2009	  
	 1703 - SHI Directors Minutes 25 May 2009
	  	 	23/11/2009	  
	 1.05.12 - 090819 19 August 2009
	  			
	 2364 - Syntech Holdings Pty Ltd - Board Minutes -19 August 2009
	  	 	08/11/2010	  
	 1.05.13 - 100225 25 February 2010
	  			
	 2365 - Agenda for a Meeting of Directors SH - 25 February 2010
	  	 	08/11/2010	  
	 2366 - SHI Directors Minutes - 25 February 2010
	  	 	08/11/2010	  
	 1.05.14 - 100610 10 June 2010
	  			
	 2367 - Agenda for a Meeting of Directors - 10 June 2010
	  	 	08/11/2010	  
	 2368 - SHI Directors Minutes -10 June 2010
	  	 	08/11/2010	  
	 1.05.15 - 100812 12 August 2010
	  			
	 2369 - Agenda for a Meeting of Directors - 12 August 2010
	  	 	08/11/2010	  
	 2389 - SHI Directors Minutes 12 August 2010 final
	  	 	09/02/2011	  
	 1.05.16 - 100907 7 September 2010
	  			
	 2388 - SHI Directors Minutes 7 September 2010 final
	  	 	09/02/2011	  







Table of Contents



					
	 1.05.17 - 101117 17 November 2010
	  			
	 2390 - SHI Directors Minutes 17 November 2010
	  	 	09/02/2011	  
	 1.05.18 - 110203 3 February 2011
	  			
	 2387 - Agenda for a Meeting of Directors 3 February 2011
	  	 	09/02/2011	  
	 1.06 - Shareholders Agreement
	  			
	 0011 -08_SH_Agrmt_22032007
	  	 	20/02/2008	  
	 1.07 - Organisational Structure
	  			
	 1708 - Project Management Organs Chart
	  	 	25/01/2010	  
	 2337 - Syntech Organisational Chart
	  	 	08/11/2010	  
	 02. Project Reports
	  			
	 2.01 - 2.2009.01 Project Reports
	  			
	 1669 - Syntech January 09 Monthly Report Final
	  	 	09/06/2009	  
	 2.02 - 2.2009.02 Project Reports
	  			
	 1670 - Syntech February 09 Monthly Report Final
	  	 	09/06/2009	  
	 2.03 - 2.2009.03 Project Reports
	  			
	 1671 - Syntech March 09 Monthly Report Final
	  	 	09/06/2009	  
	 2.04 - 2.2009.04 Project Reports
	  			
	 1672 - Syntech April 09 Monthly Report Final
	  	 	09/06/2009	  
	 2.05 - 2.2009.05 Project Reports
	  			
	 1674 - Syntech May 09 Monthly Report Final
	  	 	16/07/2009	  
	 2.06 - 2.2009.06 Project Reports
	  			
	 1675 - Syntech June 09 Monthly Report Final
	  	 	16/07/2009	  
	 2.07 - 2.2009.07 Project Reports
	  			
	 1676 - Syntech July 09 Monthly Report Final
	  	 	26/10/2009	  
	 2.08 - 2.2009.08 Project Reports
	  			
	 1677 - Syntech August 09 Monthly Report Final
	  	 	26/10/2009	  
	 2.09 - 2.2009.09 Project Reports
	  			
	 1678 - Syntech September 09 Monthly Report Final
	  	 	26/10/2009	  
	 1679 - Cameby Downs Project Monthly Report - September 2009
	  	 	26/10/2009	  
	 2.10 - 2.2009.10 Project Reports
	  			
	 1710 - Syntech October 20009 Monthly Report Final
	  	 	25/01/2010	  
	 1711 - Cameby Downs Project Monthly Report- October 2009
	  	 	25/01/2010	  
	 2.11 - 2.2009.11 Project Reports
	  			
	 1712 - Syntech November 20009 Monthly Report Final
	  	 	25/01/2010	  
	 1713 - Cameby Downs Project Monthly Report - November 2009
	  	 	25/01/2010	  







Table of Contents



					
	 2.12 - 2.2009.12 Project Reports
	  			
	 1714 - Syntech December 20009 Monthly Report Final
	  	 	25/01/2010	  
	 1715 - Combined Financial Management Report December 2009
	  	 	25/01/2010	  
	 2.13 - 2.2010.01 Project Reports
	  			
	 1784 - Combined Syntech Holdings and Syntech Holdings II Pty Ltd -Summary of Financial Position January 2010
	  	 	22/02/2010	  
	 1785 - Syntech Resources Pty ltd (Including AMH Chinchilla Coal) January 2010 Progress Report
	  	 	22/02/2010	  
	 2.14 - 2.2010.02 Project Reports
	  			
	 2239 - Combined Financial Management Report February 2010
	  	 	27/08/2010	  
	 2240 - Syntech February 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.15 - 2.2010.03 Project Reports
	  			
	 2241 - Combined Financial Management Report March 2010
	  	 	27/08/2010	  
	 2242 - Syntech March 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.16 - 2.2010.04 Project Reports
	  			
	 2243 - Combined Financial Management Report April 2010
	  	 	27/08/2010	  
	 2244 - Syntech April 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.17 - 2.2010.05 Project Reports
	  			
	 2245 - Combined Financial Management Report May 2010
	  	 	27/08/2010	  
	 2246 - Syntech May 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.18 - 2.2010.06 Project Reports
	  			
	 2247 - Combined Financial Management Report June 2010
	  	 	27/08/2010	  
	 2248 - Syntech June 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2452 - Syntech FY2010 KPMG Board Report
	  	 	21/02/2011	  
	 2469 - Combined Manangement Accounts Final version
	  	 	24/02/2011	  
	 2.19 - 2.2010.07 Project Reports
	  			
	 2305 - Syntech July 10 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.20 - 2.2010.08 Project Reports
	  			
	 2359 - Syntech August 10 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2360 - Syntech Combined Management Financials August 2010
	  	 	08/11/2010	  
	 2.21 - 2.2010.09 Project Reports
	  			
	 2361 - Combined management financials September 2010
	  	 	08/11/2010	  
	 2362 - Syntech September 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  
	 2.22 - 2.2010.10 Project Reports
	  			
	 2400 - Combined Financial Report October 2010
	  	 	09/02/2011	  
	 2402 - Syntech October 2010 Monthly Report Final REDACTED
	  	 	25/02/2011	  







Table of Contents



					
	 2.23 - 2.2010.11 Project Reports
	  			
	 2401 - Combined Financial Report November 2010
	  	 	09/02/2011	  
	 2403 - Syntech November 2010 Monthly Report FINAL REDACTED
	  	 	25/02/2011	  
	 2.24 - 2.2010.12 Project Reports
	  			
	 2434 - Discharge Report for Golden Spring REDACTED
	  	 	25/02/2011	  
	 2450 - Combined Financial Management Report December 2010
	  	 	23/02/2011	  
	 2.25 - 2.2011.01 Project Reports
	  			
	 2463 - Combined Financial Report January 2011
	  	 	23/02/2011	  
	 2464 - Syntech December 2010 January 2011 Monthly Report Final
	  	 	23/02/2011	  
	 2.26 - 2.2011.02 Project Reports
	  			
	 2680 - Combined Financial Report February 2011
	  	 	29/03/2011	  
	 2681 - Syntech February 2011 Monthly Report Final
	  	 	30/03/2011	  
	 2.27 - 2.2011.03 Project Reports
	  			
	 2697 - Syntech March 2011 Monthly Report Final
	  	 	09/05/2011	  
	 2698 - Combined Financial Report March 2011
	  	 	09/05/2011	  
	 03. Insurance
	  			
	 1650 - ISR Summary 2009_10
	  	 	09/06/2009	  
	 1651 - Schedule 2009_10 SH D&O
	  	 	09/06/2009	  
	 1652 - Schedule 2009_10 SHII D&O
	  	 	09/06/2009	  
	 1653 - SH MV 2009_10
	  	 	09/06/2009	  
	 1654 - Summary Construction PL
	  	 	09/06/2009	  
	 1655 - Summary Construction Risk
	  	 	09/06/2009	  
	 1656 - Summary PL 2009_10
	  	 	09/06/2009	  
	 1657 - Syntech Apr 09 Insurance Sch
	  	 	09/06/2009	  
	 2283 - Syntech Contract Works Material Damage COC 2010
	  	 	09/09/2010	  
	 2284 - Syntech Construction Liability COC 2010
	  	 	09/09/2010	  
	 2285 - Syntech MV COC 2010
	  	 	09/09/2010	  
	 2286 - Syntech Public Liability COC 2010
	  	 	09/09/2010	  
	 2287 - Syntech ISR COC 2010
	  	 	09/09/2010	  
	 2375 - Certificate of Currency-Workcover 2010-11
	  	 	23/11/2010	  
	 2393 - BI Work up paper
	  	 	09/02/2011	  
	 2394 - Insurance Renewal Report December 2010
	  	 	09/02/2011	  
	 2395 - ISR and Liability invoices
	  	 	09/02/2011	  
	 2396 - ISR Policy Wording
	  	 	09/02/2011	  
	 2397 - Liability Policy wording
	  	 	09/02/2011	  
	 2398 - Machinery Breakdown work up
	  	 	09/02/2011	  







Table of Contents



					
	 2471 - Syntech ISR COC 2011
	  	 	24/02/2011	  
	 2472 - Syntech Public Liability COC 2011
	  	 	24/02/2011	  
	 2491 - Contractor Insurance
	  	 	24/02/2011	  
	 04. Income Tax
	  			
	 0632 - Tax Sharing Agreement
	  	 	21/02/2008	  
	 1013 - Syntech Holdings 2007 ITR with tax rec
	  	 	21/04/2008	  
	 1014 - 0408 ACA letter Syntech Holdings
	  	 	21/04/2008	  
	 1015 - Return Issues note Mar07+Jun07
	  	 	21/04/2008	  
	 1648 - Final Tax Calcs Jun08
	  	 	09/06/2009	  
	 1649 -SH Tax return - 2008
	  	 	09/06/2009	  
	 1726 - EY advice on AMH CC Transaction
	  	 	23/02/2011	  
	 1727 - EY advice on stamp duty implications on restructure of Syntech Resources
	  	 	23/02/2011	  
	 1728 - Memorandum of Issues Letter-SHII-2008
	  	 	23/02/2011	  
	 2254 - syn 0410 Syntech Holdings 2009 SOTI per EY
	  	 	06/09/2010	  
	 2255 - SynL 0810 Lodged Syntech I 2009 ITR
	  	 	06/09/2010	  
	 2256 - synL 0810 Memo of issues
	  	 	06/09/2010	  
	 2257 - synL 0810 Transmittal letter
	  	 	06/09/2010	  
	 2272 - Tax advice from EY on Proposed Merger in Draft
	  	 	09/09/2010	  
	 2377 - Mallesons opinion on CPN clauses
	  	 	25/11/2010	  
	 2378 - Memorandum of Issues Letter-SH-2008
	  	 	25/11/2010	  
	 2379 - Syntech Holdings CPN clauses
	  	 	25/11/2010	  
	 2380 - 2010 Tax calc SH
	  	 	25/11/2010	  
	 2465 - MF Tax Return 23 Mar 2007
	  	 	23/02/2011	  
	 2466 - SR Tax Return 23 Mar 2007
	  	 	23/02/2011	  
	 2477 - SH Letter of confirmation of income tax consolidation
	  	 	24/02/2011	  
	 2478 - SH notification of formation of an income tax consolidated group
	  	 	24/02/2011	  
	 BAS
	  			
	 0635 - Mountfield BAS 010103 to 311206
	  	 	21/02/2008	  
	 0636 - MF BAS Mar07
	  	 	21/02/2008	  
	 0637 - MF BAS Apr07
	  	 	21/02/2008	  
	 0638 - MF BAS May07
	  	 	21/02/2008	  
	 0639 - MF BAS Jun 07
	  	 	21/02/2008	  
	 0640 - MF BAS Jul 07
	  	 	21/02/2008	  
	 0641 - MF BAS Aug07
	  	 	21/02/2008	  
	 0642 - MF BAS Sep07
	  	 	21/02/2008	  
	 0643 - MF BAS Oct07
	  	 	21/02/2008	  
	 0644 - MF BAS Nov07
	  	 	21/02/2008	  







Table of Contents



					
	 0645 - MF BAS Dec07
	  	 	21/02/2008	  
	 0646 - Syntech Resources BAS 010103 to 311206
	  	 	21/02/2008	  
	 0647 - SR BAS Mar 07
	  	 	21/02/2008	  
	 0648 - SR BAS Apr07
	  	 	21/02/2008	  
	 0649 - SR BAS May07
	  	 	21/02/2008	  
	 0650 - SR BAS Jun 07
	  	 	21/02/2008	  
	 0651 - SR BAS Jul 07
	  	 	21/02/2008	  
	 0652 - SR BAS Aug07
	  	 	21/02/2008	  
	 0653 - SR BAS Sep07
	  	 	21/02/2008	  
	 0654 - SR BAS Oct07
	  	 	21/02/2008	  
	 0655 - SR BAS Nov07
	  	 	21/02/2008	  
	 0656 - SR BAS Dec07
	  	 	21/02/2008	  
	 0657 - SH BAS Apr07
	  	 	21/02/2008	  
	 0658 - April Group BAS review
	  	 	21/02/2008	  
	 0659 - SH BAS May07
	  	 	21/02/2008	  
	 0660 - SH BAS Jun 07
	  	 	21/02/2008	  
	 0661 - SH BAS Jul 07
	  	 	21/02/2008	  
	 0662 - SH BAS Aug07
	  	 	21/02/2008	  
	 0663 - SH BAS Sep07
	  	 	21/02/2008	  
	 0664 - SH BAS Oct07
	  	 	21/02/2008	  
	 0665 - SH BAS Nov07
	  	 	21/02/2008	  
	 0666 - SH BAS Dec07
	  	 	21/02/2008	  
	 1582 - MF BAS Jan08
	  	 	24/11/2008	  
	 1583 - MF BAS Feb08
	  	 	24/11/2008	  
	 1584 - MF BAS Mar08
	  	 	24/11/2008	  
	 1585 - MF BAS Apr08
	  	 	24/11/2008	  
	 1586 - MF BAS May08
	  	 	24/11/2008	  
	 1587 - MF BAS Jun08
	  	 	24/11/2008	  
	 1588 - MF BAS Jul 08
	  	 	24/11/2008	  
	 1589 - MF BAS Aug08
	  	 	24/11/2008	  
	 1590 - MF BAS Sep08
	  	 	24/11/2008	  
	 1592 - SH BAS Jan08
	  	 	24/11/2008	  
	 1593 - SH BAS Feb08
	  	 	24/11/2008	  
	 1594 - SH BAS Mar08
	  	 	24/11/2008	  
	 1595 - SH BAS Apr08
	  	 	24/11/2008	  
	 1596 - SH BAS May08
	  	 	24/11/2008	  







Table of Contents



					
	 1597 - SH BAS Jun08
	  	 	24/11/2008	  
	 1598 - SH BAS Jul08
	  	 	24/11/2008	  
	 1599 - SH BAS Aug08
	  	 	24/11/2008	  
	 1600 - SH BAS Sep 08
	  	 	24/11/2008	  
	 1601 - SH Qrtly Jun08
	  	 	24/11/2008	  
	 1602 - SH ITR Qrt Inst
	  	 	24/11/2008	  
	 1603 - SR BAS Jan08
	  	 	24/11/2008	  
	 1604 - SR BAS Feb08
	  	 	24/11/2008	  
	 1605 - SR BAS Mar08
	  	 	24/11/2008	  
	 1606 - SR BAS Apr08
	  	 	24/11/2008	  
	 1607 - SR BAS May08
	  	 	24/11/2008	  
	 1608 - SR BAS Jun08
	  	 	24/11/2008	  
	 1609 - SR BAS Jul 08
	  	 	24/11/2008	  
	 1610 - SR BAS Aug08
	  	 	24/11/2008	  
	 1611 - SR BAS Sep08
	  	 	24/11/2008	  
	 1666 - Mountfield Properties Pty Ltd - IASs Oct 08 to Apr 09
	  	 	09/06/2009	  
	 1667 - Syntech Holdings Pty Ltd - BASs Oct 08 to Apr 09
	  	 	09/06/2009	  
	 1668 - Syntech Resources Pty Ltd - IASs Oct 08 to Apr 09
	  	 	09/06/2009	  
	 05. Financial
	  			
	 5.01 Banking
	  			
	 1567 - Albert St Guarantee
	  	 	24/11/2008	  
	 1580 - GPC FFFA Initial Gtee
	  	 	24/11/2008	  
	 1658 - CBA Bank Guarantee 11 Feb 09 - GPC
	  	 	09/06/2009	  
	 1659 - CBA Bank Guarantee GPC May 2009
	  	 	09/06/2009	  
	 1661 - QBH Gtee A$2m May 2009
	  	 	09/06/2009	  
	 1674 - CBA Bank Guarantee Number 339429 -15 October 2009
	  	 	27/10/2009	  
	 1675 - CBA Banker’s Undertaking in Respect of Provision in lieu of cash deposit obligations associated with Mining Lease ML50233 and associated
Environmental Authority MIN100568007
	  	 	27/10/2009	  
	 2293 - CBA Guarantee Est for A$3142133 re Bannana_Glad
	  	 	14/09/2010	  
	 2294 - Establishment docs with CBA GPC 1,683,704
	  	 	14/09/2010	  
	 2295 - Executed Bank Guarantee and LC Facility Agreement
	  	 	14/09/2010	  
	 2309 - Syntech Reimbursement Agreement executed 16 June 2010
	  	 	14/09/2010	  
	 2329 - QR Letter of Guarantee 7 July 2010
	  	 	29/09/2010	  
	 2344 - CBA Guarantee Ergon retail $300k
	  	 	08/11/2010	  
	 2383 - QBH Gtee A$18m - November 2010
	  	 	29/11/2010	  
	 2384 - QR Bank Guarantee $1.4m - 19 November 2010
	  	 	29/11/2010	  
	 2399 - Bank Guarantee WICET Stage 2
	  	 	09/02/2011	  







Table of Contents



					
	 2682 - 10.08.09 ML50233 Financial Assurance Option
	  	 	01/04/2011	  
	 2683 - 12-08-02-08-04-001 Letter re Financial Assurance Option
	  	 	01/04/2011	  
	 2684 - Additional QR Network Guarantee-A$58.52m-25-Mar-2011
	  	 	01/04/2011	  
	 2688 - Schedule of Security Deposit held EPC732
	  	 	01/04/2011	  
	 2689 - GPC Gtee $1261270 as replacement
	  	 	21/04/2011	  
	 2695 - CBA Consent-Additional Financial Debt-April 2011
	  	 	04/05/2011	  
	 5.02 Financial Statements
	  			
	 1563 - 2007 Annual Financial Report
	  	 	24/11/2008	  
	 1564 - 2008 Annual Financial Report
	  	 	24/11/2008	  
	 1700 - 2009 SH Annual Financial Report
	  	 	03/09/2010	  
	 1716 - Syntech Holdings Pty Ltd-Financial Reports December 2009
	  	 	29/01/2010	  
	 2404 - SH June 2010 Statutory Accounts Signed
	  	 	09/02/2011	  
	 5.03 Loan Agreements
	  			
	 0004 - 01_SLF_Agreement
	  	 	20/02/2008	  
	 0005 - 02_CPNS_Agrmt
	  	 	20/02/2008	  
	 0013 - 10_LoanAgreement_ 22032007
	  	 	20/02/2008	  
	 0014 - 11_LoanAgreement_22032007
	  	 	20/02/2008	  
	 1692 - Deed of Variation of Senior Loan Facility Agreement dated 20 August 2009 (with annexures)
	  	 	03/11/2009	  
	 1693 - Note Deed Poll dated 20 August 2009
	  	 	03/11/2009	  
	 1694 - Note Subscription Deed dated 20 August 2009
	  	 	03/11/2009	  
	 2308 - SH Reimbursement Agreement to GS
	  	 	14/09/2010	  
	 2316 - SH Guarantee to GS
	  	 	21/09/2010	  
	 2318 - GS Syntech Option Deed Additional Guarantee War
	  	 	27/09/2010	  
	 2319 - 10469980 5 GS Syntech II Options Deed Additional Guarantee
	  	 	27/09/2010	  
	 2320 - Amending Deed Execution version
	  	 	27/09/2010	  
	 2321 - Annexure-Syntech Subordination Deed (2010 replacement)
	  	 	27/09/2010	  
	 2322 - Annexure B-Amended and Restated Facilities Agreement
	  	 	27/09/2010	  
	 2323 - Deed of Charge-Execution version
	  	 	27/09/2010	  
	 2324 - Final Amended and Restated Reimbursement Agmnt
	  	 	27/09/2010	  
	 2325 - Final Amending Agmnt-Reimbursement Agreement
	  	 	27/09/2010	  
	 2326 - Final Amending Deed-Subordination Deed
	  	 	27/09/2010	  
	 2327 - Guarantee and Indemnity Deed (Limited) - Execution version
	  	 	27/09/2010	  
	 2328 - Syntech Deed of Priority-Execution Version
	  	 	27/09/2010	  
	 2382 - Deed of Variation of Note Deed Poll and Note Subscription Deed - 11 November 2010
	  	 	29/11/2010	  
	 2386 - Syntech Holdings Option Deed
	  	 	29/11/2010	  
	 2406 - Deed Variation Note Deed Poll & Subscription Agreement
	  	 	09/02/2011	  







Table of Contents



					
	 2407 - Syntech Holdings II Option Deed
	  	 	09/02/2011	  
	 2408 - Syntech Holdings Option Deed
	  	 	09/02/2011	  
	 2440 - SH Option Deed (Additional Guarantee Warrants)
	  	 	18/02/2011	  
	 2441 - SH II Option Deed (Additional Guarantee Warrants)
	  	 	18/02/2011	  
	 2442 - SHI Additonal Guarantee Warrants (Oct-10)
	  	 	18/02/2011	  
	 2443 - SHII Additional Guarantee Warrants (Oct-10)
	  	 	18/02/2011	  
	 2448 - SHI Convertible Participating Note Certificate
	  	 	21/02/2011	  
	 2677 - FIRB Approval for Additional 2% Funding Warrants
	  	 	09/03/2011	  
	 2679 - Syntech - Additional Funding Warrant Option Certificate
	  	 	29/03/2011	  
	 06. Land
	  			
	 0692 - Purchase Contract Cameby Downs
	  	 	21/02/2008	  
	 0693 - Land Titles on Cameby Downs
	  	 	21/02/2008	  
	 0694 - Purchase Contract Avon Downs
	  	 	21/02/2008	  
	 0696 - Purchase Contract from Glennie
	  	 	21/02/2008	  
	 0697 - Purchase Contact from Morris
	  	 	21/02/2008	  
	 0699 - Map of Mine and Properties
	  	 	21/02/2008	  
	 2260 - Strategic Cropping Lands Plan 31 Aug 2010
	  	 	06/09/2010	  
	 2297 - Goldman Sachs Group Mortgage
	  	 	14/09/2010	  
	 2298 - GS Power Mortgage
	  	 	14/09/2010	  
	 07. Mining Tenements and JORC Report
	  			
	 2252 - Cooperation Deed re EPC 813 with Cockatoo Coal
	  	 	02/09/2010	  
	 2262 - EPC 732 GS Group caveat
	  	 	06/09/2010	  
	 2332 - AMHCC Tenement Register - Updated 4 November 2010
	  	 	08/11/2010	  
	 7.01 - EPC 732
	  			
	 0712 - 071025 EPC 732 Instrument of Permit
	  	 	02/11/2009	  
	 0713 - 071130 EPC 1165 Cooperation Deed Metrocoal
	  	 	21/02/2008	  
	 0714 - 071217 EPC 732 renewal
	  	 	21/02/2008	  
	 2253 - Environmental Authority No. M5433
	  	 	03/09/2010	  
	 2410 - Exploration Permit No. EPC732 Amended June 2010
	  	 	09/02/2011	  
	 2413 - 10.12.03 EPC732 Renewal - Work Program & Expenditure Request
	  	 	09/02/2011	  
	 2414 - 10.12.03 EPC732 Renewal Relinquishment Request
	  	 	09/02/2011	  
	 2415 - 101201 Copy of EPC 732 Renewal Application
	  	 	09/02/2011	  
	 2416 - EPC 732 Expenditure Commitment
	  	 	09/02/2011	  
	 7.02 - Statutory Reports
	  			
	 1664 - EPC732 REPORT_12 Months ended 1st May09
	  	 	09/06/2009	  
	 2288 - EPC 732 Eighth Annual Report for the Period ended 1st May 2010
	  	 	14/09/2010	  







Table of Contents



					
	 7.03 - JORC Report
	  			
	 1625 - EPC732 Jan2009 JORC REPORT Text & Figures
	  	 	02/02/2009	  
	 1786 - Cameby Downs Expansion Project Reserves Statement - Competent Person’s Report - February 2010
	  	 	25/02/2010	  
	 7.04 - CSG Co-development Agreement
	  			
	 0735 - Final Form of Codevelopment agreement incl attachments
	  	 	21/02/2008	  
	 0736 - ACBM letter to minister consent to ML
	  	 	21/02/2008	  
	 08. Mining Lease
	  			
	 1513 - EA No MIN100568007
	  	 	18/11/2008	  
	 1523 - Mining Lease Letter
	  	 	18/11/2008	  
	 1524 - Mining Lease Plan
	  	 	18/11/2008	  
	 1525 - Mining Lease Report
	  	 	18/11/2008	  
	 1546 - Plan of Operations FINAL - 3 April 2009
	  	 	18/11/2008	  
	 1635 - Environmental Authority - 11 February 2009
	  	 	26/02/2009	  
	 1641 - Cameby EM Plan - Amended 22 December 2008
	  	 	26/05/2009	  
	 1720 - Cameby Downs expansion Project final TOR
	  	 	08/11/2010	  
	 1750 - Project Pulsar - Native Title Clearance Report - Final
	  	 	08/11/2010	  
	 2251 - New EA for ML 50233
	  	 	02/09/2010	  
	 2270 - Letter of consent to MLA from MetroCoal
	  	 	09/09/2010	  
	 2271 - Confirmation of applications for ML 50258 to 50269
	  	 	09/09/2010	  
	 2299 - Mortgage GSPower ML50233
	  	 	14/09/2010	  
	 2300 - Mortgage GSG ML50233
	  	 	14/09/2010	  
	 2313 - Plan of Operations 22 July 2010 including appendices
	  	 	20/09/2010	  
	 2314 - Letter of acceptance re amendment to Plan of Operation dated 29 July 2010
	  	 	20/09/2010	  
	 2331 - Deed of Access Defence and Syntech
	  	 	22/10/2010	  
	 2357 - Consent to the Grant of Proposed Applications for Mining Lease
	  	 	08/11/2010	  
	 2374 - Cameby Audit Report 20 August 2010
	  	 	16/11/2010	  
	 2504 - ML 50233
	  	 	02/03/2011	  
	 2505 - Approvals for Prospecting Permit Numbers 50768-50809
	  	 	02/03/2011	  
	 8.01 - EM Plan
	  			
	 0752 - 8.12.01 EM Plan Cover Letter
	  	 	21/02/2008	  
	 0753 - 8.12.02 Cameby EM Plan
	  	 	21/02/2008	  
	 0754 - 8.12.03 EM Plan Figures
	  	 	21/02/2008	  
	 0755 - 8.12.04 Appendix A - Soil and Land Assessment Study
	  	 	21/02/2008	  
	 0756 - 8.12.05 Appendix B - Cameby & Avon Downs Terrestrial Flora & Fauna Report
	  	 	21/02/2008	  
	 0757 - 8.12.06 Appendix C - Surface Water and Stream Sample Analysis Pt A
	  	 	21/02/2008	  







Table of Contents



					
	 0758 - 8.12.07 Appendix C - Surface Water and Stream Sample Analysis Pt B
	  	 	21/02/2008	  
	 0759 - 8.12.08 Appendix C - Watershed Tables
	  	 	21/02/2008	  
	 0760 - 8.12.09 Appendix D - Groundwater Report
	  	 	21/02/2008	  
	 0761 - 8.12.10 Appendix E - Cameby Downs Traffic Report
	  	 	21/02/2008	  
	 0762 - 8.12.11 Appendix F - Nosie
	  	 	21/02/2008	  
	 0763 - 8.12.12 Appendix G - Air Quality Assessment of a Proposed Coal Mine
	  	 	21/02/2008	  
	 0764 - 8.12.13 Appendix H - Indigenous Heritage Study-part 1
	  	 	21/02/2008	  
	 0765 - 8.12.14 Appendix H - Indigenous Heritage Study-part 2
	  	 	21/02/2008	  
	 0766 - 8.12.15 Appendix H - Indigenous Heritage Study-Appendix 1 part 1
	  	 	21/02/2008	  
	 0767 - 8.12.16 Appendix H - Indigenous Heritage Study-Appendix 1 part 2
	  	 	21/02/2008	  
	 0768 - 8.12.17 Appendix H - Indigenous Heritage Study-Appendix 1 part 3
	  	 	13/03/2008	  
	 0769 - 8.12.18 Appendix I - Blasting
	  	 	21/02/2008	  
	 0770 - 8.12.19 Appendix J - Geotechnical Characterisation
	  	 	21/02/2008	  
	 0771 - 8.12.20 Appendix K - Community Consultation Report
	  	 	21/02/2008	  
	 2356 - Cameby EM Plan Amendment May 2010 Vol 1
	  	 	08/11/2010	  
	 8.02 - Mining Lease Applications
	  			
	 01. MLA Material Submitted 16.11.2009
	  			
	 2575 - Cameby Downs Expansion - Index to Mining Lease Applications as at 16 November 2009
	  	 	08/03/2011	  
	 2576 - Application to amend an environmental authority (mining activities) s240_091109
	  	 	08/03/2011	  
	 2577 - Cameby Downs Expansion Background Land Tenure to mining lease applications
	  	 	08/03/2011	  
	 2578 - Cameby Downs Expansion IAS-September 2009
	  	 	08/03/2011	  
	 2579 - Coal Mining Tenements and MLAs Plan 11 Nov09
	  	 	08/03/2011	  
	 2580 - CSG Statement - Syntech -Cameby Downs Expansion
	  	 	08/03/2011	  
	 2581 - Development Plan for Cameby Downs Expansion Project -12 November 2009 - Syntech
	  	 	08/03/2011	  
	 2582 - Petroleum Mining Tenements and MLAs Plan 11 Nov09
	  	 	08/03/2011	  
	 2583 - Syntech Holdings Pty Ltd Financial Report for YE 30.06.2009
	  	 	08/03/2011	  
	 2584 - Syntech Resources Pty Ltd - Attachment D to Application for Mining Lease
	  	 	08/03/2011	  
	 2585 - Syntech Resources Pty Ltd - Attachment E to Application for Mining Lease
	  	 	08/03/2011	  
	 2586 - Syntech Resources Pty Ltd - Attachment F to Application for Mining Lease
	  	 	08/03/2011	  
	 2587 - Syntech Resources Pty Ltd - Attachment G to Application for Mining Lease
	  	 	08/03/2011	  
	 2588 - Syntech Resources Pty Ltd - Attachment H to Application for Mining Lease
	  	 	08/03/2011	  







Table of Contents



					
	 2589 - Syntech Resources Pty Ltd - Attachment I to Application for Mining Lease
	  	 	08/03/2011	  
	 2590 - Syntech Resources Pty Ltd - Attachment J to Application for Mining Lease
	  	 	08/03/2011	  
	 2591 - Syntech Resources Pty Ltd Certificate of Registration
	  	 	08/03/2011	  
	 01. Mining Lease Application Descriptions and Sketches
	   

	 2592 - Infrastructure MLA4 Columboola Creek Crossingx
	  	 	08/03/2011	  
	 2593 - Columboola Creek Crossing
	  	 	08/03/2011	  
	 2594 - MLA1 Cameby Downs Westx
	  	 	08/03/2011	  
	 2595 - Cameby Downs West
	  	 	08/03/2011	  
	 2596 - MLA2 Cameby Downs Northx
	  	 	08/03/2011	  
	 2597 - Cameby Downs North
	  	 	08/03/2011	  
	 2598 - MLA3 Cameby Downs Eastx
	  	 	08/03/2011	  
	 2599 - Cameby Downs East
	  	 	08/03/2011	  
	 2600 - MLA4 Rywungx
	  	 	08/03/2011	  
	 2601 - Rywung
	  	 	08/03/2011	  
	 2602 - MLA5 Rywung North Eastx
	  	 	08/03/2011	  
	 2603 - Rywung North East
	  	 	08/03/2011	  
	 2604 - MLA6 Rywung Eastx
	  	 	08/03/2011	  
	 2605 - Rywung East
	  	 	08/03/2011	  
	 2606 - MLA7 Rywung Southx
	  	 	08/03/2011	  
	 2607 - Rywung South
	  	 	08/03/2011	  
	 2608 - MLA8 Rywung North Westx
	  	 	08/03/2011	  
	 2609 - Rywung North West
	  	 	08/03/2011	  
	 2610 - MLA9 Rywung Centralx
	  	 	08/03/2011	  
	 2611 - Rywung Central
	  	 	08/03/2011	  
	 2612 - MLA10 Rywung Westx
	  	 	08/03/2011	  
	 2613 - Rywung West
	  	 	08/03/2011	  
	 2614 - MLA11 Rywung Northx
	  	 	08/03/2011	  
	 2615 - Rywung North
	  	 	08/03/2011	  
	 02. Real Property Searches as at 10.11.2009
	  			
	 01. CROWN PLAN BWR72
	  			
	 2616 - LOT 1 CROWN PLAN BWR72
	  	 	08/03/2011	  
	 2632 - LOT 11 CROWN PLAN BWR72
	  	 	08/03/2011	  
	 2659 -LOT 31 CROWN PLAN BWR72
	  	 	08/03/2011	  
	 02. REGISTERED PLAN 206728
	  			
	 2617 - LOT 1 REGISTERED PLAN 206728
	  	 	08/03/2011	  
	 2619 - LOT 2 REGISTERED PLAN 206728
	  	 	08/03/2011	  







Table of Contents



					
	 03. CROWN PLAN BWR149
	  			
	 2618 - LOT 2 CROWN PLAN BWR149
	  	 	08/03/2011	  
	 2623 - LOT 4 CROWN PLAN BWR149
	  	 	08/03/2011	  
	 2625 - LOT 5 CROWN PLAN BWR149
	  	 	08/03/2011	  
	 2635 - LOT 13 CROWN PLAN BWR149
	  	 	08/03/2011	  
	 2660 - LOT 33 CROWN PLAN BWR149
	  	 	08/03/2011	  
	 04. REGISTERED PLAN 54114
	  			
	 2620 - LOT 2 REGISTERED PLAN 54114
	  	 	08/03/2011	  
	 05. REGISTERED PLAN 54870
	  			
	 2621 - LOT 2 REGISTERED PLAN 54870
	  	 	08/03/2011	  
	 06. REGISTERED PLAN 69707
	  			
	 2622 - LOT 2 REGISTERED PLAN 69707
	  	 	08/03/2011	  
	 07. REGISTERED PLAN 187208
	  			
	 2624 - LOT 4 REGISTERED PLAN 187208
	  	 	08/03/2011	  
	 2630 - LOT 9 REGISTERED PLAN 187208
	  	 	08/03/2011	  
	 2631 - LOT 10 REGISTERED PLAN 187208
	  	 	08/03/2011	  
	 2633 - LOT 11 REGISTERED PLAN 187208
	  	 	08/03/2011	  
	 2634 - LOT 12 REGISTERED PLAN 187208
	  	 	08/03/2011	  
	 08. CROWN PLAN BWR74
	  			
	 2626 - LOT 5 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2629 - LOT 8 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2645 - LOT 15 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2653 - LOT 21 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2658 - LOT 25 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2664 - LOT 40 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 2671 - LOT 94 CROWN PLAN BWR74
	  	 	08/03/2011	  
	 09. CROWN PLAN BWR160
	  			
