Infigen Energy : Response to ASX letter

17 January 2018

Mr George Tharian

Adviser, Listings Compliance (Sydney) Australian Securities Exchange

20 Bridge Street

Sydney NSW 2000

By email

Dear Mr Tharian

Infigen Energy Group: Appendix 3Z - Final Director's Interest Notice

I refer to your letter dated 16 January 2018 regarding the delayed lodgement of Appendix 3Z (Final Director's Interest Notice) for Mr Hutchinson who retired on 31 December 2017.

In response to your specific questions:

• 1. Infigen Energy made an ASX announcement on 29 December 2017 advising of

  Mr Hutchinson's pending retirement on 31 December 2017. The delayed lodgement of the related Appendix 3Z on 15 January 2018 was an oversight on my part as Company Secretary due to my absence on leave over the Christmas/New Year period.

• 2. Written agreements are in place with Directors that outline their reporting obligations under the ASX Listing Rules. All Directors are aware of those obligations and continue to comply with them.

• 3. The current arrangements with Directors are considered adequate and enforced, however further rigour will be applied to ensure timely compliance with reporting obligations under the ASX Listing Rules during holiday periods.

Should you require any further information, please do not hesitate to contact me.

Yours sincerely

David Richardson Company Secretary

16 January 2018

Mr David Richardson

GM Corporate Governance & Company Secretary Infigen Energy

Level 17, 56 Pitt Street SYDNEY NSW 2000

By email

Dear Mr Richardson

Infigen Energy (the "Entity"): Appendix 3Z - Final Director's Interest Notice

We refer to the following;

• 1. The Appendix 3Z lodged by the Entity with ASX on Monday, 15 January 2018 for Mr Michael James Hutchinson (the "Appendix 3Z");

• 2. Listing rule 3.19A which requires an entity to tell ASX the following:

  • 3.19A.1 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the following times.

    •  On the date that the entity is admitted to the official list.

    •  On the date that a director is appointed.

    The entity must complete Appendix 3X and give it to ASX no more than 5 business days after the entity's admission or a director's appointment.

  • 3.19A.2 A change to a notifiable interest of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) including whether the change occurred during a closed period where prior written clearance was required and, if so, whether prior written clearance was provided. The entity must complete Appendix 3Y and give it to ASX no more than 5 business days after the change occurs

  • 3.19A.3 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the date that the director ceases to be a director. The entity must complete Appendix 3Z and give it to ASX no more than 5 business days after the director ceases to be a director.

ASX Compliance	20 Bridge Street	www.asx.com.au
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ABN 26 087 780 489

3. Listing rule 3.19B which states as follows.

An entity must make such arrangements as are necessary with a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) to ensure that the director discloses to the entity all the information required by the entity to give ASX completed Appendices 3X, 3Y and 3Z within the time period allowed by listing rule 3.19.A. The entity must enforce the arrangements with the director.

As the Appendix 3Z indicated that the director ceased to be a director on 31 December 2017, it appears the Appendix 3Z should have been lodged with ASX by 8 January 2018. As it was lodged on 15 January 2018, it appears that there may have been a breach by the Entity of listing rules 3.19A and/or 3.19B

Please note that ASX is required to record details of breaches of the listing rules by listed entities for its reporting requirements.

ASX reminds the Entity of its contract with ASX to comply with the listing rules. In the circumstances ASX considers that it is appropriate that the Entity make necessary arrangements to ensure there is not a reoccurrence of a breach of the listing rules.

Having regard to listing rules 3.19A and 3.19B and Guidance Note 22: Director Disclosure of Interests and Transactions in Securities - Obligations of Listed Entities, under listing rule 18.7 we ask that you answer each of the following questions.

• 1. Please explain why the Appendix 3Z was lodged late.

• 2. What arrangements does the Entity have in place under listing rule 3.19B with its directors to ensure that it is able to meet its disclosure obligations under listing rule 3.19A?

• 3 If the current arrangements are inadequate or not being enforced, what additional steps does the Entity intend to take to ensure compliance with listing rule 3.19B?

Your response should be sent to me by e-mail. It should not be sent to the ASX Market Announcements Office.

A response is requested as soon as possible and, in any event, not later than half an hour before the start of trading (i.e. before 9.30 a.m. A.E.S.T.) on Friday 19 January 2018.

Under listing rule 18.7A, a copy of this letter and your response will be released to the market, so your response should be in a form suitable for release and must separately address each of the questions asked.

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

Yours sincerely

[Sent electronically without signature]

George Tharian

Adviser, Listings Compliance (Sydney)