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Appendix 38

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

New issue announcement,

application for quotation of additional securities and agreement

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 01/o7/96 Origin : Appendix 5 Amended 01/o7f98, 01/09/99, 01/o7/oo, 30/09/01, n/03/02, 01/01/o3, 24/10 /05, 01/08/12, 04/ 03/13

Name of entity

Aura Energy Limited

ABN

We (the entity) give ASX the following information.

Part 1 ·All issues

You must complete the relevant sections (attach sheets if there is not enough space).

Fully paid ordinary due to:

1. PD Reeve pursuant to Contract of Employment

2. JW Ffooks for consulting services

+Class of +securities issued or to be issued

1. (a) 871,335 fully paid ordinary shares

(b) 559,623 fully paid ordinary shares

2. 1,882,845 fully paid ordinary shares

2 Number of +securities issued or to be issued (if known) or maximum number which may be issued

1. (a) 1.535 cents per fully paid ordinary share

   (b) 2.390 cents per fully paid share

2. 2.390 cents per fully paid ordinary share

3 Principal terms of the

+securities (e.g. if options,

exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if

+convertible securities, the conversion price and dates for conversion)

+ See chapter 19 for defined terms.

Appendix 3B Page 1

Shares: Yes

4 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities?

If the additional +securities do not rank equally, please state:

• the date from which they do

• the extent to which they part1c1pate for the next dividend, (in the case of a trust, distribution) or interest payment

• the extent to which they do not rank equally, other than m relation to the next dividend, distribution or interest payment

1. (a) $13,375 (the net of tax amount) pursuant to Contract of Employment

(b) $13,375 (the net of tax amount) pursuant to Contract of Employment

2. In lieu of services of $45,000 as part of the AIM Admission

1. Issue price or consideration

   1. (a) In lieu of entitlement to quarterly share-based payments (April-June 2016) pursuant to Contract of Employment

   (b) In lieu of entitlement to quarterly share-based payments Quly-Sep 2016) pursuant to Contract of Employment

   2. In lieu of services of $45,000 as part of the AIM Admission

2. Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

No

6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.IA?

If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

6b The date the security holder I Not applicable resolution under rule 7.IA was

passed '-- -----'

6c Number of +securities issued I Not applicable without security holder approval

under rule 7.1 '-------'

6d Number of +securities issued Not applicable with security holder approval

6e	Number of +securities issued with security holder approval	Not applicable
under rule 7.3, or another specific security holder approval (specify date of meeting)

under rule 7.IA

6f Number of +securities issued Not applicable under an exception in rule 7.2

6g If +securities issued under rule Not applicable 7.IA, was issue price at least 75%

of 15 day VWAF as calculated under rule 7.IA.3? Include the

+issue date and both values. Include the source of the VWAP calculation.

6h If +securities were issued under Not applicable rule 7.IA for non-cash

consideration, state date on which valuation of consideration was released to ASX Market Announcements

Please refer to Annexure I

6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.IA - complete Annexure 1 and release to ASX Market Announcements

20 December 2016
Number	+(lass
719,715,374	Fully paid ordinary
shares (ASX Code:
AEE)
27,226,166	Listed options
	exercisable at 5 cents
	per option over
	ordinary share with
	expiry on 17 June 2017

7 +Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

8 Number and +class of all

+securities quoted on ASX (including the +securities in section 2 if applicable)

+

+ See chapter 19 for defined terms.

Appendix 3B Page 3

Number	+Class
200,000	2oc options 4/12/16
2,600,000	4.82c options 6/3/17
62,111,801	2.5c options 25/11/17
8,163,265	2.5c options 23/12/17
19,979,593	2.5c options 5/2/18
22,943,877	2.5c options 9/5/18
8,750,000	10.oc options 10/6/18
12,500,000	7.oc options 17/6/18
6,250,000	10.oc options 9/2/19
2,500,000	15.oc options 9/2/19
8.750,000	15.oc options 9/2/20
8,750,000	15.oc options 9/2/21
6,578,699	1.14 pence (2 cents)
	warrants 11/9/19

9 Number and +class of all

+securities not quoted on ASX

(including the +securities m

section 2 if applicable)

10 Dividend policy (in the case of a I Not applicable trust, distribution policy) on the

increased capital (interests) . .....

Part 2 . Pro rata issue

1. Is security holder approval I Not applicable required?

   '-------------------

2. Is the issue renounceable or non- 1 Not applicable

   renounceable? L------------------

3. Ratio in which the +securities I Not applicable

will be offered - -----------------

14 +class of +securities to which the I Not applicable

offer relates '·----------------------'

15 +Record date to entitlements

determine I

, N_o_t_app_li_ca_b_l_e

16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?	Not applicable
17	Policy for deciding entitlements in relation to fractions	Not applicable

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