	 2627 - LOT 6 CROWN PLAN BWR160
	  	 	08/03/2011	  
	 2628 - LOT 7 CROWN PLAN BWR160
	  	 	08/03/2011	  
	 10. CROWN PLAN BWR588
	  			
	 2636 - LOT 13 CROWN PLAN BWR588 1
	  	 	08/03/2011	  
	 2637 - LOT 13 CROWN PLAN BWR588 2
	  	 	08/03/2011	  
	 2638 - LOT 13 CROWN PLAN BWR588 3
	  	 	08/03/2011	  
	 2639 - LOT 13 CROWN PLAN BWR588 4
	  	 	08/03/2011	  
	 2640 - LOT 13 CROWN PLAN BWR588 5
	  	 	08/03/2011	  
	 2641 - LOT 13 CROWN PLAN BWR588 6
	  	 	08/03/2011	  







Table of Contents



					
	 2642 - LOT 13 CROWN PLAN BWR588
	  	 	08/03/2011	  
	 11. CROWN PLAN BWR178
	  			
	 2643 - LOT 14 CROWN PLAN BWR178
	  	 	08/03/2011	  
	 12. REGISTERED PLAN 187207
	  			
	 2644 - LOT 14 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2646 - LOT 15 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2647 - LOT 16 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2648 - LOT 17 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2649 - LOT 18 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2651 - LOT 19 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2652 - LOT 20 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2654 - LOT 21 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2655 - LOT 22 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2656 - LOT 23 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 2657 - LOT 24 REGISTERED PLAN 187207
	  	 	08/03/2011	  
	 13. CROWN PLAN BWR459
	  			
	 2650 - LOT 19 CROWN PLAN BWR459
	  	 	08/03/2011	  
	 14. CROWN PLAN BWR663
	  			
	 2661 - LOT 35 CROWN PLAN BWR663
	  	 	08/03/2011	  
	 15. CROWN PLAN BWR796
	  			
	 2662 - LOT 36 CROWN PLAN BWR796
	  	 	08/03/2011	  
	 16. CROWN PLAN BWR574
	  			
	 2663 - LOT 37 CROWN PLAN BWR574
	  	 	08/03/2011	  
	 17. ROWN PLAN BWR154
	  			
	 2665 - LOT 64 CROWN PLAN BWR 154
	  	 	08/03/2011	  
	 2666 - LOT 65 CROWN PLAN BWR154
	  	 	08/03/2011	  
	 18. CROWN PLAN BWR159
	  			
	 2667 - LOT 72 CROWN PLAN BWR159
	  	 	08/03/2011	  
	 19. CROWN PLAN BWR294
	  			
	 2668 - LOT 73 CROWN PLAN BWR294
	  	 	08/03/2011	  
	 2669 - LOT 87 CROWN PLAN BWR294
	  	 	08/03/2011	  
	 2670 - LOT 88 CROWN PLAN BWR294
	  	 	08/03/2011	  
	 20. CROWN PLAN LY205
	  			
	 2672 - LOT 119 CROWN PLAN LY205
	  	 	08/03/2011	  
	 21. SURVEY PLAN 116772
	  			
	 2673 - LOT 121 SURVEY PLAN 116772
	  	 	08/03/2011	  







Table of Contents



					
	 2674 - LOT 122 SURVEY PLAN 116772
	  	 	08/03/2011	  
	 22. SURVEY PLAN 116411
	  			
	 2675 - LOT 321 SURVEY PLAN 116411
	  	 	08/03/2011	  
	 23. SURVEY PLAN 116412
	  			
	 2676 - LOT 351 SURVEY PLAN 116412
	  	 	08/03/2011	  
	 03. ML 1
	  			
	 2531 - Mining Lease Application - ML 1
	  	 	08/03/2011	  
	 2532 - Attachment A for Application for Mining Lease 1
	  	 	08/03/2011	  
	 2533 - Attachment B to Application for Mining Lease 1
	  	 	08/03/2011	  
	 2534 - Attachment C to Application for Mining Lease 1
	  	 	08/03/2011	  
	 04. ML 2
	  			
	 2535 - Mining Lease Application - ML 2
	  	 	08/03/2011	  
	 2536 - Attachment A to Application for Mining Lease 2
	  	 	08/03/2011	  
	 2537 - Attachment B to Application for Mining Lease 2
	  	 	08/03/2011	  
	 2538 - Attachment C to Application for Mining Lease 2
	  	 	08/03/2011	  
	 05. ML 3
	  			
	 2539 - Mining Lease Application - ML 3
	  	 	08/03/2011	  
	 2540 - Attachment A to Application for Mining Lease 3
	  	 	08/03/2011	  
	 2541 - Attachment B to Application for Mining Lease 3
	  	 	08/03/2011	  
	 2542 - Attachment C to Application for Mining Lease 3
	  	 	08/03/2011	  
	 06. ML 4
	  			
	 2543 - Mining Lease Application - ML 4
	  	 	08/03/2011	  
	 2544 - Attachment A to Application for Mining Lease 4
	  	 	08/03/2011	  
	 2545 - Attachment B to Application for Mining Lease 4
	  	 	08/03/2011	  
	 2546 - Attachment C to Application for Mining Lease 4
	  	 	08/03/2011	  
	 07. ML 5
	  			
	 2547 - Mining Lease Application - ML 5
	  	 	08/03/2011	  
	 2548 - Attachment A to Application for Mining Lease 5
	  	 	08/03/2011	  
	 2549 - Attachment B to Application for Mining Lease 5
	  	 	08/03/2011	  
	 2550 - Attachment C to Application for Mining Lease 5
	  	 	08/03/2011	  
	 08. ML 6
	  			
	 2551 - Mining Lease Application - ML 6
	  	 	08/03/2011	  
	 2552 - Attachment A to Application for Mining Lease 6
	  	 	08/03/2011	  
	 2553 - Attachment B to Application for Mining Lease 6
	  	 	08/03/2011	  
	 2554 - Attachment C to Application for Mining Lease 6
	  	 	08/03/2011	  







Table of Contents



					
	 09. ML 7
	  			
	 2555 - Mining Lease Application - ML 7
	  	 	08/03/2011	  
	 2556 - Attachment A to Application for Mining Lease 7
	  	 	08/03/2011	  
	 2557 - Attachment B to Application for Mining Lease 7
	  	 	08/03/2011	  
	 2558 - Attachment C to Application for Mining Lease 7
	  	 	08/03/2011	  
	 10. ML 8
	  			
	 2559 - Mining Lease Application - ML 8
	  	 	08/03/2011	  
	 2560 - Attachment A to Application for Mining Lease 8
	  	 	08/03/2011	  
	 2561 - Attachment B to Application for Mining Lease 8
	  	 	08/03/2011	  
	 2562 - Attachment C to Application for Mining Lease 8
	  	 	08/03/2011	  
	 11. ML 9
	  			
	 2563 - Mining Lease Application - ML 9
	  	 	08/03/2011	  
	 2564 - Attachment A to Application for Mining Lease 9
	  	 	08/03/2011	  
	 2565 - Attachment B to Application or Mining Lease 9
	  	 	08/03/2011	  
	 2566 - Attachment C to Application for Mining Lease 9
	  	 	08/03/2011	  
	 12. ML 10
	  			
	 2567 - Mining Lease Application - ML 10
	  	 	08/03/2011	  
	 2568 - Attachment A to Application for Mining Lease 10
	  	 	08/03/2011	  
	 2569 - Attachment B to Application for Mining Lease 10
	  	 	08/03/2011	  
	 2570 - Attachment C to Application for Mining Lease 10
	  	 	08/03/2011	  
	 13. ML 11
	  			
	 2571 - Mining Lease Application - ML 11
	  	 	08/03/2011	  
	 2572 - Attachment A to Application for Mining Lease 11
	  	 	08/03/2011	  
	 2573 - Attachment B to Application for Mining Lease 11
	  	 	08/03/2011	  
	 2574 - Attachment C to Application for Mining Lease 11
	  	 	08/03/2011	  
	 14. IML 4
	  			
	 2527 - Mining Lease Application - Proposed IML 4
	  	 	08/03/2011	  
	 2528 - Attachment A to Application - Proposed IML 4
	  	 	08/03/2011	  
	 2529 - Attachment B to Application - Proposed IML 4
	  	 	08/03/2011	  
	 2530 - Attachment C to Application for IML 4
	  	 	08/03/2011	  
	 09. Rail
	  			
	 9.01 - Railing to Brisbane
	  			
	 0952 - Submission to Queensland Rail for Resumption of Rail Corridor
	  	 	22/02/2008	  
	 Land
	  			
	 1506 - 1324 AFD Columboola
	  	 	05/10/2009	  
	 1507 - 1324 RICD Columboola
	  	 	05/10/2009	  
	 1531 - Signed 1mtpa CTSA
	  	 	18/11/2008	  







Table of Contents



									
	 1634 - Signed additional 0.4mtpa CTSA variation
	  	 	12/02/2009	  	  			
	 1638 - Letter from QRN 26-3-09 extension CP
	  	 	02/04/2009	  	  			
	 1779 - Rail Infrastructure Construction Deed (RICD) Clause 2.1 - Condition Precedent
	  	 	19/02/2010	  	  			
	 2307 - 10.07.23 Ltr to QLD Rail re Lease from Mountfield Properties Pty Ltd-Cameby Downs Project
	  	 	14/09/2010	  	  			
	 2317 - Letter from WDRC re Development Approval for Constr
	  	 	27/09/2010	  	  			
	 2330 - 101015 Signed letter amendment to CTSA?
	  	 	22/10/2010	  	  			
	 2363 - 20100730-0122 waiver of CP clause 2.1
	  	 	08/11/2010	  	  			
	 2456 - 100927 QR Ltr confirming Rolling Stock
	  	 	22/02/2011	  	  			
	 2483 - 110105 Access Charge from 110101
	  	 	24/02/2011	  	  			
	 2494 - QR Letter - FM Declaration
	  	 	25/02/2011	  	  			
	 2690 - Letter - Syntech - QR - AFD Acceleration Query - 8 March 2011
	  	 	02/05/2011	  	  			
	 2691 - Letter - QR AFD Acceleration Query Response - 22 March 2011
	  	 	02/05/2011	  	  			
	 2696 - Syntech AFD First Invoice Apr 2011
	  	 	09/05/2011	  	  			
	 2699 - QR National deferral letter - Signed
	  	 	11/05/2011	  	  			
	 9.02 - Surat Basin Rail to Gladstone
	  				  			
	 0810 - Surat Rail corridor
	  	 	21/02/2008	  	  			
	 0987 - Letter of Intent for Surat Basin Rail
	  	 	18/03/2008	  	  			
	 1425 - SBR_QR_GPC_common planning info
	  	 	13/06/2008	  	  			
	 1737 - SBR EOI Letter to Syntech
	  	 	08/02/2010	  	  			
	 2481 - QR Letter - Miles-Wandoan Upgrade
	  	 	24/02/2011	  	  			
	 2702 - SBR Joint Venture Materials and Draft Response - 4 May 2011
	  	 	13/05/2011	  	  	 	<new>	  
	 10. Port
	  				  			
	 10.01 - Fishermans Island
	  				  			
	 1551 - 081116 CPSA-Syntech
	  	 	16/07/2009	  	  			
	 1621 - Appendix One
	  	 	02/02/2009	  	  			
	 1622 - Appendix Two
	  	 	02/02/2009	  	  			
	 1623 - Appendix Three
	  	 	02/02/2009	  	  			
	 1624 - Appendix Four
	  	 	02/02/2009	  	  			
	 2358 - QBH Letter Confirming Approvals for Expansion - 24 September 2010
	  	 	08/11/2010	  	  			
	 10.02 - Gladstone
	  				  			
	 1508 - 204815787_1 Consortium Agreement Wiggins Island Coal Export Terminal - signed (18.07.08)
	  	 	18/11/2008	  	  			
	 1509 - 2055387421 Amending Agreement - signed by Syntech Resources
	  	 	18/11/2008	  	  			
	 1516 - WICET Final Submission 1 August Part 1
	  	 	18/11/2008	  	  			
	 1517 - Final Submission 1 August Part 2
	  	 	18/11/2008	  	  			







Table of Contents



									
	 1540 - wicet acceptance treasury terms
	  	 	18/11/2008	  	  			
	 1541 - WICET Syntech Accession Deed
	  	 	18/11/2008	  	  			
	 1552 - 9385197_32 Master Terms Deed - v 32 - fo
	  	 	18/11/2008	  	  			
	 1741 - WICET Finance Committee 100204
	  	 	08/02/2010	  	  			
	 1746 - 207099694_13 Amending Agreement No. 2 - (Final draft) -14 December 2009
	  	 	08/02/2010	  	  			
	 1747 - 208317508_3 Amended & Restated Consortium Agmt attach to ACA#2
	  	 	08/02/2010	  	  			
	 1753 - Feasibility Funding Facility Agreement-signed-081222
	  	 	30/03/2011	  	  			
	 2701 - WICET update 6 May 2011
	  	 	13/05/2011	  	  	 	<new>	  
	 10.02.01 - Draft WICET Documents
	  				  			
	 1742 - 091204 - Wiggins Island Framework Deed (clean) v2
	  	 	08/02/2010	  	  			
	 1743 - 205158794_16 Pro-forma E Class ToP Agreement (WICET) v_16 (January 2010)
	  	 	24/02/2010	  	  			
	 1744 - 208154169-10 WICET Access Policy Draft 13 January 2010
	  	 	19/02/2010	  	  			
	 1745 - 208727288_1 WSComparison versions 14 &15 Capacity Commitment Deed 100113
	  	 	19/02/2010	  	  			
	 2376 - Draft WICET Terminal Operating Agreement
	  	 	23/11/2010	  	  			
	 10.02.02 - WICET Expression of Interest
	  				  			
	 1738 - WICET EOI Process Letter 091203
	  	 	08/02/2010	  	  			
	 1739 - EOI Package 091203
	  	 	08/02/2010	  	  			
	 1740 - Syntech EOI WICET form
	  	 	08/02/2010	  	  			
	 1748 - 12-10-03-01-001 Covering Letter to WICET on EOI
	  	 	09/02/2010	  	  			
	 2306 - WICET Supplementary EOI Process documents Lodged 30 August 2010
	  	 	14/09/2010	  	  			
	 2409 - 110105 FFD Final Allocation WICET Expansion
	  	 	09/02/2011	  	  			
	 11. Mine Information and Technical Data
	  				  			
	 1549 - Project Execution Plan_Cameby Downs PEP 0
	  	 	18/11/2008	  	  			
	 11.01 - Coal Quality
	  				  			
	 0516 - CD 2002-11 100mm Coal Quality
	  	 	21/02/2008	  	  			
	 0517 - walloon_coal utilisation report
	  	 	21/02/2008	  	  			
	 0518 - walloon_performance in power stations
	  	 	21/02/2008	  	  			
	 0519 - CD 2004-04 LD Coal Quality
	  	 	21/02/2008	  	  			
	 0520 - CD 2004-04 LD Dilution Quality
	  	 	21/02/2008	  	  			
	 0521 - CD 2007 Twin 100mm Coal Quality
	  	 	21/02/2008	  	  			
	 0522 - CD 2007 Twin 100mm Dilut Quality
	  	 	21/02/2008	  	  			
	 0523 - Moisture Energy Density Assump
	  	 	21/02/2008	  	  			
	 0525 - Spec CAMEBY Aug 07
	  	 	21/02/2008	  	  			
	 0526 - Cameby Downs QUALITY DATA 070510
	  	 	21/02/2008	  	  			
	 1075 - CD Product Moisture 080121_gcs
	  	 	22/05/2008	  	  			







Table of Contents



					
	 1076 - CD Raw Moisture 080121_gcs
	  	 	22/05/2008	  
	 1409 - Ascii_qual_2006
	  	 	06/06/2008	  
	 1550 - CD Lab Results 111108
	  	 	18/11/2008	  
	 2434 - Discharge Report for Golden Spring
	  	 	11/02/2011	  
	 2503 - Total Moistures FINAL 20110228
	  	 	01/03/2011	  
	 11.02 - Reports
	  			
	 0336 - Report 1340 Vr2 - Cameby Downs Factual Geotechnical Report 13 Nov 07
	  	 	21/02/2008	  
	 0337 - Draft Geotechnical Investigation Report With Appendices
	  	 	21/02/2008	  
	 1002 - Cameby Excavatability Getoech Report 14 April 2008 Mining One 1425
	  	 	18/04/2008	  
	 1078 - Water corrosivity factors
	  	 	22/05/2008	  
	 1079 - PROTECTIVE COATING RECOMMENDATIONS
	  	 	22/05/2008	  
	 1709 - Plant Control System
	  	 	25/01/2010	  
	 2475 - 110217_info_mining_combinedV7
	  	 	24/02/2011	  
	 2476 - Minserve Comments on Cameby Production and Reconciliation Data 24 Feb 2011
	  	 	24/02/2011	  
	 11.03 - Figures
	  			
	 0334 - Fig 3 - Working Section Schematic
	  	 	21/02/2008	  
	 0335 - Fig 4 - Loss and Dilution Schematic
	  	 	21/02/2008	  
	 11.04 - Washability
	  			
	 0365 - CD 2002-11 100mm Washability
	  	 	21/02/2008	  
	 0366 - CD 2004-04 LD Dilut Washability
	  	 	21/02/2008	  
	 0367 - CD 2004-04 LD Washability
	  	 	21/02/2008	  
	 0368 - CD 2007-05 Twin 100mm Washability
	  	 	21/02/2008	  
	 1083 - CD LIMN Yield vs Raw Ash Data to RH 071128
	  	 	23/05/2008	  
	 11.05 - Yield
	  			
	 0369 - CD 2007 Cores LIMN Yield Summary
	  	 	21/02/2008	  
	 0370 - CD LD & SC Simprep TopSize_38mm_lnd Yields.
	  	 	21/02/2008	  
	 11.06 - Geology
	  			
	 1020 - CD 2007-05 100mm Raw Coal Results 071003_gcs_To VULCAN
	  	 	24/04/2008	  
	 1021 - CD Raw Coal Data CD152C - CD171C 080131_gcs_To VULCAN
	  	 	24/04/2008	  
	 1022 - EPC732_Lithology at Nov07_new
	  	 	24/04/2008	  
	 1023 - EPC732_THERMAL COMPOSITES 100mm CORE
	  	 	24/04/2008	  
	 1024 - EPC732_THERMAL COMPOSITES 200mm CORE
	  	 	24/04/2008	  
	 1025 - EPC732_ORIGINAL RAW PLY DATABASE_at 31Aug06
	  	 	24/04/2008	  
	 1062 - CD 2004 LD KG Composite Petros IP025820_ACIRL
	  	 	19/05/2008	  







Table of Contents



					
	 1063 - CD 2004 LD KG+MA1+MA2 Composite Petros IP025818_ACIRL
	  	 	19/05/2008	  
	 1064 - CD 2004 LD MA1 Composite Petros IP025821_ACIRL
	  	 	19/05/2008	  
	 1065 - CD 2004 LD MA2 Composite Petros IP025819_ACIRL
	  	 	19/05/2008	  
	 1066 - CD 2007 CD119-CD125C (AB) WS07_WS26 MA2T Petros_ACIRL
	  	 	19/05/2008	  
	 1067 - CD 2007 CD119-CD125C (AB) WS08_WS32 Seam MA2B Petros_ACIRL
	  	 	19/05/2008	  
	 1068 - CD 2007 CD119C-AB WS02 KG3_KG4 Thermal Composite Petros IP029133_ACIRL
	  	 	19/05/2008	  
	 1069 - CD 2007 CD120C_125C (AB) WS13_WS34 MA3-MA4 Thermal Blend 6 Composite Petros_ACIRL
	  	 	19/05/2008	  
	 1070 - CD 2007 CD125C-AB WS29 Seam MA1 Thermal Coal Composite Petros IP104700_ACIRL
	  	 	19/05/2008	  
	 1071 - CD 2007 CD125C-AB WS30 Seam MA2T Thermal Coal Composite Petros IP104701_ACIRL
	  	 	19/05/2008	  
	 1090 - MA2B_ASH
	  	 	30/05/2008	  
	 1091 - MA2B_AS_EPC
	  	 	30/05/2008	  
	 1092 - MA2B_TK
	  	 	30/05/2008	  
	 1093 - MA2B_TK_EPC
	  	 	30/05/2008	  
	 1094 - CD 2008 Cores Client Results4
	  	 	30/05/2008	  
	 1403 - EPC732_Lithology_14Jan08 to 30May08
	  	 	04/06/2008	  
	 1406 - Ascii_grids_2006
	  	 	05/06/2008	  
	 1419 - Selected LAS files
	  	 	12/06/2008	  
	 1420 - KG_FLOOR
	  	 	13/06/2008	  
	 1421 - KG_ROOF
	  	 	13/06/2008	  
	 1422 - MA_FLOOR
	  	 	13/06/2008	  
	 1423 - MA_ROOF
	  	 	13/06/2008	  
	 1424 - TOPO_BOW
	  	 	13/06/2008	  
	 1426 - inferred_limits.dxf
	  	 	13/06/2008	  
	 1427 - Cameby_THERMAL COMPOSITES 200mm CORE
	  	 	13/06/2008	  
	 1428 - indicated_limits.dxf
	  	 	13/06/2008	  
	 1429 - Rywung_Drilling13062008
	  	 	13/06/2008	  
	 1438 - Cameby Core Results 200608
	  	 	20/06/2008	  
	 1441 - Cameby Core Results 240608
	  	 	24/06/2008	  
	 1454 - CD 2008 Cores Client Results 260608
	  	 	26/06/2008	  
	 12. Cultural Heritage
	  			
	 0541 - CamebyCultural Heritage Report
	  	 	21/02/2008	  
	 0542 - Cultural Heritage Agreement - Barunggam People - Syntech Exploration Areas
	  	 	21/02/2008	  
	 0543 - Cultural Heritage Management Plan - Barunggam People -Syntech Resources - Cameby Downs
	  	 	21/02/2008	  
	 0544 - Cultural Heritage Activities 160108
	  	 	21/02/2008	  







Table of Contents



					
	 0549 - DNRWW CHMP Approval Letter 110907
	  	 	21/02/2008	  
	 2250 - Cultural Heritage Management Plan with Western Wakka Wakka
	  	 	02/09/2010	  
	 2261 - Native Title Clearance Report
	  	 	06/09/2010	  
	 13. Long Term Resource Planning
	  			
	 0553 - Review of Coal Resources held by Syntech Holdings - HRM 18Feb08
	  	 	21/02/2008	  
	 14. Water and Power
	  			
	 0992 - QGC080326-Syntech Final WSA-Executed
	  	 	02/04/2008	  
	 1527 - QGC waiver of conditions precedent
	  	 	18/11/2008	  
	 1537 - Syntech Resources agreement to waiver water agreement conditions precedent
	  	 	18/11/2008	  
	 1706 - Offer Network Connection
	  	 	01/12/2009	  
	 1754 - Boyle Water Pipeline Agreement-signed-FINAL
	  	 	08/11/2010	  
	 1755 - Confirmation Statement - Boyle
	  	 	08/11/2010	  
	 1756 - Curtis Water Pipeline Agreement-signed-FINAL
	  	 	08/11/2010	  
	 1757 - Form 9 Easement (Curtis)-signed-FINAL
	  	 	08/11/2010	  
	 1758 - Rowbotham Water Pipeline Agreement-signed-FINAL
	  	 	08/11/2010	  
	 1759 - Form 9 Easement (Rowbotham)-signed-FINAL
	  	 	08/11/2010	  
	 1760 - Western Downs Re pipeline corridor
	  	 	08/11/2010	  
	 1777 - Deed of Amendment signed 16 June 2009
	  	 	18/02/2010	  
	 2268 - Davies Water Agreement
	  	 	07/09/2010	  
	 2310 - Beneficial Use Cover Page ENBU00979109
	  	 	15/09/2010	  
	 2311 - FINAL SOC Pages 1 to 10 ENBU00979109
	  	 	15/09/2010	  
	 2312 - Notice of DECISION ENBU00979109
	  	 	15/09/2010	  
	 2315 - Ergon Energy Customer Connection Agreement
	  	 	20/09/2010	  
	 2373 - Signed side letter with QGC - 29 October 2010
	  	 	08/11/2010	  
	 2435 - Form 9 Easement - Boyle
	  	 	18/02/2011	  
	 2436 - Form 9 Easement - Curtis
	  	 	18/02/2011	  
	 2437 - Form 9 Easement - Rowbotham
	  	 	18/02/2011	  
	 2438 - Letter - Beneficial Reuse Permit - Condition 16
	  	 	18/02/2011	  
	 2453 - 10.11.10 Cover Letter-Future Electricity Network Requirement Surat Basin North West Area
	  	 	22/02/2011	  
	 2454 - 10.11.10 Maintaing a Reliable Electricity Supply to the Surat Basin North West Area-Final Report
	  	 	22/02/2011	  
	 2455 - 12-50-17-002 Future Supply Requirements Surat Basin North West Area Response to Application
	  	 	22/02/2011	  
	 2458 - IA Notification 210111
	  	 	22/02/2011	  
	 2467 - Proposed Davies Dam Pipeline Rev B 24 Nov 2010 Model (1)
	  	 	23/02/2011	  
	 2470- Proposed Davies Dam Pipeline Rev B 24 Nov 2010 Model (1)
	  	 	24/02/2011	  
	 2482 - Confirmation Statement - Boyle
	  	 	24/02/2011	  







Table of Contents



					
	 2484 - Beneficial Use Cover Page ENBU00979109
	  	 	24/02/2011	  
	 2485 - FINAL SOC Pages 1 to 10 ENBU00979109
	  	 	24/02/2011	  
	 2486 - 11.01.24 ATP676 Executed Conduct & Compensation Agreement
	  	 	24/02/2011	  
	 2498 - Derm Registration
	  	 	28/02/2011	  
	 2692 - Letter - QGC Land Rehab - 2008 09 22
	  	 	02/05/2011	  
	 2693 - Letter - QGC Land Rehab - Response - 2008 11 10
	  	 	02/05/2011	  
	 2694 - 2008 07 10 - QGC Well Est - Syntech Resources - LH Map SAT
	  	 	02/05/2011	  
	 2703 - Capex update - Davies Pipeline and Ryalls Road Upgrade -13 May 2011
	  	 
 	13/05/2011
<new>	  
  
	 15. Project Costs
	  			
	 2451 - Balance Sheet Account details -Dec 10
	  	 	21/02/2011	  
	03. Syntech Holdings II	  			
	 01. Corporate
	  			
	 1.01 - Syntech Holdings II
	  			
	 0811 - Certificate of registration - SH II
	  	 	21/02/2008	  
	 0820 - Syntech Holdings II Pty Ltd ownership chart
	  	 	28/02/2008	  
	 1049 - Constitution SHII
	  	 	07/05/2008	  
	 1544 - SHII ASIC Extract
	  	 	25/11/2009	  
	 2274 - Share registers - SHII
	  	 	09/09/2010	  
	 2474 - SHII Register of Options
	  	 	24/02/2011	  
	 1.02 - AMH (Chinchilla Coal)
	  			
	 0821 - Certificate of Registration - AMH (Chinchilla Coal) Pty Ltd
	  	 	21/02/2008	  
	 1050 - Consitution AMHCC
	  	 	07/05/2008	  
	 1545 - AMHCC ASIC Extract
	  	 	25/11/2009	  
	 2273 - Share registers - AMHCC
	  	 	09/09/2010	  
	 1.03 - Board Meetings
	  			
	 1.03.01 - 070802 2 August 2007
	  			
	 0823 - Agenda for a Meeting of SHII Directors 2 Aug 07
	  	 	21/02/2008	  
	 0824 - ProForma Accounts SHII
	  	 	21/02/2008	  
	 0825 - SHII Directors Minutes 2 August 2007
	  	 	21/02/2008	  
	 1.03.02 - 070913 13 September 2007
	  			
	 0826 - Agenda for a Meeting of SHII Directors 13 Sep 07
	  	 	21/02/2008	  
	 0827 - SHII Directors Minutes 13 September 2007
	  	 	21/02/2008	  
	 1.03.03 - 071129 29 November 2007
	  			
	 0828 - Agenda for a SHII Meeting of Directors 29 Nov 07
	  	 	21/02/2008	  
	 0829 - Board Summary Chinchilla Additional Exploration
	  	 	21/02/2008	  







Table of Contents



					
	 0830 - Proposed 2008 Board Meeting Schedule
	  	 	21/02/2008	  
	 0831 - SHII Directors Minutes 29 November 2007
	  	 	21/02/2008	  
	 1.03.04 - 080124 24 January 2008
	  			
	 0832 - Agenda for a SHII Meeting of Directors 24 Jan 08
	  	 	21/02/2008	  
	 0833 - SHII Directors Minutes 24 January 2008
	  	 	21/02/2008	  
	 1.03.05 - 080221 21 February 2008
	  			
	 0996 - Agenda for a SHII Meeting of Directors21 Feb 08
	  	 	18/04/2008	  
	 0997 - SHII Directors Minutes 21 February 2008
	  	 	18/04/2008	  
	 1.03.06 - 080403 3 April 2008
	  			
	 1415 - Agenda for a SHII Meeting of Directors 3 Apr 08
	  	 	12/06/2008	  
	 1416 - SHII Directors Minutes 3 April 2008
	  	 	12/06/2008	  
	 1.03.07 - 080606 6 June 2008
	  			
	 1436 - Agenda for a SHII Meeting of Directors 6 Jun 08
	  	 	19/06/2008	  
	 1437 - SHII Directors Minutes 6 June 2008
	  	 	19/06/2008	  
	 1.03.08 - 080813 13 August 2008
	  			
	 1555 - Agenda for a SHII Meeting of Directors 13 Aug 08
	  	 	24/11/2008	  
	 1559 - Draft SHII 30 June 08 v 3 070808
	  	 	24/11/2008	  
	 1561 - SHII Directors Minutes 13 Aug 2008
	  	 	24/11/2008	  
	 1617 - Agenda for a SHII Meeting of Directors 13 Aug 08
	  	 	24/11/2008	  
	 1618 - Draft SHII 30 June 08 v 3 070808
	  	 	24/11/2008	  
	 1619 - SHII Directors Minutes 13 Aug 2008
	  	 	24/11/2008	  
	 1.03.09 - 081113 13 November 2008
	  			
	 1642 - Agenda for a Meeting of Directors SHII 13 Nov 08
	  	 	09/06/2009	  
	 1643 - SHII Directors Minutes 13 Nov 2008
	  	 	09/06/2009	  
	 1.03.10 - 090525 25 May 2009
	  			
	 1704 - Agenda for a Meeting of Directors SHII 25 May 2009
	  	 	23/11/2009	  
	 1705 - SHII Directors Minutes 25 May 2009
	  	 	23/11/2009	  
	 1.03.11 - 090819 19 August 2009
	  			
	 2370 - Syntech Holdings II Pty Ltd - Board Minutes - 19 August 2009
	  	 	08/11/2010	  
	 1.03.12 - 100225 25 February 2010
	  			
	 2371 - SHII Directors Minutes - 25 February 2010
	  	 	08/11/2010	  
	 1.03.13 - 100610 10 June 2010
	  			
	 2372 - SHII Directors Minutes - 10 June 2010
	  	 	08/11/2010	  
	 1.03.14 - 100812 12 August 2010
	  			
	 2391 - SHII Directors Minutes 12 August 2010
	  	 	09/02/2011	  







Table of Contents



					
	 1.03.15 - 101117 17 November 2010
	  			
	 2392 - SHII Directors Minutes 17 November 2010
	  	 	09/02/2011	  
	 1.04 - Shareholders Agreement
	  			
	 0110 - 14 Syntech Holdings II Shareholders Agreement
	  	 	20/02/2008	  
	 2439 - SHII Amendment to Shareholders Agreement - 18-Mar-10 - Executed
	  	 	18/02/2011	  
	 02. Insurance
	  			
	 1447 - SHII D&O 2009
	  	 	25/06/2008	  
	 1530 - SHII Director Officer policy
	  	 	18/11/2008	  
	 03. Tax
	  			
	 0864 - Tax Sharing Agrement
	  	 	21/02/2008	  
	 1644 - SHII Tax return - 2008
	  	 	09/06/2009	  
	 1645 - Tax Calcs SHII 2008
	  	 	09/06/2009	  
	 2258 - SynL 0810 Lodged Syntech II 2009 ITR
	  	 	06/09/2010	  
	 2259 - synS 0209 Syntech Holdings II 2009 SOTI per EY
	  	 	06/09/2010	  
	 2381 - 2010 Tax calc SHII
	  	 	25/11/2010	  
	 2479 - SH II notification of formation of an income tax consolidated group
	  	 	24/02/2011	  
	 2480 - SH II Letter of confirmation of income tax consolidation
	  	 	24/02/2011	  
	 BAS
	  			
	 0852 - AMHCC BAS Jun07Qrt
	  	 	21/02/2008	  
	 0853 - AMHCC BAS Jul07
	  	 	21/02/2008	  
	 0854 - AMHCC BAS Aug07
	  	 	21/02/2008	  
	 0855 - AMHCC BAS Sep07
	  	 	21/02/2008	  
	 0856 - AMHCC BAS Oct07
	  	 	21/02/2008	  
	 0857 - AMHCC BAS Nov07
	  	 	21/02/2008	  
	 0858 - AMHCC BAS Dec07
	  	 	21/02/2008	  
	 1568 - AMHCC BAS Jan08
	  	 	24/11/2008	  
	 1569 - AMHCC BAS Feb08
	  	 	24/11/2008	  
	 1570 - AMHCC BAS Mar08
	  	 	24/11/2008	  
	 1571 - AMHCC BAS Apr08
	  	 	24/11/2008	  
	 1572 - AMHCC BAS May08
	  	 	24/11/2008	  
	 1573 - AMHCC BAS Jun08
	  	 	24/11/2008	  
	 1574 - AMHCC BAS Jul08
	  	 	24/11/2008	  
	 1575 - AMHCC BAS Aug08
	  	 	24/11/2008	  
	 1576 - AMHCC BAS Sep 08
	  	 	24/11/2008	  
	 1577 - AMHCC Oct 08 BAS
	  	 	24/11/2008	  
	 1665 - AMH (Chinchilla Coal) Pty Ltd - BASs Oct 08 to Apr 09
	  	 	09/06/2009	  







Table of Contents



					
	 04. Financial
	  			
	 4.01 Banking
	  			
	 0939 - BankGtee EPC 562
	  	 	21/02/2008	  
	 0942 - BankGtee EPC 873
	  	 	21/02/2008	  
	 0943 - BankGtee MDL 246
	  	 	21/02/2008	  
	 0944 - BankGtee MDL 247
	  	 	21/02/2008	  
	 4.02 Financial Statements
	  			
	 1565 - 2008 SHII Annual Financial Report
	  	 	24/11/2008	  
	 1701 - 2009 SHII Annual Financial Report
	  	 	03/09/2010	  
	 1717 - Syntech Holdings II Pty Ltd - Financial Reports December 2009
	  	 	29/01/2010	  
	 2405 - SHII June 2010 Statutory Accounts Signed
	  	 	09/02/2011	  
	 4.03 Loan Agreements
	  			
	 0109 - 13 Convertible Participating Note Subscription Agreement
	  	 	20/02/2008	  
	 0140 - 44 Loan Agmt AMH & SHII - executed
	  	 	20/02/2008	  
	 2385 - Syntech Holdings II Option Deed
	  	 	29/11/2010	  
	 2449 - SHII Convertible Participating Note Certificate
	  	 	21/02/2011	  
	 2678 - Syntech II - Additional Funding Warrant Option Certificate
	  	 	29/03/2011	  
	 05. Mining Tenements and JORC Report
	  			
	 2267 - Removal AMH Caveat
	  	 	06/09/2010	  
	 2345 - Syntech Resources Tenement Register - Updated 4 October 2010
	  	 	08/11/2010	  
	 2457 - EPC562_Surrender
	  	 	22/02/2011	  
	 5.01 - EPC 873
	  			
