PetroNor E&P ASA

AGM Information • Apr 29, 2014

Notice of Annual General Meeting

Notice of Annual General Meeting

Notice is given that the Annual General Meeting of

Shareholders of African Petroleum Corporation Limited

(the "Company") will be held at 9:00am (WST) on 30 May

2014 at 32 Harrogate Street, West Leederville, Western

Australia.

The attached Explanatory Statement provides additional

information on matters to be considered at the Annual

General Meeting. The Explanatory Statement and the

Proxy Form are part of this Notice of Meeting.

The Directors have determined pursuant to Regulation

7.11.37 of the Corporations Regulations 2001 (Cth)

that the persons eligible to vote at the Annual

General Meeting are those who are registered

Shareholders at opening of business on 29 May 2014.

Terms and abbreviations used in this Notice of Meeting

are defined in the Glossary.

The Agenda is as follows:

FINANCIAL STATEMENTS AND REPORTS

To receive and consider the annual financial report of

the Company for the year ended 31 December 2013

together with the declaration of the directors, the

directors' report, the remuneration report and the

auditor's report.

RESOLUTION 1 - ADOPTION OF REMUNERATION REPORT

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

non-binding resolution:

"That, for the purpose of Section 250R(2) of the

Corporations Act and for all other purposes, approval

is given for the adoption of the remuneration report

as contained in the Company's annual financial report

for the period ended 31 December 2013."

RESOLUTION 2 - RE-ELECTION OF DIRECTOR - TIMOTHY TURNER

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as an

ordinary resolution:

"That, for the purpose of clause 13.2 of the

Constitution and for all other purposes, Timothy

Turner, a Director, retires, and being eligible, is

re-elected as a Director."

RESOLUTION 3 - RE-ELECTION OF DIRECTOR - JAMES SMITH

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as an

ordinary resolution:

"That, for the purpose of clause 13.2 of the

Constitution and for all other purposes, James Smith,

a Director, retires, and being eligible, is re-elected

as a Director."

RESOLUTION 4 - RE-ELECTION OF DIRECTOR - ANTHONY WILSON

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as an

ordinary resolution:

"That, for the purpose of clause 13.2 of the

Constitution and for all other purposes, Anthony

Wilson, a Director, retires, and being eligible, is

re-elected as a Director."

RESOLUTION 5 - APPROVAL TO ISSUE OPTIONS - MARK ASHURST

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue 1,000,000 Director

Options to Mark Ashurst (or his nominee) on the terms

and conditions set out in the Explanatory Statement."

RESOLUTION 6 - APPROVAL TO ISSUE OPTIONS - GIBRIL BANGURA

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue 500,000 Director Options

to Gibril Bangura (or his nominee) on the terms and

conditions set out in the Explanatory Statement."

RESOLUTION 7 - APPROVAL TO ISSUE OPTIONS - JEFFREY COUCH

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue 500,000 Director Options

to Jeffrey Couch (or his nominee) on the terms and

conditions set out in the Explanatory Statement."

RESOLUTION 8 - APPROVAL TO ISSUE OPTIONS - JAMES SMITH

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue 500,000 Director Options

to James Smith (or his nominee) on the terms and

conditions set out in the Explanatory Statement."

RESOLUTION 9 - APPROVAL TO ISSUE OPTIONS - ANTHONY WILSON

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue 500,000 Director Options

to Anthony Wilson (or his nominee) on the terms and

conditions set out in the Explanatory Statement."

RESOLUTION 10 - APPROVAL TO ISSUE OPTIONS

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as an

ordinary resolution:

"That, for the purposes of NSX Listing Rule 6.25 and

for all other purposes, approval is given for the

Directors to allot and issue 1,000,000 Options on the

terms and conditions set out in the Explanatory

Statement."

RESOLUTION 11 - APPROVAL TO ISSUE SHARES

To consider and, if thought fit, to pass, with or

without amendment, the following resolution as a

special resolution:

"That, for the purposes of NSX Listing Rule 6.44 and

for all other purposes, approval is given for the

Directors to allot and issue a total of 5,000,000

Shares conditional upon the satisfaction of certain

milestones to Stuart Lake (or his nominee) on the

terms and conditions set out in the Explanatory

Statement."

DATED: 22 April 2014

BY ORDER OF THE BOARD

CLAIRE TOLCON

COMPANY SECRETARY

This information is subject to disclosure requirements

pursuant to section 5-12 of the Norwegian Securities

Trading Act.