RAMBA ENERGY LIMITED (Incorporated in the Republic of Singapore) (Company Registration No.: R)

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1 RAMBA ENERGY LIMITED (Incorporated in the Republic of Singapore) (Company Registration No.: R) ANNOUNCEMENT RESPONSE TO QUERIES FROM THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED ( SGX-ST ) REGARDING THE ANNOUNCEMENT OF FIRST QUARTER RESULTS Where capitalised terms are used in this announcement and not otherwise defined, such capitalised terms shall bear the meanings ascribed to them in the announcements dated 14 December 2011, 5 January 2012, 4 April 2012 and 12 May The Board of Directors of Ramba Energy Limited (the Company ) refers to the announcement dated 12 May 2012 (Announcement No ) entitled First Quarter Results. The Company has received the following queries from the SGX-ST relating to the First Quarter Results Announcement and wishes to provide the information as set out below: SGX Query 1: Provision for doubtful cash call from joint venture partner We note in the Company s results announcement that there is a Provision for doubtful cash call from joint venture partner of S$1.282 million and that this cash call was received by the Company on 11 May We also note in the Company s announcement dated 4 April 2012 that there is a provision for a doubtful cash call amount of S$2.541 million due from a joint venture partner of PT Hexindo Gemilang Jaya ( JV Partner ) and the S$2.541 million represents the total cash call amount up to 31 December 2011 in the books of PT Hexindo Gemilang Jaya ( PT Hexindo ) of which PT Hexindo is a subsidiary in the Ramba Group. PT Hexindo has issued a default letter on 7 February 2012 to the JV Partner for its outstanding cash call amounts and demanding payment by 7 April In respect of the above, please provide more detailed background information and developments on the joint venture and the cash call as follows:- (a) When the joint venture was set up, what is the name of this joint venture company and purpose of the joint venture (b) What are the terms and conditions of the agreement under the joint venture (c) Who are the partners in this joint venture and who is the joint venture partner that defaulted (the JV Partner ) and provide background information on this JV Partner. (d) Has this JV Partner contributed any capital that he is obliged to contribute at all. (e) When the cash calls were made since setting up of the joint venture and how much of each of the cash call and whether the joint venture partners paid any cash call at all. (f) Why is there additional provision for doubtful cash call for 1Q2012 of S$1.282 million when provision has been made for FY2011 of S$2.541 million. (g) What recourse does the Company have against the JV Partner that defaulted (h) How would this default affect the joint venture company. What are the developments on the joint venture with respect to the oil and gas project/property

2 Company s response to SGX Query 1: (a) It was a contractual joint venture established under a joint operating agreement 1 ( JOA ) between Hexindo and Super Power Enterprises Group Limited ( Super Power ). The parties executed the JOA on 13 October Super Power was Hexindo s partner under the JOA in the operation and development of the Lemang operating area, as described in the Lemang Production Sharing Contract dated 18 January 2007 (the Lemang Block ). At the material time, due to certain restrictions on transfers of participating interests in the Lemang PSC, Hexindo held 41% of the participating interests in Lemang PSC as trustee and nominee in favour of the Company. Hexindo and Super Power, in turn, each held 51% and 49% of the participating interests 2 in Lemang PSC respectively under the JOA. Hexindo was also appointed the operator of the Lemang Block under the terms of the JOA. Super Power failed to make payment under the cash calls made by Hexindo pursuant to the JOA. Hexindo attempted to recover the unpaid cash calls from Super Power. Subsequently, the Parties, with the approval of BP Migas, substituted Super Power with another investor, Eastwin Global Investments Limited ( Eastwin ). A new joint operating agreement was entered into between Hexindo and Eastwin on 19 December Under the new JOA ( New JOA ), Eastwin would acquire Super Power s 49% participating interest and will hold the same under the terms of the New JOA. (b) The salient terms of the JOA include, without limitation, the following: 1. Apportionment of Liability The parties are jointly and severally liable to the Executive Agency for Upstream Oil and Gas Activity; also known as Badan Pelaksana Kegiatan Hulu Minyak dan Gas Bumi (or BPMigas ), for the fulfilment of various obligations to be undertaken in the production-sharing contract for the development of Lemang Block under the Lemang PSC. 2. Participating Interest The participating interest of the Parties under the JOA were: 3. Operating Committee Super Power : 49% Hexindo : 51% The JOA also provided for the establishment of the Operating Committee. The role of the Operating Committee was as follows: a. to give direction to Operator so that Operator, as representative of the Parties when dealing with BP Migas, and it shall act in the manner consistent with the wishes of the Parties; b. to provide orderly supervision and direction of the joint operations of the Lemang Block pursuant to the terms under the Lemang PSC (i.e. the Joint Operations ). 1 In the oil and gas industry, a joint operating agreement is an agreement between and amongst the participating interest holders, including the operator (which may or may not be an participating interest holder), setting out the terms to jointly explore, develop and produce an oil and gas contract area. 2 Participating Interest means the share owned by the participants of a production sharing contract, expressed as a percentage, pursuant to which the risks and profits (in terms of net-take) resulting from the development and production of an oil and gas contract area operating area will be apportioned according to the shares held by the said participants.

