Appendix 3Y

Change of Director's Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity

ABN

Sino Gas & Energy Holdings Limited 16 124 242 422

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director

Glenn Corrie

Date of last notice

7 June 2017

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest

Direct & Indirect

Nature of indirect interest (including registered holder)

Note: Provide details of the circumstances giving rise to the relevant interest.

Held jointly with Mrs Toni Jo-Anne Langmead

Date of change

31 January 2018

No. of securities held prior to change

7,119,797 Ordinary Shares

Class

Ordinary Shares

Number acquired

1,252,562

Number disposed

N/A

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

Non-cash, issue of fully paid ordinary shares following the exercise of Performance Rights under the Company's Performance Rights Plan.

No. of securities held after change

8,372,359 Ordinary Shares

Nature of change

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Conversion of performance rights

+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y

Change of Director's Interest Notice

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract

Executive Services Agreement between Mr Corrie and Sino Gas & Energy Holdings Limited.

Offer letter from Sino Gas & Energy Holdings Limited to Glenn Corrie in connection with the grant of performance rights under the Sino Gas & Energy Holdings Limited Executive, Officer and Employee Performance Rights Plan, as accepted by Mr Corrie.

Nature of interest

  • (a) Each Performance Right is a personal contractual right to be issued with or transferred a single share in the Company. A Performance Right may be exercised (if it has not otherwise lapsed) in accordance with the Executive, Officer and Employee Performance Rights Plan on the satisfaction of prescribed performance criteria within the performance period. The performance criteria and performance period for the Performance Rights are detailed in the Company's Annual Report.

  • (b) Mr Corrie has been awarded an STI payment for the 2017 period and has elected to receive his 2017 STI payment as 50% as deferred shares, subject to shareholder approval. The number of shares Mr Corrie is entitled to is calculated based on the 5 day volume weighted average price for the Company's shares for the period immediately prior to 31 December 2017. The issue of the shares to Mr Corrie will be deferred to after 31 December 2018 (being 12 months from the date Mr Corrie became entitled to the STI payment). If Mr Corrie terminates his executive services agreement for any reason prior to 31 December 2018, the number of shares to be issued will be pro-rated based on the number of days elapsed between 31 December 2017 and 31 December 2018 as at the date of cessation of employment. If the Company terminates the executive services agreement for any reason, Mr Corrie's entitlement to Shares will not change.

Name of registered holder

(if issued securities)

N/A

Date of change

31 January 2018

No. and class of securities to which interest related prior to change

Note: Details are only required for a contract in relation to which the interest has changed

N/A

Interest acquired

(a) 1,199,057 shares (the issue of which is deferred to after 31

December 2018 and remains subject to shareholder approval)

Interest disposed

  • (a) 1,252,562 performance rights converted into ordinary shares; and

  • (b) 3,369,543 performance rights lapsed.

Value/Consideration

Note: If consideration is non-cash, provide details and an estimated valuation

  • (a) No consideration payable upon exercise of the 1,252,562 Performance Rights

  • (b) Shares (deferred as above) will be issued in lieu of 50% of STI cash payment of US$146,837 (A$188,252)

Interest after change

12,927,865 Performance Rights 3,145,843 shares (deferred)

+ See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y

Change of Director's Interest Notice

Part 3 - +Closed period

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?

No

If so, was prior written clearance provided to allow the trade to proceed during this period?

N/A

If prior written clearance was provided, on what date was this provided?

N/A

+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Sino Gas & Energy Holdings Limited published this content on 31 January 2018 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 31 January 2018 07:14:15 UTC.

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