Strategic Energy Resources : Section 708AA Notice – Entitlement Offer

12 April 2017 NOTICE UNDER SECTION 708AA(2)(F) OF THE CORPORATIONS ACT 2001 (CTH) UNDERWRITTEN NON-RENOUNCEABLE ENTITLEMENT OFFER

This notice is given by Strategic Energy Resources Limited (ASX Code: SER) (SER) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (Corporations Act).

SER announced on 12 April 2017 a proposed capital raising of approximately $2,100,000 by way of a partially underwritten non-renounceable pro-rata rights issue (Offer). Under the Offer, shareholders with a registered address in Australia and New Zealand are invited to subscribe for one fully paid ordinary share (Share) for every 2 Shares held as at 7.00pm (AEST) on 19 April 2017.

SER confirms that:

1. The Shares will be offered without disclosure under Part 6D.2 of the Corporations Act.

2. This notice is being given under section 708AA(2)(f) of the Corporations Act.

3. As at the date of this notice, SER has complied with:

4. the provisions of Chapter 2M of the Corporations Act as they apply to SER; and

5. section 674 of the Corporations Act.

6. As at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Corporations Act that is required to be set out in this notice under section 708AA(7) of the Corporations Act.

7. The potential effect that the issue of Shares will have on the control of SER, and the consequences of that effect, will depend on a number of factors, including investor and existing shareholders' demand. To the extent that shareholders fail to take up their entitlements under the Offer, the percentage of holdings of those shareholders in SER may be diluted by those other shareholders who take up some, all or more than their entitlement. At this time, the issue of the Shares under the Offer is not expected to have a material effect or consequence on the control of SER given:

8. the Offer is structured as a pro-rata issue; and

9. the current level of holdings of substantial holders (based on substantial holding notices that have been given to SER and lodged with ASX on or before the date of this notice).

10. On behalf of the board:

    MELANIE LEYDIN STRATEGIC ENERGY RESOURCES LIMITED

    Company Secretary

    -ends-

    ACN: 051 212 429

    Level 4, 100 Albert Road, South Melbourne, VIC, Australia, 3205 Telephone: [phone] Facsimile: [phone]

    www.strategicenergy.com.au