	 5.01.1 - Statutory Reports
	  			
	 1515 - EPC 873 Annual Report 2008
	  	 	18/11/2008	  
	 2351 - Clients EPC873 Annual Report for period ended 6 September - 29 October 2009
	  	 	08/11/2010	  
	 2355 - EPC873 Report 12 Months ended 6 September 2010
	  	 	08/11/2010	  
	 5.01.2 - Tenement
	  			
	 0887 - EPC873 Environmental Authority
	  	 	21/02/2008	  
	 0889 - EPC873_Instrument of Permit
	  	 	02/11/2009	  
	 0890 - EPC 873 assignment
	  	 	21/02/2008	  
	 1543 - Renewal EPC873 September 08
	  	 	18/11/2008	  
	 1662 - Letter from DME varied relinquishment EPC 873 Jun09
	  	 	09/06/2009	  
	 2265 - EPC 873 GS Group caveat
	  	 	06/09/2010	  
	 2266 - EPC 873 GS Power caveat
	  	 	06/09/2010	  
	 2296 - 10.04.22 Exploration Permit for Coal EPC873 - 7 Sep 2009 to 6 Sep 2014
	  	 	14/09/2010	  







Table of Contents



					
	 2353 - DEEDI Acceptance Variation of Conditions EPC873 - 29 October 2010
	  	 	08/11/2010	  
	 2411 - 10.10.29 EPC873 - Endorsement of 68 sub blocks
	  	 	09/02/2011	  
	 2412 - Exploration Permit for Coal EPC873 7 September 2009 to 6 September 2014 - 10.10.29
	  	 	09/02/2011	  
	 5.01.3 - Expenditure Reports
	  			
	 1514 - EPC 873 Annual Expenditure 2008
	  	 	18/11/2008	  
	 2352 - EPC 873 Expenditure Statement revised - 2 November 2009
	  	 	08/11/2010	  
	 2354 - SoE for EPC 873 period ending 6 September 2010 - 10 September 2010
	  	 	08/11/2010	  
	 5.01.4 - Geology
	  			
	 1028 - EPC873 (ZIP FILE)
	  	 	24/04/2008	  
	 5.02 - EPC 562
	  			
	 5.02.1 - Statutory Reports
	  			
	 0899 - EXPLORATION REPORT EPC 562 2007
	  	 	21/02/2008	  
	 2349 - EPC562 Report 12 Months ended 3 November 200
	  	 	08/11/2010	  
	 2350 - EPC562 Report 12 Months ended 3 November 2009
	  	 	08/11/2010	  
	 2418 - EPC562 Report 12 Months ended 3rd November 2010
	  	 	09/02/2011	  
	 5.02.2 - Tenement
	  			
	 0902 - Environmental Authority M4594 - EPC 562
	  	 	21/02/2008	  
	 0904 - EPC 562 assignment to AMHCC
	  	 	21/02/2008	  
	 0905 - EPC 562 Variation to Conditions
	  	 	21/02/2008	  
	 1082 - Instrument of Permit EPC 562
	  	 	02/11/2009	  
	 1477 - EPC 562 Renewal
	  	 	11/07/2008	  
	 2263 - EPC 562 GS Group caveat
	  	 	06/09/2010	  
	 2264 - EPC 562 GS Power caveat
	  	 	06/09/2010	  
	 2289 - EPC 562 Annual Report for the Period ended 3rd Nov 2008
	  	 	14/09/2010	  
	 2290 - EPC 562 Annual Report for the Period ended 3rd Nov 2009
	  	 	14/09/2010	  
	 2420 - 11.01.20 EPC562 Relinquishment Report Request DEED
	  	 	09/02/2011	  
	 2421 - 11.01.31 Notice of Decision Partial Surrender Application
	  	 	09/02/2011	  
	 2422 - EPC 562 partial relinquishment
	  	 	09/02/2011	  
	 5.02.3 - Expenditure Reports
	  			
	 0909 - EPC562 Annual Expenditure 2007
	  	 	21/02/2008	  
	 2346 - Letter DME EPC 562 Expenditure Statement 2008 - 22 October 2008
	  	 	08/11/2010	  
	 2347 - Variation to Expenditure Commitment - 27 September 2010
	  	 	08/11/2010	  
	 2348 - EPC562 Expenditure Statement
	  	 	08/11/2010	  
	 2417 - EPC562 Expenditure Statement 2010
	  	 	09/02/2011	  







Table of Contents



					
	 2419 - Letter to DEEDI-EPC 562 Expenditure Commitment for Year 16 04.11.09 - 04.11.10
	  	 	09/02/2011	  
	 5.03 - MDL 246
	  			
	 5.03.1 - Statutory Reports
	  			
	 0914 - MDL246 Annual Report 2007
	  	 	21/02/2008	  
	 2339 - MDL 246 Annual Report 2008 - 6 November 2008
	  	 	08/11/2010	  
	 2340 - MDL246 Annual Report 2010
	  	 	08/11/2010	  
	 5.03.2 - Tenement
	  			
	 0915 - 071025 MDL 246 Instrument of Permit
	  	 	02/11/2009	  
	 0918 - Environmental Authority M4505 - MDL 246
	  	 	21/02/2008	  
	 1504 - MDL 246 renewal
	  	 	14/08/2008	  
	 2291 - MDL 246 Annual Report for the Period ended 31st August 2009
	  	 	14/09/2010	  
	 2301 - Mortgage GSG MDL 246
	  	 	14/09/2010	  
	 2302 - Mortgage GSPower MDL 246
	  	 	14/09/2010	  
	 2338 - Letter DME MDL 246 Expenditure Statement 2008 - 22 October 2008
	  	 	08/11/2010	  
	 5.03.3 - Expenditure Reports
	  			
	 1518 - MDL 246 Annual Expenditure 2008
	  	 	18/11/2008	  
	 5.03.4 - JORC Report
	  			
	 0923 - Sefton JORC Report
	  	 	21/02/2008	  
	 0924 - C2013.App7_8
	  	 	21/02/2008	  
	 0925 - C2013.LabResRep
	  	 	21/02/2008	  
	 0926 - C2013.MainRep
	  	 	21/02/2008	  
	 0927 - C2013.TableA2-1
	  	 	21/02/2008	  
	 0959 - Block Reserves
	  	 	26/02/2008	  
	 0966 - Appendix 1
	  	 	26/02/2008	  
	 5.03.5 - Geology
	  			
	 1026 - SEFTON (ZIP FILE)
	  	 	24/04/2008	  
	 5.04 - MDL 247
	  			
	 5.04.1 - Statutory Reports
	  			
	 1520 - MDL 247 Annual Report 2008
	  	 	18/11/2008	  
	 2342 - MDL247 Annual Report Period ended 31st August 2009 Final - 30 September 2009
	  	 	08/11/2010	  
	 2343 - MDL247 Report 12 Months ended 31st August 2010
	  	 	08/11/2010	  
	 5.04.2 - Tenement
	  			
	 0934 - 071025 MDL 247 Instrument of Permit
	  	 	02/11/2009	  
	 0935 - Environmental Authority M4506 - MDL 247
	  	 	21/02/2008	  







Table of Contents



					
	 2292 - MDL 247 Annual Report for the Period ended 31st August 2010
	  	 	14/09/2010	  
	 2303 - Mortgage GSG MDL 247
	  	 	14/09/2010	  
	 2304 - Mortgage GSPower MDL 247
	  	 	14/09/2010	  
	 2423 - 101207 letter to QME enclosing renewal application MDL 247
	  	 	09/02/2011	  
	 5.04.3 - Expenditure Reports
	  			
	 1519 - MDL 247 Annual Expenditure 2008
	  	 	18/11/2008	  
	 2341 - Letter M&E MDL 247 Expenditure Statement period ended 31 August 2009 - 30 September 2009
	  	 	08/11/2010	  
	 5.04.4 - JORC Report
	  			
	 1640 - MDL247&EPC873 JORC REPORT Text, Figures & Appendices 28-04-09
	  	 	29/04/2009	  
	 5.04.5 - Geology
	  			
	 1017 - AMH Chinchilla 2007 Cores Quality 080418_gcs
	  	 	22/04/2008	  
	 1018 - G16049 Chinchilla Final Report 080421
	  	 	22/04/2008	  
	 1027 - RYWUNG (ZIP FILE)
	  	 	24/04/2008	  
	 1429 - Rywung_Drilling13062008
	  	 	20/06/2008	  
	04. Syntech Transactions	  			
	 01. 2007 Syntech Holdings Transaction
	  			
	 0006 - 03_OptionDeed
	  	 	20/02/2008	  
	 0007 - 04_Syntech Security Deed (2)
	  	 	20/02/2008	  
	 0008 - 05_CPNSA Syntech Security Deed
	  	 	20/02/2008	  
	 0009 - 06_Mortgage_22032007
	  	 	20/02/2008	  
	 0010 - 07_CPNSA_Mortgage_22032007
	  	 	20/02/2008	  
	 0016 - 13_AMF_SH_Share_Sub_Agrmnt
	  	 	20/02/2008	  
	 0017 - 14_ShareSaleAgreement_22032007
	  	 	20/02/2008	  
	 0018 - 15_DeedofRelease22032007
	  	 	20/02/2008	  
	 0021 - 18_Deed_of_Release
	  	 	20/02/2008	  
	 0043 - 39_Caveat_EPC_732_22032007
	  	 	20/02/2008	  
	 0044 - 40_Caveat_EPC_732_22032007
	  	 	20/02/2008	  
	 0095 - 91_Mortgaged_Rights_Notice_22032007
	  	 	20/02/2008	  
	 0096 - 92_Mortgaged_Rights_Notice_22032007
	  	 	20/02/2008	  
	 1490 - Notice of Exercise Opt
	  	 	04/08/2008	  
	 1491 - GSPH Share Certificate Mar08
	  	 	04/08/2008	  
	 02. AMHCC Purchase and JV Agreements
	  			
	 0097 - 01 Joint Venture Agreement
	  	 	20/02/2008	  
	 0098 - 02 Accession Deed
	  	 	20/02/2008	  
	 0099 - 03 AMH documents - Amendment Agreement (No.1) (from corres 1)
	  	 	20/02/2008	  







Table of Contents



					
	 0100 - 04 AMH documents - Amendment Agreement (No.2) (from corres 1)
	  	 	20/02/2008	  
	 0101 - 05 AMH documents - Amendment Agreement (No.3) (from corres 5)
	  	 	20/02/2008	  
	 0102 - 06 Amendment Agreement 4
	  	 	20/02/2008	  
	 0103 - 07 Sale & Purchase Agreement
	  	 	20/02/2008	  
	 0106 -10 Share Sale Agreement - AMH & SHII
	  	 	20/02/2008	  
	 0127-31 Deeds of Releases TSA - AMHCC
	  	 	20/02/2008	  
	 0156 - AMH documents - Amendment Agreement (No.3) (from corres 4)
	  	 	20/02/2008	  
	 0157 - AMH documents - Amendment Agreement with duty stamp (No.1) (from corres 1)
	  	 	20/02/2008	  
	 0160 - Amendment Agreement (No.3)
	  	 	20/02/2008	  
	 0161 - BDW Cover Letter
	  	 	20/02/2008	  
	 03. 2009 Financing
	  			
	 1680 - Priority Deed dated 20 August 2009
	  	 	03/11/2009	  
	 1681 - Syntech Holdings Option Deed (Guarantee Warrants) dated 20 August 2009
	  	 	03/11/2009	  
	 1682 - Syntech Holdings II Option Deed (Guarantee Warrants) dated 20 August 2009
	  	 	03/11/2009	  
	 1683 - Syntech Holdings Option Deed (Funding Warrants) dated 20 August 2009
	  	 	03/11/2009	  
	 1684 - Syntech Holdings II Option Deed (Funding Warrants) dated 20 August 2009
	  	 	03/11/2009	  
	 1685 - Syntech/GS Power Security Deed dated 20 August 2009 (including evidence of registration of securities)
	  	 	03/11/2009	  
	 1686 - Syntech/GS Group Security Deed Poll dated 20 August 2009 (including evidence of registration of securities)
	  	 	03/11/2009	  
	 1687 - Mortgage Form 2 and Form 20 (GSP and Mountfield) dated 20 August 2009.
	  	 	03/11/2009	  
	 1688 - 12 Mortgage Form 2 and Form 20 (GSG and Mountfield) dated 20 August 2009
	  	 	03/11/2009	  
	 1689 - QR Reimbursement Agreement dated 20 August 2009
	  	 	03/11/2009	  
	 1690 - Holdings Letter of Guarantee (QR) dated 20 August 2009
	  	 	03/11/2009	  
	 1691 -15 GSG Letter of Guarantee (QR) dated 20 August 2009
	  	 	03/11/2009	  
	 2444 - SHI Funding Warrants
	  	 	18/02/2011	  
	 2445 - SHII Funding Warrants
	  	 	18/02/2011	  
	 2446 - SHI Guarantee Warrants
	  	 	18/02/2011	  
	 2447 - SHII Guarantee Warrants
	  	 	18/02/2011	  
	05. Syntech Employee Agreements	  			
	 0173 - Brett Purkiss Employment Agreement doc
	  	 	04/11/2009	  
	 0174 - Darian Hielscher Employment Agreement
	  	 	04/11/2009	  
	 0176 - Emply Agt Alan Newton
	  	 	20/02/2008	  
	 0178 - Frank Smith Employment Ag
	  	 	20/02/2008	  







Table of Contents



					
	 1084 - Purkiss Executive Agreement signing page
	  	 	27/05/2008	  
	 1085 - Hielscher Executive Agreement signing page
	  	 	27/05/2008	  
	 1578 - Employment Agreement - Gaby Saunders
	  	 	24/11/2008	  
	 1579 - Employment Agreement - Paul Kelly
	  	 	24/11/2008	  
	 1630 - First Amendment to Services Agreement AG - SR 29 August 2008
	  	 	03/02/2009	  
	 1631 - Second Amendment to Services Agreement AG - SR 30 September 2008
	  	 	04/11/2009	  
	 1632 - Signed Services Agreement AG - SR April 2007
	  	 	03/02/2009	  
	 1695 - Brett Purkiss Amending Deed
	  	 	04/11/2009	  
	 1696 - Darian Hielscher Amending Deed
	  	 	04/11/2009	  
	 1697- Paul Kelly Amending Deed
	  	 	04/11/2009	  
	 1698 - Stuart Green Employement Agreement October 09
	  	 	04/11/2009	  
	 1699 - Syntech and Erik Schaefer, LTIP
	  	 	04/11/2009	  
	 2334 - Employment Agreement - Jane Kichen
	  	 	08/11/2010	  
	 2335 - Employment Agreement - Leita Johnson
	  	 	08/11/2010	  
	 2336 - Gaby Saunders promotion - September 2009
	  	 	08/11/2010	  
	 2424 - 2010 Salary adjustment Brett Purkiss
	  	 	09/02/2011	  
	 2425 - 2010 Salary adjustment Darian Hielscher
	  	 	09/02/2011	  
	 2426 - 2010 Salary adjustment Paul Kelly
	  	 	09/02/2011	  
	 2427- Alan Newton salary review July 2010
	  	 	09/02/2011	  
	 2428 - Debbie Paterson salary review July 2010
	  	 	09/02/2011	  
	 2429 - Frank Smith salary review July 2010
	  	 	09/02/2011	  
	 2430 - Gaby Saunders salary review July 2010
	  	 	09/02/2011	  
	 2431 - Jane Kirchin salary review July 2010
	  	 	09/02/2011	  
	 2432 - Logisics officer - Debbie Paterson
	  	 	09/02/2011	  
	 2433 - Stuart Green salary review July 2010
	  	 	09/02/2011	  
	 2685 - Chandler Mcleod Terms of Business 07-Jan-2011
	  	 	01/04/2011	  
	 2686 - Employment Agreement Debbie Paterson
	  	 	01/04/2011	  
	 2687 - Employment Agreement Deborah Jennings
	  	 	01/04/2011	  
	 Restricted Documents
	  			
	 2700 - Syntech - Employee Entitlments as at 30 April 2011
	  	 	12/05/2011	  
	06. Mine Operations	  			
	 2495 - Steelwork Inspection - Coal Preparation Plant
	  	 	25/02/2011	  
	 2496 - Steelwork Inspection - Loadout Facility
	  	 	25/02/2011	  
	 2497 - Environmental Incident Report December 2010/January 2011
	  	 	28/02/2011	  
	 2502 - Letter from DERM re noise complaints
	  	 	01/03/2011	  







Table of Contents



					
	 01. Mine Operations and Maintenance Contract
	  			
	 1788 - 0 Table of Contents Rev 0
	  	 	12/04/2010	  
	 1789 - Appendices Cover Sheets
	  	 	12/04/2010	  
	 1790 - Schedules Cover Sheets
	  	 	12/04/2010	  
	 2249 - Scanned copy of mine contract signature pages, showing as signed
	  	 	02/09/2010	  
	 2460 - 101130 Notice of Appointment of an Operator for a Coal Mine- Macmahon
	  	 	23/02/2011	  
	 2462 - ADM.10.02.03_002 N Roberts 2010.10.21
	  	 	23/02/2011	  
	 2487 - QLD - Contractors 2010 - 2011 COC
	  	 	24/02/2011	  
	 06.01. 02 Contract - Final
	  			
	 1791 - General Conditions Rev 0
	  	 	12/04/2010	  
	 1792 - Schedule 1 - Contract Particulars Rev 0
	  	 	12/04/2010	  
	 1793 -Schedule 2 - Security Rev 0
	  	 	12/04/2010	  
	 1794 - Schedule 3 - Insurance Rev 0
	  	 	12/04/2010	  
	 1795 - Schedule 4 - Risk Allocation Matrix Rev 0
	  	 	12/04/2010	  
	 1796 - Schedule 5 - Contract Specification Rev 0
	  	 	12/04/2010	  
	 1797 - Schedule 6 - KPI Rev 0
	  	 	12/04/2010	  
	 1798 - Schedule 7 - Contractor Pricing Schedules Rev 0
	  	 	12/04/2010	  
	 1799 - Schedule 8 - Major Maintenance Cost Estimate Rev 0x
	  	 	12/04/2010	  
	 1800 - Schedule 9 - Rise & Fall Rev 0
	  	 	12/04/2010	  
	 06.02. 03 Appendices
	  			
	 06.02.01. Appendix A. Geology
	  			
	 JORC Resources Report
	  			
	 1801 - EPC732 JORC REPORT Text & Figures
	  	 	12/04/2010	  
	 Vulcan Raw Coal Quality Grid Files (January 2009)
	  			
	 1802 -Model NOTE-READ
	  	 	12/04/2010	  
	 1803 - Vulcan Raw Coal Quality Grid Files (January 2009)
	  	 	12/04/2010	  
	 Vulcan Structural Grid Files (January 2009)
	  			
	 1804 - Vulcan Structural Grid Files (January 2009)
	  	 	12/04/2010	  
	 06.02.02. Appendix B. Mining Lease Application Documents
	   

	 EMP
	  			
	 Final EM Plan 22 Dec 08
	  			
	 Appendix A
	  			
	 1805 - Soil and Land Assessment Study - Figures Inserted
	  	 	12/04/2010	  
	 Appendix B
	  			







Table of Contents



					
	 1806 - Cameby & Avon Downs Terrestrial Flora & Fauna Report 14 12
	  	 	12/04/2010	  
	 Appendix C
	  			
	 1807 - APP - C EB0704517 COANA
	  	 	12/04/2010	  
	 1808 - APP - CE B0704517 SUB
	  	 	12/04/2010	  
	 1809 - Watershed Tables Appendix C
	  	 	12/04/2010	  
	 Appendix D
	  			
	 1810 - Groundwater Report
	  	 	12/04/2010	  
	 Appendix E
	  			
	 1811 - Cameby Downs Traffic Report - Final n- App E
	  	 	12/04/2010	  
	 Appendix F
	  			
	 1812-Nosie
	  	 	12/04/2010	  
	 Appendix G
	  			
	 1813 - Air Quality Assessment of a Proposed Coal Mine
	  	 	12/04/2010	  
	 Appendix H
	  			
	 1814 - Indigenous Heritage Study - Appendix 1 part 1
	  	 	12/04/2010	  
	 1815 - Indigenous Heritage Study - Appendix 1 part 2
	  	 	12/04/2010	  
	 1816 - Indigenous Heritage Study - Appendix 1 part 3
	  	 	12/04/2010	  
	 1817 - Indigenous Heritage Study - part 1
	  	 	12/04/2010	  
	 1818 - Indigenous Heritage Study - part 2
	  	 	12/04/2010	  
	 Appendix I
	  			
	 1819 - Blasting
	  	 	12/04/2010	  
	 Appendix J
	  			
	 1820 - Geotechnical Characterisation
	  	 	12/04/2010	  
	 Appendix K
	  			
	 1821 - Community Consultation Report
	  	 	12/04/2010	  
	 EM Plan
	  			
	 1822 - Cameby EM Plan AMENDED 221208
	  	 	12/04/2010	  
	 Environmental Authority
	  			
	 1823 - Environmental Authority 11 02 09
	  	 	12/04/2010	  
	 Mining Lease Conditions
	  			
	 1824 - Mining Lease Letter
	  	 	12/04/2010	  
	 1825 - Mining Lease Plan
	  	 	12/04/2010	  
	 1826 - Mining Lease Report
	  	 	12/04/2010	  
	 Plan of Operations
	  			
	 1827 - Plan of Operations FINAL 030409
	  	 	12/04/2010	  







Table of Contents



					
	 06.02.03. Appendix C. Geotechnical Information Pack
	  			
	 1828 - Cameby Excavatability Getoech Report 14 April 2008 Mining On
	  	 	12/04/2010	  
	 1829 - Report 1340 Vr2 - Cameby Downs Factual Geotechnical Report 1
	  	 	12/04/2010	  
	 06.02.04. Appendix D. Water Quality
	  			
	 1830 - Appendix D. Water Analysis
	  	 	12/04/2010	  
	 06.02.05. Appendix E. Mine Layout (PDF)
	  			
	 1831 - Fig 1 - Mine Layout Plan
	  	 	12/04/2010	  
	 1832 - Fig 2 - Mine Layout Plan - OrthoPhoto Aug09
	  	 	12/04/2010	  
	 1833 - Fig 3 - Typical Stratigraphic Section and Mine Area Working
	  	 	12/04/2010	  
	 1834 - Fig 4 - Loss and Dilution Schematic
	  	 	12/04/2010	  
	 06.02.06. Appendix F. Cartography Survey Vulcan Data
	  			
	 Mine Layout - Orthophoto
	  			
	 1835 - Mine Layout - Orthophoto
	  	 	12/04/2010	  
	 Mine Layout - Topographic
	  			
	 1836 - Mine Layout - Topographic
	  	 	12/04/2010	  
	 Mine Layout - Vulcan
	  			
	 1837 - tender basal layout Aug09
	  	 	12/04/2010	  
	 1838 - tender basal layout Aug09
	  	 	12/04/2010	  
	 1839 - tender shell Aug09
	  	 	12/04/2010	  
	 1840 - tender shell Aug09
	  	 	12/04/2010	  
	 1841 - tender shell Aug092
	  	 	12/04/2010	  
	 1842 - tender shell Aug09
	  	 	12/04/2010	  
	 06.02.07. Appendix G. Cultural Heritage Management Plan
	  			
	 1843 - Cultural Heritage Management Plan - Barunggam People - Synte
	  	 	12/04/2010	  
	 1844 - Cultural Heritage Plan 12July07
	  	 	12/04/2010	  
	 06.02.08. Appendix H. Block Quantity and Quality Data
	  			
	 1845 - Appendix H.Block Quantity & Quality Data Rev B v2 23.12.2009
	  	 	12/04/2010	  
	 06.02.09. Appendix I. CHPP Infrastructure Drawings
	  			
	 Area 10
	  			
	 Civil
	  			
	 1846 - SRS0801-CVL10-001 ROM HANDLING CONCRETE
ARRANGEMENT SHEET 1 & 2 REV 2
	  	 	12/04/2010	  
	 General Arrangements
	  			
	 1847 - SRS0801-GEN10-001 ROM HANDLING ROM-DUMP STATION GENERAL ARRANGEMENT SHEET 10F1 REV 0
	  	 	12/04/2010	  







Table of Contents



					
	 Mechanical and Platework
	  			
	 1848 - SRA6DA-1
	  	 	12/04/2010	  
	 1849 - SRS0801-MCH10-011- ROM HANDLING DUMP STATION 10-BN-101 ROM HOPPER SHEET 1 OF 1 REV 1
	  	 	12/04/2010	  
	 1850 - SRS0801-MCH10-102-ROM HANDING 10-BN-101 HOPPER BODY RH FABRICATION SHEET 1 - 3 REV 1
	  	 	12/04/2010	  
	 1851 - SRS0801-MCH10-106 ROM HANDLING DUMP STATION WING WALLS ASSEMBLE SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 Piping
	  			
	 1852 - SRS0801-PIP10-120 ROM HANDLING-DUMP STATION DUST SUPPRESSION SPRAY MODULE ASSEMBLY SHEET 1 & 2 REV 0
	  	 	12/04/2010	  
	 Area 20
	  			
	 Civil
	  			
	 1853 - SRS0801- CVL20-110 RAW HANDLING SIZING STATION CONCRETE ARRANGEMENT SHEET 1&2 REV 5
	  	 	12/04/2010	  
	 General Arrangements
	  			
	 1854 -SRS080-2
	  	 	12/04/2010	  
	 1855 - SRS0801-GEN20-003 RAW HANDLING SIZING STATION GENERAL ARRANGEMENT SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1856 - SRS0801-GEN20-004 RAW HANDLING CPP PIPE BRIDGE ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 Mechanical and Platework
	  			
	 1857 - SR91AA-1
	  	 	12/04/2010	  
	 1858 - SRC00B-1
	  	 	12/04/2010	  
	 1859 -SREFE2-1
	  	 	12/04/2010	  
	 1860-SRFE1E-1
	  	 	12/04/2010	  
	 1861 - SRS0801-MCH20-011 RAW HANDLING SIZING STATION 20-FE-101 CRUSHER SHEET 1-3 REV 0
	  	 	12/04/2010	  
	 1862 - SRS0801-MCH20-100 RAW HANDLING 20-CV-101 RAW COAL CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1863 - SRS0801-MCH20-120 RAW HANDLING 20-CV-101 RAW COAL CONVEYOR SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1864 - SRS0801-MCH20-160 RAW HANDLING SIZING STATION 20-BN-102 SURGE BIN SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1865 - SRS0801-MCH20-163 RAW HANDLING 20-FE-101 CRUSHER FEEDER 20-CH-128 SHEET 1 & 2 REV 0
	  	 	12/04/2010	  
	 1866 - SRS0801-MCH20-165 RAW HANDLING SIZING STATION 20-CH-106 TERTIARY SHEET 1 & 2 REV 1
	  	 	12/04/2010	  
	 1867 - SRS0801-MCH20-166 RAW HANDLING SIZING STATION 20-BN-102 SURGE BIN SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1868 - SRS0801-MCH20-167 RAW HANDLING SIZING STATION 20-BN-102 SURGE BIN SHEET 1 - 3 REV 1
	  	 	12/04/2010	  
	 1869 - SRS0801-MCH20-168 RAW HANDLING SIZING STATION 20-CH-106 TERTIARY SHEET 1 & 2 REV 2
	  	 	12/04/2010	  







Table of Contents



					
	 Piping
	  			
	 1870 - SR4BD0-1
	  	 	12/04/2010	  
	 1871 - SRS0801-PIP20-101 RAW HANDLING SIZING STATION PIPING ARRANGEMENT SHEET 1 & 2 REV 1
	  	 	12/04/2010	  
	 Area 30
	  			
	 Civil
	  			
	 1872 - SRS0801-CVL30-001 COAL PREPARATION PLANT CONCRETE ARRANGEMENT SHEET 1 & 2 REV 1
	  	 	12/04/2010	  
	 1873 - SRS0801-CVL30-006 COAL PREPARATION PLAN CONCRETE MAGNETITE PIT CONCRETE DETAILS SHT 1 & 2 REV 0
	  	 	12/04/2010	  
	 General Arrangements
	  			
	 1874 - SRS0801-GEN30-001 COAL PREPARATION PLANT AREA 30 - GA ISOMETRIC SHEET 1-15 REV 1
	  	 	12/04/2010	  
	 Mechanical and Platework
	  			
	 1875 - SRS0801-MCH30-010 COAL PREPARATION PLANT DMC MODULE MECHANICAL SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1876 - SRS0801-MCH30-011 COAL PREPARATION PLANT DESLIM MODULE MECHANICAL SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1877 - SRS0801-MCH30-012 COAL PREPARATION PLANT SPIRAL MODULE MECHANICAL SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1878 - SRS0801-MCH30-013 COAL PREPARATION PLANT FINES MODULE MECHANICAL SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1879 - SRS0801-MCH30-600 COAL PREPARATION PLANT DESLIME MODULE 30-BX-101 SHEET 1 & 2 REV 0
	  	 	12/04/2010	  
	 1880 - SRS0801-MCH30-603 COAL PREPARATION PLANT SPIRAL MODULE 30-BX-104 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1881 - SRS0801-MCH30-604 COAL PREPARATION PLANT FINES MODULE 30-BX-105 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1882 - SRS0801-MCH30-605 COAL PREPARATION PLANT DMC MODULE 30-BX-106 DENSE REV 1 & 2 REV 0
	  	 	12/04/2010	  
	 1883 - SRS0801-MCH30-615 COAL PREPARATION PLANT DESLIMING MODULE 30-CH-108 SHT 1 - 2 REV 0
	  	 	12/04/2010	  
	 1884 - SRS0801-MCH30-616 COAL PREPARATION PLANT DESLIME MODULE 30-CH-109 SHT 1 - 2 REV 0
	  	 	12/04/2010	  
	 1885 - SRS0801-MCH30-617 COAL PREPARATION PLANT FINES MODULE 30-CH-121 SHT 10F 1 REV 0
	  	 	12/04/2010	  
	 1886 - SRS0801-MCH30-618 COAL PREPARATION PLANT DMC MODULE 30-CH-113 SHT 1 - 2 REV 0
	  	 	12/04/2010	  
	 1887 - SRS0801-MCH30-619 COAL PREPARATION PLANT DMC MODULE 30-CH-114 SHT1 - 2 REV 0
	  	 	12/04/2010	  
	 1888 - SRS0801-MCH30-620 COAL PREPARATION PLANT DMC MODULE 30-CH-115 SHT 1 & 2 REV 0
	  	 	12/04/2010	  
	 1889 - SRS0801-MCH30-621 COAL PREPARATION PLANT DMC MODULE 30-CH-116 SHT 1&2 REV 0
	  	 	12/04/2010	  
	 1890 - SRS0801-MCH30-622 COAL PREPARATION PLANT DMC MODULE 30-CH-117 SHT1&2 REV 0
	  	 	12/04/2010	  
	 1891 - SRS0801-MCH30-624 COAL PREPARATION PLANT FINES MODULE 30-CH-119 SHT 1&2 REV 0
	  	 	12/04/2010	  







Table of Contents



					
	 1892 - SRS0801-MCH30-625 COAL PREPARATION PLANT FINES MODULE 30-CH-120 SHT 1OF1 REV 0
	  	 	12/04/2010	  
	 1893 - SRS0801-MCH30-628 COAL PREPARATION PLANT DESLIME MODULE 30-DS-103 SHT 1 & 2 REV 0
	  	 	12/04/2010	  
	 1894 - SRS0801-MCH30-629 COAL PREPARATION PLANT DMC MODULE 30-DS-102 SHT 1OF1 REV 0
	  	 	12/04/2010	  
	 1895 - SRS0801-MCH30-630 COAL PREPARATION PLANT DMC MODULE 30-CH-115 SHT 1 & 2 REV 0
	  	 	12/04/2010	  
	 1896 - SRS0801-MCH30-631 COAL PREPARATION PLANT DMC MODULE 30-CV-115 SHT 1OF1 REV 0
	  	 	12/04/2010	  
	 1897 - SRS0801-MCH30-632 COAL PREPARATION PLANT DMC MODULE 30-CH-115 SHEET 1OF1 REV 0
	  	 	12/04/2010	  
	 1898 - SRS0801-MCH30-700 COAL PREPARATION PLANT SUMPS & PUMPS 30-SU-103 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1899 - SRS0801-MCH30-701 COAL PREPARATION PLANT SUMPS & PUMPS 30-SU-105 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1900 - SRS0801-MCH30-702 COAL PREPARATION PLANT DESLIME MODULE 30-SU-106 SHEET 1 & 2 REV 0
	  	 	12/04/2010	  
	 1901 - SRS0801-MCH30-703 COAL PREPARATION PLANT SUMPS & PUMPS 30-SU-107 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1902 - SRS0801-MCH30-704 COAL PREPARATION PLANT SUMPS & PUMPS 30-SU-108 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1903 - SRS0801-MCH30-705 COAL PREPARATION PLANT SUMPS & PUMPS 30-SU-109 SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1904 - SRS0801-MCH30-707 COAL PREPARATION PLANT SUMPS & PUMPS ARRANGEMENT SHT 1OF1 REV 0
	  	 	12/04/2010	  
	 1905 - SRS0801-MCH30-710 COAL PREPARATION PLANT SUMPS & PUMPS SCREEN BOX SHT 1OF 1 REV 0
	  	 	12/04/2010	  
	 1906 - SRS0801-MCH30-711 COAL PREPARATION PLANT SUMPS & PUMPS SCREEN BOX SHT 1OF1 REV 0
	  	 	12/04/2010	  
	 1907 - SRS0801-MCH30-715 COAL PREPARATION PLANT SUMPS & PUMPS HDP SUMP SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1908 - SRS0801-MCH30-716 COAL PREPARATION PLANT SUMPS & PUMPS HDPE SUMP SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 Piping
	  			
	 1909 - SRS0801-PIP30-002 COAL PREPARATION PLANT

PIPING-CARBON STEEL PIPE ARRANGEMENT SHEET 1- 3 REV 0
	  	 	12/04/2010	  
	 1910 - SRS0801-PIP30-004 COAL PREPARATION PLANT PIPING - BASALT LINED PIPE ARRANGMENT SHT 1 - 2 REV 0
	  	 	12/04/2010	  
	 1911 - SRS0801-PIP30-005 COAL PREPARATION PLANT PIPING-POLYETHYLENE (PE) PIPE ARRANGEMENT SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 Area 40
	  			
	 General Arrangements
	  			
	 1912 - SRS0801-GEN40-001 PRODUCT AND REJECT HANDLING GENERAL ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 Mechanical and Platework
	  			
	 1913 - SR1AB2-1
	  	 	12/04/2010	  
	 1914 - SR3FD3-1
	  	 	12/04/2010	  







Table of Contents



					
	 1915 - SR53BC-1
	  	 	12/04/2010	  
	 1916-SR5FAC-1
	  	 	12/04/2010	  
	 1917 - SR7A0F-1
	  	 	12/04/2010	  
	 1918-SR7A7D-1
	  	 	12/04/2010	  
	 1919-SRD2B2-1
	  	 	12/04/2010	  
	 1920 -SRDBF2-1
	  	 	12/04/2010	  
	 1921 - SRDE7D-1
	  	 	12/04/2010	  
	 1922 - SRS0801-MCH40-003 PROD & REJECT HANDLING 40- CV-103 REJECTS CONVEYORT SHEET 10F1 REV 0
	  	 	12/04/2010	  
	 1923 - SRS0801-MCH40-004 PROJECT & REJECT HANDLING CO-DISPOSAL MECHANICAL SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1924 - SRS0801-MCH40-015 PRODUCT & REJECT HANDLING 40-CV-102 PRODUCT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1925 - SRS0801-MCH40-100 PRODUCT & REJECT HANDLING 40-CV-012 PRODUCT SHEET 1 OF 1 REV 1
	  	 	12/04/2010	  
	 1926 - SRS0801-MCH40-105 PROD & REJECT HANDLING 40- CV-103 REJECTS SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1927 - SRS0801-MCH40-155 PRODUCT & REJECT HANDLING 40-BN-103 REJECTS BIN SHEET 1 OF 2 REV 0
	  	 	12/04/2010	  
	 1928 - SRS0801-MCH40-157 PROD & REJECT HANDLING CO- DISPOSAL MECHANICAL SHT 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1929 - SRS0801-MCH40-160 PRODUCT & REJECT HANDLING 40-BN-103 REJECTS SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1930 - SRS0801-MCH40-211 PROD & REJECT HANDLING 40- CV-103 REJECTS CONVEYOR SHEET 10F1 REV 0
	  	 	12/04/2010	  
	 Piping
	  			
