Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme

ACN/ARSN

1. Details of substantial holder(1)

Australian Power and Gas Company Limited

077 206 583

This notice is given by Nippon Gas Co., Ltd (Nippon Gas) an behalf of itself and each of its controlled bodies corporale (Controlled Entities) named in the list of one page annexed to this notice and marked Annexure A. Name Nippon Gas and each of the Controlled Entities


ACN/ARSN (ilapplicable) N/A

There was a change in the interests of the substantial holder an

11/05/2012

The previous notice was given to the co".lpany an The previous notice was dated 2. Previous and present voting power

11/05/2012

The total number of votes attached to ali the voting shares in the company or voting interests in the schema that the substantial holder or an associate (2) had a relevant interest (3) in when fast required, and when now required, to give a substantial holdinQ notice to the company or scheme, are as follows:

Class of securities (4)

Previous notice

Present notice

Person's votes

Voting power (5)

Person's votes

ting power

Ordinary shares (APK

shares)·

37,254,510

19.67%

42,358,930

22.12%

3. Changes in relevant interests Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was fast required to give a substantial holding notice to the company are as follows: 4. Present relevant interests Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest

Registered holder of securities

Person entitled to be registered as holder (8)

Nature of relevant

interest (6)

Class and number of securities

Person's votes

Nippon Gas

Nippon Gas

Nippon Gas

Legaland beneficiai holder

42,358,930

42,358,930

5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name an

N/A

d ACN/ARSN (if applicable)

Nature of association

Name an

N/A

N/A

6. Addresses
The addresses of persons named in this form are:

Name

Address

Nippon Gas

10-7, Halchobori 2-Chome, Chuo-Ku, Tokyo 10-8540

Japan

Controlled Entities

Asse!aut in the list cf one page annexed te this notice and marked Annexure A

Signature

print name Shin'iWada sign here
DIRECTIONS
(l) lf there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. lfthe relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group ifthe membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
(2) See the definition of "associate" in section 9 of the Corporations Act 2001.
(3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. (4) The voting shares of a company constitute one class unless divided into separate classes.
(5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(6) Include details of:
(a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. lf subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal ofthe securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
(7) Details ofthe consideration must include any andali benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
(8) lf the substantial holder is unable to determina the identify of the person (eg. if the relevant interest arises because of an option) write "unknown". (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ANNEXUREA This is Annexure A of one page referred To in Form 604 Notice of Change of lnterests of Substantial Holder

Signed by me and date nuary 2013

Shinji Wada- Representative Director

CONTROLLED ENTITIES

Company Name

Address

TOSAI Gas, lne.

14-1Koshigaya 1-chome, Koshigaya-shi,Saitama 343-0813,

Japan

Higashinihon Gas Corporation

608-1, Sageto, Abiko-shi, Chiba,Japan

Shinnihon Gas Co.,Ltd.

1-5, FuruichibaKitamoto-shi, Saitama, Japan

Kitanihon Gas Co.,Ltd.

11-22, Hanagaki-cho 1-chome,Oyama-shi,Tochigi, Japan

Nihongas Koji, lne.

5-2,Hatchobori 3-chome,Chuo-ku, Tokyo 104-0032, Japan

Nippon Gas UnyuSeibi Kabushiki Kaisha

23-1, Shibakubocho 1-chome,Nishi Tokyo-shi, Tokyo, Japan

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