Equity Financing Facility Drawdown and Appendix 3B

Oilex Ltd

Ron Miller, Managing Director

Email: [email protected]

Tel: +61 8 9485 3200

Australia

RFC Ambrian Limited

Nominated Adviser and AIM Broker

Samantha Harrison

Email: [email protected]

Tel: +44 203 440 6800

UK

Tavistock Communications

Conrad Harrington

Email: [email protected]

Tel: +44 207 920 3150

UK

Name of entity

OILEX LTD

ABN

50 078 652 632

1

+Class of +securities issued or to be issued

Fully Paid Ordinary Shares

2

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

18,600,000

3

Principal terms of the +securities (eg, 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)

N/A

4

Do the +securities rank equally in all respects from the date of allotment 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 participate 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 in relation to the next dividend, distribution or interest payment

Yes

5

Issue price or consideration

$0.1146 cents per share (6.3 pence)

6

Purpose of the issue

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

Proceeds raised under the Drawdown will be used towards development of the Cambay asset and working capital

6a

Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

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

Yes

6b

The date the security holder resolution under rule 7.1A was passed

11 November 2013

6c

Number of +securities issued without security holder approval under rule 7.1

18,600,000

6d

Number of +securities issued with security holder approval under rule 7.1A

N/A

6e

Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

N/A

6f

Number of +securities issued under an exception in rule 7.2

N/A

6g

If +securities issued under rule 7.1A was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.

N/A

6h

If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

N/A

6i

Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

7.1 - 66,555,218

7.1A - 59,103,478

7

+Issue dates

Notes: 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.

15 July 2014

8

Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

Number

+Class

609,634,789

195,892,111

Fully Paid Ordinary Shares

Options exercisable at $0.15 each by 07/09/2015

9

Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable)

Number

+Class

8,737,500

75,000

3,000,000

1,000,000

5,000,000

500,000

2,000,000

2,000,000

3,000,000

1,000,000

250,000

500,000

2,000,000

250,000

4,000,000

$0.37 Options due 10/11/2014

$0.63 Options due 01/08/2015

$0.15 Options due 17/12/2015

$0.15 Options due 30/01/2016

$0.25 Options due 08/03/2016

$0.15 Options due 27/06/2016

$0.15 Options due 04/11/2016

$0.15 Options due 11/11/2016

$0.15 Options due 05/12/2016

$0.25 Options due 30/01/2017

$0.15 Options due 10/03/2017

$0.25 Options due 27/06/2017

$0.25 Options due 11/11/2017

$0.25 Options due 10/03/2018

$0.15 Options due 29/04/2019

10

Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Not applicable

11

Is security holder approval required?

Not applicable

12

Is the issue renounceable or non-renounceable?

13

Ratio in which the +securities will be offered

14

+Class of +securities to which the offer relates

15

+Record date to determine entitlements

16

Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

17

Policy for deciding entitlements in relation to fractions

18

Names of countries in which the entity has security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

19

Closing date for receipt of acceptances or renunciations

20

Names of any underwriters

21

Amount of any underwriting fee or commission

22

Names of any brokers to the issue

23

Fee or commission payable to the broker to the issue

24

Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

25

If the issue is contingent on security holders' approval, the date of the meeting

26

Date entitlement and acceptance form and offer documents will be sent to persons entitled

27

If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28

Date rights trading will begin (if applicable)

29

Date rights trading will end (if applicable)

30

How do security holders sell their entitlements in full through a broker?

31

How do security holders sell part of their entitlements through a broker and accept for the balance?

32

How do security holders dispose of their entitlements (except by sale through a broker)?

33

+Issue date

34

Type of securities

(tick one)

(a)

ü

+Securities described in Part 1

(b)

o

All other +securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35

If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36

If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000

5,001 - 10,000

10,001 - 100,000

100,001 and over

37

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38

Number of securities for which +quotation is sought

Not applicable

39

+Class of +securities for which quotation is sought

40

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 participate 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 in relation to the next dividend, distribution or interest payment

41

Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another +security, clearly identify that other +security)

42

Number and +class of all +securities quoted on ASX (including the securities in clause 38)

Number

+Class

Rule 7.1 - Issues exceeding 15% of capital

Step 1: Calculate "A", the base figure from which the placement capacity is calculated

Insert number of fully paid +ordinary securities on issue 12 months before the +issue date or date of agreement to issue

354,778,499

Add the following:

• Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2

800 (issued 12/11/2013)

400 (issued 04/02/2014)

· Number of fully paid +ordinary securities issued in that 12 month period with shareholder approval

38,000,000 (issued 06/09/2013)

30,000,000 (issued 06/11/2013)

93,000,000 (issued 24/02/2014)

1,750,000 (issued 29/04/2014)

73,505,090 (issued 14/05/2014)

· Number of partly paid +ordinary securities that became fully paid in that 12 month period

Nil

Note:

• Include only ordinary securities here - other classes of equity securities cannot be added

• Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed

• It may be useful to set out issues of securities on different dates as separate line items

Subtract the number of fully paid +ordinary securities cancelled during that 12 month period

Nil

"A"

591,034,789

Step 2: Calculate 15% of "A"

"B"

0.15

[Note: this value cannot be changed]

Multiply "A" by 0.15

88,655,218

Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used

Insert number of +equity securities issued or agreed to be issued in that 12 month period not counting those issued:

• Under an exception in rule 7.2

• Under rule 7.1A

• With security holder approval under rule 7.1 or rule 7.4

Note:

• This applies to equity securities, unless specifically excluded - not just ordinary securities

• Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed

• It may be useful to set out issues of securities on different dates as separate line items

 3,000,000 options (issued 05/12/2013)

500,000 options (issued 10/03/2014)

18,600,000 shares (issued 15/07/2014)

"C"

22,100,000

Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1

"A" x 0.15

Note: number must be same as shown in Step 2

88,655,218

Subtract "C"

Note: number must be same as shown in Step 3

22,100,000

Total ["A" x 0.15] - "C"

66,555,218

[Note: this is the remaining placement capacity under rule 7.1]

Rule 7.1A - Additional placement capacity for eligible entities

Step 1: Calculate "A", the base figure from which the placement capacity is calculated

"A"

Note: number must be same as shown in Step 1 of Part 1

591,034,789

Step 2: Calculate 10% of "A"

"D"

0.10

Note: this value cannot be changed

Multiply "A" by 0.10

59,103,478

Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used

Insert number of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

• This applies to equity securities - not just ordinary securities

• Include here - if applicable - the securities the subject of the Appendix 3B to which this form is annexed

• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

• It may be useful to set out issues of securities on different dates as separate line items

"E"

-

Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A

"A" x 0.10

Note: number must be same as shown in Step 2

59,103,478

Subtract "E"

Note: number must be same as shown in Step 3

-

Total ["A" x 0.10] - "E"

59,103,478

Note: this is the remaining placement capacity under rule 7.1A