	 1931 - SRS0801-PIP40-101 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 -F 2 REV 0
	  	 	12/04/2010	  
	 1932 - SRS0801-PIP40-1057 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 - 2 REV 0
	  	 	12/04/2010	  
	 1933 - SRS0801-PIP40-1091 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1934 - SRS0801-PIP40-1146 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1935 - SRS0801-PIP40-1224 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1936 - SRS0801-PIP40-1340 CO-DISPOSAL PUMPING STATION PIPING ARRANGEMENT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 Area 50
	  			
	 Civil
	  			
	 1937 - SRS0801-CVL50-002 LOADOUT FACILITY TRAIN LOADING STATION CONCRETE SHEET 1 - 2 REV 1
	  	 	12/04/2010	  
	 1938 - SRS0801-CVL50-003 LOADOUT FACILITY RECLAIM HOPPER-FEEDER CONCRETE SHEET 1 OF 1 REV 1
	  	 	12/04/2010	  
	 1939 - SRS0801-CVL50-010 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SAMPLE STATION SHEET 1 & 2 REV 0
	  	 	12/04/2010	  







Table of Contents



					
	 1940 - SRS0801-CVL50-109 LOADOUT FACILITY RECLAIM HOPPER-FEEDER MAIL SLAB CONCRETE SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1941 - SRS0801-CVL50-110 LOADOUT FACILITY TRAIN LOADING STATION CONCRETE SPILLAGE PIT SHEET 1 - 2 REV 0
	  	 	12/04/2010	  
	 General Arrangements
	  			
	 1942 - SRS0801-GEN50-001 LOADOUT FACILITY GENERAL ARRANGEMENT SHEET 1 OF 1 REV 1
	  	 	12/04/2010	  
	 1943 - SRS0801-GEN50-002 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR GA SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1944 - SRS0801-GEN50-004 LOADOUT FACILITY TRAIN LOADING STATION GA SHEET 1 - 2 REV 0
	  	 	12/04/2010	  
	 Mechanical and Platework
	  			
	 1945 -SR8CED-1
	  	 	12/04/2010	  
	 1946 - SRS0801-MCH50-002 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1947 - SRS0801-MCH50-004 LOAD OUT FACILITY TRAIN LOADING STATION BASE SHEET 1OF1 REV 0
	  	 	12/04/2010	  
	 1948 - SRS0801-MCH50-010 LOADOUT FACILITY 50-CV-104 TRAIN LOADOUT SHEET 1 OF 1 REV 3
	  	 	12/04/2010	  
	 1949 - SRS0801-MCH50-100 LOADOUT FACILITY 50-CV-104 LOADOUT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1950 - SRS0801-MCH50-106 LOADOUT FACILITY 50-CV-104 LOADOUT SHT 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1951 - SRS0801-MCH50-110 LOADOUT FACILITY 50-CV-104 LOADOUT SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1952 - SRS0801-MCH50-115 LOADOUT FACILITY 50-CV-104 LOADOUT SHT 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1953 - SRS0801-MCH50-120 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 1954 - SRS0801-MCH50-130 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1955 - SRS0801-MCH50-132 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1956 - SRS0801-MCH50-135 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1957 - SRS0801-MCH50-140 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1958 - SRS0801-MCH50-141 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 OF 1 REV 0
	  	 	12/04/2010	  
	 1959 - SRS0801-MCH50-150 LOADOUT FACILITY TRAIN LOADING STATION SHEET 1 - 2 REV 0
	  	 	12/04/2010	  
	 1960 - SRS0801-MCH50-160 LOADOUT FACILITY 50-FE-103 RECLAIM HOPPER-FEEDER SHT 10F1 REV 0
	  	 	12/04/2010	  
	 1961 - SRS0801-MCH50-200 LOADOUT FACILITY 50-CV-104 LOADOUT CONVEYOR SHEET 1 - 3 REV 0
	  	 	12/04/2010	  
	 Civil
	  			
	 1962 - 07015 002 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL SITE PLAN REV D
	  	 	12/04/2010	  
	 1963 - 07015 003 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL
	  	 	12/04/2010	  







Table of Contents



					
	 OVERALL LAYOUT PLAN REV D
	  			
	 1964 - 07015 004 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL DETAIL LAYOUT PLAN SHEET 1 OF 2 REV D
	  	 	12/04/2010	  
	 1965 - 07015 005 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL DETAIL LAYOUT PLAN SHEET 2 OF 2 REV D
	  	 	12/04/2010	  
	 1966 - 07015 008 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUT - PLAN 1 OF 14 REV D
	  	 	12/04/2010	  
	 1967 - 07015 009 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 2 OF 14 REV D
	  	 	12/04/2010	  
	 1968 - 07015 012 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 5 OF 14 REV D
	  	 	12/04/2010	  
	 1969 - 07015 013 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 6 OF 14 REV D
	  	 	12/04/2010	  
	 1970 - 07015 014 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 7 OF 14 REV D
	  	 	12/04/2010	  
	 1971 - 07015 015 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 8 OF 14 REV D
	  	 	12/04/2010	  
	 1972 - 07015 016 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 9 OF 14 REV D
	  	 	12/04/2010	  
	 1973 - 07015 018 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 11 OF 14 REV D
	  	 	12/04/2010	  
	 1974 - 07015 019 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 12 OF 14 REV D
	  	 	12/04/2010	  
	 1975 - 07015 020 MINE SITE INFRASTRUCTURE STAGE 1 - CIVIL ROADWORKS AND DRAINAGE LAYOUR - PLAN 13 OF 14 REV D
	  	 	12/04/2010	  
	 1976 - 07015 039 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL OFFICE AND CARPARK LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1977 - 07015 040 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL RUN OF MINE LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1978 - 07015 041 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL CHPP LAYOUT PLAN AND DETAILS REV D
	  	 	12/04/2010	  
	 1979 - 07015 042 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL CONTRACTORS BYPASS AREA LAYOUT PLAN AND DETAILS REV
	  	 	12/04/2010	  
	 1980 - 07015 043 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL RAIL LOADOUT LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1981 - 07015 045 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL RAW WATER DAM LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1982 - 07015 049 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL DIRTY WATER DAM No.2 LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1983 - 07015 051 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL REJECTS DAM No.1 LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1984 - 07015 052 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL REJECTS DAM No.1 SECTIONS AND DETAILS REV D
	  	 	12/04/2010	  
	 1985 - 07015 053 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL SERVICES LAYOUT PLAN SHEET 1 OF 2 REV D
	  	 	12/04/2010	  
	 1986 - 07015 054 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL SERVICES LAYOUT PLAN SHEET 2 OF 2 REV D
	  	 	12/04/2010	  
	 1987 - 07015 055 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL SEWERAGE LAYOUT PLAN SHEET 1 OF 2 REV D
	  	 	12/04/2010	  
	 1988 - 07015 056 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL SEWERAGE LAYOUT PLAN SHEET 2 OF 2 REV D
	  	 	12/04/2010	  







Table of Contents



					
	 1989 - 07015 057 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL WATER LAYOUT PLAN REV D
	  	 	12/04/2010	  
	 1990 - 07015 058 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL RAW WATER DETAIL PLAN SHEET 1 OF 2 REV D
	  	 	12/04/2010	  
	 1991 - 07015 059 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL RAW WATER DETAIL PLAN SHEET 2 OF 2 REV D
	  	 	12/04/2010	  
	 1992 - 07015 060 MINE SITE INFRASTRUCUTRE STAGE 1 - CIVIL STORM WATER DRAINAGE CATCHMENT PLAN REV D
	  	 	12/04/2010	  
	 1993 - 07015 M1 STAGE 1 - CIVIL PUMP CONTROL-DAM LEVEL CONTROL-MONI
	  	 	12/04/2010	  
	 1994 - 07015-C-SK01 PROPOSED CIVIL WORKS MINE SITE INFRASTRUCTURE P
	  	 	12/04/2010	  
	 1995 - 07015-C-SK02 PROPOSED CIVIL WORKS MINE SITE INFRASTRUCTURE P
	  	 	12/04/2010	  
	 1996 - 07015-C-SK11 PROPOSED CIVIL WORKS MINE SITE INFRASTRUCTURE P
	  	 	12/04/2010	  
	 Electrical
	  			
	 1997 - 0801-DRG-ELC00-001 COAL PREPARATION PLANT HV POWER DISTRIBUTION SINGLE LINE DIAGRAM SHEET 1 REV G
	  	 	12/04/2010	  
	 1998 - 0801-DRG-ELC00-002 COAL PREPARATION PLANT HV POWER DISTRIBUTION SINGLE LINE DIAGRAM SHEET 2 REV 1
	  	 	12/04/2010	  
	 1999 - 0801-DRG-ELC00-800 CHPP PROJECT ELECTRICAL & INSTRUMENT GA TYPICAL LEGENDS REV A
	  	 	12/04/2010	  
	 2000 - 0801-DRG-ELC00-801 CHPP PROJECT SITE LAYOUT GENERAL ARRANGEMENT REV A
	  	 	12/04/2010	  
	 2001 - 0801-DRG-ELC00-802 CHPP PROJECT 10,20,30,40 & 50 ROM, CHPP & TLO GA REV A
	  	 	12/04/2010	  
	 2002 - 0801-DRG-ELC00-803 CHPP PROJECT AREA 72 SERVICES AREA GENERAL ARRANGEMENT REV A
	  	 	12/04/2010	  
	 2003 - 0801-DRG-ELC00-804 CHPP PROJECT AREA 71 RETURN WATER GENERAL ARRANGMENT REV A
	  	 	12/04/2010	  
	 2004 - 0801-DRG-INS00-401 CHPP PROJECT CHPP CONTROL SYSTEM BLOCK DIAGRAM REV E
	  	 	12/04/2010	  
	 2005 - 0801-DRG-INS00-403 CHPP PROJECT TELEPHONE SYSTEM BLOCK DIAGRAM REV D
	  	 	12/04/2010	  
	 2006 - 0801-DRG-INS00-404 CHPP PROJECT FIRE ALARM SYSTEM BLOCK DIAGRAM REV A
	  	 	12/04/2010	  
	 Equipment Drawings
	  			
	 001 - Feeder Breaker
	  			
	 2007 - SR2172-1
	  	 	12/04/2010	  
	 2008 - SR29E4-1
	  	 	12/04/2010	  
	 2009 - SR45DB-1
	  	 	12/04/2010	  
	 2010 - SR7CEA-1
	  	 	12/04/2010	  
	 2011 - SRDFF3-1
	  	 	12/04/2010	  
	 2012 - SRS080-3
	  	 	12/04/2010	  
	 2013-SRS080-4
	  	 	12/04/2010	  
	 002 - Feeder Reclaim Feeder
	  			







Table of Contents



					
	 2014 - SRS080-2
	  	 	12/04/2010	  
	 2015 - SRS080-3
	  	 	12/04/2010	  
	 2016 - SRS0801-V002-080618-008 GENERAL ARRANGEMENT RF60-51 Rev 0
	  	 	12/04/2010	  
	 003 - Crushers
	  			
	 2017 - SRS0801-V003-6160HSS-08137 GENERAL ARRANGEMENT SHEET 1 & 2 REV 2
	  	 	12/04/2010	  
	 2018 - SRS0801-V003-7160HSC-08137 GENERAL ARRANGEMENT SHEET 1 & 2 REV 2
	  	 	12/04/2010	  
	 004 - Belt Weighers
	  			
	 2019 - SR0060-1
	  	 	12/04/2010	  
	 2020-SR1C63-1
	  	 	12/04/2010	  
	 2021 - SR4D49-1
	  	 	12/04/2010	  
	 2022 -SR5C81-1
	  	 	12/04/2010	  
	 2023 - SR6C6A-1
	  	 	12/04/2010	  
	 2024 - SR80EC-1
	  	 	12/04/2010	  
	 2025 - SR88CB-1
	  	 	12/04/2010	  
	 2026 -SRCDDA-1
	  	 	12/04/2010	  
	 2027 - SRD2FD-1
	  	 	12/04/2010	  
	 2028 - SRDE54-1
	  	 	12/04/2010	  
	 2029 - SRF53F-1
	  	 	12/04/2010	  
	 2030 - SRFEB9-1
	  	 	12/04/2010	  
	 2031 - SRS080-1
	  	 	12/04/2010	  
	 2032 - SRS080-2
	  	 	12/04/2010	  
	 2033 - SRS080-3
	  	 	12/04/2010	  
	 2034 - SRS080-4
	  	 	12/04/2010	  
	 2035 - SRS0801-V004-42610015 METAL DETECTOR MODEL MDX1 GENERAL ARRANGEMENT REV 0
	  	 	12/04/2010	  
	 2036 - SRS0801-V004-42610018 CONTROL PANEL NAME PLATE COMPONENT DETAILS REV 0
	  	 	12/04/2010	  
	 006 - Conveyor Mechanical Components
	  			
	 2037 - SR06FA-1
	  	 	12/04/2010	  
	 2038 - SR2CE7-1
	  	 	12/04/2010	  
	 2039 - SR33A9-1
	  	 	12/04/2010	  
	 2040 - SR356F-1
	  	 	12/04/2010	  
	 2041 - SR366B-1
	  	 	12/04/2010	  
	 2042 - SR3EAE-1
	  	 	12/04/2010	  
	 2043 - SR3F39-1
	  	 	12/04/2010	  
	 2044 - SR437B-1
	  	 	12/04/2010	  
	 2045 - SR43B5-1
	  	 	12/04/2010	  







Table of Contents



					
	 2046 - SR4A43-1
	  	 	12/04/2010	  
	 2047 - SR55C2-1
	  	 	12/04/2010	  
	 2048 - SR737E-1
	  	 	12/04/2010	  
	 2049 - SR806E-1
	  	 	12/04/2010	  
	 2050 - SR8C16-1
	  	 	12/04/2010	  
	 2051 - SR8DE1-1
	  	 	12/04/2010	  
	 2052 - SR8F8E-1
	  	 	12/04/2010	  
	 2053 - SR9616-1
	  	 	12/04/2010	  
	 2054 - SR9DE9-1
	  	 	12/04/2010	  
	 2055 - SRA7DC-1
	  	 	12/04/2010	  
	 2056 - SRB86D-1
	  	 	12/04/2010	  
	 2057 - SRCOA0-1
	  	 	12/04/2010	  
	 2058 - SRC64D-1
	  	 	12/04/2010	  
	 2059 - SRC807-1
	  	 	12/04/2010	  
	 2060 - SRD214-1
	  	 	12/04/2010	  
	 2061 - SRD3BE-1
	  	 	12/04/2010	  
	 2062 - SRDE4A-1
	  	 	12/04/2010	  
	 2063 - SRE217-1
	  	 	12/04/2010	  
	 2064 - SRE302-1
	  	 	12/04/2010	  
	 2065 - SREE5B-1
	  	 	12/04/2010	  
	 2066 - SRFBC8-1
	  	 	12/04/2010	  
	 2067 - SRS080-1
	  	 	12/04/2010	  
	 2068 - SRS080-2
	  	 	12/04/2010	  
	 2069 - SRS080-3
	  	 	12/04/2010	  
	 2070 - SRS080-4
	  	 	12/04/2010	  
	 2071 - SRS0801-V006-208159 CONVEYOR 40-CV-102 HEAD P1 PULLEY REV 0
	  	 	12/04/2010	  
	 2072 - SRS0801-V006-208173 CONVEYOR 20-FE-101 TAIL P2 PULLEY REV 0
	  	 	12/04/2010	  
	 2073 - SRS0801-V006-B-S-T-CUTOUT PIT BOSS CUT OUT DIMENSIONS REV 1
	  	 	12/04/2010	  
	 2074 - SRS0801-V006-PB41530D THM530 LST-FS-FSQ.
	  	 	12/04/2010	  
	 008 - Conveyor Drives
	  			
	 2075 - SR7C1F-1
	  	 	12/04/2010	  
	 2076 - SRA798-1
	  	 	12/04/2010	  
	 2077 - SRS080-2
	  	 	12/04/2010	  
	 2078 - SRS080-3
	  	 	12/04/2010	  
	 2079 - SRS080-4
	  	 	12/04/2010	  
	 2080 - SRS0801-V008-FK-165 155 170B RIGID FLANGE COUPLING
	  	 	12/04/2010	  







Table of Contents



					
	 009 - Product Conveyor Sampler
	  			
	 2081 - SRS0801-V009-080914-010-01 PLAN REV E
	  	 	12/04/2010	  
	 2082 - SRS0801-V009-080914-010-02 REV E
	  	 	12/04/2010	  
	 2083 - SRS0801-V009-080914-010-03 REV E
	  	 	12/04/2010	  
	 2084 - SRS0801-V009-080914-010-04 REV E
	  	 	12/04/2010	  
	 2085 - SRS0801-V009-080914-010-05 REV F
	  	 	12/04/2010	  
	 2086 - SRS0801-V009-080914-011 REV 0
	  	 	12/04/2010	  
	 2087 - SRS0801-V009-080914-020-01 REV E
	  	 	12/04/2010	  
	 2088 - SRS0801-V009-080914-020-02 REV E
	  	 	12/04/2010	  
	 2089 - SRS0801-V009-080914-020-03 REV E
	  	 	12/04/2010	  
	 2090 - SRS0801-V009-080914-020-04 REV E
	  	 	12/04/2010	  
	 2091 - SRS0801-V009-080914-020-05 REV F
	  	 	12/04/2010	  
	 2092 - SRS0801-V009-080914-021 REV 0
	  	 	12/04/2010	  
	 010 - Vibrating Screens
	  			
	 2093 - SR4671-1
	  	 	12/04/2010	  
	 2094 - SR52A7-1
	  	 	12/04/2010	  
	 2095 - SRS080-2
	  	 	12/04/2010	  
	 2096 - SRS080-3
	  	 	12/04/2010	  
	 2097 - SRS080-4
	  	 	12/04/2010	  
	 2098 - SRS0801-V010-KEE-6-4B
	  	 	12/04/2010	  
	 011 - Cyclones
	  			
	 2099 - SR22A2-1
	  	 	12/04/2010	  
	 2100 - SR3209-1
	  	 	12/04/2010	  
	 2101 - SR71D4-1
	  	 	12/04/2010	  
	 2102 - SR8E38-1
	  	 	12/04/2010	  
	 2103 - SRA5A7-1
	  	 	12/04/2010	  
	 2104 - SRA9AD-1
	  	 	12/04/2010	  
	 2105 - SRF36E-1
	  	 	12/04/2010	  
	 2106 - SRS0801-V011-CD1-2639 BOTTOM FEED D2-60 2 INCLINED HA600-15-1 120 OD SPIGOT REV 2
	  	 	12/04/2010	  
	 2107 - SRS0801-V011-CY1P2200
	  	 	12/04/2010	  
	 2108 - SRS0801-V011-CY1P2201
	  	 	12/04/2010	  
	 2109 - SRS0801-V011-CY2P1779
	  	 	12/04/2010	  
	 2110 - SRS0801-V011-CY2P1786
	  	 	12/04/2010	  
	 2111 - SRS0801-V011-CY3P3501
	  	 	12/04/2010	  
	 2112 - SRS0801-V011-CY3P3514
	  	 	12/04/2010	  
	 2113 - SRS0801-V011-FL-FMAX800200-LH FASTENER LIST FMAX800200 LEFT HAND REV 1
	  	 	12/04/2010	  







Table of Contents



					
	 2114 - SRS0801-V011-FMAX800200-RH FASTENER LIST FMAX800200 RIGHT HAND REV 1
	  	 	12/04/2010	  
	 2115 - SRS0801-V011-MAX800200-LH GEN ARRANGEMENT MAX 800-20-0 LEFT HAND REV 2
	  	 	12/04/2010	  
	 2116 - SRS0801-V011-PL-PMAX800200-LH PARTS LIST PMAX800200 LEFT HAND REV 2
	  	 	12/04/2010	  
	 2117 - SRS0801-V011-PMAX800200-RH PARTS LIST PMAX800200 RIGHT HAND REV 1
	  	 	12/04/2010	  
	 012 - Magnetic Separator
	  			
	 2118 - SRS080-1
	  	 	12/04/2010	  
	 2119 - SRS080-2
	  	 	12/04/2010	  
	 013 - Coarse Coal Centrifuge
	  			
	 2120 - SRS080-1
	  	 	12/04/2010	  
	 2121 - SRS0801-V013-Centrifuge Control Philosophy & Block Diagrams Model
	  	 	12/04/2010	  
	 2122 - SRS0801-V013-Centrifuge Control Philosophy & Block Diagrams Model-1
	  	 	12/04/2010	  
	 014 - Fine Coal Centrifuge
	  			
	 2123 - SRS0801-V014-1-2740-GENERAL ARRANGEMENT H1000 CENTRIFUGE REV 1
	  	 	12/04/2010	  
	 2124 - SRS0801-V014-1-2790 GENERAL ARRAGEMENTCENTRIFUGE H1000 REV 4
	  	 	12/04/2010	  
	 2125 - SRS0801-V014-2-3094-WIRING DIAGRAM CENTRIFUGE H1000 REV 2
	  	 	12/04/2010	  
	 2126 - SRS0801-V014-2-3511 -WIRING DIAGRAM FINE COAL CENTRIFUGE H1000 REV 1
	  	 	12/04/2010	  
	 015A - Slurry and Sump Pumps A
	  			
	 2127 - SR1EF0-1
	  	 	12/04/2010	  
	 2128 - SR2AF5-1
	  	 	12/04/2010	  
	 2129 - SR6AC8-1
	  	 	12/04/2010	  
	 2130 - SR9ABE-1
	  	 	12/04/2010	  
	 2131 - SRC4B9-1
	  	 	12/04/2010	  
	 2132 - SRC9B5-1
	  	 	12/04/2010	  
	 2133 - SRDCE0-1
	  	 	12/04/2010	  
	 2134 - SRE4B9-1
	  	 	12/04/2010	  
	 2135 - SRF188-1
	  	 	12/04/2010	  
	 2136 - SRFD4F-1
	  	 	12/04/2010	  
	 2137 - SRS080-2
	  	 	12/04/2010	  
	 2138 - SRS080-3
	  	 	12/04/2010	  
	 2139 - SRS080-4
	  	 	12/04/2010	  
	 2140 - SRS0801-V015A-ELECTRIC MOTOR LIST
	  	 	12/04/2010	  







Table of Contents



					
	 017 - Spiral Bank
	  			
	 2141 - Drawings with Explanation
	  	 	12/04/2010	  
	 2142 - SR9408-1
	  	 	12/04/2010	  
	 2143 - SRDE85-1
	  	 	12/04/2010	  
	 2144 - SRS0801-V017-CY9-0094 BOX EXTRA HEAVY DUTY MAX LOAD 1500 kg REV 5
	  	 	12/04/2010	  
	 2145 - SRS0801-V017-CY9-0095 BOX HEAVY DUTY MAX LOAD 1000 kg REV 5
	  	 	12/04/2010	  
	 2146 - SRS0801-V017-CY9-0096 BOX MEDIUM DUTY MAX LOAD 700 kg REV 5
	  	 	12/04/2010	  
	 2147 - SRS0801-V017-CY9-0097 BOX LIGHT DUTY MAX LOAD 400 kg REV 6
	  	 	12/04/2010	  
	 2148 - SRS0801-V017-SPIRAL DATA SHEET-B
	  	 	12/04/2010	  
	 018 - Thickener
	  			
	 2149 - SRS0801-V018-P0987-T10-0001
	  	 	12/04/2010	  
	 2150 - SRS0801-V018-P0987-T10-0030
	  	 	12/04/2010	  
	 2151 - SRS0801-V018-P0987-T10-0050
	  	 	12/04/2010	  
	 2152 - SRS0801-V018-P0987-T10-0060
	  	 	12/04/2010	  
	 2153 - SRS0801-V018- P0987-T10-0070
	  	 	12/04/2010	  
	 2154 - SRS0801-V018-P0987-T10-0080
	  	 	12/04/2010	  
	 2155 - SRS0801-V018-P0987-T10-0100
	  	 	12/04/2010	  
	 2156 - SRS0801-V018-P0987-T10-0200
	  	 	12/04/2010	  
	 2157 - SRS0801-V018-P0987-T10-0230
	  	 	12/04/2010	  
	 2158 - SRS0801-V018-P0987-T10-0240
	  	 	12/04/2010	  
	 2159 - SRS0801-V018-P0987-T10-0250
	  	 	12/04/2010	  
	 020 - Train Loadout System
	  			
	 2160 - SRS0801-V020-SRL-1898-400
	  	 	12/04/2010	  
	 2161 - SRS0801-V020-SRL-1898-401
	  	 	12/04/2010	  
	 2162 - SRS0801-V020-SRL-1898-402
	  	 	12/04/2010	  
	 2163 - SRS0801-V020-SRL-1898-404
	  	 	12/04/2010	  
	 2164 - SRS0801-V020-SRL-1898-408
	  	 	12/04/2010	  
	 2165 - SRS0801-V020-SRL-1898-410
	  	 	12/04/2010	  
	 2166 - SRS0801-V020-SRL-1898-419
	  	 	12/04/2010	  
	 2167 - SRS0801-V020-SRL-1898-420
	  	 	12/04/2010	  
	 2168 - SRS0801-V020-SRL-1898-421
	  	 	12/04/2010	  
	 2169 - SRS0801-V020-SRL-1898-450
	  	 	12/04/2010	  
	 2170 - SRS0801-V020-SRL-1898-499
	  	 	12/04/2010	  
	 2171 - SRS0801-V020-SRL-1898-500
	  	 	12/04/2010	  
	 2172 - SRS0801-V020-SRL-1898-501
	  	 	12/04/2010	  







Table of Contents



					
	 Piping and Instrument Diagrams (P and IDs)
	  			
	 2173 - SRS0801-PID30-101 CHPP COAL PREPARATION PLANT DESLIMING CIRCUIT P & I REV 3
	  	 	12/04/2010	  
	 2174 - SRS0801-PID30-102 CHPP COAL PREPARATION PLANT COARSE COAL CIRCUIT P & I REV 1
	  	 	12/04/2010	  
	 2175 - SRS0801-PID30-103 CHPP COAL PREPARATION PLANT COARSE COAL CIRCUIT P & I REV 3
	  	 	12/04/2010	  
	 2176 - SRS0801-PID30-104 CHPP COAL PREPARATION PLANT FINE COAL CIRCUIT P & I REV 3
	  	 	12/04/2010	  
	 2177 - SRS0801-PID30-105 CHPP THICKENER AREA TAILINGS AREA P & I DIAGRAM REV 3
	  	 	12/04/2010	  
	 2178 - SRS0801-PID30-106 CHPP RAW AND FIRE WATER RAW AND WATER SERVICE P & I REV 2
	  	 	12/04/2010	  
	 2179 - SRS0801-PID30-108 CHPP THICKENER AREA FLOCCULANT PLANT P & I DIAGRAM REV 0
	  	 	12/04/2010	  
	 2180 - SRS0801-PID40-101 CHPP PRODUCT HANDLIND PRODUCT CONVEYOR P & I DIAGRAM REV 3
	  	 	12/04/2010	  
	 2181 - SRS0801-PID40-130 CHPP REJECTS HANDLING REJECT CONVEYOR P & I DIAGRAM REV 1
	  	 	12/04/2010	  
	 2182 - SRS0801-PID40-131 CHPP REJECTS HANDLING CO- DISPOSAL P & I DIAGRAM REV 3
	  	 	12/04/2010	  
	 Process Flow Diagrams
	  			
	 2183 - SRS0801-PFD20-001 CHPP RAW COAL HANDLING REV 0
	  	 	12/04/2010	  
	 2184 - SRS0801-PFD30-001 CHPP COAL PREPARTION PLANT REV 0
	  	 	12/04/2010	  
	 2185 - SRS0801-PFD30-002 CHPP COAL PREPARATION PLANT REV 0
	  	 	12/04/2010	  
	 2186 - SRS0801-PFD40-001 CHPP PRODUCT AND REJECT HANDLING REV 0
	  	 	12/04/2010	  
	 2187 - SRS0801-PFD40-002 CHPP CO-DISPOSAL REV 0
	  	 	12/04/2010	  
	 2188 - SRS0801-PFD50-001 CHPP TRAIN LOAD OUT FACILITY REV 0
	  	 	12/04/2010	  
	 Superceded
	  			
	 2189 - 07015 002C - Site Plan
	  	 	12/04/2010	  
	 2190 - 07015 004C - Detail Layout Plan (1 of 2)
	  	 	12/04/2010	  
	 2191 - 07015 005C -Detailed layout Plan (2 of 2)
	  	 	12/04/2010	  
	 2192 - 07015 039C - Principal Office & Carpark
	  	 	12/04/2010	  
	 2193 - 07015 040C - ROM
	  	 	12/04/2010	  
	 2194 - 07015 041C - CHPP
	  	 	12/04/2010	  
	 2195 - 07015 042C - Bypass
	  	 	12/04/2010	  
	 2196 - 07015 043C - Rail Loadout
	  	 	12/04/2010	  
	 2197 - 07015 049C - Dirty Water Dam No.2
	  	 	12/04/2010	  
	 2198 - 07015 051C - Rejects Dam No.1
	  	 	12/04/2010	  
	 2199 -07015 053C - Services (1 of 2)
	  	 	12/04/2010	  
	 2200 - 07015 054C - Services (2 of 2)
	  	 	12/04/2010	  







Table of Contents



					
	 2201 - 07015 055C - Sewerage (1 of 2)
	  	 	12/04/2010	  
	 2202 - 07015 056C - Sewerage (2 of 2)
	  	 	12/04/2010	  
	 2203 - 07015 057C - Water Layout Plan
	  	 	12/04/2010	  
	 2204 - 07015 058C - Raw Water Detail (1of 2)
	  	 	12/04/2010	  
	 2205 - 07015 059C - Raw Water Detail (2 of 2)
	  	 	12/04/2010	  
	 2206 - Glen Eden Cameby Pipeline Schematic Aerial Approx With Cross
	  	 	12/04/2010	  
	 06.02.10. Appendix J. CHPP Lists
	  			
	 2214 - srs0801-sch-mch00-001-2 equip list rev2
	  	 	12/04/2010	  
	 Electrical Equipment List
	  			
	 2207 - srs0801-das-elc00-210-2 Local Control Stations & Marshalling Boxes
	  	 	12/04/2010	  
	 2208 - SRS0801-SCH-ELC00-002-A Electrical Equipment List
	  	 	12/04/2010	  
	 2209 - SRS0801-SCH-ELC00-005-A Lighting Model Details
	  	 	12/04/2010	  
	 2210 - SRS0801-SCH-ELC00-006-A Lighting Quantities List
	  	 	12/04/2010	  
	 Instrument List
	  			
	 2211 -srs0801-SCH-ELC00-004-A Instrument List
	  	 	12/04/2010	  
	 Mechanical Equipment List
	  			
	 2212 - srs0801-sch-mch00-001-2 equip list rev 2
	  	 	12/04/2010	  
	 Pipeline List
	  			
	 2213 - SRS0801-SCH-PIP00-001-2 Line List rev 2
	  	 	12/04/2010	  
	 Superceded
	  			
	 2215 - srs0801-sch-mch00-001-2 equip list rev2
	  	 	12/04/2010	  
	 06.02.11. Appendix K. CHPP Specifications
	  			
	 CHPP Functional Specification
	  			
	 2216 - srs0801-spc-elc00-100-1 Plant Control System Functional Specification
	  	 	12/04/2010	  
	 Painting Specification
	  			
	 2217 - srs0801-spc-str00-001-4 Surface Protection
	  	 	12/04/2010	  
	 Pipe Specification
	  			
	 2218 - srs0801-spc-pip00-001-2
	  	 	12/04/2010	  
	 Principals Project Requirements
	  			
	 2219 - Appendix 1 - Site Layout
	  	 	12/04/2010	  
	 2220 - Appendix 10 - Concrete & Structural Steel Design Critera
	  	 	12/04/2010	  
	 2221 - Appendix 11 - Mechanical Design Criteria
	  	 	12/04/2010	  
	 2222 - Appendix 12 - Piping Design Criteria
	  	 	12/04/2010	  
	 2223 - Appendix 13 - E&l Design Criteria
	  	 	12/04/2010	  







Table of Contents



					
	 2224 - Appendix 14 Environmental Authority
	  	 	12/04/2010	  
	 2225 - Appendix 2 Cameby Process Flowsheet Selection R5 200507
	  	 	12/04/2010	  
	 2226 - Appendix 3 Water Quality & Surface Protection
	  	 	12/04/2010	  
	 2227 -Appendix 4 Bulk Solids Characterisation
	  	 	12/04/2010	  
	 2228 - Appendix 5 Slurry Rheology Testwork & Pumping Criteria
	  	 	12/04/2010	  
	 2229 - Appendix 6 - Floculation Testwork
	  	 	12/04/2010	  
	 2230 - Appendix 7 - Thickening Testwork
	  	 	12/04/2010	  
	 2231 - Appendix 8 - Geotechnical Investigation minus App A & C
	  	 	12/04/2010	  
	 2232 - Appendix 8 - Geotechnical Investigation
	  	 	12/04/2010	  
	 2233 - Appendix 9 - Civil Design Criteria
	  	 	12/04/2010	  
	 2234 - srs0801-spc-gen00-001 Cameby PPR V2 - RC 081218
	  	 	12/04/2010	  
	 Wear Resistant Lining Specification
	  			
	 2235 - srs0801-spc-mch00-002-0 Wear Resistant Linings
	  	 	12/04/2010	  
	02. Mining Contractor Insurance	  			
	 2459 - Macmahon Insurance Policy Certificates
	  	 	22/02/2011	  
	03. Safety	  			
	 2499 - ADM 10 02 03_002 N Roberts 2010 10 21 (2)
	  	 	28/02/2011	  
	 2500 - Org chart
	  	 	28/02/2011	  
	 2501 - Advisory Council Competencies 11 October 2010
	  	 	28/02/2011	  
	 2506 - 10.03.31 Directive 35111 - Review of Drug & Alcohol Policy- Change Management
	  	 	03/03/2011	  
	 2507 - 10.05.07 Directive - Guarding of Drill Rotation
	  	 	03/03/2011	  
	 2508 - 10.05.31 Substandard Systems, Conditions and Practices Identified & Directives Issued - Signed
	  	 	03/03/2011	  
	 2509 - 10.06.07 Response - Guarding of Drill Rotation - Substandard Condition or Practice
	  	 	03/03/2011	  
	 2510 - Macmahon MRE
	  	 	03/03/2011	  
	 2511 - Response to MRE 35111
	  	 	03/03/2011	  
	 2512 - Access Procedures Rev 2
	  	 	04/03/2011	  
	 2513 - Attachment A - Visio-Cameby Downs-Org Chart-01.06.2010
	  	 	04/03/2011	  
	 2514 - Attachment B - 10572-C01-A
	  	 	04/03/2011	  
	 2515 - Attachment B - 10572-C02-A
	  	 	04/03/2011	  
	 2516 - Attachment B - 10572-C03-A
	  	 	04/03/2011	  
	 2517 - Attachment B - 10572-C04-A
	  	 	04/03/2011	  
	 2518 - Attachment B - Cameby Site Facility Program
	  	 	04/03/2011	  
	 2519 - Attachment B - Master Layout Version 3
	  	 	04/03/2011	  
	 2520 - Attachment C - C&G PHASE 1
	  	 	04/03/2011	  







