Celsius Resources : Response to ASX Price Query

12 December 2018

Daniel Nicholson

Adviser, ASX Listings Compliance (Perth)

By email:[e-mail] [e-mail]

Dear Daniel

RESPONSE TO PRICE QUERY

We refer to your letter dated 12 December 2018 with respect to the subject matter and respond to your queries in the same order as raised:

• 1. No. The Company is not aware of any information concerning it that has not been announced, which, if known, could be an explanation for recent trading in the securities of the Company.

• 2. Not applicable;

• 3. The Company refers to its announcement its recent appointment of Mr. Laurent Raskin to the Company's board on 5 December 2018, which has been well received by investors, given his vast experience and contacts in the global minor metals industry, and his shareholding in the Company. The Company also refers to its announcement of 30 November 2018, relating to the commencement of an exploration drilling program at the Opuwo Project. Although the Company considers the targets being drilled as part of this program are highly prospective, no results have been received from this program to date.

• 4. The Company is in compliance with the listing rules and, in particular, listing rule 3.1.

• 5. The above has been authorised and approved in accordance with the Company's published continuous disclosure policy or otherwise by its board or an officer of the Company with delegated authority from the board to respond to ASX on disclosure matters.

Level 2, 22 Mount Street	P: [phone]
Perth WA 6000	F: [phone]
PO Box 7054	E:[e-mail]
Cloisters Square Perth WA 6850	www.celsiusresources.com.au

Yours faithfully,

Melanie Ross Company Secretary

Level 2, 22 Mount Street Perth WA 6000

P: [phone] F: [phone]

PO Box 7054

Cloisters Square Perth WA 6850

E:[e-mail]

12 December 2018

Ms Melanie Ross Company Secretary Celsius Resources Limited

By email

Dear Ms Ross

Celsius Resources Limited ('CLA'): Price Query

We note the change in the price of CLA's securities from a low of $0.062 on 10 December 2018 to a high of $0.086 today, Wednesday 12 December 2018.

Request for Information

In light of this, ASX asks CLA to respond separately to each of the following questions and requests for information:

1.

Is CLA aware of any information concerning it that has not been announced to the market which, if known by some in the market, could explain the recent trading in its securities?

• 2. If the answer to question 1 is "yes".

  • (a) Is CLA relying on Listing Rule 3.1A not to announce that information under Listing Rule 3.1? Please note that the recent trading in CLA's securities would suggest to ASX that such information may have ceased to be confidential and therefore CLA may no longer be able to rely on Listing Rule 3.1A. Accordingly, if the answer to this question is "yes", you need to contact us immediately to discuss the situation.

  • (b) Can an announcement be made immediately? Please note, if the answer to this question is "no", you need to contact us immediately to discuss requesting a trading halt (see below).

  • (c) If an announcement cannot be made immediately, why not and when is it expected that an announcement will be made?

• 3. If the answer to question 1 is "no", is there any other explanation that CLA may have for the recent trading in its securities?

• 4. Please confirm that CLA is complying with the Listing Rules and, in particular, Listing Rule 3.1.

• 5. Please confirm that CLA's responses to the questions above have been authorised and approved under its published continuous disclosure policy or otherwise by its board or an officer of CLA with delegated authority from the board to respond to ASX on disclosure matters.

When and where to send your response

This request is made under Listing Rule 18.7. Your response is required as soon as reasonably possible and, in any event, by no later than 10:15 AM AWST today Wednesday, 12 December 2018. If we do not have your response by then, ASX will likely suspend trading in CLA's securities under Listing Rule 17.3. You should note that if the information requested by this letter is information required to be given to ASX under Listing Rule 3.1 and it does not fall within the exceptions mentioned in Listing Rule 3.1A, CLA's obligation is to disclose the

ASX Limited [[Listings]]

information "immediately". This may require the information to be disclosed before the deadline set out in the previous paragraph.

ASX reserves the right to release a copy of this letter and your response on the ASX Market Announcements Platform under Listing Rule 18.7A. Accordingly, your response should be in a form suitable for release to the market. Your response should be sent to me by e-mail [e-mail]. It should not be sent directly to the ASX Market Announcements Office. This is to allow me to review your response to confirm that it is in a form appropriate for release to the market, before it is published on the ASX Market Announcements Platform.

Listing Rules 3.1 and 3.1A

Listing Rule 3.1 requires a listed entity to give ASX immediately any information concerning it that a reasonable person would expect to have a material effect on the price or value of the entity's securities. Exceptions to this requirement are set out in Listing Rule 3.1A. In responding to this letter, you should have regard to CLA's obligations under Listing Rules 3.1 and 3.1A and also to Guidance Note 8 Continuous Disclosure: Listing Rules 3.1 - 3.1B. It should be noted that CLA's obligation to disclose information under Listing Rule 3.1 is not confined to, nor is it necessarily satisfied by, answering the questions set out in this letter.

Trading halt

If you are unable to respond to this letter by the time specified above, or if the answer to question 1 is "yes" and an announcement cannot be made immediately, you should discuss with us whether it is appropriate to request a trading halt in CLA's securities under Listing Rule 17.1. If you wish a trading halt, you must tell us:

•  the reasons for the trading halt;

•  how long you want the trading halt to last;

•  the event you expect to happen that will end the trading halt;

•  that you are not aware of any reason why the trading halt should not be granted; and

•  any other information necessary to inform the market about the trading halt, or that we ask for.

We may require the request for a trading halt to be in writing. The trading halt cannot extend past the commencement of normal trading on the second day after the day on which it is granted.

You can find further information about trading halts in Guidance Note 16 Trading Halts & Voluntary Suspensions.

Suspension

If you are unable to respond to this letter by the time specified above ASX will likely suspend trading in CLA's securities under Listing Rule 17.3.

Enquiries

If you have any queries or concerns about any of the above, please contact me immediately.

Yours faithfully

Daniel Nicholson

Adviser, Listings Compliance (Perth)