3 (ii) (iii) (iv) The JOA provided that the Operating Committee comprised a representative from each Party. Hexindo s representative would be entitled to chair the Operating Committee. The JOA also empowered the Operating Committee to authorise the Joint Operations necessary to fulfill the requirements of the Lemang PSC and/or desirable for the exploration and development of the Lemang Block. 4. Role of Operating Committee (ii) Any proposal before the Operating Committee which received the affirmative votes of the representatives of the Parties holding collectively the aggregate participating interests of not less than 55% of the total participating interests under the Lemang PSC shall be deemed to be a binding decision of all Parties under the JOA. Notwithstanding the foregoing, the unanimous vote of the representatives of all Parties under the JOA shall be required for decisions with respect to the following reserved matters: a. The voluntary relinquishment or other forms of voluntary surrender of all or any portion of the Lemang Block; b. Amendments to, and premature termination of the JOA; c. The operating agreement and any other agreements to be entered into with the Indonesian participant of the JOA; d. The execution of the Off-take Agreement required under the JOA to be entered into with respect to the available petroleum e. Any decision relating to the continuation of exploration efforts beyond the initial three year period of the Lemang PSC; PROVIDED THAT, if a Party elects not to continue participating in the exploration efforts, that Party shall relinquish its participating interest to the remaining Party or Parties and withdraw from the JOA; f. Any decision relating to the extension of the exploration period to four years; PROVIDED THAT, if a Party elects not to extend the term of the initial six years exploration period, or to accept its share of the obligations arising during the extended period, that Party shall relinquish its participating interests and withdraw from this JOA. However, the withdrawing Party shall have the right to continue participating in each appraisal program and/or development plan in which it is a participant. 5. Appointment of Operator Hexindo was the appointed Operator of Lemang PSC and it represents the collective interests of all Parties to the JOA in dealing with BP Migas. 6. Payment of Cash Calls and other Advances Following approval of any Work Program and Budget ( WP&B ), if Hexindo (as Operator) so requested, each Party would advance to Hexindo its share of estimated cash requirements for the succeeding month s operations (the Cash Call ). Each such Cash Call would be equal to the Operator s estimate of the money to be spent in the currencies required to perform its duties under the approved WP&B during the month concerned. The Cash Call would usually set out an estimate of the funds required for the succeeding two months detailed by the categories designated in the approved WP&B. (ii) Each such Cash Call would be made in writing and delivered to all parties not less than thirty days before the payment due date and such writing shall include

4 the wiring or remittance instructions. The due date for payment of such advances shall be set by the Operator but shall be no sooner than first Business Day of the month for which the advances are required. All advances shall be made without bank charges. Any charges related to receipt of advances from a Party shall be borne by that Party. (iii) Each Party would wire transfer its share of the full amount of each such Cash Call to a bank account maintained by the Operator exclusively for the Joint Operations, on or before the due date, in such currencies as the Operator may reasonably request. If the currency provided by a Party is other than the requested currency, then the entire cost of converting to the requested currency, then the entire cost of converting to the requested shall be charged to that Party. 7. Default and Notice Any party that failed to pay when due its participating interest share of joint account costs, including cash advances and interest, accrued pursuant to the JOA shall be in default under the JOA. Operator, or any other Party in the case of default of the Operator, shall promptly give written notice of such default to such party and each of the Non-Defaulting Parties. If a Defaulting Party defaults on more than one consecutive occasion, the original notice of default shall be deemed to apply to each subsequent default and all such defaults shall be deemed to be a continuing default. The amount not paid by the Defaulted Party would bear interest from the date due until paid in full. Interest will be calculated using the Agreed Interest Rate. Partial payments received by Defaulting Party would be applied against the sum in default, with the balance, if any, being applied to the sum earlier defaulted. 8. Effects of Continued Default After any default had continued for ten days from the date of receipt of written notice of default, and for as long as the Defaulting Party remains in default on any payment due, the Defaulting Party shall not be entitled to attend meetings of the Operating Committee or to vote on any matter thereat during the period such default continues. If the Defaulting Party did not remedy its default within 60 days after the receipt of the notice of default, then, without prejudice to any other rights of the Non-Defaulting Parties to recover the amounts paid for the Defaulting Party, together with interest accrued on such amount and attorneys fees incurred, each Non-Defaulting Party would have the option to give notice to the Defaulted Party at any time during continuation of the default to require the Defaulted Party to transfer its participating interest to the Non-Defaulting Parties. To that end, if any of the other Non-Defaulting Parties so elected within 30 days of receipt of such notice, the Defaulting Party shall be deemed to have transferred and to have empowered the electing Non-Defaulting Parties to execute on said Defaulting Party s behalf any documents required to effect a transfer of the Defaulting Party s rights, title and beneficial interest in and under the JOA, the Defaulting Contract and in all wells and joint property to the electing Non- Defaulting Parties. If requested, each party would execute a power of attorney in the form prescribed by the Operating Committee. The Defaulting Party should, without delay following any request from the Non-Defaulting Parties, do or cause to be done any and all acts required to be done by applicable law or regulation in order to render such transfer legally valid, including the obtaining of consents and approvals of BPMigas and the Government of Indonesia and shall execute any and all documents and take such other actions as may be necessary in order to effect a prompt and valid transfer of the participating interest, free of all overriding royalties other than the liens and encumbrances. 9. Allocation of Cost Recovery Rights/Determination of Entitlement In determining each party s entitlement and its portion of operating costs ( Operating Costs ) allowed to be recovered pursuant to the Lemang PSC, Available Petroleum