Table of Contents



					
	 2521 - Attachment C - ORICA - 41230_0
	  	 	04/03/2011	  
	 2522 - Attachment C - ORICA - Specification - Procurement - Fencing and Gates Rev1
	  	 	04/03/2011	  
	 2523 - Attachment C - ORICA -40763_0
	  	 	04/03/2011	  
	 2524 - Attachment C - Topo V3
	  	 	04/03/2011	  
	 2525 - Attachment C - Waste Dump Review V1
	  	 	04/03/2011	  
	 2526 - Attachment D - CD Roster 2010.06.10 (minimised)
	  	 	04/03/2011	  
	Black team question and answer documents and reports	  			
	 Q&A Report as at 1 March 2011
	  	 	01/03/2011	  
	 Q&A Report as at 18 February 2011
	  	 	18/02/2011	  
	 Q&A Report as at 21 February 2011
	  	 	21/02/2011	  
	 Q&A Report as at 22 February 2011
	  	 	22/02/2011	  
	 O&A Report as at 23 February 2011
	  	 	23/02/2011	  
	 Q&A Report as at 24 February 2011
	  	 	24/02/2011	  
	 Q&A Report as at 25 February 2011
	  	 	25/02/2011	  
	 Q&A Report as at 28 February 2011
	  	 	28/02/2011	  
	 Q&A Report as at 4 March 2011
	  	 	04/03/2011	  
	 Q&A Report as at 9 March 2011
	  	 	09/03/2011	  







Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-001	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	11/02/2011
17:04	 	The data room does not contain a copy of the design and/or construction contract(s) for the CHPP and associated mine infrastructure. Please confirm the status of these items and
whether (and when) the agreement(s) will be made available in the data room?	 	 With regard to design documents, the mining contract includes a number of appendices with design drawings and specifications, which can
be found in the data room under section 06.02. Specifically the following folders should be helpful:
  
 06.02.05. Appendix E. Mine Layout (PDF)
 06.02.09. Appendix I. CHPP Infrastructure
Drawings
 06.02.10. Appendix J. CHPP Lists
 06.02.11. Appendix K. CHPP Specifications
  
 With regard to a construction contract, Syntech itself acted as lead contractor for the project, so there is no design and construct contract. The facility Is finished and is currently operating. Any
other remaining work is intended to be completed by Jun-11 before closing.
	 	18/02/2011
9:20
								
	BLACK-002	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:37	 	The Syntech Holdings P/L shareholders agreement (SHA)(data room reference 0011) was amended by a Deed of Variation (data room ref 2269). Please confirm whether there have been any
other amendments to the SHA? If so, please provide a copy of any deed of amendment/variation or other document evidencing the amendment or variation.	 	Yes, the Deed of Variation dated 18-Mar-2010 is the only amendment to the SHA.	 	18/02/2011
9:22
								
	BLACK-003	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:38	 	Please confirm that no other securities have been issued in Syntech Resources P/L other than 10079363 fully paid ordinary shares. If this is not the case please provide a copy of
the relevant compay register or other document including any certificate evidencing the issue of the securities.	 	Yes, no other shares have been issued.	 	18/02/2011
9:30
								
	BLACK-004	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:38	 	Please confirm that no other securities have been issued in Mountfield Properties other than 100 fully paid ordinary shares. If this is not the case please provide a copy of the
relevant compay register or other document including any certificate evidencing the issue of the securities.	 	Yes, no other shares have been Issued.	 	18/02/2011
9:31
								
	BLACK-005	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:39	 	Please confirm that no other securities have been issued in AMH Chincilla Coal P/L other than 1 fully paid ordinary share. If this is not the case please provide a copy of the
relevant company register or other document including any certificate evidencing the issue of the securities.	 	Yes, no other shares have been issued.	 	18/02/2011
9:33
								
	BLACK-006	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:40	 	Please confirm that the proposed restructuring of Syntech Holdings P/L and Syntech Holdings II P/L discussed in the tax advice (data room reference 2272) did not take
place.	 	Yes, the proposed restructuring of Syntech Holdings P/L and Syntech Holdings II P/L has not yet taken place.	 	18/02/2011
9:36
								
	BLACK-007	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:41	 	Please provide a copy of the Register of Noteholders of Syntech Holdings P/L as required by clause 6 of the Convertible Participating Note Subscription Agreement (data room
reference 0005).	 	GS is the only noteholder.	 	21/02/2011
17:26
								
	BLACK-008	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:42	 	Please provide a copy of the Convertible Note Certificate for GS Power Holdings issued under the Convertible Participating Note Subscription Agreement for Syntech
Holdings P/L (data room reference 0005).	 	This document has been uploaded to the data room in folder Document Home >> 02. Syntech Holdings >> 05. Financial >> 5.03 Loan Agreements entitled: 2448 - SHI
Convertible Participating Note Certificate.	 	21/02/2011
10:01
								
	BLACK-009	 	Low	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:43	 	Please provide a copy of the change of name certificate for AMH Chincilla Coal P/L. It’s previous name was AMH Chincilla P/L.	 	Please clarify which documents have referenced AMH Chinchilla P/L.	 	18/02/2011
9:36
								
	BLACK-010	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:44	 	Please confirm whether the shareholders agreement for Syntech Holdings II dated 29 June 2007 (data room reference 0010) has been amended or varied. If so, please provide a copy of
any deed of amendment/variation or other document evidencing the amendment or variation.	 	This agreement was amended via a Deed of Variation dated 18-Mar-2010. This document has been uploaded to the data room in folder Document Home >> 03. Syntech Holdings II
>> 01. Corporate >> 1.04 - Shareholders Agreement entitled: 2439 - SHII Amendment to Shareholders Agreement - 18-Mar-10 -Executed	 	18/02/2011
10:43
								
	BLACK-011	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:44	 	Please confirm whether each of the Purchaser’s Post Completion Obligations set out in Schedule 6 of the Share Sale Agreement (data room reference 0017) has been fulfilled, if
not, please list the obligations that remain outstanding.	 	Yes, conditions have been fulfilled.	 	18/02/2011
9:37


  

					
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	  	10722640v1	  	Page 1








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-012	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:45	 	Please confirm whether each of the Purchase’s Post Completion Obligations set out in clause 6 of the Sale and Purchase Agreement (data room reference 0103) has been fulfilled,
if not, please list the obligations that remain outstanding.	 	Yes, conditions have been fulfilled.	 	18/02/2011
9:38
								
	BLACK-013	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:45	 	Please provide a copy of the Register of Noteholders of Syntech Holdings II P/L required to be maintained under clause 6 of the Convertible Participating Note Subscription Agreement
(data room reference 0109).	 	GS is the only noteholder.	 	21/02/2011
17:27
								
	BLACK-014	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
10:46	 	Please provide a copy of the Convertible Note certificate for GS Power Holdings issued under the Convertible Participating Note Subscription Agreement for Syntech Holdings II P/L
(data room reference 0109).	 	This document has been uploaded to the data room in folder Document Home >> 03. Syntech Holdings II >> 04. Financial >> 4.03 Loan Agreements entitled: 2449 - SHII
Convertible Participating Note Certificate.	 	21/02/2011
10:02
								
	BLACK-015	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:16	 	Please advise when the Connection Date under the Customer Connection Agreement occurred and provide all relevant documents. [Document number 2315]	 	All construction and commissioning work was completed in July 2010, and the site was energised in August 2010.	 	21/02/2011
17:28
								
	BLACK-016	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:17	 	Please provide the indicative Annual Network Charge at 2010/2011 rates (see Schedule 1, Item 14). [Document number 2315]	 	 Since entering into the Connection Agreement with Ergon we elected to commence operations on a franchise tariff (Tariff 43), whereby our
shared network charges are included in the franchise tariff rate.
 Our consultants have estimated that for a full year’s operation at
2010/11 rates our electricity charge would be A$1,891,517.
	 	25/02/2011
17:42
								
	BLACK-017	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:20	 	Please provide a copy of any electricity supply contract entered into for the supply of electricity to the Cameby Downs Mine. [Document number 2315]	 	Ergon is the sole energy supplier	 	18/02/2011
9:38
								
	BLACK-018	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:21	 	Please provide details of any request Ergon has made to Syntech Resources pursuant to clause 18.6 of the Connection Agreement to provide a new or substitute Security (including
copies of any new or substitute Security provided to Ergon Energy and the Security Amount). [Document number 2315]	 	Please refer to 2344 - CBA Guarantee Ergon retail $300k in 02._Syntech_Holdings\05._Financial\5.01_Banking\ which states the A$300,000 that has been put up as guarantee. No other
request made.	 	18/02/2011
9:39
								
	BLACK-019	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:22	 	Please provide a copy of the registered Form 9 Easements referred to in the Water Pipeline Agreement between Syntech Resources and each of Boyle and Boyle, Curtis and Curtis and
Rowbotham and Rowbotham. [Document reference: 1754, 1755, 1756, 1757, 1758, 1759]	 	 The easements have been uploaded to the data room in folder Document Home >> 02. Syntech Holdings >> 14. Water and Power
entitled:
 * 2435 - Form 9 Easement - Boyle * 2436 - Form 9 Easement - Curtis * 2437 - Form 9 Easement - Rowbotham
	 	18/02/2011
10:26
								
	BLACK-020	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:23	 	Please confirm the date of the Water Pipeline Agreements and/or the date of execution of the Water Pipeline Agreements between Syntech Resources and each of Boyle & Boyle,
Curtis & Curtis and Rowbotham & Rowbotham. [Document references 1754, 1756 and 1758]	 	Boyle - 16/6/2009. Curtis - 16/6/2009. Rowbotham - 16/6/2009.	 	18/02/2011
9:35
								
	BLACK-021	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:24	 	Please provide a copy of Schedule 2 of each Water Pipeline Agreement. [Document references: 1754, 1756, 1758)	 	Schedule 2 refers to the easements which were provided in response to BLACK-019.	 	18/02/2011
9:36
								
	BLACK-022	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:25	 	What volume of water is expected to be produced from the Dedicated Water Production Area per day over the term of the Water Supply Agreement? (See clause 18) [Document reference
0992]	 	Details are confidential to QGC and will not be disclosed by QGC.	 	18/02/2011
9:36
								
	BLACK-023	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:26	 	Please provide the details of any Firm Municipal Water Supply Agreements that exist with QGC in relation to ATP610, ATP632 and ATP620 and any other agreements to sell or supply
water affecting Syntech’s priority which Syntech may have consented to under clause 11. [Document reference 0992]	 	Details are confidential to QGC and will not be disclosed by QGC.	 	18/02/2011
9:36
								
	BLACK-024	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:27	 	Please confirm that clause 1.1 of the Deed of Amendment is intended to refer to the Water Supply Agreement dated 28 March 2008 between QGC and Syntech and/or provide a copy of the
Water Supply Agreement dated 29 March 2008. [Document reference 1777]	 	Clause 1.1 of the Deed of Amendment is intended to refer to the Water Supply Agreement dated 26 March 2008.	 	18/02/2011
9:36
								
	BLACK-025	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:27	 	Please provide the date that the pump was installed by Syntech Resources at the Delivery Point, commissioned and operational (see clause item 2). [Document reference
2373]	 	Pump installation and commissioning completed and pumping of water commenced on 4-Nov-10.	 	18/02/2011
9:37


  

					
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	  	10722640v1	  	Page 2








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-026	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:29	 	Has the Interim Term referred to in item 3 of the Agreement between QGC and Syntech Resources dated 27 January 2010 been extended and if so, please provide the expiry date of the
Interim Term. [Document reference 2373]	 	Interim Term has been extended until 28-Feb-2010.	 	18/02/2011
9:37
								
	BLACK-027	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	I5/02/2011
12:30	 	Please provide a copy of the written confirmation that Syntech Resources provided to the Department of Environment and Resource Management pursuant to condition A16(f) of the
Beneficial Reuse Approval (see clause 10). [Document reference: 2373]	 	This document has been uploaded to the data room in folder Document Home >> 02. Syntech Holdings >> 14. Water and Power entitled: 2438 - Letter -Beneficial Reuse Permit
- Condition 16.	 	18/02/2011
10:28
								
	BLACK-028	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:30	 	Please confirm whether the Water Supply Agreement has commenced? (See definition of “Commencement Date”) [Document reference: 2268]	 	Davles Water Supply Agreement has commenced on 3-Sep-2010,	 	18/02/2011
9:37
								
	BLACK-029	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:31	 	Please provide an update on the progress of the construction of the Water Pipeline from the Supplier’s property to the Cameby Downs Mine. (Document reference: 2268]	 	Construction has not commenced.	 	18/02/2011
9:38
								
	BLACK-030	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:32	 	Please confirm whether the Supplier is a registered Water Supplier, as per clause 3(a). [Document reference: 2268]	 	Carmel Davies has been registered as a Water Service Provider and this was confirmed by Syntech prior to signing the Davies Water Agreement.	 	18/02/2011
9:38
								
	BLACK-031	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	15/02/2011
12:32	 	Please provide a list of the Water Approvals held or required to be held by each of Syntech and the Supplier pursuant to clause 3(b) and confirm whether such approvals have been
obtained. [Document reference: 2268]	 	Development Application for the construction of the pipe line has been lodged with the Western Downs Regional Council.	 	18/02/2011
9:38
								
	BLACK-032	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
9:31	 	Please confirm whether the Call Option or Put Option in clause 8 of the Joint Venture Agreement (data room reference 0097} has been excersied. If the Call Option or Put Option has
been exercised please confirm whether an election in relation to the Payment Method was made in accordance with clause 6.4 of the Joint Venture Agreement and what that election was. Please provide documentary evidence of any payments made to the
Original Developers in relation to the exercise of the Call Option or the Put Option.	 	Neither the Call Option nor the Put Option have been exercised.	 	18/02/2011
9:38
								
	BLACK-033	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
9:32	 	Please confirm whether the Joint Venture in the Joint Venture Agreement (data room reference 0097) has been terminated and If so under which provision of the Joint Venture
Agreement.	 	The Joint Venture Agreement has not been terminated; AMH’s Interest In the JV Agreement was assigned to AMH Chinchilla which is a subsidiary of Syntech Holdings II
P/L.	 	18/02/2011
9:39
								
	BLACK-034	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
9:33	 	Please confirm whether AMH or AMH subsidiary made any buy out of the Royalty under clause 12 of the Joint Venture Agreement (data room reference 0097} and If so please provide
documentary evidence of the payment(s).	 	No such buy out has occurred.	 	18/02/2011
9:39
								
	BLACK-035	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
9:34	 	Please confirm if AMH or AMH Subsidiary have or are currently making any Royalty payments to the Original Developers under the Joint Venture Agreement (data room reference 0097). If
so please provide documentary evidence of the amount paid to date and the amount to be paid in the future (other than the Joint Venture Agreement itself).	 	No Royalty payments have been or are currently being made to the Original Developers, as no production has been sourced from this area.	 	18/02/2011
9:39
								
	BLACK-036	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:15	 	Please provide a copy of the annual returns for each of the environmental authorities identified in the data room (ie. EA No M5433, EA MIN 100568007 for ML 50233, EA MIN 500217003
for EPC 873, EA M4594 for EPC 562, EA M4506 for MDL 247 and EA M4505 for MDL 246) for the last three years. [Document references: 2253, 1513, 0887, 0902, 0935, 0918]	 	There are no separate returns for the environmental authority, All returns are in the dataroom.	 	21/02/2011
17:29
								
	BLACK-037	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:16	 	Please provide a copy of any external audit reports dealing with compliance with EA conditions or Environmental Management Plan conditions for the last three years.	 	Pls refer to document 2374 - Cameby Audit Report 20 August 2010 in 02._Syntech_Holdings\08._Mining_Lease\.	 	I8/02/2011
9:39
								
	BLACK-038	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:16	 	Please provide a copy of any correspondence with regulators (EPA/DERM) in relation to environmental compliance/EA issues over the last three years.	 	No major environmental issues have been reported. Any environmental related updates will be mentioned in the monthly reports.	 	18/02/2011
9:40
								
	BLACK-039	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:17	 	Please provide a copy of any notices received from the regulator (EPA/DERM) for the last three years in the nature of, environmental protection orders, notices to conduct
environmental investigations or evaluations.	 	No major environmental issues have been reported. Any environmental related updates will be mentioned in the monthly reports.	 	18/02/2011
9:40
								
	BLACK-040	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:17	 	Please provide a copy of any documents relating to internal and external reporting of environmental incidents or non-compliance with EA or EM Plan conditions and requirements for
the last three years.	 	No major environmental issues have been reported. Any environmental related updates will be mentioned in the monthly reports.	 	18/02/2011
9:40


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-041	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:18	 	Are any of the coal assets currently affected by floodwaters (e.g., is there a need to dispose of excess water from any site)?	 	No coal assets ware affected. All excess water has been disposed on site.	 	18/02/2011
9:40
								
	BLACK-042	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:20	 	Is the vendor aware of any environmental incidents that have or should have been reported over the last three years?	 	No environmental issues have been reported other than those disclosed in the monthly reports.	 	18/02/2011
9:41
								
	BLACK-043	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:21	 	What is the current level of Financial Assurance provided for each of the EA’s?	 	All other financial assurance is listed in the monthly reports.	 	18/02/2011
9:41
								
	BLACK-044	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:21	 	Have regulators (DERM/EPA) have visited the site(s) over the last two years?	 	Yes.	 	18/02/2011
9:41
								
	BLACK-045	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:22	 	If regulators (DERM/EPA) have visited the site(s) over the last two years, please describe the purpose of the visit.	 	Yes, routine inspections have been conducted.	 	18/02/2011
9:41
								
	BLACK-046	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:22	 	If regulators (DERM/EPA) have visited the site(s) over the last two years, please describe the the outcome of the visit.	 	 Representatives of the Department of Environment and Resource Management (DERM) have visited site on 4 occasions:

 
 1) Sarah Horton (Project Manager for central region) visited in late August 2010 for
the purpose of becoming familiar with the site layout.
  
 2) Sarah also
visited in early October 2010, primarily to catch up on changes to site layout and to visit local residents’ properties to assist her in determining what action may need to be taken (If any) to mitigate ongoing noise issues for some of
those complainants).
  
 An outcome of this visit was agreement between
DERM/Syntech/Macmahon to conduct noise monitoring of residents properties in the area to gain the data necessary to identify issues and resolve the complaints. Please see “2502 - Letter from DERM re noise complaints” under folder
06._Mine_Operations\. This monitoring was undertaken by Ask, independent noise consultants.
	 	1/03/2011
17:21
								
		 		 		 		 		 		 	 3) Sarah again visited the site in December 2010, primarily to further discussions with Syntech/Macmahon on resolving issues surrounding
noise complaints.
  
 The Ask noise report, whilst showing that the noise
levels from the mine are within statutory limits for most properties from which complaints have been received, there are two properties that are being affected by noise levels in excess of statutory limits. Further requirements for noise mitigation
at the mine site were discussed, as well as potential for mitigation at the land owners property (e.g compensation for the installation of double glazing). We await final comment from DERM as to what is recommended to resolve the outstanding noise
complaints.
  
 4) Ryan Wagner has now replaced Sarah Horton as Project
Manager for central region. Ryan has been to site once in 2011, after the flooding in January, to check up what actions were taken to manage water on site. Ryan is now also in charge of the noise negotiations that will eventually take place between
DERM and some local residents.
	 	
								
	BLACK-047	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:23	 	If regulators (DERM/EPA) have visited the site(s) over the last two years, please provide any written record from the regulator (DERM) relating to the visit.	 	Please refer to BLACK-046.	 	1/03/2011
17:22
								
	BLACK-048	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:23	 	If regulators (DERM/EPA) have visited the site(s) over the last two years, please describe any corrective action taken by the vendor as a result of any such visit.	 	Please refer to BLACK-046.	 	1/03/2011
17:22
								
	BLACK-049	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:24	 	Do vendors or associated companies have any Transitional Environmental Programmes under the Environmental Protection Act 2004 in place for any of the assets or matter related to
them.	 	No.	 	18/02/2011
9:42
								
	BLACK-050	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:24	 	Has the vendor or associated companies entered into any agreements with Native Title Groups (such as Indigenous Land Use Agreements) in relation to mining activities or other
“future acts”.	 	There are no Indigenous Land Use Agreements. All Cultural Management plans are disclosed in dataroom in 02._Syntech_Holdings\12._Cultural_Heritage\.	 	18/02/2011
9:42
								
	BLACK-051	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
12:35	 	Is the vendor or associated companies currently engaged in any negotiations with Traditional Owners in relation to Aboriginal Cultural Heritage matters or Native Title matters
including, in particular, in relation to the 12 MLAs involved in the Cameby Downs Expansion Project? If so, please provide details.	 	Yes, a cultural management heritage plan has been signed with the Western Wakka Wakka and is disclosed in dataroom in 02._Syntech_Holdings\12._CulturaLHeritage\. Another agreement
with the Barunggam people is still under negotiation.	 	18/02/2011
9:42


  

					
	 13 May 2011
	  	10722640v1	  	Page 4








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	  	Priority	  	Question
Status	  	Organisation
Asked By	  	Date
Question
Submitted	  	 Question
	  	 Answer
	  	Answer
Date
	BLACK-052	  	Medium	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
12:37	  	Is there an expected lodgement date for the Cameby Downs Expansion EIS? If so, please provide details.	  	No, this is still work in progress.	  	18/02/2011
9:42
								
	BLACK-053	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:06	  	Please confirm that the Convertible Notes referred to in the second paragraph of the ‘Finance’ section of the board minutes of Syntech Holdings P/L (data room
reference 0204) are the Convertible Notes issued under the Syntech Holdings P/L Convertible Participating Note Subscription Agreement dated 22 March 2007 (data room reference 0005)	  	The Convertible notes refer to both (i) Convertible Notes issued under the Syntech Holdings P/L Convertible Participating Note Subscription Agreement dated 22 March 2007 (data room
reference 0005) and (ii) Convertible Notes issued under the Syntech Holdings II P/L Convertible Participating Note Subscription Agreement (data room reference 0109).	  	18/02/2011
9:43
								
	BLACK-054	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:06	  	Please provide a copy of the Syntech Executive Share Option Plan Rules referred to in the ‘Matters Arising from the Minutes’ section of the board minutes of Syntech
Holdings P/L (data room reference 0204)	  	Not disclosing employee arrangements at this stage.	  	18/02/2011
9:43
								
	BLACK-055	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:08	  	Please provide a copy of the Syntech Executive Share Option Plan referred to in the ‘Matters Arising from the Minutes’ section of the board minutes of Syntech Holdings P/L
(data room reference 0214)	  	Not disclosing employee arrangements at this stage.	  	18/02/2011
9:43
								
	BLACK-056	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:09	  	Page 2 and 3 of the board minutes of Syntech Holdings P/L (data room reference 0214) are redacted. Please confirm the basis on which the redaction is made and a summary of the
issues that the redacted material relates to.	  	Redacted items were related to preparation for a sale process.	  	18/02/2011
9:43
								
	BLACK-057	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:10	  	Page 1, 2 and 3 of the board minutes of Syntech Holdings P/L (data room reference 0999) are redacted. Please confirm the basis on which the redaction is made and a summary of the
issues that the redacted material relates to.	  	Redacted items were related to preparation for a sale process.	  	18/02/2011
9:44
								
	BLACK-058	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:10	  	Page 1 of the board minutes of Syntech Holdings P/L (data room reference 1417) is redacted, can you please provide an overview of those matters discussed and provide a summary of
the issues they relate to.	  	Redacted items were related to preparation for a sale process.	  	18/02/2011
9:44
								
	BLACK-059	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:10	  	Page 2 and 3 of the board minutes of Syntech Holdings P/L (data room reference 1418) are redacted, can you please provide an overview of those matters discussed and provide a
summary of the issues they relate to.	  	Redacted items were related to preparation for a sale process.	  	18/02/2011
9:44
								
	BLACK-060	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:11	  	The board minutes of Syntech Holdings P/L (data room reference 1430) states that following discussions of the Option Plan for management, alternative arrangements to provide for
equivalent benefits have been incorporated within revised employment agreements. Please advise what these alternative arrangements are and provide a copy of the employment agreements which contain this alternative arrangement.	  	Not disclosing employee arrangements at this stage.	  	18/02/2011
9:44
								
	BLACK-061	  	Low	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:11	  	The document referred to in data room reference 1615 is exactly the same as the document with data room reference 1557- please confirm that they are supposed to be the same
document	  	Yes, data room reference 1557 and data room reference 1615 are the same documents. Data room reference 1615 will be removed.	  	18/02/2011
9:45
								
	BLACK-062	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:11	  	Please provide a copy of the Group Long Term Incentive Plan referred to in the board minutes of Syntech Holdings P/L (data room reference 2364). Please confirm who (if any) has been
issued with any securities under the plan and documentary evidence of the same.	  	Not disclosing employee arrangements at this stage.	  	18/02/2011
9:45
								
	BLACK-063	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:11	  	The board minutes of Syntech Holdings II P/L (2371) state that a Deed of Variation of the Syntech Holdings II Shareholders was executed. Please provide a copy of that Deed of
Variation.	  	Please see answer to BLACK -010.	  	18/02/2011
9:50
								
	BLACK-064	  	High	  	Answered	  	Corrs
Chambers
Westgarth	  	16/02/2011
16:12	  	The document with data room reference (2387) is an agenda for the board meeting of Syntech Holdings P/L to be held on 3 February 2011, please provide a copy of the minutes of that
board meeting	  	Minutes will be approved at the next board meeting and uploaded to the dataroom in due course.	  	18/02/2011
9:45


  

					
	 13 May 2011
	  	10722640v1	  	Page 5








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-065	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
16:48	 	Under the ‘Status of Development’ section of the board minutes or Syntech Holdings P/L dated 2 August 2007 (data room reference 0197), it states that there had been one
safety incident concerning an outburst from a pressurised drill hole striking the site geologist. Please confirm whether any claims (including but not limited to worker’s compensation claims) were made against Syntech Holdings P/L in relation
to this incident. If any claims were made, please confirm whether those claims have been settled and if if not please list any outstanding claims, liabilities or obligations that Syntech Holdings P/L has in relation to the Incident.	 	No claims have been lodged.	 	18/02/2011
9:46
								
	BLACK-066	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
20:51	 	Please provide a copy of the Coal Sale Agreement entered into with Ho-Ping and advise of the status of negotiations with other customers (see page 5). [Document reference:
2403]	 	Please refer to BLACK-245.	 	25/02/2011
16:02
								
	BLACK-067	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
20:52	 	Please provide an update in relation to the negotiations between Syntech and the “local farmer” in relation to the water pipeline, including a copy of the agreement
reached with the local farmer (see page 8). [Document reference: 2403]	 	Please refer to 2268 - Davies Water Agreement in 02._Syntech_Holdings\14,_Water_and_Power\.	 	18/02/2011
9:47
								
	BLACK-068	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
20:53	 	Please provide an update on the negotiation of Co-Development Agreements with each of APLNG and ACBM (see page 12). [Document reference: 2403]	 	Updates are disclosed in the monthly reports. There are no signers to date.	 	18/02/2011
9:49
								
	BLACK-069	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
20:54	 	Please provide a copy of the request submitted to Powerlink for a “Connection Agreement” Including any response received from Powerlink (see page 11). [Document reference:
2362]	 	Requests are covered in the monthly reports on an ongoing basis and are disclosed on the Powerlink website.	 	18/02/2011
9:49
								
	BLACK-070	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	16/02/2011
20:55	 	Please provide a copy of the agreement with the Australian Defence Force and their representatives (see page 22). [Document reference: 2246]	 	Please refer to 2331 - Deed of Access Defence and Syntech in 02._Syntech_Holdings\08._Mining_Lease\.	 	18/02/2011
9:34
								
	BLACK-071	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:57	 	(PwC) Are Syntech monthly reports available for the months December 2010 and January 2011 (similar to document 2403 for November 2010)? Is so, can you provide?	 	Please refer to the documents uploaded to the data room in folders 02._Syntech_Holdlngs\02._Project__Reports\2.24 - 2.2010.12 Project Report and
02._Syntech_Holdings\02._Project_Reports\2.25_-_2.2011.01_Project_Reports\.	 	23/02/2011
19:31
								
	BLACK-072	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:58	 	(PwC) Are combined financial reports available for the months of December 2010 and January 2011 (similar to document 2401 for November 2010)? Is so, can you provide?	 	Please refer to the documents uploaded to the data room in folders 02._Syntech_Holdings\02._Project_Reports\2.24 - 2.2010.12 Project Report and
02._Syntech_Holdings\02._Project_Reports\2.25_-_2.20 11.01l_Project_Reports\.	 	23/02/2011
19:31
								
	BLACK-073	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:58	 	(PwC) Capital expenditure detailed reconciliation was provided in the 30 June 2010 combined financial report (document 2247 - pages 5 and 6). Are these reports available for
November 2010, December 2010 and January 2011? (or alternatively in the format provided in the September 2010 progress report -document 2362 pages 27 to 29)?	 	No. Project capital expenditures are in the process of being finalized. Please refer to BLACK-075.	 	24/02/2011
22:40
								
	BLACK-074	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:58	 	(PwC) Reconciliation provided in 30 June 2010 financial report (2247 - pages 5 and 6) was reconciled to balance sheet headings ‘Cameby Downs Stage 1’ and Cameby Downs
Expansion Project’. These balance sheet lines were subsequently amended in the following months and in statutory accounts? Can you provide an updated reconciliation (showing changes for capitalised interest etc.)?	 	Differences are due to accounting adjustments as discussed between Syntech CFO and PWC. Please refer to the document uploaded to the data room in folder
01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2468 - Data Room Queries February 2010.	 	24/02/2011
22:48
								
	BLACK-075	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:58	 	(PwC) Are breakdowns available to support the balance sheet headings for ‘Mining tenement - EPCs and MDLs’ and ‘Mining tenement ML50233’ for the months of June
2010, November 2010, December 2010 and January 2011? If so, can you provide?	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2468 - Data Room Queries February
2010.	 	24/02/2011
22:52
								
	BLACK-076	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:58	 	(PwC) Are mining costs being capitalised through November 2010, December 2010 and January 2011? If so, can you provide details of all these costs capitalised (if not provided
further to question 3 above)?	 	Please refer to the document uploaded to the data room in folder Document Home >> 02. Syntech Holdings >> 15. Project Costs entitled: 2451 - Balance Sheet Account
details -Dec10.	 	21/02/2011
18:09
								
	BLACK-077	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) What is current anticipated date for final commissioning of the mine (including CHPP) and commencement of expensing of all mining costs? (January 2011 noted as expected
completion date in 30 November progress report)	 	Most of the project work related costs have been completed as of Jan-11. Expensing of mine-related costs started in Dec-10 with the first sale of product coal.	 	21/02/2011
17:31
								
	BLACK-078	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) How have recent floods impacted the commissioning and production at the mine, including access issues for contractors, production, ability to rail coal from the mine? What
measures have been put in place to mitigate issues arising?	 	Mine site remained intact. Excess water has been removed from the pit and pumped out on site. Outside of the mine site, the rail operator, QR National, is currently repairing
certain portions of the rail loop to Brisbane that have been damaged.	 	21/02/2011
17:32


  

					
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	  	10722640v1	  	Page 6








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-079	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) What damage or losses (business interruption etc.), have been incurred by the group companies arising from the floods? Has the company estimated costs arising there from
(impairment of assets, potential damages arising from inability to meet rail/port/sales contracts)? What insurance arrangements are in place to cover losses?	 	No asset write-downs have occurred as a result of the flood. Main loss has been business interruption due to lack of rail access. Although Syntech has business interruption
insurance coverage, this event was not covered due to standard exclusions in such policies that relate to general flooding and logistical disruption.	 	22/02/2011
18:46
								
	BLACK-080	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) Can you provide a reconciliation of the combined net income before tax and EBIT of Syntech and Syntech II (document 2247 - page 3) to the statutory accounts of
Syntech Holdings and Syntech Holdings II?	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\02._Project_Reports\2.18_-_2.2010.06_Project_Reports\ entitled: 2469 - Combined Management
Accounts Final version. Combined net income before tax and EBIT is a simple sum of Syntech and Syntech II.	 	24/02/2011
22:55
								
	BLACK-081	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) Can you provide a breakdown of the receivables balance at 30 Nov 2011 of $12,195,230 (document 2401)?	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2468 - Data Room Queries February
2010.	 	24/02/2011
22:54
								
	BLACK-082	 	Medium	 	Answered	 	UBS	 	17/02/2011
11:59	 	(PwC) Can you provide a breakdown of the trade and other payables balance of $22,163,484 as at 30 Nov 2010 (document 2401)? Where there are significant accruals, can you provide a
further breakdown of these amounts (together with comparative for 30 June 2010)?	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2468 - Data Room Queries February
2010.	 	24/02/2011
22:59
								
	BLACK-083	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) Can you provide supporting calculations for the stock on hand figure at 30 November 2010 of $9,131,245 (document 2401)?	 	Please refer to BLACK-222 and BLACK-225.	 	24/02/2011
20:52
								
	BLACK-084	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) If balance sheets are available for 31 December 2010 and 31 January 2011, can you provide details as requested in 11 to 13 above for those month end balances?	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2468 - Data Room Queries February
2010.	 	24/02/2011
22:59
								
	BLACK-085	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) The 30 November 2010 progress report notes that project completion costs are expected to total $119m (document 2403 - page 4). Is there a revised projected cost of completion
available and can you provide support for forecast changes, if any?	 	Project costs are tracking to be within the expected A$119m.	 	21/02/2011
17:34
								
	BLACK-086 	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) The 30 November 2010 progress report notes that there is an expected insurance claim which is to be lodged with ATW. Has this occurred and what is expected recovery of losses
incurred?	 	Settlement amounts and recovery timing is difficult to estimate; we would aim to address value of any outstanding claims at the time of closing.	 	23/02/2011
10:57
								
	BLACK-087	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) Has QGC met their commitment to supply water at 4.0ML/day from 1 January 2011? Did supply at the lesser value of 1.0ML/Day impact the ability of the plant to operate at
expected capacity or did the mine incur additional costs to source additional water up to 31 December 2010?	 	Interim agreement to supply water at the rate of 1.0ML/day was extended to 28-Feb-2011. There has been no additional cost to production during this period.	 	21/02/2011
17:35
								
	BLACK-088	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) What is the current status of the review of the mining contract with Macmahon (moving from a 3 year contract to a 5 year contract and change of rates)? Can you provide details
of the proposed rates reductions which were presented to Macmahon?	 	Extension of mining contract still under negotiation. Nil to report to date.	 	21/02/2011
17:36
								
	BLACK-089	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) Have any sales off-take agreements been secured with customers to secure 2011 shipments?	 	Please refer to BLACK-245.	 	25/02/2011
16:02
								
	BLACK-090	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) Syntech has decided to reduce its tonnage request for Stage 2 of WICET to 5 mtpa form 10 mtpa. Has this change been factored into the forecast modelling for the CDEP
project?	 	Reduction has not been factored into the indicative Stage II forecast modeling provided in the data room. There may be potential for an increase from 5 to 10 Mtpa as secondary
markets for port capacity develop, especially in light of the number of participants with capacity, but without any production.;	 	21/02/2011
17:37
								
	BLACK-091	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:00	 	(PwC) Has the inability of Syntech to qualify for Stage 1 of WICET been factored into the future forecast modelling of the CDEP project? Has Syntech incurred any costs under Stage 1
feasibility which were previously capitalised end need to be written off?	 	No, CDEP model is based on 10mtpa coal shipments in 2nd half of Cal 2016, timing in line with the expected completion of Stage 2 WICET. GPC guarantees and interest are expected be
received on closing for Stage 1. We do not expect any other costs to need to be written off.	 	21/02/2011
17:37
								
	BLACK-092	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:01	 	(PwC) Has Syntech completed any forecast cost analysis for the Miles to Wandoan upgrade, based on QR’s advice that they would not consider funding the development
themselves?	 	No updates to estimate in financial model. There may be additional players/users in the process, which would reduce cost to Syntech.	 	21/02/2011
17:38


  

					
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	  	10722640v1	  	Page 7








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-093	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:01	 	(PwC) Has the review by Minserve of Macmahon’s ability to produce timely and accurate production information been completed? Can you provide their report, if
available?	 	Syntech has not received the final review. Will provide when completed.	 	21/02/2011
17:39
								
	BLACK-094	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) What is the Davies pipeline referred to on page 8 of document 2403? Does this relate to water being supplied by QGC? What is the cost impact of using a different
route?	 	 Pls refer to 2268 - Davies Water Agreement in 02._Syntech_Holdings\14._Water_and_Power\.

