Atlas Iron : Ceasing to be a substantial holder

From:Cl if fo r d Cha nc e T o:913001356 38 2 7 / 01/ 2017 15: 04 #115P.0 01/ 005

C L F F O A D CLIFFORD CHANCE

LEVEL 7, 190 ST GEORGES TERRACE

C H A N C E

PERTH, WA 6000 AUSTRALIA

TEL [phone]

FAX [phone]

www.cllffordchance.com

Fax

Pages inc. cover: S

Our ref: 22-40603288

To: Organisation: Fax:

Market Announcements Office ASX Limited

1300 135 638

From: Jon Carson

Direct Fax: +6 J 89262 5522

Direct Dial: [phone] IO

E-mail: [e-mail]1n

27 January 2017

Dear Sir/Madam

Atlas Iron Limited: Form 605 Notice of Ceasing to be a Substantial Holder

We act for BGC Contracting Pty Ltd ACN 008 766 407 (BGC) in relation to its holding of shares in Atlas Iron Limited ACN I IO 396 168 (ASX: AGO) (AGO).

On behalf of BGC and in accordance with section 671B of the Corporations Act 2001 (Cth), we enclose a Notice of Ceasing to be a Substantial Holder (Form 605) in respect of AGO.

A copy of the enclosed notice will be provided to AGO today. Yours Faithfully

Cli ford Chance Enc.

519142-4-367-vl.O 22-40603288

IF YOU DO NOT RECEIVE LEGIBLE COPIES OF ALL THE PAGES PLEASE NOTIFY US IMMEDIATELY BY TELEPHONE OR FAX.THIS MESSAGE AND ANY ATTACHMENTS ARE CONFIDENTIAL AND SENT FOR THE PERSONAL ATTENTION OF THE ADDRESSEE. THE MESSAGE MAY CONTAIN INFORMATION WHICH IS COVERED BY LEGAL PROFESSIONAL OR OTHER PRIVILEGE.

LIABILITY LIMITED BY A SCHEME APPROVED UNDER PROFESSIONAL STANDARDS LEGISLATION.

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

605 page 1/2 15 July 2001

Tc Company Name/Scheme

ACNIARSN

Atlas Iron Limited Atlas 110 396 168

1.Details of substantial holder (1)

Name BGC Ccmtraotlng Pty Ltd ACN 008 766 407 and each of the persons and entities listedIn Annexure A t ether, the SGC Grau

ACNIARSN (ff applicable)

The holder ceased to be a substantial holder on

see Anne;cure A

25 January 2017

The previous notice was given to the company on

The previous notice was dated

1. Changes tn relevant Interests

   28 July 2015

   28 July 2015

   Particulars of each change In, or change in the nature of, a related interest (2) of the substantial holder or an associate (3) in voting securiHes of the company or scheme, sJnce the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

   Date of change	Person 'M'IOse relevant Interest changed	Nature of change (4)	Considemtion given in relation to change (5)	Closs (6) and number of securities affected	Person's votes affected
   25 January 2017	BGC Contracting Pty Ltd (and eech member of the BGC Grounl	On Market Sale	Cesh - $963,922.84	20,029,337 fully paid ordinary shares	20,029,337

2. Changes In association

   The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7)

   with, the substantial holder In relation to voting interests In the company or scheme are as follows:

   Name and ACN/ARSN if applicable Nature of association

   NIA NIA

   4.Addressas

   The addresses of persons named In this form are as follows:

   Name	Address
   BGC Contracting Ply Ltd	Level 8, 18 Mount Street Perth WA 6000
   Each of the f>e:1"$PM aod entities listed in Annexure A	c/o - BGC Contraotlng Pty LW Level 6, 18 Mount Straet Perth WA 6000

   Signature

   print name Capaclly - Company Secretary of BGC

   ContracUng Ply Lid

   sign he January 2017

   605 page 2/2 15 July 2002

   DIRECTIONS

3. If 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 equtty trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group If the membership of each group, with the names and addresses of members ls clearly set out In paragraph 4 of the fonn.

4. see the definJtlon of ''relevant interest" in sedions 608 and 6718(7) of the Corporations Act 2001.

5. See the definition of ''associate• in section 9 of the Corporations Act 2001.

6. Include details of:

7. any relevant agreement or other circumstances because of which the change In relevant Interest occurred. If

   subsection 6718(4) appJies, s 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 fonn, together with a Written statement certifying this contract, scheme or arrangement: and

8. any qualif1CB.tion of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (Indicating clearly the particular

   securities to which the qualiflcatlon applies}.

   See the definition of •relevant agreement" In section 9 of the Corporations Act 2001.

9. Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to mceive 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 associatein relation to the acquisitions, even if they are not paid direcUy to the person from whom the relevant Interest was acquired.

10. (6} The voting shares of a company constitute one class unless divided into separate ciasses.

    (7) Give details, If appropriate, of the present association and any change In that assoc:iation since the last substantial holding notice.

    Annexure A

    Name: Belinda Jane Murray Company Secretary

    BGC Contracting Ply Ltd

    Name ACN/ABN/ARSN/Comft•nv number

    Samuel Conrad Buckeridge and Andrew Benjamin Buckeridge as executora of the estate of Leonard Walter Buckeridoe (deceasedl

    BGC (Australia) P!v Limited ACN 005 736 005

    BGC Residential "'" Ltd ACN052 543 450

    BGC Consttuction P1v Ltd ACN 008 783 248

    Statesman Homes Ptv Limited ACN 009 184 418

    BGC Concrete Products Dh, Limited ACN 009 397 871

    Buxton Holdinn• ""' Limited ACN 009 1n 002

    Ventura Homa Grouo P!v Ltd ACN 093 870 618

    BAAC Ptv Ltd ACN 067 400 293

    Commodore Homes Unit Trust ABN 67 828 112 239

    Commodore Homes IWAJ P!v Limited ACN 063 492 526 The Australian Plasterboard Comoanv Holdlnn• P!v Ltd ACN 106 367 962 Canche Ptv Ltd ACN 151 958 182

    BGC East Ptv Ltd ACN 165228 188

    Mount Risk Services ptv Ltd ACN 008 775 666

    DAD National P1v Ltd ACN 100 667 196

    Port 1 Ptv Ltd ACN 077 705 894

    Homeowners Comoletion Trust ABN 24 707 076 192

    480 Hav Street ""' Ltd ACN 163079 918

    Affordable Finance Ptv Ltd ACN 167 101 028

    Cromlech Ptv Limited ACN 008 909 304

    Oasis Construction P!v Ltd ACN 107 967 920

    Smart Leaend Pru Ltd ACN 160 596 690

    BGC POS ""'Ltd ACN 165 075 409

    Pelabuhan Utama Ptv Ltd ACN 071 486 649

    Hebat P!v Ltd ACN 079 099 504

    James Point Ptv Ltd ACN 077 624 956

    F G Cranes Ptv Ltd ACN 160 985 053

    Western Stevedores Livestock Unit Trust ABN 82 887 348 519

    Kwinana Port Ptv Ltd ACN 077 515 336

    James Point Develonments ""' Ltd ACN 092 666 987