5 shall consist of Cost Oil and Profit Oil. Each Party s entitlement shall consist of its share of Cost Oil and Profit Oil as allocated in the JOA. 10. Transfer of Interest Subject to the requirements under the PSC, each party shall have the right, at any time and from time to time, to transfer all or part of its participating interest under the JOA and the Off-take Agreement, provided that: (ii) (iii) each transferee shall be a juristic person who has the technical and financial standing sufficient to perform the duties, obligations and liabilities imposed under the JOA and the PSC; and (ii) agrees in writing to be bound by the provisions of the JOA, the PSC and the Off-take Agreement; no party may transfer any right, title, benefit, interest, duty or obligation under the JOA without the prior written consent of the other parties hereto; provided however such consent to the transfer will not be withheld, to the extent that the transferor party has complied with the conditions under the JOA; (ii) the transferee has satisfied the requirement under paragraph (a) above; and (iii) the transferor has obtained the necessary approvals of BP Migas, or where applicable, the Government of Indonesia ( GOI ). If the required BP Migas or the GOI approval is not obtained, the transfer shall not be made and the party desiring to transfer shall remain fully liable for its share of all liabilities and obligations under the JOA and the Lemang PSC and, if then in effect, the Off-take Agreement. However, the transferor party may, at the election of the transferee party, hold such interest in trust for the benefit of the transferee party or shall, if legally possible, use its best effort to make whatever other arrangements can be legally made to effectuate the financial and economic consequences intended by the transfer. The New JOA between Hexindo and Eastwin have terms similar to the terms of the JOA. (c) The JV Partners under the JOA are Hexindo and Super Power. With the withdrawal of Super Power on 24 August 2011, the JV Partners under the New JOA are Hexindo and Eastwin. In our past dealings, we understand that Super Power, a company based in Hong Kong, was a member of a consortium that provided financing when the Lemang Block was first acquired before the Company s involvement. Eastwin is an investment company that invests in oil and gas, mining and natural resources. The directors of Eastwin are Mr. Wally Saleh and Mr. Sydney Yeung. (d) Super Power had failed to pay the cash calls made by the Operator under the JOA. Under the New JOA, Eastwin had assumed the liability to pay Hexindo the cash call amount owed by Super Power. Eastwin has since settled all outstanding cash calls owed under the New JOA. (e) Cash calls were made by Hexindo to its partners on a monthly basis after receiving BP Migas approval for the work program and budget. Super Power had failed to meet its cash call obligations pursuant to the JOA. The total amount of cash call made which were unpaid by Super Power was in the amount of S$2.541 million. Eastwin, had assumed Super Power s liability when it replaced Super Power in the New JOA with Hexindo. The cash calls made against Eastwin was in the amount of S$1.282 million.