 
 Please also refer to the document uploaded to the data room in folder
02._Syntech_Holdings\14._Water_and_Power\ entitled: 2470 - Proposed Davies Dam Pipeline Rev B 24 Nov 2010 Model (1).
  
 The Davies pipe line project is to source a secondary supply of water to provide emergency back-up to the supply from QGC. A contract for supply of a minimum of 300Ml /annum has been agreed with Mr
Davies. Document in Data room. A copy of the registration of Carmel Davies as a registered water service provider will be forwarded when it is received.
	 	24/02/2011
22:58
								
		 		 		 		 		 		 	 Initially, a direct route from the Davies property to the mine site for the delivery pipe line was preferred, requiring agreement with
another local farmer, Mr Ryan, to cross his land. We have been unable to reach a commercial agreement with Mr Ryan and recently decided to construct the pipe line on a slightly less direct route. This route has the pipe line leaving the Davies
property and traversing local council roads, before entering Syntech property, thereby not requiring the involvement of any other land holder.
  

The Development Application for the new route is now being progressed with the local council.

 
 The revised total cost for the installation of the Davies pipeline, which will be
owned by Syntech Resources, is now A$550k, and this amount is included in our current budget.
	 	
								
	BLACK-095	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) What is the estimated cost of removing UXO ordinance on the Cameby Downs site (page 19, document 2403)? Is this required only for the expansion project? Has the company
committed to any expenditure at this time?	 	The Company has not committed any expenditure, as UXO ordinance removal and associated costs are handled by the Australian Army. Removal of UXO is required for the expansion project
as part of additional mining areas.	 	21/02/2011
17:40
								
	BLACK-096	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) Are there any hedging arrangements in place (commodity or foreign exchange) at 30 November 2010, 31 December 2010 or 31 January 2011 (in relation to loan draw downs or other
risk management strategies)? If so, can you provide details? Are any such arrangement expected to be closed out prior to the proposed sale of the companies?	 	No hedging arrangements were in place at Syntech as of those dates, nor are there any currently in place.	 	21/02/2011
17:40
								
	BLACK-097	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) Can you provide a list of any material contracted commitments and contingencies (litigation etc.) which are in place or known as at today’s date?	 	All material contracted commitments and contingencies are disclosed and available in the dataroom.	 	21/02/2011
17:41
								
	BLACK-098	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) Can you provide further details of the fx gains/losses realised/unrealised in the 30 November 2010, 30 June 2009 and 30 June 2010 YTD management accounts (loan or trading
related)?	 	FX gains/losses are related to cash funding and interest on GS loans, which are denominated in USD.	 	21/02/2011
17:41
								
	BLACK-099	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) A number of changes were made to the original 30 June 2010 management accounts balance sheet (document 2257) in subsequent management accounts presented (where they are shown
as a comparative). Can you provide details of these changes/reclassifications (arising from late changes, audit adjustments etc.)?	 	Please refer to BLACK-074.	 	24/02/2011
20:52
								
	BLACK-100	 	Medium	 	Answered	 	UBS	 	17/02/2011
12:02	 	(PwC) Is it possible to obtain a copy of the FY10 KPMG report issued to the Board at the Board meeting held on 17 November 2010 or access to KPMG management letter for
FY10	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\02._Project_Reports\2.18_-_2.2010.06_Project_Reports\ entitled: 2452 - Syntech FY2010
KPMG Board Report.	 	21/02/2011
18:11


  

					
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	  	10722640v1	  	Page 8








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-101	 	High	 	Answered	 	UBS	 	17/02/2011
12:26	 	 The loss and dilution factors for the Cameby Downs project are stated in the IMC report as:

 
 “Coal roof and floor loss and dilution 0.025m”

 
 Need to know if this is 0.025 loss and dilution at the top of seam and an additional
0.025m loss and dilution at the base of the seam?
	 	Coal roof and floor loss and dilution are detailed in mining operations contract. Syntech confirms 0.025m loss and dilution at both the top of seam and base of seam.	 	21/02/2011
17:42
								
	BLACK-102	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
12:56	 	Please confirm the calendar date of the Commencement Date - Operating Works under the Mining Contract (which triggers commencement of the 3 year mining term). Did this occur on 1
October 2010 or some later date? [Document reference: 1791-1800]	 	Mining Commencement Date occurred on 1-Dec-10.	 	21/02/2011
17:42
								
	BLACK-103	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
12:58	 	 Please provide copies of all construction contracts between the Principal (or, if not the Principal, the entity contracting as Principal
under those contracts) and the various constructors/designers involved in the construction of the mine infrastructure.
 Please provide an
anticipated timeframe for making these documents available in the data room.
 [Document reference: 1791-1800]
	 	There exists a large number of construction contracts. Not sure of relevance of this question; Shameek Konar will discuss with Terry on 23-Feb-2011 (Wed).	 	21/02/2011
17:43
								
	BLACK-104	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:00	 	In the November 2010 Progress Report, reference is made to the Principal having made an offer to the Mining Contractor (Macmahon Contractors Pty Ltd) to extend the Mining Contract
(from a 3 year) to a 5 year term. Please provide details of the current status (and any outcome) of this offer and any discussions between the Principal and the Mining Contractor in this regard. [Document reference: 2403]	 	Extension of mining contract still under negotiation. Nil to report to date	 	21/02/2011
17:44
								
	BLACK-105	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:02	 	Please confirm that the Mining Contractor has provided the security ($1 million unconditional undertaking) required by clause 8 of the General Conditions of Contract and provide a
copy of this undertaking in the data room. [Document reference: 1791-1800]	 	Security will be in the form of an insurance bond; draft form has been agreed with Macmahon and this is expected to be finalized soon.	 	21/02/2011
17:44
								
	BLACK-106	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:03	 	Please provide documentary evidence that the Mining Contractor has taken out each of the insurances required pursuant to items 1.1, 1.2, 1.3 and 1.4 of Schedule 3 (Insurance
Schedule). [Document reference 1791-1800]	 	Please refer to the document uploaded to the data room in folder 06._Mine_Operations\02._Mining_Contractor_Insurance entitled: 2459 -Macmahon Insurance Policy
Certificates.	 	22/02/2011
19:16
								
	BLACK-107	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:04	 	Please provide documentary evidence that the Principal has taken out the insurances required by item 2.1 of Schedule 3 (Insurance Schedule). [Document reference:
1791-1800]	 	Please refer to the documents uploaded to the data room in folder 02._Syntech_Holdings\03._Insurance\	 	24/02/2011
22:27
								
	BLACK-108	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:05	 	Please provide documentary evidence that the Mining Contractor has been appointed as “operator” of the mine under the Coal Mining Safety and Health Act. [Document
reference: 1791-1800]	 	Please refer to the document uploaded to the data room in folder 06._Mine_Operations\01._Mine_Operations_and_Maintenance_Contract entitled: 2460 - 101130 Notice of Appointment of an
Operator for a Coal Mine-Macmahon.	 	23/02/2011
11:02
								
	BLACK-109	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	17/02/2011
13:06	 	Please provide documentary evidence of the appointment by the Mining Contractor of an SSE for the mine under the Coal Mining Safety and Health Act. [Document reference:
1791-1800]	 	Please refer to the document uploaded to the data room in folder 06._Mine_Operations\01._Mine_Operations_and_Maintenance_Contract\ entitled: 2462 - ADM.10.02.03_002 N Roberts
2010.10.21.	 	23/02/2011
11:04
								
	BLACK-110	 	Medium	 	Answered	 	UBS	 	17/02/2011
14:58	 	(PwC) Please provide any stamp duty advice obtained in relation to any acquisition of businesses, assets or shares by the Target Group in the last 4 years.	 	No business acquisitions have taken place subsequent to the GS purchase.	 	21/02/2011
17:45
								
	BLACK-111	 	Medium	 	Answered	 	UBS	 	17/02/2011
14:58	 	 (PwC) Please provide details of any corporate reconstructions involving the transfer of any Australian assets or companies that have
occurred within the last 4 years. Please provide details (and supporting documents) of any stamp duty
 exemptions obtained.
	 	No restructuring other than acquisition of Syntech Resources group in March 2007 as detailed in data room documents.	 	21/02/2011
17:45
								
	BLACK-112	 	Medium	 	Answered	 	UBS	 	17/02/2011
14:59	 	(PwC) Please provide a breakdown, on a jurisdiction by jurisdiction basis, of the market value of any Australian land or interests in land (e.g. leases, buildings, fixtures, etc.)
held directly or indirectly by the Target.	 	 We have applied a value of A$27,642,326 to the NSW assets being the carrying book value of shares in subsidiaries in Syntech
Holdings.
  
 All other assets are Queensland jurisdiction.
	 	1/03/2011
17:22


  

					
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	  	10722640v1	  	Page 9








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
								
	BLACK-113	 	Medium	 	Answered	 	UBS	 	17/02/2011
14:59	 	(PwC) Please provide details of any Australian asset/business transfers between Target Group entities in the last 4 years, and provide details of any stamp duty paid (or exemption
granted) in relation to these.	 	There is a loan between the two groups of approximatly $500,000. There is another aproximate $500,000 of expenditure on SHII tenements carried by SHI in anticipation of merger of
the two groups. There are no stamp duty implications. The merger of SHI and SHII has not happened.	 	21/02/2011
17:46
								
	BLACK-114	 	Medium	 	Answered	 	UBS	 	17/02/2011
15:02	 	(PwC) Please provide any correspondence from any revenue authorities in the last 4 years.	 	There has been no correspondance with the Taxation Office other than normal compliance lodgements as required.	 	21/02/2011
17:46
								
	BLACK-115	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:54	 	Please provide a copy of the register of option holders for Syntech Holdings P/L which Syntech Holdings P/L is required to maintain in accordance with section 168(l)(b) of the
Corporations Act.	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\01._Corporate\1.01_-_Syntech_Holdings\ entitled: 2473 - SHI Register of Options.	 	24/02/2011
22:28
								
	BLACK-116	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:54	 	Please provide a copy of the register of option holders for Syntech Holdings II P/L which Syntech Holdings II P/L is required to maintain in accordance withsection 168(l)(b) of the
Corporations Act.	 	Please refer to the document uploaded to the data room in folder 03._Syntech_Holdings_II\01._Corporate\1.01_-_Syntech_Holdlngs_II\ entitled: 2474 - SHII Register of
Options.	 	24/02/2011
22:29
								
	BLACK-117	 	Low	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:54	 	The document with data room reference 2408 is exactly the same as the document with data room reference 2386, please confirm that they are suppose to be the same
document.	 	Yes, both documents are intended to be the same.	 	21/02/2011
17:47
								
	BLACK-118	 	Low	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:54	 	The document with data room reference 2385 is exactly the same as the document with data room reference 2407, please confirm that they are suppose to be the same
document.	 	Yes, both documents are intended to be the same.	 	21/02/2011
17:48
								
	BLACK-119	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings under the Syntech Option Deed (Additional Funding Warrants) (data room reference
2408)	 	Please refer to “2677 - FIRB Approval for Additional 2% Funding Warrants” under 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements\. The certificates will be issued
in due course.	 	9/03/2011
19:05
								
	BLACK-120	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings P/L under the Syntech II Option Deed (Additional Funding Warrants) (data room reference
2407)	 	Please refer to “2677 - FIRB Approval for Additional 2% Funding Warrants” under 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements\. The certificates will be issued
in due course.	 	9/03/2011
19:06
								
	BLACK-121	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	The Syntech Option Deed (Additional Guarantee Warrants) (data room reference 2318) is undated and not executed. Please provide a dated and executed copy of that
document.	 	This document has been uploaded to the data room in folder 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements\ entitled: 2440 - SH Option Deed (Additional Guarantee
Warrants).	 	18/02/2011
17:45
								
	BLACK-122	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	The Syntech II Option Deed (Additional Guarantee Warrants) (data room reference 2319) is undated and not executed. Please provide a dated and executed copy of that
document.	 	This document has been uploaded to the data room in folder 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements entitled: 2441 - SH II Option Deed (Additional Guarantee
Warrants).	 	18/02/2011
17:46
								
	BLACK-123	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings P/L under the Syntech Option Deed (Additional Guarantee Warrants) (data room reference
2318)	 	This document has been uploaded to the data room in folder 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements entitled: 2442 - SHI Additonal Guarantee Warrants
(Oct-10).	 	18/02/2011
17:46
								
	BLACK-124	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:55	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings P/L under the Syntech II Option Deed (Additional Guarantee Warrants) (data room reference
2319)	 	This document has been uploaded to the data room in folder 02._Syntech_Holdings\05._Financial\5.03_Loan_Agreements entitled: 2443 - SHII Additional Guarantee Warrants
(Oct-10).	 	18/02/2011
17:47
								
	BLACK-125	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings under the Syntech Option Deed (Funding Warrants) (data room reference 1683)	 	This document has been uploaded to the data room in folder 04._Syntech_Transactions\03._2009_Financing entitled: 2444 - SHI Funding Warrants.	 	18/02/2011
17:47
								
	BLACK-126	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings under the Syntech II Option Deed (Funding Warrants) (data room reference 1684)	 	This document has been uploaded to the data room in folder 04._Syntech_Transactions\03._2009_Financing entitled:[2445 - SHII Funding Warrants.	 	18/02/2011
17:47
								
	BLACK-127	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings P/L under the Syntech Option Deed (Guarantee Warrants) (data room reference
1681)	 	This document has been uploaded to the data room in folder 04._Syntech_Transactions\03._2009_Financing entitled: 2446 - SHI Guarantee Warrants.	 	18/02/2011
17:47
								
	BLACK-128	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please provide a copy of the option certificate required to be issued to GS Power Holdings under the Syntech II Option Deed (Guarantee Warrants) (data room reference
1682)	 	This document has been uploaded to the data room in folder 04._Syntech_Transactions\03._2009_Financing entitled: 2447 - SHII Guarantee Warrants.	 	18/02/2011
17:47


  

					
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	  	10722640v1	  	Page 10








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-129	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please confirm which of the first, second and third tranche funding options have been issued to GS Power Holdings in accordance with the Syntech Option Deed (Funding Warrants) (data
room reference 1683) and provide documents to evidence the issue of each tranche of funding options.	 	All 3 funding option tranches have been issued to GS.	 	18/02/2011
17:24
								
	BLACK-130	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
9:56	 	Please confirm which of the first, second and third tranche funding options have been issued to GS Power Holdings in accordance with the Syntech II Option Deed (Funding Warrants)
(data room reference 1684) ad provide documents evidencing the issue of each tranche of the options.	 	All 3 funding option tranches have been issued to GS,	 	18/02/2011
17:25
								
	BLACK-131	 	Medium	 	Answered	 	UBS	 	18/02/2011
16:59	 	Please provide any correspondences with State Revenue Authorities and any advice obtained in relation to the acquisition of Syntech Resources Pty Ltd and AMH (Chinchilla Coal) Pty
Ltd by Syntech Holdings Pty Ltd and Syntech Holdings II Pty Ltd respectively.	 	No correspondence with the State Revenue Authorities.	 	21/02/2011
17:52
								
	BLACK-132	 	High	 	Answered	 	UBS	 	18/02/2011
17:00	 	Please provide any correspondences with State Revenue Authorities and any advice obtained in relation to the acquisition of the tenements acquired by AMH (Chinchilla Coal) Pty Ltd
from Ecarlate Pty Ltd and Chandail Pty Ltd. (Doc reference number 0103).	 	No correspondence with the State Revenue Authorities.	 	21/02/2011
17:52
								
	BLACK-133	 	High	 	Answered	 	UBS	 	18/02/2011
17:16	 	 Below is an email sent to Nick Dowsley from Kevan Shah that had attachments. This question is a reference to that email to allow for
follow up.
  
 * * *
 Hi Nick,
  
 Per our call, here
are the files and required information.
  
 << 1102l7_info_mining.xlsx
>> << 110218__request forms01.pdf >>
  
 We’d like to
request additional information re mining assessment. This information is not in the dataroom yet. Specifically:
  
 Strip reserve reconciliation - forms and spreadsheet shown on attached files Calendar of operation 2010 and 2011 (plan and actual) - forms and spreadsheet shown on attached files

Production Statistics by month - Year 2010 and 2011 - forms and spreadsheet shown on attached files

Budget and actual Reports for 2010 and 2011

Production Schedules and Plan/s - Stage -1 ( 2010 - 2016)
  

Could you please arrange to provide this information?
 Regards,
 Kevan
 * * *
  
	 	 Please refer to the document uploaded to the data room in folder
02._Syntech_Holdings\11._Mine_Information_and_Technical_Data\11.02_-_Reports\ entitled: 2475 - 110217_info_mining_combinedV7.
 Please also refer
to the letter entitled 2476 - Minserve Comments on Cameby Production and Reconciliation Data 24 Feb 2011 uploaded to the same folder, which explains the reasons for being unable to complete the strip reserve reconciliation schedule as requested, and
providing the context for the production figures supplied in the Calendar and the Production Statistics files.
	 	24/02/2011
22:18
								
	BLACK-134	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:28	 	 Please provide the following documents:
  

l.Syntech Resources income tax return for the period to 23 March 2007;
  

2.Mountfield Properties income tax return for the period to 23 March 2007;
  

3.Issues memo for the Syntech Holdings II 2008 income tax return.
	 	Please refer to the documents uploaded to the data room in folder 02._Syntech_Holdings\04._Income_Tax\. Additional documents have also been included in this folder as a result of
the telephone call between PWC and Syntech CFO, Brett Purkiss, on 23 February 2011, 1 p.m. (Sydney).	 	23/02/2011
19:31
								
	BLACK-135	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:28	 	Please provide Business Activity Statements from March, June and October for all Syntech Holdings and Syntech Holdings II entities for the past 3 years	 	Please refer to the documents uploaded in response to BLACK-182. More statements will be posted in due course.	 	24/02/2011
20:21


  

					
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	  	10722640v1	  	Page 11








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-136	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:28	 	For each significant sale or purchase of capital assets or businesses since January 2007 (eg. the transfer of shares in Syntech Resources to Syntech Holdings and AMH (Chinchilla
Coal) to Syntech Holdings II), please provide details of the date of the transaction, amount of consideration, and Goods and Services Tax treatment. Please also provide a copy of the contract (particularly any Goods and Services Tax clause,
warranties and indemnities).	 	 Please refer to 04._Syntech_Transactions\01._2007_Syntech_Holdings_Transaciton\and
04._Syntech_Transactions\02._AMHCC_Purchase_and_JV_Agreements\for details on major Syntech related transactions. Specifically, the following documents would be helpful:
  

0017 - 14_ShareSaleAgreement_22032007 under

04._Syntech_Transactions\0l._2007_Syntech_Holdings_Transaction
 0103 - 07 Sale & Purchase Agreement under

04._Syntech_Transactions\02._AMHCC_Purchase_and_JV_Agreements 0106 - 10 Share Sale Agreement - AMH & SHII under

04._Syntech_Transactions\02._AMHCC_Purchase_and_JV_Agreements\
	 	7/03/2011
16:12
								
	BLACK-137	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:28	 	Please provide copies of the elections to consolidate prepared by the head companies of the Syntech Holdings and Syntech Holdings II consolidated groups	 	Please refer to the documents uploaded to the data room in folder 02._Syntech_Holdings\04 ._Income_Tax\	 	24/02/2011
22:30
								
	BLACK-138	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please provide any consolidation advice or calculations that were prepared in relation to the Syntech Holdings II group.	 	Shortly after SHI, similar structural arrangements for SHI were used for SHII.	 	24/02/2011
20:21
								
	BLACK-139	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please advise of the basis for exploration deductions claimed. Has the claim relied on the accounts or has a detailed review of exploration expenditure been conducted to determine
the amount that is Immediately deductible for tax purposes?	 	Exploration deductions are separately assessed and reviewed at the time of preparation of each return.	 	21/02/2011
17:53
								
	BLACK-140	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please provide a copy of the tax fixed asset register, including any details of business related costs that have been deducted under $40-880	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2492_Tax depreciation schedule at 30 June
2010.	 	25/02/2011
16:05
								
	BLACK-141	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please advise whether any Syntech Holdings or Syntech Holdings II entities have received rulings from the ATO. If so, please provide details	 	None.	 	21/02/2011
17:54
								
	BLACK-142	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please advise whether Syntech Holdings or Syntech Holdings II have any outstanding disputes with the ATO	 	None.	 	21/02/2011
17:55
								
	BLACK-143	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:29	 	Please provide any transfer pricing advice that has been received in relation to the interest paid on any of the debt facilities (including convertible notes)	 	None. Convertible notes interest is non-deductible.	 	21/02/2011
17:55
								
	BLACK-144	 	Medium	 	Answered	 	UBS	 	18/02/2011
17:30	 	In respect of the interest paid on any debt facilities, has interest withholding tax been remitted to the ATO? If not, what advice do you have to suggest withholding tax is not
applicable?	 	All interest payments made have had withholding tax deducted.	 	21/02/2011
17:56
								
	BLACK-145	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
20:27	 	Please confirm that no other securities (which includes convertible notes, options, warrants or any other convertible securities) have been issued in Mountfield Properties other
than 100 fully paid ordinary shares.	 	Please refer to the answer provided for BLACK-004. Yes, no other scurities have been issued.	 	22/02/2011
18:47
								
	BLACK-146	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
20:27	 	Please confirm that no other securities (which includes convertible notes, options, warrants or any other convertible securities) have been issued in Syntech Resources P/L other
than 10079363 fully paid ordinary shares.	 	Please refer to the answer provided for BLACK-005. Yes, no other securities have been issued.	 	22/02/2011
18:47
								
	BLACK-147	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
20:27	 	Please confirm that no other securities (which includes convertible notes, options, warrants or any other convertible securities) have been issued in AMH Chincilla Coal P/L other
than 1 fully paid ordinary shares.	 	Please refer to the answer provided for BLACK-005. Yes, no other securities have been issued.	 	22/02/2011
18:47
								
	BLACK-148	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
20:27	 	From the corporate structure sent to us by Nicholas Anthony (GS Power) on 31/1/11, the name of the subsidiary of Suntech II Holdings P/L is AMH Chincilla P/L. However the documents
all show the name as being AMH Chincilla Coal P/L. Please advise if there was a change of name and If so provide a compny of the change of name certificate.	 	There is an error in the corporate structure document. There is no change of name and the subsidiary remains AMH Chincilla Coal P/L.	 	22/02/2011
18:48


  

					
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	  	10722640v1	  	Page 12








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-149	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	18/02/2011
20:27	 	 Please confirm whether AMH Chinchilla Coal P/L has nominated the payment method (by lump sum or by royalty) for the exercise of the Put
or Call Option. We understand that neither the Put and Call option has been exercised but note that the Joint Venture Agreement (data room reference 0097) provides that an election of payment may be made before the exercise of the Put or
CALL
 oPTION.
	 	No payment method has been nominated.	 	22/02/2011
18:48
								
	BLACK-150	 	High	 	Answered	 	UBS	 	19/02/2011
15:32	 	 Can you upload this document in the same manner as all other documents - i.e. can be printed? File says it is encrypted and does not
print at all or only prints a small section.
  
 Relates to document: 1741 -
WICET Finance Committee 100204
	 	 These documents were uploaded without encryption, so they should be able to be opened and printed in the same manner as the other
documents in the data room.
  
 Please contact Vikki A’Vard on +61 9643
5184 during business hours (or email vikki.avard@mallesons.com) if you are still having technical issues opening these documents.
	 	23/02/2011
11:54
								
	BLACK-151	 	High	 	Answered	 	UBS	 	19/02/2011
15:35	 	Can you upload documents 1746 and 1747 re: ports in the same manner as all other documents - i.e. can be printed? Files appear ot be encrypted and cannot print at all.	 	 These documents were uploaded without encryption, so they should be able to be opened and printed in the same manner as the other
documents in the data room.
  
 Please contact Vikki A’Vard on +61 9643
5184 during business hours (or email vikki.avard@mallesons.com) if you are still having technical issues opening these documents.
	 	23/02/2011
11:54
								
	BLACK-152	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
10:47	 	Has any part of the project, including infrastructure and essential services for the project, been affected by flooding / the cyclone? If so, what is the impact on the project /
services and what is the expected recovery time (if applicable)?	 	Please refer to the answers provided for BLACK-041, BLACK-078 and BLACK-079. Mine site is relatively unaffected. Main disruption is to the rail line, which QRNational is in the
process of repairing. QRNational has estimated potential completion of all repairs by early-mid April.	 	22/02/2011
18:55
								
	BLACK-153	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:19	 	Please provide an update in relation to the claim against the administrator (see page 22). [Document reference 1676]	 	No claim was lodged against the administrator.	 	22/02/2011
18:55
								
	BLACK-154	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:22	 	Please provide an update in relation to the potential compensation claim against the US Army in relation to the live ordnances found on site (see page 17 of May 2009 Progress
Report, page 16 of June 2009 Progress Report, page 17 of July 2009 Progress Report and page 19 of September 2009 Progress Report) [Document references 1674, 1675, 1676, 1678]	 	Syntech bore some costs in locating / identifying the ordnances, but did not lodge any claim against the US Army. The Australian Defense Force (ADF) is handling all costs going
forward related to ordinance disposal.	 	22/02/2011
18:56
								
	BLACK-155	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:23	 	Please provide a status update in relation to the acquisition of land required for the expansion of Cameby Downs Mine.	 	No land has been purchased or any agreements signed.	 	22/02/2011
18:56
								
	BLACK-156	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:24	 	Please provide documentary evidence of inventories or supply arrangements entered into by Syntech Resources for the provision of critical spares and Major Service Parts (listed in
Schedule 8 of the Mining Contract). [Document reference 1791-1800]	 	Payment for & storage of spares is the responsibility of Macmahons under the mining contract.	 	22/02/2011
18:56
								
	BLACK-157	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:26	 	The November 2010 Progress Report (p. 11) states that a notification and review process is underway for the MLA over the water reserve at Rywung. Syntech expected to receive native
title clearance for this area by 29 December 2010. Please provide an update on the status of the native title clearance. [Document reference 2403]	 	Syntech’s understanding is that the native clearance has been approved, but Syntech has not yet received official notification.	 	22/02/2011
18:56
								
	BLACK-158	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:27	 	Could you please provide the document evidencing Syntech Resources Pty Ltd assigning access rights sufficient for QRNational to transport 1.388mtpa? [Document reference
1634]	 	Please refer to the document uploaded to the data room in folder
02._Syntech_Holdings\09.-RaiI\9.01_-_Railing_to_Brisbane\ entitled: 2456 -100927 QR Ltr confirming Rolling Stock.	 	22/02/2011
19:25
								
	BLACK-159	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:28	 	Could you please provide the document evidencing QRNational’s confirmation it has sufficient access rights (and rollingstock and crew available) to transport 1.388mtpa from
Columboola to Fisherman Islands? [Document reference 1634]	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\09._Rail\9,01_-_Railing_to_Brisbane\ entitled: 2456 -100927 QR Ltr confirming Rolling
Stock.	 	22/02/2011
19:26
								
	BLACK-160	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:29	 	Could you please provide the document evidencing QRNational is satisfied the rail infrastructure from Columboola to Fisherman Islands (including Cameby Downs spur and ballon loop)
has been commissioned to QRNational’s satisfaction? [Document reference 2230]	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\09._Rail\9.01_-_Railing_to_Brisbane\ entitled: 2461 -110202
CommencementDate_confirmationLetter.	 	23/02/2011
11:13
								
	BLACK-161	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:30	 	Please confirm whether Syntech responded to this letter advising of its interest in participating in the Customer EOI process and, if so, please provide a copy of the response and
information provided. [Document reference 1737]	 	Syntech did not respond to the Surat Basin Rail (“SBR”) letter, as the proposal is out of alignment with current timing on WICET. Syntech is waiting for SBR to respond
with a modified proposal.	 	22/02/2011
18:57


  

					
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	  	10722640v1	  	Page 13








Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-162	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:31	 	Please provide a copy of QR’s formal advice in relation to the proposed QR rail network upgrade for Moura/Gladstone and Wandoan/Miles (see section 6.6 of the Report), and a
copy of all other related correspondence with QR. [Document reference 2403]	 	The advice only applies to Wandoan/Miles section, not Moura/Gladstone section. Please refer to the document uploaded to the data room in folder
02._Syntech_Holdings\09._Rail\9.O2_-_Surat_Basin_Rail_to_Gladstone\ entitled: 2481 - QR Letter - Miles -Wandoan Upgrade.	 	24/02/2011
22:32
								
	BLACK-163	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:32	 	Please provide a copy of the related Transfer Facilities Lease. [Document reference 1506, 1507]	 	Still being negotiated.	 	22/02/2011
18:57
								
	BLACK-164	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:33	 	Please advise If QR Network required amendment to the Preliminary Costing and Program in the Project Plan, and/or the $ amounts specified in clause 4.2 of the RICD, following its
agreement to extend the condition precedent date from 1 February 2010 to 30 June 2010. [Document reference 1779]	 	QR has provided an updated project cost estimate of A$53.2 million (before GST).	 	22/02/2011
18:57
								
	BLACK-165	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:34	 	Please provide a copy of the form of lease stated to be agreed by QR and Mountfield Pty Ltd. [Document reference 2307, 2363]	 	Lease still being negotiated with government.	 	22/02/2011
18:57
								
	BLACK-166	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:34	 	Please provide a copy of the DTMR consents referred to in section 6.2 of the Report. [Document reference 2403]	 	Lease still being negotiated with government.	 	22/02/2011
18:57
								
	BLACK-167	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:35	 	Please provide evidence of the current amount of the Goldman Sachs bank guarantee provided as security under the AFD. [Document reference 1506]	 	Current amount of guarantee is A$48 million; this will likely be increased in the coming weeks to A$58.5 million (including GST), to match updated project cost estimate provided by
QR.	 	22/02/2011
18:58
								
	BLACK-168	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:36	 	Could you please provide confirmation that QR National is satisfied or has waived the condition precedent in clause 2(1) of the Coal Transport Service Agreement. [Document reference
1531]	 	Please refer to documents uploaded in response to BLACK-158 to BLACK-160. There is no separate express waiver/expression of satisfaction of CP in clause 2(1), but commencement of
the Agreement is implicit in other correspondence.	 	24/02/2011
20:22
								
	BLACK-169	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:38	 	Please confirm the Access Date (as that term is defined in the AFD). [Document reference 1506]	 	Access Date was 1-Dec-10.	 	22/02/2011
18:58
								
	BLACK-170	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:40	 	The Water Pipeline Agreements are in the name of Syntech Resources. However, according to our searches the registered easements are in favour of Mountfield Properties. Please
confirm whether Syntech Resources has transferred its interest in the Water Pipeline Agreements to Mountfield Properties and provide documentary evidence of the transfer. [Document reference 1754, 1756, 1758]	 	No transfer has occurred between Syntech and Mountfield. The Water Pipeline needs to pass through land registered under Mountfield and therefore the easements are registered in
favour of Mountfield.	 	22/02/2011
18:58
								
	BLACK-171	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:41	 	We note the Ergon Customer Connection Agreement (2315) has been provided in the data room. However, this is not an agreement for the sale of electricity - it is an agreement for
connection services. Please provide a copy of the agreement entered into with Ergon for the sale of electricity. [Document reference 2315]	 	Syntech is a retail customer and therefore there is no need for a separate sale of electricity agreement.	 	24/02/2011
20:22
								
	BLACK-172	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:42	 	Please provide a map of the proposed Davies water pipeline route including title reference details for the properties which will be impacted by the proposed route. [Document
reference 2268, 2403]	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\14._Water_and_Power\ entitled: 2467 - Proposed Davies Dam Pipeline Rev B 24 Nov 2010 Model
(1).	 	23/02/2011
19:31
								
	BLACK-173	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:45	 	What volume of water does QGC expect to supply pursuant to the Water Supply Agreement over the next 12 months? Please provide the monthly rates. [Document reference
0992]	 	From 1-Mar-11, Syntech & QGC anticipate 4.0ML/day to be available.	 	23/02/2011
11:14
								
	BLACK-174	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:47	 	Please provide a copy of the Development Application for the Davies water pipeline. [Document reference: 2268]	 	Syntech initially submitted an application while negotiating surface rights; company is currently dealing with a difficult landowner and is in the process of updating the
application to reflect a change in the path of the pipeline. As the mine is getting adequate water supply from QGC, this is no longer viewed as a critical path issue.	 	22/02/2011
18:58
								
	BLACK-175	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:48	 	Has Syntech Resources Pty Ltd approved of any agreements which affect (or may affect) its priority under clause 11.1 of the Water Supply Agreement? [Document reference:
0992]	 	No.	 	22/02/2011
18:58
								
	BLACK-176	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:49	 	Please provide evidence that the National Australia Bank Limited, as a registered mortgagee of Lot 33 on CP BWR106, consented to the registration of the easement granted by Lindsay
Boyle and Ann Boyle in favour of Mountfield Properties Pty Ltd. [Document reference 1755, 2435]	 	Please refer to the document uploaded to the data room in folder 2._Syntech_Holdings\14._Water_and_Power\ entitled: 2482 - Confirmation Statement - Boyle.	 	24/02/2011
23:01
								
	BLACK-177	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:50	 	Please provide an explanation for the extension of the Interim Term to 28 February 2010. [Document reference 2373]	 	Floods affected QGC operations which resulted in QGC extending the interim terms. Please refer to the answer to BLACK-178.	 	22/02/2011
18:59


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-178	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:51	 	Please provide documentary evidence that QGC and Syntech Resources Pty Ltd agreed to the extension of the Interim Term to 28 February 2010. [Document reference 2373]	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\14._Water_and_Power\ entitled: 2458 - IA Notification 210111.	 	22/02/2011
19:32
								
	BLACK-179	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:59	 	Please provide a status update on negotiations with landowners affected by the proposed Davies water pipeline route. [Document reference 2403]	 	Negotiations with landowners have been difficult and new application is being prepared to reflect an alternate route; this is no longer viewed as a critical path issue due to
adequate water supply being obtained from QGC.	 	22/02/2011
18:59
								
	BLACK-180	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
12:51	 	Please provide details of Syntech’s request for connection (see page 11). [Document reference 2362)	 	 Please refer to the documents uploaded to the data room in folder 02._Syntech_Holdings\14._Water_and_Power\ entitled:

- 2453 - 10.11.10 Cover Letter-Future Electricity Network Requirement Surat Basin North West Area
 - 2454 - 10.11.10 Maintaing a Reliable Electricity Supply to the Surat Basin North West Area-Final Report
 - 2455 - 12-50-17-002 Future Supply Requirements Surat Basin North West Area Response to Application
	 	22/02/2011
19:34
								
	BLACK-181	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
13:14	 	The Progress Report contains a reference to two co-development agreements being negotiated with ACBM and APLNG. Please provide copies of the draft agreements and an update on the
status of these negotiations. [Document reference 2403]	 	Documents are still being negotiated; drafts are not in very detailed form at this point.	 	22/02/2011
18:59
								
	BLACK-182	 	Medium	 	Answered	 	UBS	 	21/02/2011
20:45	 	GST— In addition to the request for Business Activity Statements (BAS’s) (per MatterWeb ID BLACK-135), could you please also provide copies of BAS workpapers (i.e. any
workpapers prepared in relation to lodgement of the respective BAS’s) for these periods	 	 Please refer to the documents uploaded to the data room in folders
 02._Syntech_Holdings\04._Income_Tax\BAS and
 03._Syntech_Holdings_II\03._Tax\BAS.
	 	23/02/2011
19:31
								
	BLACK-183	 	Medium	 	Answered	 	UBS	 	21/02/2011
20:45	 	GST— Please provide any GST advice received by the Syntech entities in the last 4 years	 	No GST advice have been received other than at time of acquisition.	 	22/02/2011
19:00
								
	BLACK-184	 	Medium	 	Answered	 	UBS	 	21/02/2011
20:45	 	GST-Please advise whether the Syntech entities have GST manuals or procedure documents, and if so, provide copies of these documents	 	No manuals have been created.	 	22/02/2011
19:00
								
	BLACK-185	 	High	 	Answered	 	UBS	 	22/02/2011
9:08	 	Can you please upload tenure maps detailing the 2 blocks we have surrendered in EPC 562, and the 5 blocks we intend to surrender in EPC 732?	 	Please refer to the document uploaded to the data room in folder 03._Syntech_Holdings_II\05._Mining_Tenements_and_JORC_Report\ entitled: 2457 - EPC562_Surrender.	 	22/02/2011
19:36
								
	BLACK-186	 	High	 	Answered	 	UBS	 	22/02/2011
9:10	 	Only summaries of the Access Facilitation Deed and Port Agreement have been uploaded. Please upload copies of the Access Facilitation Deed and Port agreement.	 	 Access Facilitation Deed - please refer to the document currently in the data room in folder
02._Syntech_Holdings\09._Rail\9.01_-_Railing_to_Brisbane\ entitled: “1506 - 1324 AFD Columboola.
 Port Agreement - please refer to the
document currently in the data room in folder 02._Syntech_Holdings\10._Port\10.01_-_Fishermans_Island\ entitled: 1551 - 081116 CPSA - Syntech.
	 	24/02/2011
20:22
								
	BLACK-187	 	High	 	Answered	 	UBS	 	22/02/2011
9:11	 	 We note that a dispute occured with a welding contractor in respect to the quality of his work.

