AuKing Mining Limited Prospectus

3.7 Substantial Shareholders Those Shareholders holding 5% or more of the Shares on issue both as at the date of this Prospectus and on completion of the KP Transaction and the Public Offer (assuming Shareholders approve the conversion of the JCHX Loan into Shares and that no existing substantial Shareholder applies for additional Shares pursuant to the Public Offer) are set out in the table below. Name Current Shareholding Minimum on Completion Number of Shares % Number of Shares % Bienitial International Industrial Co Ltd (JCHX associate) 349,018,230 37.42% 9,245,092 16.72% Note: The reduction in Bienitial’s shares results from the proposed 200:1 consolidation of AKN’s shares, to be approved by shareholders at the forthcoming general meeting. In addition, two current directors who are associates to JCHX, being Dr Peng and Mr Wang, will have an interest of 420,000 Shares (0.76%) and 350,000 Shares (0.63%) following completion of the Public Offer (assuming a minimum subscription) and Approval Resolutions. The Company will announce to the ASX details of its top 20 Shareholders (by shareholding) following completion of the Public Offer and upon its securities being re-admitted to Official Quotation. 3.8 Re-Admission to the Official List As stated above, the KP Transaction will constitute a significant change to the nature and scale of the Company’s current activities. In accordance with its normal practice, the ASX: a. may require that the Company obtain Shareholder approval for the purposes of Listing Rule 11.1.2, and for completeness the Company is seeking this approval at the General Meeting; b. has suspended trading on the ASX of all securities of the Company and those securities will remain suspended until the Approval Resolutions are passed, Completion occurs and ASX has re-instated the Company’s securities to Official Quotation; and c. will require the Company to comply with the applicable requirements of Chapters 1 and 2 of the Listing Rules, before it will allow trading on the ASX in the Company’s securities to re-commence. These requirements include providing evidence to the ASX that the Company has: 1. satisfied the ASX Spread Requirements; 2. issued a prospectus in accordance with the Corporations Act ; 3. satisfied an “assets” test of having net tangible assets of at least $4 million after deducting the costs of the Public Offer; and 4. evidenced that either less than half of all its tangible assets are in cash, or if more than half of its tangible assets are cash that it has commitments consistent with its business objectives to spend half of its cash. Listing Rule 1.19 provides that admission to the Official List of ASX is at ASX’s absolute discretion. ASX must also be satisfied under Listing Rule 1.1 Condition 1 that the Company’s structure and operations are appropriate for a listed entity. On 22 September 2020, the Company sought in-principle advice from ASX as to the suitability of the Company for re-admission to the official list of ASX if it proceeds with the Koongie Park Earn-In and the IP Services Agreement. The Company believes that there is no reason that would cause AKN not to have a structure and operations suitable for a listed entity for the purposes of Listing Rule 1.1 condition 1 or that would cause ASX to exercise its discretion to refuse re-admission to the Official List under Listing Rule 1.19. Notwithstanding this, the Company notes that ASX has ultimate discretion under Listing Rules 1.19 and 2.9 to decline the Company’s application for re-admission to the Official List, or refuse quotation of the Company’s shares, without giving any reasons. While the Company considers that it can satisfy ASX’s requirements for quotation and re-admission to the Official List, ASX may exercise its discretion to decline the Company’s application for re-admission to the Official List. If ASX declines the Company’s application for re-admission, the Company will not proceed with the KP Transaction or the Public Offer and no Offer Securities will be issued under this Prospectus. Completion of the KP Transaction is conditional upon ASX issuing the Conditional Approval which will not be issued if ASX is not satisfied under Listing Rule 1.1 Condition 1 or if ASX exercises its discretion under Listing Rule 1.19 and does not grant the Conditional Approval. Accordingly, no Offer Shares will be issued under this Prospectus unless ASX provides the Conditional Approval. The Company will provide further disclosure to the market upon ASX making a determination in respect of the application for the Conditional Approval. AuKing Mining Limited | PROSPECTUS 41