6 Eastwin remitted US$3,937,117 (which was owed from Eastwin and Super Power) on 11 May 2012 for cash calls until April (f) The provision for doubtful cash call for 1Q2012 in the amount of S$1.282 million translated to the amount owed by Eastwin pursuant to cash calls made under the New JOA. The provision for FY2011 in the amount of S$2.541 million translated to the amount owed by Super Power under the JOA (for which Eastwin has assumed liability to pay under the new JOA). (g) The Company s recourse against the JV Partner is indirect and is taken through Hexindo, which is the party to the JOA/New JOA. Under the JOA/New JOA, Hexindo will be entitled to claim for payment against the defaulting JV Partner; together with interest. There are also provisions in the JOA/New JOA to facilitate a forced transfer by a defaulting JV Partner of its participating interest to another party. (h) This default may delay the work program for the Lemang PSC. It would also put a lot of pressure on Hexindo s finances as the entire financial burden of developing the Lemang PSC would fall on the shoulders of Hexindo. The 2D seismic acquisition as part of the exploration program is almost completed and processing of seismic data is currently underway. Construction of access road and well pad and access road for the wells in Lemang Block, mainly the Selong-1 and Akatara-1 wells, are in progress. There was a delay in the said construction due to seasonal heavy rains in Western Indonesia. This caused the drilling schedule to the wells in Lemang Block to be rescheduled from Q to later this year. SGX Query 2: Tristar Global Ramba Limited ( TGRL ) We note in the Company s results announcement on Cashflow (Note A) that together with the interest held by PT Sugih Energy Tbk, the Group effective interest in TGRL is 45.7% and as the Company acquired majority voting rights in the board of TGRL, TGRL became a subsidiary of the Group. We also note in the Company s announcements dated 14 December 2011 and 5 January 2012 on the Company s 100% divestment of PT Sugih Energy Tbk. In respect of the above, please provide more information as follows:- (a) According to the Company s announcement on 5 January 2012 on the on-going divestment of its remaining Sugih shares, the Company now holds 39.14% of PT Sugih Energy Tbk. What is the Company s original shareholding interest in PT Sugih Energy Tbk (ii) What is PT Sugih Energy Tbk s shareholding interest in TGRL (iii) How is the Group s effective interest in TGRL of 45.7% calculated taking into account the Company s shareholding of 39.14% in PT Sugih Energy Tbk. (b) According to the Company s circular dated 17 February 2011 on the acquisition of 25% of the total issued and outstanding shares in the capital of ETRL (now known as TGRL) by the Company from the Vendor, the Vendor shall be entitled to an earn-out payment in the amount of US$18.8 million (the Earn-Out Amount ) in the event ETRL (now known as TGRL) is successful in procuring the extension of the TAC for a further term of not less than 10 years under a KSO Contract by 31 December To provide an update on this.

7 Company s response to SGX Query 2: (a) The Company s original shareholding interest in PT Sugih was 55.2%. (ii) PT Sugih interest in TGRL was 37.5%. (iii) The Cashflow (note A) refer to the transactions in prior year. The effective interest is computed as below: Company s indirect interest in TGRL via PT Sugih % x 37.5% =20.7% Company s direct interest in TGRL =25.0% (the investment was approved at the EGM on 4 March 2011) Total 20.7% + 25% = 45.7% The Group disposed its interest in PT Sugih in December 2011, thus when reporting for the acquisition of TGRL as of March 2011, the effective interest remained at 45.7% (b) ETRL (now known as TGRL) did not manage to secure the extension of the TAC by 31 December At this moment, the Vendor is still in discussion with Pertamina to obtain the extension of the TAC. SGX Query 3: Prepaid operating expenses We note that in the balance sheet that 'Prepaid operating expenses' has increased by 38.9% from S$839,000 to S$1.165 million. Please provide information on the nature of this 'Prepaid operating expenses' and the reasons for the increase. Company s response to SGX Query 3: The increase in prepaid operating expenses is the result of expenses that require advance payment. In this instance, there was an increase in prepaid operating expenses by $326k were mainly due to prepaid rental of $134k, IT maintenance services of $48k and transport vehicle insurance of $140k SGX Query 4: Foreign currency translation We note that 'Foreign currency translation' has increased from S$365,000 to S$1.041 million. Please provide information on the nature of this 'Foreign currency translation' and the reasons for the increase. Company s response to SGX Query 4: Foreign currency translation reserve records exchange differences arising from the translation of the financial statement of foreign operations whose functional currencies are different from that of the Group presentation currency. As Ramba starts to invest in oil and gas capital expenditure which largely denominated in USD and due to the strengthening of SGD over the year, there is an increase in translation loss on the Group USD assets verses prior year.

8 By Order of the Board of RAMBA ENERGY LIMITED TAN CHONG HUAT Non-Executive Chairman 23 May 2012

PRE-CONDITIONAL PARTIAL OFFER PRIMEPARTNERS CORPORATE FINANCE PTE. LTD. SUGIH ENERGY PTE. LTD. PT SUGIH ENERGY TBK RAMBA ENERGY LIMITED

PRE-CONDITIONAL PARTIAL OFFER by PRIMEPARTNERS CORPORATE FINANCE PTE. LTD. (Company Registration No. 200207389D) for and on behalf of SUGIH ENERGY PTE. LTD. (Company Registration No. 201320106K) a direct