We presume that this related to the CHPP or train load out station. Please provide a copy of the structural integrity reports for both items of
plant.
	 	Please refer to the documents uploaded to the data room in folder 06._Mine_Operations entitled: 2495 - Steelwork Inspection - Coal Preparation Plant and 2496 - Steelwork Inspection
- Loadout Facility.	 	25/02/2011
18:12
								
	BLACK-188	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	22/02/2011
11:30	 	 Please provide a status update in relation to the negotiations between Syntech and the “local farmer” who wanted Syntech to
buy his property outright in relation to the Davies water pipeline route (November 2010 Progress Report, p. 8). Please also provide:
 1. details
of the negotiation with the local farmer (including details of any price asked for / being negotiated); and
 2. details of the alternative
available (including details of any additional costs involved) if the pipeline has to be re-routed.
 (Document reference: 2403)
	 	Please refer to responses to BLACK-094, BLACK-174 and BLACK-179.	 	24/02/2011
20:53


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-189	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	22/02/2011
14:47	 	 Please confirm that there are no securities or convertible securities (including but not limited to shares, options, warrants and
convertible notes) in Syntech Holdings P/L other than:
 1.8,045,200 fully paid ordinary shares issued to Australian Mining Finance I GMBH &
CO UK;
 2.1,954,800 ordinary fully paid shares issued to AMH Syntech Holdings P/L;
 3. 3,333,333 ordinary fully paid shares issued to GS;
 4.15,238,095 options issued to GS under the
Syntech Convertible Participating Note Subscription Agreement;
 5.4,761,906 options issued to GS under the Syntech Option Deed (Guarantee
Warrants);
 6.33,333,333 options issued to GS under the Syntech Option Deed (Funding Warrants);

7.13,333,335 options issued to GS under the Syntech Option Deed (Additional Guarantee Warrants); and

8. X options to be issued to GS under the Syntech Option Deed (Additional Funding Warrant).
	 	Confirmed that there are no other securities.	 	24/02/2011
20:23
								
	BLACK-190	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	22/02/2011
14:48	 	 Please confirm that there are no securities or convertible securities (including but not limited to shares, options, warrants and
convertible notes) in Syntech Holdings II P/L other than:
 1.3,500,000 ordinary fully paid shares issued to AMH Syntech Holdings P/L; 2. 1
ordinary fully paid shares issued to GS;
 3.6,500,001 options issued to GS under the Syntech II Convertible Participating Note Subscription
Agreement;
 4.1,666,667 options issued to GS under the Syntech II Option Deed (Guarantee Warrants);

5.11,666,653 options issued to GS under the Syntech II Option Deed (Funding Warrants);
 6.4,666,680 options issued to GS under the Syntech II Option Deed (Additional Guarantee Warrants); and
 7. X options to be issued to GS under the Syntech II Option Deed (Additional Funding Warrant).
	 	Amended answer Confirmed that there are no other securities	 	18/03/2011
16:15
								
	BLACK-191	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	22/02/2011
18:18	 	The Cooperation Deed between Metrocoal and Syntech refers to a Royalty Deed to be entered into within 3 months of ML 50233 being granted. Please confirm whether the Royalty Deed has
been entered into and provide a copy of the Deed. (Doc 0713)	 	The cooperation deed does not refer to ML50233 but to a mining lease being granted over the cooperation area of EPC1165. ML50233 does not overlap with the cooperation area. There is
an MLA over this area as part of stage 2 and as this has not been granted yet there is no royalty deed in place.	 	24/02/2011
20:23
								
	BLACK-192	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	22/02/2011
18:57	 	Please confirm if there is an executive share option plan or a similar employee incentive plan for employees of Syntech Holdings II P/L	 	Not disclosing employee arrangements at this stage	 	2/03/2011
10:25
								
	BLACK-193	 	Low	 	Answered	 	Corrs
Chambers
Westgarth	 	21/02/2011
13:11	 	A recent title search shows the registered owner of Lot 64 on CP BWR154 as the State of Queensland (represented by the Department of Environment and Resource Management). Was this
lot sold recently? If so, please provide relevant documentation. [Document reference 0694]	 	Lot 64 is being amalgamated with former government-owned land needed for connection of rail loop to main line. The assignment of Lot 64 to the State of Queensland reflects a
temporary arrangement whereby the State of Queensland has taken possession of Lot 64 for amalgamation before re-assigning land back to Syntech. This is still in process.	 	24/02/2011
20:53
								
	BLACK-194	 	High	 	Answered	 	UBS	 	23/02/2011
9:40	 	 The QR National Coal Transport Agreement enables it to charge the customer the access charge it incurs from QR Network for rail
access.
  
 Please provide details of:

 
 1. Access rights/train paths available/committed to Syntech

 
 2. The access charge and

 
 3. Access Agreement QR National has with QR Network for and on behalf of
Syntech
	 	 1. Please refer to documents uploaded in response to BLACK-158 to BLACK-160, in which QR National states they have sufficient access
rights to transport 1.388 Mt.
 2. Please refer to the document uploaded to the data room in folder
02._Syntech_Holdings\09._Rail\9.01_-_Railing_to_Brisbane\ entitled; 2483 -110105 Access Charge from 110101
 3. This agreement is between QR and
QR National and is commercial in confidence to them.
	 	24/02/2011
22:38


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-195	 	High	 	Answered	 	UBS	 	23/02/2011
10:11	 	Please advise the status of negotiations with the one farmer whose property is needed to secure the optimal route for water pipeline access	 	Please refer to BLACK -094.	 	24/02/2011
20:53
								
	BLACK-196	 	High	 	Answered	 	UBS	 	23/02/2011
10:12	 	With regards to WICET Stage 2, is Syntech able to increase Its allocation beyond 5Mtpa should it wish to?	 	Please refer to BLACK-090.	 	24/02/2011
20:24
								
	BLACK-197	 	High	 	Answered	 	UBS	 	23/02/2011
10:43	 	 [Urgent]
  
 Please upload the mine plans supporting the financial models (documents 1787.01 and 178710).
  

Specifically with reference to:
  

- strip reserves database
 - major mining
equipment and calendar
 - production schedules, and
 - plan(s)
	 	We suggest that Yancoal’s technical personnel / advisors discuss this directly with Syntech.	 	24/02/2011
20:54
								
	BLACK-198	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:24	 	The November 2010 Progress Report (p. 4) noted that the QGC power station remained shut down for maintenance. Please confirm whether this maintenance was routine maintenance. If
not, please provide further information in relation to the shut-down and maintenance. [Document reference 2403]	 	We are not aware of the status of the QGC power station, as this is owned by QGC and has no contractual relationship to Syntech.	 	24/02/2011
20:24
								
	BLACK-199	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:25	 	Please provide a map of the proposed ACBM water pipeline route including title reference details for the properties which will be impacted by the proposed route, the proposed owner
of the pipeline, and the status of negotiation with relevant landowners (including copies of any agreements for access or easements). [Document reference 2268]	 	There is no ACBM pipeline; this doc refers to the Davies water agreement. Please refer to BLACK-094.	 	24/02/2011
20:54
								
	BLACK-200	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:26	 	Please provide a copy of “Water Approvals” held by the Supplier including a copy of the Supplier’s registration as a “Water Service Provider”. [Document
reference 2268]	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\14._Water_and_Power\entitled: 2498 - Derm Registration.	 	28/02/2011
16:33
								
	BLACK-201	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:28	 	Please provide a copy of approvals held by ACBM to supply water produced from its petroleum activities to Syntech Resources. [Document reference 2403]	 	QGC holds a beneficial reuse permit from the relevant government department. Please refer to the documents uploaded in the dataroom in folder 02._Syntech_Holdings\14
.._Water_and_Power\.	 	24/02/2011
22:40
								
	BLACK-202	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:28	 	Please provide details of the source of the water to be provided under the Water Supply Agreement with Carmel Davies. [Document reference 2268]	 	Water would be sourced from a dam located on Carmel Davies’ property.	 	24/02/2011
20:25
								
	BLACK-203	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:29	 	Please confirm whether the reference to “3 March 2010” in relation to the referral of the agreement with the Barunggam people to the Land Court should instead be “3
March 2011” (see p. 12 of the November 2010 Progress Report). [Document reference 2403]	 	This is correct in reading 3 March 2010, as that was the date on which the Land Court option became available. Please refer to December 2010 / January 2011 Progress Report for the
latest progress on this subject [in folder 02. Syntech Holdings » 02. Project Reports » 2.25 - 2.2011.01 Project Reports, document entitled: 2464 - Syntech December 2010 January 2011 Monthly Report Final].	 	24/02/2011
20:25
								
	BLACK-204	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:29	 	Please advise the current state of negotiations with the Barunggam people in relation to cultural heritage. [Document reference 2403]	 	Please refer to p. 17 of December 2010 / January 2011 Progress Report [in folder 02. Syntech Holdings » 02. Project Reports » 2.25 - 2.2011.01 Project Reports, document
entitled 2464 - Syntech December 2010 January 2011 Monthly Report Final].	 	24/02/2011
20:30
								
	BLACK-205	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:30	 	Please provide a copy of the compensation agreement with QGC in relation to the location of the temporary exploration well on Avon Downs (see p. 16 of December 2010/January 2011
Progress Report).	 	Please refer to the document uploaded to the data room in folder 2486 - 11.01.24 ATP676 Executed Conduct & Compensation Agreement entitled:
02._Syntech_Holdings\l4._Water_and_Power.	 	24/02/2011
23:02
								
	BLACK-206	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:31	 	Please provide an update on discussions with QGC regarding the positioning of a second exploration well on Cameby Downs (see p. 17 of the December 2010/January 2011 Progress
Report).	 	The December 2010 / January 2011 Progress Report [in folder 02. Syntech Holdings » 02. Project Reports » 2.25 - 2.2011.01 Project Reports, document entitled 2464
- Syntech December 2010 January 2011 Monthly Report Final] reflects the latest status.	 	24/02/2011
20:29
								
	BLACK-207	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:32	 	Please provide further details of the claim by Reeds against Syntech for $761,017.35 (see p. 23 of the December 2010/January 2011 Progress Report).	 	Please refer to BLACK-219.	 	24/02/2011
20:54


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-208	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:33	 	Please provide an update in relation to the progress of claims against McLanahan, Outotec, UPA and Concept Control (see p. 23 of the December 2010/ January 2011 progress
Report).	 	The December 2010 / January 2011 Progress Report [Document reference 2464] reflects the latest status.	 	24/02/2011
20:32
								
	BLACK-209	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:40	 	In question 106, we requested documentary evidence that the Mining Contractor has taken out each of the insurances required pursuant to items 1.1, 1.2, 1.3 and 1.4 of Schedule 3
(Insurance Schedule). In response to this question (dated 22.2.11) no evidence was provided in respect of items 1.3 (Motor Vehicle & Plant Insurance) and 1.4 (CTP insurance). Please provide evidence of these insurances as requested. [Document
reference 1791-1800]	 	Please refer to the document uploaded to the data room in folder 06._Mine_Operations\02._Mining_Contractor_Insurance entitled: 2491 -Contractor Insurance.	 	25/02/2011
16:05
								
	BLACK-210	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	23/02/2011
18:41	 	In question 106, we requested documentary evidence that the Mining Contractor has taken out each of the insurances required pursuant to items 1.1, 1.2, 1.3 and 1.4 of Schedule 3
(Insurance Schedule). In response to this question (dated 22.2.11) evidence was provided in respect of item 1.1 (Public Liability Insurance) and 1.2 (Workers Compensation Insurance). The Workers Compensation Insurance policy referred to is relevant
to WA (not Queensland). Please provide evidence that the Mining Contractor holds a WorkCover policy as required by Queensland legislation. [Document reference: 1791-1800]	 	Please refer to the document uploaded to the data room in folder 06._Mine__Operations\01._Mine_Operations_and_Maintenance_Contract\ entitled: 2487 - QLD - Contractors 2010 - 2011
COC.	 	24/02/2011
23:02
								
	BLACK-211	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:52	 	Could you please provide further details on the Water Supply Agreement with Carmel Davies of “Brooklyn” - location of source, purpose of supply, maximum quantities,
progress with registration as a water service provider?	 	Please refer to BLACK-172, BLACK-174, BLACK-179 and BLACK-202.	 	24/02/2011
20:55
								
	BLACK-212	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:55	 	What is the progress on reaching agreement with Baruggam people on the Cultural Heritage Management plan	 	Please refer to p. 17 of December 2010 / January 2011 Progress Report [Document reference 2464].	 	24/02/2011
20:32
								
	BLACK-213	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:55	 	What land areas are covered by the Barunggam people and that of the West Wakka Wakka people?	 	The land areas covered by the Barunggam people and that of the West Wakka Wakka people are the same area as they both claim to be the original inhabitants of the region.	 	24/02/2011
20:34
								
	BLACK-214	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:55	 	Apart from Australian CBM Pty Ltd, has there been any other discussions in relation to co-development agreement with holders of EPP Or PL’s?	 	Please refer to p. 16 of December 2010 / January 2011 Progress Report [Document reference 2464]	 	24/02/2011
20:33
								
	BLACK-215	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	December 2010/January 2011 progress report notes that there is a combined monthly financial report (section 5.9) attached to this report. Can you provide in the
dataroom?	 	Please refer to document 2463.	 	24/02/2011
20:48
								
	BLACK-216	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	An excavator was involved in a high potential incident in January 2011. Was this equipment owned by Macmahons? Is there any cost arising from the incident for Syntech?	 	This equipment was owned by Macmahons; there is no cost to Syntech.	 	24/02/2011
20:48
								
	BLACK-217	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	Are the outstanding claims ($3.1m for December and other claims $0.7m) payable to Macmahon (but not certified) included in either trade creditors or accruals in the December
financial report?	 	$3.1m December claim has been included; $0.7m other claims have not been.	 	24/02/2011
20:49
								
	BLACK-218	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	Are the loans and advances of $7.7m owing from WICET (as disclosed in the 30 June 2010 report) still outstanding as at 31 January 2011? If so, what is the expected date for recovery
of these amounts and what conditions need to be met to allow these amounts to be recovered?	 	These were still outstanding as at 31 January 2011, and are recoverable upon Financial Close of Stage 1 of WICET. As discussed on p. 18 of December 2010 / January 2011 Progress
Report, parties included in Stage 1 are continuing to work toward Financial Close. Insurance Brokers and Financial Arrangers (ANZ) have been appointed and have signalled strong interest from the financial markets in support of the debt raising.
WICET has made a submission to the State Goverment to extend their mandate indicating a proposed financial dose date on or before April 2011 and this has now been approved.	 	24/02/2011
20:49
								
	BLACK-219	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	Can you provide further details of the claims received from Reeds, the major civil contractor as noted in section 5.6 of the December 2010/January 2011 progress report? Have these
amounts been provided for in the management accounts?	 	Reeds related claims were reviewed and rejected twice before as the claims cannot be substantiated. As such, Reeds claims have not been provided for.	 	24/02/2011
20:49
								
	BLACK-220	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	Can you provide further details on the negative ‘previously rejected claim’ against Syntech of $0.8m as included in the table under 5.6 of the December 2010/January 2011
progress report? Have these been provided for in the management accounts?	 	Please refer to BLACK-219.	 	24/02/2011
20:49


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-221	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:56	 	Can any of the claims under the two previous questions impact the expected forecast completion costs of $119m, should they become payable?	 	Yes, if Reeds claims under BLACK-219 and BLACK-220 were ever to be paid, the claim value would increase the cost of completion.	 	24/02/2011
20:49
								
	BLACK-222	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Section 5.9 of the December 2010/January 2011 progress report states that lower budgeted production rates since mining commenced have resulted in elevated costs per tonne? Have the
stock valuations appropriately considered any write downs of stock to ensure they are not stated in excess of net realisable value?	 	Yes; this is held at lower of cost or net realisable value. Please refer to December 2010 / January 2011 Progress Report (p. 24) and the document uploaded to the data room in folder
01._Asset_Overview_and_Financial_Mlodel\01._Additional_Details entitled: 2488 - COGS Jan 11.	 	24/02/2011
22:42
								
	BLACK-223	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can you provide the most recent aged creditors listing and current terms of trading with the major creditors? Can you highlight any capital creditors which are outstanding on this
creditors listing?	 	Please refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2489 - Accounts Payable Aged Report as at 31
January 2011.	 	24/02/2011
22:46
								
	BLACK-224	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can you provide the most recent debtors listing and current terms of trading with any customers with whom we have negotiated sales with to date?	 	Terms of trade usually within 14 days receivable. Please refer to document in BLACK-084.	 	24/02/2011
20:49
								
	BLACK-225	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can we discuss the methodology used to determine the mine operating costs, port costs and rail costs which have been expensed in the 31 December 2010 accounts (and 31 January 2011
accounts if available)?	 	Methodology has been discussed between Syntech CFO and PWC. Please also refer to the document uploaded to the data room in folder
01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2488 - COGS Jan 11.	 	24/02/2011
22:44
								
	BLACK-226	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can you elaborate with details on the Joint Venture Agreement between Australian Mining Holdings and Chandail and Ecarlate? Are there options still to be issued under this
agreement?	 	Please refer to BLACK-032-035.	 	24/02/2011
20:50
								
	BLACK-227	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can you provide the supporting calculations for the rehabilitation provision as at 31 January 2011 (or 31 December 2010 if Jan balances are not available)? Can you confirm if this
calculation has been updated since June 2010? If not, can you provide details of any significant assumptions which would have changed since the 30 June 2010 calculation (hectares to be rehabilitated etc.)?	 	Rehabilitiation provisions have not been updated since Jun-10 - please refer to June 2010 statutory accounts. Management can discuss with PWC directly if there are further
questions. Please also refer to the document uploaded to the data room in folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details entitled: 2490 - Provision for Rehabilitation.	 	24/02/2011
22:47
								
	BLACK-228	 	Medium	 	Answered	 	UBS	 	23/02/2011
19:57	 	Can you provide details and support for the closing provision balance as at 31 December 2010 ($246,899)? Have all employee provision balances (annual leave, long service leave) been
updated and provided for as at this date?	 	Provisions have been updated. Management can discuss with PWC directly if there are further questions, as this provision includes some sensitive information regarding employee
compensation.	 	24/02/2011
20:50
								
	BLACK-229	 	High	 	Answered	 	UBS	 	24/02/2011
12:43	 	Can you please upload the appointment notice for the Site Senior Executive (SSE)	 	Please refer to response for BLACK-109.	 	25/02/2011
16:02
								
	BLACK-230	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:43	 	Can you please upload SSE’s BOE Notice of examination and RIIRIS601A (otherwise known as 43 competency)	 	 Please refer to page 8 of the letter of appointment for Noel Roberts for the BOE Notice, uploaded to the data room in folder
06._Mine_Operations\03._Safely entitled: 2499 - ADM 10 02 03_002 N Roberts 2010 10 21 (2).
  
 Please also refer to page 9 of the letter of appointment for Noel Roberts for the Risk Management Qualification.
  

Noel holds qualification in Minerals Industry Risk Management – MMME 7033, which is equivalent to G3 and is accepted by the Coal Mining Safety
and Health Advisory committee.
	 	28/02/2011
17:38
								
	BLACK-231	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:44	 	Can you please provide details on the status of the SHMS	 	 The mine now operates under the Macmahon SHMS, which has been developed and implemented in line with their corporate requirements and
the Queensland Coal Mining Safety and Health Act.
  
 Syntech has plans to
audit their SHMS in April 2011.
	 	1/03/2011
17:22
								
	BLACK-232	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:44	 	Can you please provide a copy of management structure as required under section 55 of the CMSH Act	 	Please refer to the document uploaded to the data room in folder 06._Mine_Operations\03._Safety entitled: 2500 - Org chart.	 	28/02/2011
17:41


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-233	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:44	 	Can you please provide d Details on the senior management person holding the RIIOHS601 competency (otherwise referred to as G7)	 	 Three senior Macmahon staff members are attending a attending RIIOHS601A (please note we believe there is a typo in the question, as it
is the RIIOHS601A course that is required under the legislation, refer “2501 - Advisory Council Competencies 11 October 2010” uploaded to the folder 06._Mine_Operations\03._Safety) course in April 2011.

 
 The SSE has until the 30th June 2011 to ensure that he, or a person named in a senior
position under s55 of the Coal Mining Safety and Health Act 1999, must obtain the competency unit RIIOHS601A (previously MNCG1107A).
	 	28/02/2011
17:38
								
	BLACK-234	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:45	 	Can you please provide any audit and review of the SHMS conducted by McMahon as the coal mine operator	 	No audit has been conducted by Macmahon to date. Under Section 41 of the Queensland Coal Mining Safety and Health Act it would be expected that Macmahon conduct such an audit within
the first 12 months of operations, and we expect they will do so by June 2011. In the meantime, Syntech has planned to conduct its own audit in April 2011.	 	1/03/2011
17:19
								
	BLACK-235	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:45	 	Can you please provide any instructions or approvals issued by Syntech in regard to the SHMS	 	No instructions or approvals have been issued to Macmahon by Syntech in regard to the SHMS to date.	 	28/02/2011
17:39
								
	BLACK-236	 	Medium	 	Answered	 	UBS	 	24/02/2011
12:45	 	Can you please provide copies of any directives or SCP’s issued to the mine by the inspectorate	 	 Please see directives/SCP’s received by the mine from the Inspectorate uploaded to the dataroom in folder
06._Mine_Operations\03._Safety.
  
 All of the SCP’s in the
directives have been carried out to the inspector’s satisfaction, except SCP #5 in the directive issued to Macmahon on 20/12/2010.
  

SCP#5 raised issues with the Installation of the bypass crusher. Macmahon have attempted to deal with the issue by conducting two risk assessments, one by
themselves and one by the equipment manufacturer. However, the inspector has now rejected this approach, and in consultation with the inspector Macmahon are in the process of organising a full HAZOP review by an external consultant, to be conducted
in March 2011.
	 	3/03/2011
19:13
								
	BLACK-237	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
15:08	 	Referring to the answer for BLACK - 119, while the option certificate to be issued to GS Power under the Syntech Option Deed (Additional Funding Warrant) is pending FIRB approval,
please confirm the number of shares in Syntench that the option would entitle GS power to.	 	Please refer to Annexure C, Scenario 11 and 12 of 2386 - Syntech Holdings Option Deed under 02._Syntech__Holdings\05._Financial\5.03_Loan_Agreements\.	 	25/02/2011
16:03
								
	BLACK-238	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
15:09	 	Referring to the answer for BLACK - 120, while the option certificate to be issued to GS Power under the Syntech II Option Deed (Additional Funding Warrant) is pending FIRB
approval, please confirm the number of shares in Syntech II that the option would entitle GS Power to.	 	Please refer to Annexure C, Scenario 11 and 12 of 2385 - Syntech Holdings II Option Deed under 03._Syntech_Holdings_II\04._Financial\4.03_Loan_Agreements.	 	25/02/2011
16:03
								
	BLACK-239	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
15:14	 	Referring to the answer for BLACK - 119, please advise whether a FIRB Application has been lodged and when FIRB Approval is expected to be obtained	 	Please refer to “2677 - FIRB Approval for Additional 2% Funding Warrants” under 02._.Syntech_Holdings\05._Flnancial\5.03_Loan_Agreements\.	 	9/03/2011
19:04
								
	BLACK-240	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
15:15	 	Referring to the answer for BLACK 120, please advise whether a FIRB Application has been lodged and when FIRB Approval is expected to be obtained	 	Please refer to “2677 - FIRB Approval for Additional 2% Funding Warrants” under 02._Syntech_Holdings\05._Flnancial\5.03_Loan_Agreements\.	 	9/03/2011
19:03
								
	BLACK-241	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
18:35	 	Please confirm that the water pipeline easements are for the purpose of the QGC water pipeline. Please provide the details of any other water pipelines which require the benefit of
these easements. [Document reference: 0992, 2435, 2436, 2437]	 	We confirm the water pipe line easements are for the purpose of the QGC water pipe line. No other easements are required for any other water pipe line.	 	25/02/2011
16:03
								
	BLACK-242	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
18:36	 	 Please provide further information in relation to the claim by Reeds against Syntech including the context/basis for the claim and the
basis for resubmission of the claim (given that it has already been rejected)(see p. 23 of the December 2010/January 2011 Progress Report).
	 	Please refer to BLACK 219-221.	 	25/02/2011
16:04
								
	BLACK-243	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
18:36	 	Please provide further details and documentary evidence in relation to how QR declared force majeure (page 4 of the December 2010/January 2011 Progress Report).	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\09._Rail\9.01_-_Railing_to_Brisbane entitled: 2494 - QR Letter - FM Declaration.	 	25/02/2011
16:05


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-244	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
18:37	 	Please provide a copy of the “four environmental damage reports” referred to in the December 2010/January 2011 Progress Report.	 	Please refer to document 2497 - Environmental Incident Report December 2010/January 2011 under 06._Mine_Operations. None of these environmental damage incidents were of a nature
that required external reporting to DERM, including the minor failure to the wall of the sediment dam, which is not classified as a Hazardous Dam.	 	28/02/2011
16:17
								
	BLACK-245	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	24/02/2011
18:37	 	Please provide a copy of all sales contracts in relation to the sale of coal produced from the Cameby Downs Project.	 	 As sale contracts are subject to confidentiality restrictions with customers, we are unable to provide them at this point without
getting specific waivers from our customers. We have instead provided a spreadsheet with a summary of key terms and quality metrics for the two sales that have been completed and the one forward sale that has been committed, as per 2493 - Syntech
Coal Sales Quality v2 under folder 01._Asset_Overview_and_Financial_Model\01._Additional_Details. Please note that typical specs will continue to be reviewed as more production data becomes available.

 
 Syntech currently does not have any long term sales agreements with customers,
however we have been working with various Japanese, Korean, Taiwanese and Chinese plants / utilities to test burn the coal.
	 	25/02/2011
16:04
								
		 		 		 		 		 		 	 Syntech completed its first sale of 73,864 mt In December, at a realized price of $79.85 (reflecting a Contract Price of $84.46 basis
6,000 gar) and second sale of 37,891 mt was completed in January, at a realized price of $101.23 / mt (reflecting a Contract Price of $111.65 basis 6,000 nar). The actual realized prices were adjusted for CV and moisture (which was higher than then
anticipated due to the extreme rains in January / December). In addition, the second sale was for the quantity available at the port as the rail link had been destroyed by the flooding at this time.

 
 The company has fixed one sale for May, at a Base Price equal to monthly NEWC SCoTA
Index less $4.50 basis 6000 nar. Other than this, no other forward commitments have been made.
  
 Syntechs coal has been trialed by a Japanese utility and a Taiwanese utility with a further sale pending to another Japanese utility.
	 	
								
	BLACK-246	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	25/02/2011
10:21	 	The Mining Lease Letter (Doc 1824) contains the grant of ML 50233 however there is not a copy of the original instrument of grant. Please provide a copy of the original instrument
of grant for ML 50233.	 	Syntech does not have a copy of the formal instrument of lease and has requested one from the relevant government. This may take a few months to issue. The documentation available
to Syntech and the public records (see document in folder 02._Syntec–Holdings\08._Mining_Lease entitled : 2504 - ML 50233) show that Syntech is the holder of ML 50233	 	2/03/2011
14:34
								
	BLACK-247	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	25/02/2011
10:21	 	The Certificates of Application for MLAs 50258 - 50269 (Doc 2271) have been provided however the original applications for the MLAs have not been provided. Please provide copies of
the original applications.	 	Please refer to the documents uploaded to folder 02._Syntech_Holdings\08._Mining_Lease\8.02_-_Mining_Lease_Applications.	 	9/03/2011
17:57
								
	BLACK-248	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	1/03/2011
10:27	 	The December 2010/January 2011 progress Report indicates that SBR will provide “detailed information of the new processes in Q12011” (see p. 18). Please provide a copy of
any such information, including any information in relation to the SBR joint venture processes.	 	Please refer to response from BLACK-161. No updates have been received from SBR thus far.	 	1/03/2011
17:23
								
	BLACK-249	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	1/03/2011
10:28	 	Please provide a copy of the draft Environmental Impact Statement documents (see page 11). [Document reference: 2403]	 	A draft EIS document has not been finalised to date as this is still work in progress.	 	1/03/2011
17:23
								
	BLACK-250	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	1/03/2011
10:29	 	Please provide information in relation to any regulatory action taken in respect of the draft Environmental Impact Statement documents (see page 11). [Document reference:
2403]	 	No regulatory action has been taken.	 	1/03/2011
17:23


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-251	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	1/03/2011
10:29	 	The December 2010/January 2011 Progress Report refers to 15 “action items” arising from the annual compliance audit. Please provide details of any outstanding remedial
actions required to rectify non-compliances and address the “action items” (see page 12).	 	 There are 4 outstanding action items:
  

1) Access to allow completion of the sediment dam (not completed at time of audit) had been restricted due to on-going wet weather in 2010. Work is
presently being undertaken by civil contractors to complete the rock lined dam by-wash and to apply seeded topsoil to the dam walls to minimize potential for erosion.
  

During the recent rain events there was a small (3m x 3m) failure in the wall of the sediment dam which collects the rain water run-off that is channeled
around the north eastern area of the open mine pit and out-of-pit spoil dumps. This dam is not classed as a hazardous dam and no environmental reporting requirement was triggered. To date access to the area has been restricted due to the wet
weather. However, the minor repairs required will be effected as soon as it is safe to enter and work in the area.
	 	2/03/2011
10:24
		 		 		 		 		 		 	2) The remaining three action items relate to noise complaints from local residents received since mining commenced. The action items involved developing a monitoring programme to
review noise levels in the mine area and provide a report to DERM for their review, which has been done, and we await recommendations on further action from DERM concerning two identified affected properties. DERM may recommend both further
mitigation strategies in the mine area, and/or negotiations with the owners of the affected properties to provide compensation payments for noise mitigation at the owners’ residences e.g. double glazing/noise insulation. In the meantime,
we are working with Macmahon to continue developing noise mitigation strategies in and around site, e.g. moving the shift equipment “go line” to an area deeper within the mine area	 	
								
	BLACK-252	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	1/03/2011
10:30	 	Please provide a copy of the draft Indigenous Land Use Agreement which is being negotiated with the Barunggam people.	 	There is no ILUA been negotiated with the Barunggam people. A CHMP (cultural heritage management plan) is been negotiated for stage 2 areas with the Barunggam and is still in draft
form and not suitable for distribution. It is intended to negotiate an ILUA for the area required for the rail turnout for stage 2 with all interested aboriginal parties but this is still work in progress.	 	1/03/2011
17:23
								
	BLACK-253	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	2/03/2011
15:26	 	Please provide copies of the instruments for all prospecting permits used as pre-requisite tenements for mining lease applications 50258 - 50269.	 	Please refer to the document uploaded to the data room in folder 02._Syntech_Holdings\08._Mining_Lease entitled: 2505 - Approvals for Prospecting Permit Numbers
50768-50809.	 	2/03/2011
18:27
								
	BLACK-254	 	High	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
8:57	 	Please provide a status update in relation to all Mining Lease Applications lodged by the Syntech Group Including estimated timeframes for grant and any indication of the likely
terms and conditions.	 	The mining lease applications are on hold pending the submission of the EIS. This is the normal process so there are no estimated times for grant or likely terms and conditions
available at this stage.	 	3/03/2011
19:14
								
	BLACK-255	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:06	 	 What steps has Syntech taken to ensure it complied with its obligations under section 40 of the Coal Mining Safety and Health Act in
that (without limitation) :
 a) Did Syntech inform McMahon Contractors of all relevant information that Syntech had available to it to ensure
that McMahon Contractors was able to develop and implement the mine’s safety and health management system and hazard management plans?
 b)
Did Syntech enter into a contract appointing McMahon Contractors as coal mining operator which included an obligation to establish a safety and health management system for the mine?
	 	 a) In requesting Macmahon fulfill the roles of both Mine Operator and SSE, Syntech provided all relevant information to Macmahon to
allow the designated SEE to develop and implement a safety and health management system for the mine and to prepare and implement principal hazard management plans for the mine.

 
 b) Refer to Section 18.2 of the General Conditions of contract.
	 	4/03/2011
18:54
								
	BLACK-256	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:07	 	What steps has Syntech taken to ensure that McMahon Contractors is complying with its obligations under section 41 of the Coal Mining Safety and Health Act?	 	The Syntech Site Manager attends weekly meetings with Macmahon of which safety and SHMS development and implementation are reviewed. The Syntech Site Manager makes regular
inspections of the mine to ensure Macmahon are implementing safety procedures on a day-to-day basis.	 	4/03/2011
18:54
								
	BLACK-257	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:07	 	What steps has Syntech taken to ensure that McMahon Contractors has the ability to safely manage the coal mine?	 	 During the tender submission process Syntech reviewed the safety performance of Macmahon at other operations where coal mining is
undertaken.
 The organisation chart submitted and accepted by Syntech includes two safety professionals which in Syntechs opinion is sufficient
to provide support to line management in an operation of this size.
	 	4/03/2011
18:54


  

					
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Table of Contents


 Part B – Requests 

 

															
	 MatterWeb
 ID
	 	Priority	 	Question
Status	 	Organisation
Asked By	 	Date
Question
Submitted	 	 Question
	 	 Answer
	 	Answer
Date
	BLACK-258	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:07	 	What steps has Syntech taken to ensure that McMahon Contractors’ employees have the necessary qualifications required by the Coal Mining Safety and Health Act and
Regulations?	 	During the transition phase from construction to mine operations all competencies of Macmahon employees who performed work on or about the construction site (including statutory
positions) were reviewed by the Syntech site senior executive. These competencies will be reviewed further during April’s SHMS implementation audit.	 	4/03/2011
18:55
								
	BLACK-259	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:07	 	The Q&As state that Syntech plans to audit McMahon Contractors’ safety and health management system in April 2011. What steps has Syntech taken to date to ensure that
McMahon Contractors’ safety and health management system for the mine is adequate and no-one is exposed to an unacceptable level of risk?	 	The Syntech Site Manager attends weekly meetings with Macmahon during which safety and SHMS development and implementation are reviewed. Weekly inspections of the mining excavation
are undertaken by the Syntech Coal Quality Superintendent to ensure geological hazards are adequately controlled.	 	4/03/2011
18:55
								
	BLACK-260	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:08	 	Please provide details of any documents Syntech reviewed when considering McMahon Contractors’ Site Access Procedures in accordance with clause 6.1 of the contract, whether the
Site Access Procedures were approved or rejected and the reasons for such approval or rejection, and the current status of the Site Access Procedures?	 	Macmahon provided a site access procedures document of which a draft electronic copy is attached (a final hard copy version is available on site) under
06._Mine_Operations\03._Safety (documents 2512 to 2526). This document is specific to the mobilisation and construction activities for Macmahon personnel while developing the contractor’s infrastructure, as well as a staged handover of the mine
site from Syntech to Macmahon.	 	4/03/2011
18:55
								
	BLACK-261	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:08	 	Were the regulatory authorities notified in respect of the safety incident referred to in the board minutes of 2 August 2007?	 	The safety incident in 2007 related to an exploration activity and occurred while the statutory Mine Operator and SSE roles were fulfilled by a drilling contractor. It is our
understanding that the incident was reported to the inspectorate. No claims relating to the incident have been received or are expected.	 	4/03/2011
18:55
								
	BLACK-262	 	Medium	 	Answered	 	Corrs
Chambers
Westgarth	 	3/03/2011
13:09	 	Please confirm whether any other safety incidents have occurred and, if so, whether the regulatory authorities were notified of such incidents, whether any claims have been made in
respect of such safety incidents and what the status of those claims is.	 	 Other than the incident in 2007 above, there have been 4 incidents at the mine requiring reporting to the regulator in the period that
Syntech has fulfilled the roles of Mine Operator and SSE. There was also an incident in 2009 whereby a contractor committed suicide on the mine site, for reasons unrelated to his employment and the authorities involved have requested that details
related to this incident are kept private. All these 5 incidents were reported to the regulator. No claims relating to these incidents have been received.
  

Since Macmahon took over the roles of Mine Operator and SSE, there have been 4 incidents at the mine requiring reporting to the regulator. All these
incidents were reported to the regulator. No claims relating to these incidents have been received.
	 	4/03/2011
18:56
								
	BLACK-263	 	High	 	Pending
Answer	 	Corrs
Chambers
Westgarth	 	7/03/2011
20:51	 	Please provide the employment contracts for all employees of Syntech, Syntech II, Syntech Resources, AMH Chinchilla Coal and Mountfield Properties	 		 	


  

					
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Table of Contents


 Share Sale Agreement 
 Annexure C – Estimated Adjustment Statement 
 A separate Estimated Adjustment Statement is to
be prepared for each of Syntech and Syntech II. 
  

									
	  	  	 	  	Estimated Tonnes	 	  	Estimate as at
Completion Date
($m)
	 Cash
	  	A	  	 	—  	  	  	
	 Accounts Receivable
	  	B	  	 	—  	  	  	
	 Stock on Hand1
	  	C	  				  	
	 Total Receivables
	  	D=A+B+C	  	 	—  	  	  	
	 Trade and other payables2
	  	E	  	 	—  	  	  	
	 Total Payables
	  	E	  	 	—  	  	  	
	 Estimated Adjustment Amount
	  	F=D-E	  	 	—  	  	  	

  

	1 	 Stock on Hand is to be valued using cost methodology consistent with that used by Syntech previously including in the preparation of the January 2011
management accounts. Stock on Hand is to include ROM Non-Bypass, ROM Bypass, Product Non-Bypass, Product Bypass, and Port stocks, each valued at the lower of cost and net realisable value, and. Total Stock on Hand is to be no more than 120,000
tonnes. 



	2 	 Payables incorporates an adjustment for an amount in accordance with clause 6.2 to reflect any foreign exchange gain or loss for tax purposes that
arises from the repayment of the External Debts 



  

					
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 Share Sale Agreement 
 Annexure D – Adjustment Statement 
 A separate Adjustment Statement is to be prepared for
each of Syntech and Syntech II. 
  

															
	  	  	 	  	Estimated
Tonnes3	 	  	Estimate as
at
Completion
Date ($m)4	  	Actual
Tonnes	 	  	Actual as
at
Completion
date ($m)
	 Cash
	  	A	  	 	—  	  	  		  	 	—  	  	  	
	 Accounts Receivable
	  	B	  	 	—  	  	  		  	 	—  	  	  	
	 Stock on Hand5
	  	C	  				  		  				  	
	 Total Receivables
	  	D=A+B+C	  	 	—  	  	  		  	 	—  	  	  	
	 Trade and other payables6
	  	E	  	 	—  	  	  		  	 	—  	  	  	
	 Total Payables
	  	E	  	 	—  	  	  		  	 	—  	  	  	
	 Adjustment Amount
	  	F=D-E	  	 	—  	  	  		  	 	—  	  	  	

  

	3 	 From Annexure C 



	4 	 From Annexure C 



	5 	 Stock on Hand is to be valued using cost methodology consistent with that used by Syntech previously including in the preparation of the January 2011
management accounts. Stock on Hand is to include ROM Non-Bypass, ROM Bypass, Product Non-Bypass, Product Bypass, and Port stocks, each valued at the lower of cost and net realisable value. Total Stock on Hand is to be no more than 120,000 tonnes.




	6	 Payables include
an amount in respect of income tax arising in respect of repayment of External Debts, in accordance with clause 6.2. 



  

					
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 Share Sale Agreement 
 Annexure E - Current Budget 
 Syntech Group 

Capital Budget 
  

																																					
	 	  	May-11	 	  	Jun-11	 	  	Jul-11	 	  	Aug-11	 	  	Sep-11	 	  	Oct-11	 	  	Nov-11	 	  	Dec-11	 	  	Total	 
	 Haul Road Dams
	  	 	—  	  	  	 	—  	  	  	 	75,000	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	75,000	  
	 Davies Pipeline
	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	650,000	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	650,000	  
	 Generator & Tank @ QGC Dam
	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	75,000	  	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	75,000	  
	 Civils - Ryalls Road Upgrade

Exploration/Tenement Maintenance
	  	 	—  	  	  	 	—  	  	  	 	—  	  	  	 	70,000	  	  	 
 	650,000
70,000	  
  	  	 	70,000	  	  	 	—  	  	  	 	—  	  	  	 
 	650,000
210,000	  
  
	 Critical Spares
	  				  				  	 	50,000	  	  	 	50,000	  	  	 	50,000	  	  				  				  				  	 	150,000	  
	 Stage 2 costs
	  	 	59,000	  	  	 	70,000	  	  	 	70,000	  	  	 	70,000	  	  	 	70,000	  	  	 	70,000	  	  	 	70,000	  	  	 	70,000	  	  	 	549,000	  
		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 
	 Total Capex
	  	 	59,000	  	  	 	70,000	  	  	 	195,000	  	  	 	190,000	  	  	 	1,565,000	  	  	 	140,000	  	  	 	70,000	  	  	 	70,000	  	  	 	2,359,000	  
		  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 	  	  
	  
	 


  

					
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Table of Contents


 Share Sale Agreement 
 Annexure F- Form of Escrow Deed 

  

					
	 © Mallesons Stephen Jaques

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Table of Contents


 ESCROW DEED 
 COMPUTERSHARE INVESTOR SERVICES PTY LIMITED 
 ABN 48 078 279 277

 Austar Coal Mine Pty Ltd 
 ABN 67 111 910 822 
 GS Power Holdings LLC 

A limited liability company formed under the laws of the State of Delaware, USA 

  

	
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 Contents 
  

							
	 1
	  	Interpretation	  	 	3	  
		  	 1.1      Definitions
	  	 	3	  
		  	 1.2      Construction
	  	 	4	  
		  	 1.3      Headings
	  	 	5	  
			
	 2
	  	Escrow Account	  	 	5	  
		  	 2.1      Establishment of Escrow Account
	  	 	5	  
		  	 2.2      Computershare to hold Escrow Amount
	  	 	5	  
		  	 2.3      Escrow Account signatory
	  	 	5	  
		  	 2.4      Buyer Account nomination
	  	 	5	  
			
	 3
	  	Release of Escrow Amount	  	 	5	  
		  	 3.1      Completion Release Notice
	  	 	5	  
		  	 3.2      Released Amounts and Interest
	  	 	6	  
			
	 4
	  	Termination of this Deed	  	 	6	  
		  	 4.1      Termination after Final Release Notice
	  	 	6	  
		  	 4.2      Survival of clauses
	  	 	6	  
			
	 5
	  	Provisions relating to Computershare	  	 	6	  
		  	 5.1      Computershare as stakeholder
	  	 	6	  
		  	 5.2      Duties and obligations
	  	 	6	  
		  	 5.3      Substitution of Computershare
	  	 	6	  
		  	 5.4      Computershare not liable
	  	 	6	  
		  	 5.5      Computershare’s charges and expenses
	  	 	7	  
		  	 5.6      Interest
	  	 	7	  
		  	 5.7      Indemnity
	  	 	7	  
		  	 5.8      Independence of indemnities
	  	 	7	  
		  	 5.9      Computershare’s lien
	  	 	7	  
			
	 6
	  	Legal and other costs and expenses	  	 	7	  
			
	 7
	  	GST	  	 	8	  
		  	 7.1      Interpretation
	  	 	8	  
		  	 7.2      Recipient of supply to pay GST
	  	 	8	  
		  	 7.3      Reimbursement of expenses
	  	 	8	  
		  	 7.4      Supplier to provide tax invoice
	  	 	8	  
			
	 8
	  	General	  	 	8	  
		  	 8.1      Amendment
	  	 	8	  
		  	 8.2      Waiver
	  	 	8	  
		  	 8.3      Severance
	  	 	8	  
		  	 8.4      Further steps
	  	 	9	  
		  	 8.5      Governing law and jurisdiction
	  	 	9	  
		  	 8.6      Assignment
	  	 	9	  
		  	 8.7      Counterparts
	  	 	9	  
		  	 8.8      Authorised Signatories
	  	 	9	  
			
	 9
	  	Notices	  	 	9	  
		  	 9.1      General
	  	 	9	  
		  	 9.2      Particulars for delivery of notices
	  	 	10	  


  

			
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Table of Contents



			
	DEED	  	 Dated
                     2011

		
	BETWEEN	  	Computershare Investor Services Pty Limited ACN 078 279 277 of 452 Johnston Street, Abbotsford, Victoria 3067 (Computershare)
		
	AND	  	Austar Coal Mine Pty Ltd ACN 111 910 822 of Suite 1105, Level 11, 68 York Street, Sydney NSW 2000 (Buyer)
		
	AND	  	GS Power Holdings LLC A limited liability company formed under the laws of the State of Delaware, USA of 200 West Street, New York, NY 10282 - 2198
(Seller)

 RECITALS 

The parties have agreed that Computershare will provide escrow services to the Escrow Parties on the terms of this Deed and in accordance with the
Timetable. 
  

	1	Interpretation 

  

	1.1	Definitions 

 In this
Deed: 
 Authorised Signatory means a Buyer Authorised Signatory or a Seller Authorised Signatory (as the case may be).

 Business Day means: 
  

	 	(a)	for receiving a notice under clause 9, a day that is not a Saturday, Sunday, public holiday or bank holiday in the place where the notice is received; and


  

	 	(b)	for all other purposes, a day that is not a Saturday, Sunday, public holiday or bank holiday in Melbourne, Australia or Perth, Australia. 


Buyer Authorised Signatory means any one of the persons whose name and specimen signature is set out in Part 1 of Schedule 2 on
behalf of the Buyer, as amended by Buyer from time to time by giving each other party to this Deed written notice. 

Commencement Date means the date of this Deed. 
 Completion Date means the date on which completion occurs under the Share Sale Agreement. 
 Completion Release Notice means the Release Notice given by the Seller only to Computershare after notice is given by the Buyer and the Seller of the date on which completion occurs under the Share
Sale Agreement, in accordance with clause 2.1(d). 
 Deed means this document including any schedule or annexure to
it. 
 Escrow Account means a corporate trust account held with National Australia Bank Limited in the joint name of the
Buyer and the Seller, details of which have been notified to the Escrow Parties pursuant to clause 2.1(a)(ii). 

Escrow Amount means the Initial Escrow Amount, less: 

 

	 	(a)	any amount paid to the Escrow Parties in accordance with clauses 0; and 


 

	 	(b)	any authorised charges and expenses payable from the Escrow Account under clause 5.5, from time to time. 


Escrow Parties means the Buyer and the Seller. 
 Establishment Fee means A$3,500. 
 Initial Escrow Amount means
A$202,500,000, as adjusted in accordance with the Share Sale Agreement. 

  

	
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 Interest means interest on the Escrow Amount calculated at the rate of interest that
is equal to the Reserve Bank of Australia Cash Rate from time to time less 85 basis points credited to the Escrow Account from time to time. 
 Loss means any loss (including loss of profit and loss of expected profit), claim, action, liability, damage, cost, charge, expense, outgoing, payment, diminution in value or deficiency of any kind
or character which Computershare pays, suffers or incurs or is liable for including, but not limited to: 
  

	 	(c)	liabilities on account of Tax; 

  

	 	(d)	interest and other amounts payable to third parties; and 

  

	 	(e)	legal (on a full indemnity basis) and other expenses incurred in connection with investigating or defending any claim or action, whether or not resulting in any
liability and all amounts paid in settlement of any claim or action. 

 Released Amount means the amount to
be released from the Escrow Account, as specified in a Release Notice. 
 Release Notice means a notice delivered to
Computershare under clause 3.1 of this Deed, including the Completion Release Notice. 
 Seller Authorised Signatory
means any one of the persons whose name and specimen signature is set out in Part 2 of Schedule 2 on behalf of the Seller, as amended by the Seller from time to time by giving each other party to this Deed written notice. 

Share Sale Agreement means the Share Sale Agreement between the Seller, the Buyer and Yancoal Australia Limited dated on or before
the date of this Deed. 
 Tax includes: 
  

	 	(f)	all taxes levied, imposed or assessed under the Tax Act or any other statute, ordinance or law in Australia or elsewhere; and 


 

	 	(g)	taxes in the nature of sales tax, consumption tax, value added tax, payroll tax, group tax, PAYG, undistributed profits, fringe benefits tax, recoupment tax,
withholding tax, land tax, water rates, municipal rates, stamp duties, gift duties or other state, territorial, Commonwealth or municipal charges or impositions levied, imposed or collected by any governmental body, 


together with any additional tax, interest, penalty, charge, fee or other amount of any kind assessed, charged or imposed in relation to
the late or short payment of the same or the failure to file any return. 
 Tax Act means the Income Tax Assessment Act
1936 and the Income Tax Assessment Act 1997. 
 Timetable means the timetable for the establishment and
operation of the Escrow Account as set out in this Deed and summarised in Schedule 3. 
  

	1.2	Construction 

 Unless
expressed to the contrary, in this Deed: 
  

	 	(a)	words in the singular include the plural and vice versa; 

  

	 	(b)	any gender includes the other genders; 

  

	 	(c)	if a word or phrase is defined its other grammatical forms have corresponding meanings; 


 

	 	(d)	“includes” means includes without limitation; 

  

	 	(e)	no rule of construction will apply to a clause to the disadvantage of a party merely because that party put forward the clause or would otherwise benefit from it;


  

	 	(f)	a reference to: 

  

	 	(i)	a person includes a partnership, joint venture, unincorporated association, corporation and a government or statutory body or authority; 


  

			
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	 	(ii)	a person includes the person’s legal personal representatives, successors, assigns and persons substituted by novation; 


 

	 	(iii)	a right includes a benefit, remedy, discretion or power; 

  

	 	(iv)	time is to local time in Melbourne, Victoria; 

  

	 	(v)	“$” or “dollars” is a reference to Australian currency; 


 

	 	(vi)	this or any other Deed includes the Deed as novated, varied or replaced and despite any change in the identity of the parties; 


 

	 	(vii)	writing includes any mode of representing or reproducing words in tangible and permanently visible form, and includes fax transmissions; 


 

	 	(viii)	this Deed includes all schedules and annexures to it; and 

  

	 	(ix)	a clause, schedule or annexure is a reference to a clause, schedule or annexure, as the case may be, of this Deed; 


 

	 	(g)	if the date on or by which any act must be done under this Deed is not a Business Day, the act must be done on or by the next Business Day; and


  

	 	(h)	where time is to be calculated by reference to a day or event, that day or the day of that event is excluded. 


 

	1.3	Headings 

 Headings do not
affect the interpretation of this Deed. 
  

	2	Escrow Account 

  

	2.1	Establishment of Escrow Account 

  

	 	(a)	On the Commencement Date, Computershare will: 

  

	 	(i)	open the Escrow Account; and 

  

	 	(ii)	notify each Escrow Party of the details of the Escrow Account. 

  

	 	(b)	The Buyer must pay into the Escrow Account the Initial Escrow Amount, in immediately available cleared funds, no later than three Business Days before the Completion
Date. 

  

	 	(c)	The Buyer and the Seller must give Computershare at least three Business Days’ notice of the Completion Date. 


 

	 	(d)	The Buyer and the Seller must notify Computershare of the actual Completion Date on the date on which completion occurs under the Share Sale Agreement.


  

	2.2	Computershare to hold Escrow Amount 

 Computershare must deal with the Escrow Amount in accordance with this Deed.  
  

	2.3	Escrow Account signatory 


Only Computershare and the Authorised Signatories can effect transactions in relation to the Escrow Account. 

 

	2.4	Buyer Account nomination 


The Buyer must provide the notification to Computershare no later than one Business Day before the Completion Date of the account details
to pay the Interest to in the form of the “Buyer Notification” set out in Schedule 1 signed by a Buyer Authorised Signatory. 
  

	3	Release of Escrow Amount 

  

	3.1	Completion Release Notice 


The Completion Release Notice relating to the Escrow Account must be given in the form set out in Schedule 1 of this Deed which must be
completed and signed by the Seller Authorised Signatory only. 

  

			
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	3.2	Released Amounts and Interest 

 On receipt of the Completion Release Notice Computershare must: 
  

	 	(a)	withdraw the initial Escrow Amount and pay that amount in immediately available cleared funds in accordance with the instructions in the Completion Release Notice; and


  

	 	(b)	withdraw the Interest and pay that amount in immediately available cleared fund to the Buyer (in accordance with the instructions provided to Computershare under
clause 2.4). 

  

	4	Termination of this Deed 

  

	4.1	Termination after Final Release Notice 

 This Deed will terminate on payment of the Released Amount and Interest in accordance with clause 3.2. 
  

	4.2	Survival of clauses 


Clauses 5.4,5.5, 5.7, 5.8 and 5.9 survive termination of this Deed. 

 

	5	Provisions relating to Computershare 

  

	5.1	Computershare as stakeholder 

  

	 	(a)	Computershare holds the Escrow Amount and the Interest as a stakeholder. 

  

	 	(b)	This Deed is not intended to create a partnership, joint venture or agency relationship between the parties. 


 

	5.2	Duties and obligations 


Computershare’s only duties and obligations are those set out in this Deed. 

 

	5.3	Substitution of Computershare 

  

	 	(a)	Computershare may resign upon giving 90 days prior written notice to the Escrow Parties. 


 

	 	(b)	Computershare may be immediately removed and replaced following the delivery of a written notice to Computershare signed by the Escrow Parties jointly.


  

	 	(c)	If either of the events set out in clause 5.3(a) or clause 5.3(b) occur, the duties of Computershare terminate immediately following:


  

	 	(i)	receipt of a notice given under clause 5.3(a) or clause 5.3(b) as applicable (or any earlier date that may be agreed between all of the parties); and


  

	 	(ii)	the delivery by Computershare of the Escrow Amount to a successor escrow service provider appointed by the Escrow Parties and whose identity is notified to
Computershare in writing. 

  

	 	(d)	If the Escrow Parties are unable to agree upon a successor escrow service provider, or have failed to appoint a successor escrow service provider prior to the receipt
of the notice given under clause 5.3(a) or clause 5.3(b), Computershare may at the cost of the Escrow Parties petition the Supreme Court of Victoria for the appointment of a successor escrow service provider or for other appropriate
relief, and any resulting appointment is binding upon all of the parties to this Deed. 

  

	 	(e)	Upon acknowledgment by any successor escrow service provider of the receipt of the Escrow Amount, Computershare is fully released and relieved of all duties,
responsibilities, and obligations under this Deed. 

  

	 	(f)	Computershare ceasing to act and being released from the terms of this Deed under this clause 5.3 does not affect the indemnities in clause 5.7.


  

	5.4	Computershare not liable 


Computershare is not liable for: 

  

			
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	 	(a)	any loss occasioned by any depositing of the Escrow Amount in accordance with this Deed and the party entitled to the Escrow Amount or any portion of it bears the risk
of such loss of the Escrow Amount except where the loss is caused by the negligence, fraud or dishonesty of Computershare 

  

	 	(b)	investigating the authenticity, accuracy or content of a Release Notice or the capacity of any person who signs or purports to sign a Release Notice as an Authorised
Signatory; 

  

	 	(c)	any payment made in accordance with clauses 0 which appears on its face to be a Release Notice, if it appears on the face of that document to be signed by
persons described in it as Authorised Signatories; 

  

	 	(d)	confirming the identity, authority or rights of any person signing or delivering or purporting to sign or deliver this Deed; or 


 

	 	(e)	any other act it may do or omit to do except where that act or omission is negligent, fraudulent or dishonest. 


 

	5.5	Computershare’s charges and expenses 

  

	 	(a)	The Buyer must pay the Establishment Fee, which must be paid to Computershare on the Commencement Date by direct deposit into the Escrow Account.


  

	 	(b)	The Escrow Parties must pay Computershare’s charges and expenses (other than the Establishment Fee) in equal shares, being disbursements and out-of-pocket expenses
reasonably incurred in connection with this Deed. 

  

	 	(c)	The Escrow Parties authorise Computershare to deduct from the Escrow Amount the Establishment Fee, charges and expense described in clause 5.5(b).


  

	5.6	Interest 

 The Buyer is
entitled to all of the Interest (less any deductions made by Computershare in accordance with this Deed) payable in accordance with clause 3.2. 
  

	5.7	Indemnity 

 The Seller (as
to 50%) and the Buyer (as to 50%) indemnify Computershare against all Loss arising directly or indirectly be imposed on or incurred by Computershare in the course of Computershare acting as Computershare under this Deed or otherwise endeavouring to
carry out its duties under this Deed, including any litigation arising from this Deed or involving the subject matter of this Deed except to the extent that the relevant Loss is caused by the negligence, fraud or dishonesty of Computershare.

  

	5.8	Independence of indemnities 

  

	 	(a)	Each indemnity in this Deed is a continuing obligation, separate and independent from the other obligations of the Escrow Parties and survives the termination of this
Deed or the substitution of Computershare in accordance with clause 5.3. 

  

	 	(b)	It is not necessary for Computershare to incur an expense or make a payment before enforcing any indemnity conferred by this Deed. 


 

	5.9	Computershare’s lien 


The Computershare has a lien on the Escrow Amount and the Interest to the extent of any money owing to it. 

 

	6	Legal and other costs and expenses 

 Each Escrow Party must pay: 
  

	 	(a)	its own legal and other costs and expenses of negotiating, preparing, executing and performing its obligations under this Deed and any other expenses relating directly
or indirectly to this Deed; and 


  

			
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	 	(b)	its share of the costs and expenses in connection with the substitution of Computershare as contemplated by clause 5.3(d). 


 

	7	GST 

  

	7.1	Interpretation 

  

	 	(a)	Definitions 

  

	 	(i)	In this Deed, “price” has its ordinary meaning and not the special meaning given to it in the GST Act. 


 

	 	(ii)	In this clause:  

 GST means GST within the meaning of the GST Act and includes penalties and interest.  
 GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (as amended). 
  

	 	(b)	Construction 

 Expressions used in this clause and in the GST Act have the same meanings as when used in the GST Act. 
  

	7.2	Recipient of supply to pay GST 

  

	 	(a)	Except where this Deed specifies otherwise, an amount payable by a party under this Deed in respect of a taxable supply by the other party represents the value of the
supply or the net amount under clause 7.3. 

  

	 	(b)	The recipient of the supply must, in addition to that amount and at the same time, pay to the supplier the amount of GST payable in respect of the supply.


  

	7.3	Reimbursement of expenses 


If this Deed requires a party to pay for, reimburse or indemnify against any expense or liability (reimbursable expense) incurred
by the other party (payee) to a third party, the amount to be paid, reimbursed or indemnified is the amount of the reimbursable expense net of any input tax credit to which the payee is entitled in respect of the reimbursable expense (net
amount). 
  

	7.4	Supplier to provide tax invoice 

 A party is not obliged, under clause 7.2, to pay an amount for GST in respect of a taxable supply to it, until given a valid tax invoice for the supply. 

 

	8	General 

  

	8.1	Amendment 

 This Deed may
only be varied or replaced by a Deed executed by the parties. 
  

	8.2	Waiver 

 The failure of a
party at any time to require performance of any obligation under this Deed is not a waiver of that party’s right: 
  

	 	(a)	to insist on performance of, or claim damages for breach of, that obligation unless that party acknowledges in writing that the failure is a waiver; and


  

	 	(b)	at any other time to require performance of that or any other obligation under this Deed.  


 

	8.3	Severance 

 The parties
agree that: 
  

	 	(a)	in any construction of this Deed by any person with authority to do so (including a court), a construction of this Deed that results in all provisions of this Deed
being legal and enforceable is to be applied; and 


  

			
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	 	(b)	if, despite a construction in accordance with clause 8.3(a), a provision is illegal or unenforceable then: 


 

	 	(i)	if the provision would not be illegal or unenforceable if a word or words were omitted, that word or those words are severed; or 


 

	 	(ii)	in any other case, the provision is severed, 

 and the rest of this Deed continues to be legal and enforceable.  
  

	8.4	Further steps 

 Each party
must promptly do whatever any other party reasonably requires of it to give effect to this Deed and to perform its obligations under it. 
  

	8.5	Governing law and jurisdiction 

  

	 	(a)	This Deed is governed by and is to be construed in accordance with the laws applicable in Victoria. 


 

	 	(b)	Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts exercising jurisdiction in Victoria and any courts which have
jurisdiction to hear appeals from any of those courts and waives any right to object to any proceedings being brought in those courts. 

  

	8.6	Assignment 

 The parties
may only assign this Deed or any rights under this Deed with the prior written consent of all the other parties, which consent must not be withheld unreasonably. 
  

	8.7	Counterparts 

 This Deed
and any Release Notice executed in accordance with this Deed may consist of a number of counterparts and, if so, the relevant counterparts taken together constitute one document. 

 

	8.8	Authorised Signatories 


Each Escrow Party appoints each of its Authorised Signatories as its agent with authority to sign on its behalf each notice and other deed
(including any notices under clauses 3.1 and 5.3(b)) signed by the relevant Escrow Party under or in connection with this Deed. 
  

	9	Notices 

  

	9.1	General 

  

	 	(a)	A notice, demand, consent, approval or communication under this Deed (Notice) must be: 


 

	 	(i)	in writing in English and signed by a person duly authorised by the sender; 


 

	 	(ii)	directed to the recipient’s address set out in this Deed or as varied by written notice; 


 

	 	(iii)	sent by pre-paid registered post, hand delivery, or facsimile to that address, 


 

	 	(b)	A Notice will be deemed to be duly given: 

  

	 	(i)	in the case of hand delivery, on the day of delivery; 

  

	 	(ii)	two Business Days after the date of posting by pre-paid registered post; or 


 

	 	(iii)	if sent by facsimile, when the sender’s facsimile system generates a message confirming successful transmission of the entire Notice, unless within eight business
hours after the transmission, the recipient informs the sender that it has not received the entire Notice, 

 but
if the delivery, receipt or transmission is not on a Business Day or is after 5:00pm in the place of receipt, the notice is taken to be received at 9:00am on the next Business Day. 

  

			
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	9.2	Particulars for delivery of notices 

  

	 	(a)	The particulars for delivery of notices are initially: 

  

			
	 Buyer
	  	
		
	Address:	  	 Suite 1105, Level 11
 68
York Street
 Sydney NSW 2000

		
	Fax:	  	+61 2 8243 5399
		
	Email:	  	lling@yancoal.com.au
		
	Attention:	  	Laura Zhang
		
	Copy to:	  	 Andrew Lumsden, Corrs Chambers Westgarth
 andrew.lumsden@corrs.com.au
 Fax: (02) 9210 6611

		
	Seller	  	
		
	Address:	  	 GS Power Holdings, LLC
 200
West Street
 New York NY 10282-2198

USA

		
	Fax:	  	+1 212 256 5669
		
	Email:	  	 shameek.konar@gs.com

john.thomas@gs.com

		
	Attention:	  	 Shameek Konar and John Thomas

Global Commodities Principal Investments

		
	Computershare	  	
		
	Address:	  	Yarra Falls, 452 Johnston Street, Abbotsford, VIC 3067
		
	Fax:	  	+ 61 3 9473 2434
		
	Attention:	  	Mr Greg Bertram

  

	 	(b)	Each party may change its particulars for delivery of notices by notice to each other party. 


  

			
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 SCHEDULE 1 
 COMPLETION RELEASE NOTICE 
  

	To:	Computershare Investor Services Pty Ltd 

  

	 	Yarra Falls, 452 Johnston Street, 

  

	 	Abbotsford, VIC 3067 

  

	Fax:	[  ] 

 Date 

Dear Sir/Madam 
 [insert] Escrow Account:
Completion Release Notice 
 We refer to the [insert] Escrow Account established in our name pursuant to the Escrow Deed dated [insert]
between Computershare Investor Services Pty Ltd, Austar Coal Mine Pty Ltd and GS Power Holdings LLC (Escrow Deed). Terms not otherwise defined in this document have the meaning set out in the Escrow Deed. 

This document is the Completion Release Notice as defined in the Escrow Deed, delivered to you in accordance with clause 3.1 of the Escrow Deed.

 We irrevocably instruct you to transfer from the [insert] Escrow Account the amount of $[        ],
being the Initial Escrow Amount (Released Amount as follows: 
  

					
	 Payee
	  	 Bank account details
	  	 Allocation of Released Amount

	Commonwealth Bank of Australia	  	[to be inserted]	  	[All amounts owing to CBA in connection with the facilities mentioned in schedule 11 of the Share Sale Agreement (being A$30,000,000), plus any accrued interest and fees and any
termination fees which arise).]
			
	Australian Taxation Office	  	[to be inserted]	  	[ The Estimated Withholding Tax as notified under the Share Sale Agreement]
			
	 Goldman Sachs Power
 Holdings
LLC (Seller)
	  	[to be inserted]	  	Balance of the Released Amount

 For clarity, this Completion Release Notice is only required to be signed by the Seller. 

 

	
	Yours faithfully
	
	  
	for and on behalf of the Seller


  

			
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 BUYER NOTIFICATION 

 

	To:	Computershare Investor Services Pty Ltd 

  

	 	Yarra Falls, 452 Johnston Street, 

  

	 	Abbotsford, VIC 3067 

  

	Fax:	[  ] 

 Date 

Dear Sir/Madam 
 [insert] Escrow Account:
Interest Payment 
 We refer to the [insert] Escrow Account established in our name pursuant to the Escrow Deed dated [insert] between
Computershare Investor Services Pty Ltd, Austar Coal Mine Pty Ltd and GS Power Holdings LLC (Escrow Deed). Terms not otherwise defined in this document have the meaning set out in the Escrow Deed. 

This document is a Buyer Notification in accordance with clause 2.4 of the Escrow Deed. This document is not the Completion Release Notice. 

We irrevocably instruct you to transfer from the [insert] Escrow Account on the Completion Date the Interest accrued on it as follows: 

[insert details of recipients, bank account details and amounts] 
 For clarity, this Buyer Notification is only required to be signed by the Buyer. 
  

	
	Yours faithfully
	
	  
	for and on behalf of the Seller


  

			
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 SCHEDULE 2 
 PART 1: BUYER AUTHORISED SIGNATORIES 
  

			
	 Authorised Signatory
	  	 Signature Specimen

	 Terence Crawford
	  	
	 Murray Bailey
	  	
	 Vincent O’Rourke
	  	

 PART 2: SELLER AUTHORISED SIGNATORIES 

 

			
	 Authorised Signatory
	  	 Signature Specimen

	 Greg Agran
	  	
	 Robert Mancini
	  	
	 Shameek Konar
	  	


  

			
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 SCHEDULE 3 
 Timetable 
  

			
	 Event
	  	 Date

	 Establish Escrow Account
	  	 Commencement Date

		
	Seller to notify Buyer of:	  	Ten Business Days before the Completion Date
		
	 •      Estimated Adjustment Statement;

 

•      Estimated Withholding Tax;

 

•      Estimated Restructure Fee; and

 

•      Estimated Repayment Amount

 
 (as defined in the Share Sale Agreement)
	  	
		
	Buyer pay Initial Escrow Amount	  	Three Business Days before the Completion Date
		
	Buyer and Seller notify Computershare of the Completion Date	  	Three Business Days before the Completion Date
		
	Buyer to notify Computershare of Account details for payment of Interest	  	One Business Day before the Completion Date
		
	Buyer and Seller notify Computershare of the actual date on which completion occurs under the Share Sale Agreement	  	Completion Date
		
	Completion Release Notice	  	Completion Date
		
	Pay Released Amount in accordance with instructions in Completion Release Notice	  	Completion Date
		
	Pay Interest to Buyer in accordance with instructions given in the Buyer Notification	  	Completion Date


  

			
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 Executed as a deed and delivered on the date shown on the first page. 

 

							
	 Executed by Computershare
	  	 	)	  	  	
	 Investor Services Pty Limited
	  	 	)	  	  	
			
	 	  				  	 
	Company Secretary/Director	  				  	Director
			
	 	  				  	 
	 Name of Company Secretary/Director
 (print)
	  				  	Name of Director (print)
			
	Executed by Austar Coal Mine Pty	  	 	)	  	  	
	Ltd	  	 	)	  	  	
			
	 	  				  	 
	Secretary/Director	  				  	Director
			
	 	  				  	 
	Name of Secretary/Director (print)	  				  	Name of Director (print)
			
	Signed, sealed and delivered by GS	  	 	)	  	  	
	Power Holdings LLC by its duly	  	 	)	  	  	
	authorised representative	  				  	
			
	 	  				  	 
	Witness	  				  	Authorised representative
			
	 	  				  	 
	Name of witness (print)	  				  	 Name of authorised representative
 (print)



  

			
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 Share Sale Agreement 
 Signing page 
  

							
	 DATED: 13/5/11
	  				  	
			
	EXECUTED by GS POWER	  	 	)	  	  	
	HOLDINGS LLC by its duly	  	 	)	  	  	
	authorised representative	  	 	)	  	  	
		  	 	)	  	  	
		  	 	)	  	  	
	 	  	 	)	  	  	 
	Signature of witness	  	 	)	  	  	Signature of representative
		  	 	)	  	  	
		  	 	)	  	  	
	 	  	 	)	  	  	 
	Name of witness (block letters)	  	 	)	  	  	Name of representative (block letters)
			
	EXECUTED by AUSTAR COAL	  	 	)	  	  	
	MINE PTY LIMITED by authority of	  	 	)	  	  	
	its directors:	  	 	)	  	  	
		  	 	)	  	  	
		  	 	)	  	  	
	



	  	 	)	  	  	




	Signature of director	  	 	)	  	  	Signature of director/company
		  	 	)	  	  	secretary*
		  	 	)	  	  	*delete whichever is not applicable
		  	 	)	  	  	
	



	  	 	)	  	  	




	Name of director (block letters)	  	 	)	  	  	Name of director/company secretary*
		  				  	(block letters)
		  				  	*delete whichever is not applicable
			
	EXECUTED by YANCOAL	  	 	)	  	  	
	AUSTRALIA LIMITED by authority	  	 	)	  	  	
	of its directors:	  	 	)	  	  	
		  	 	)	  	  	
		  	 	)	  	  	
	



	  	 	)	  	  	




	Signature of director	  	 	)	  	  	Signature of director/company secretary*
		  	 	)	  	  	*delete whichever is not applicable
		  	 	)	  	  	
		  	 	)	  	  	
	



	  	 	)	  	  	




	Name of director (block letters)	  	 	)	  	  	Name of director/company secretary*
		  				  	(block letters)
		  				  	*delete whichever is not applicable


  

					
	 © Mallesons Stephen Jaques

10658005_12
	  	Share Sale Agreement	  	91