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ALTAIR MINERALS LIMITED Proxy Solicitation & Information Statement 2018

Feb 4, 2018

64366_rns_2018-02-04_1917fa2e-c9a5-44f0-85cd-adb120c5847c.pdf

Proxy Solicitation & Information Statement

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COHIBA MINERALS LIMITED ACN 149 026 308

Notice of General Meeting Explanatory Statement and Proxy Form

Date of Meeting: Thursday, 8 March 2018

Time of Meeting: 9.00 AM (AEDT)

Place of Meeting: Level 4 100 Albert Road South Melbourne, Victoria, 3205

This Notice of General Meeting and Explanatory Statement should be read in its entirety. If shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional advisor without delay

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COHIBA MINERALS LIMITED

ACN 149 026 308

Registered office: Level 4, 100 Albert Road, South Melbourne Victoria 3205

NOTICE OF GENERAL MEETING

Notice is given that the General Meeting of Members of Cohiba Minerals Limited (the “Company”) will be held at Level 4, 100 Albert Road, South Melbourne Victoria 3205 at 9.00 am (AEDT) on Thursday, 8 March 2018 (“General Meeting” or “Meeting”).

AGENDA

The Explanatory Statement and proxy form which accompany and form part of this Notice, describe in more detail the matters to be considered. Please consider this Notice of General Meeting (“Notice”), the Explanatory Statement and the proxy form in their entirety.

ORDINARY BUSINESS

Resolution 1: Ratification of Prior Issue of Shares

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

“That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders ratify the issue of 22,000,000 fully paid ordinary shares at an issue price of $0.012 (1.2 cents) per share to professional and sophisticated investors as described in the Explanatory Statement which accompanies and forms part of this Notice.”

Resolution 2: Ratification of Prior Issue of Options

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

“That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, shareholders ratify the issue of 50,000,000 listed options in the Company at an issue price of $0.0001 (0.01 cents) per option, with each option having an exercise price of $0.018 (1.8 cents), expiry date of 18 April 2020 and, upon exercise, entitling the holder to one fully paid ordinary share in the Company, to Regency Corporate Pty Ltd (or its nominee(s)) as described in the Explanatory Statement which accompanies and forms part of this Notice.”

Resolution 3: Approval to Issue Options

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

“That, for the purpose of ASX Listing Rule 7.1 and for all other purposes, shareholders approve the issue of up to 122,000,000 free-attaching listed options in the Company with exercise price of $0.018 (1.8 cents), expiry date of 18 April 2020 and which, upon exercise, entitle the holder to one fully paid ordinary share in the Company, to professional and sophisticated investors as described in the Explanatory Statement which accompanies and forms part of this Notice.”

By order of the Board

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Justin Mouchacca Company Secretary Dated: 5 February 2018

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Notes

1. Entire Notice: The details of the resolutions contained in the Explanatory Statement accompanying this Notice should be read together with, and form part of, this Notice.

2. Record Date: The Company has determined that for the purposes of the General Meeting, shares will be taken to be held by the persons who are registered as holding the shares at 7.00pm on the date 48 hours before the date of the General Meeting, to be held by the persons who held them at that time. Only those persons will be entitled to vote at the General Meeting and transfers registered after that time will be disregarded in determining entitlements to attend and vote at the General Meeting.

3.

Proxies

  • a. Votes at the General Meeting may be given personally or by proxy, attorney or representative.

  • b. Each shareholder has a right to appoint one or two proxies.

  • c. A proxy need not be a shareholder of the Company.

  • d. If a shareholder is a company it must execute the proxy under its common seal or otherwise in accordance with its constitution.

  • e. Where a shareholder is entitled to cast two or more votes, the shareholder may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise.

  • f. If a shareholder appoints two proxies, and the appointment does not specify the proportion or number of the shareholder’s votes, each proxy may exercise half of the votes.

  • g. A proxy must be signed by the shareholder or his or her attorney who has not received any notice of revocation of the authority. Proxies given by corporations must be signed in accordance with corporation’s constitution and Corporations Act.

  • h. To be effective, proxy forms must be received by the Company’s share registry (Security Transfer Australia Pty Ltd) no later than 48 hours before the commencement of the General Meeting, this is no later than 9.00am (AEDT) on 6 March 2018. Any proxy received after that time will not be valid for the scheduled meeting.

4.

Corporate Representative

Any corporate shareholder who has appointed a person to act as its corporate representative at the Meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company’s representative. The authority may be sent to the Company and/or registry in advance of the Meeting or handed in at the Meeting when registering as a corporate representative.

5. Voting Exclusion Statement:

Resolution 1 and 2

The Company will disregard any votes cast in favour of Resolutions 1 and 2 by any person who participated in the relevant issue and any associates of those persons.

However, the Company need not disregard a vote if it is cast:

  • by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

  • by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides and who does not specify the way the proxy is to vote.

Resolutions 3

The Company will disregard any votes cast in favour of Resolution 3 by a person who may participate or might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if the resolution is passed. However, the Company need not disregard a vote if it is cast:

  • by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

  • by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

6. Enquiries

Shareholders are invited to contact the Company Secretary, Justin Mouchacca on (03) 9692 7222 if they have any queries in respect of the matters set out in these documents.

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EXPLANATORY STATEMENT

This Explanatory Statement accompanies and forms part of the Company’s Notice of General Meeting (“Notice”) for a General Meeting (“General Meeting” or “Meeting”) to be held at Level 4, 100 Albert Road, South Melbourne, Victoria, 3205 on Thursday, 8 March 2018 at 9.00am (AEDT). The Notice incorporates, and should be read together with, this Explanatory Statement.

Resolution 1: Ratification of Prior Issue of Shares

The Company is seeking Shareholder approval pursuant to ASX Listing Rule 7.4 to ratify the issue of 22,000,000 fully paid ordinary shares at an issue price of $0.012 (1.2 cents) per share to professional and sophisticated and other exempt investors. The Appendix 3B relating to the issue was announced to ASX on 24 January 2018.

The 22,000,000 fully paid ordinary shares were issued without shareholder approval under the Company’s 10% placement capacity pursuant to ASX Listing Rule 7.1A. ASX Listing Rule 7.1 provides that a company must not, subject to specific exceptions, issue or agree to issue during any twelve (12) month period any equity securities, or other securities with rights to conversion to equity (such as options), if the number of those securities exceeds 15% of the share capital of the Company on issue at the commencement of the twelve (12) month period.

ASX Listing Rule 7.4 provides that where a company’s shareholders ratify the prior issue of securities made pursuant to ASX Listing Rule 7.1 and/or Listing Rule 7.1A (provided that the previous issue of securities did not breach ASX Listing Rule 7.1 or 7.1A) those securities will be deemed to have been issued with shareholder approval for the purposes of ASX Listing Rule 7.1 and 7.1A (if applicable). The Company seeks approval under Listing Rule 7.4 to refresh its capacity to make further issues without shareholder approval under Listing Rule 7.1 and 7.1A.

ASX Listing Rule 7.5 requires that the following information be provided to shareholders for the purpose of obtaining shareholder approval pursuant to ASX Listing Rule 7.4:

  • (a) the total number of fully paid ordinary shares in the Company that were issued was 22,000,000;

  • (b) the shares were issued at a price of $0.012 (1.2 cents) per share raising $264,000 before costs of the issue;

  • (c) the shares allotted and issued are fully paid ordinary shares have the same terms and rights as, and ranking equally with, the Company’s existing shares;

  • (d) the shares were allotted and issued to a mix of new and existing sophisticated professional investors who are clients of Regency Corporate Pty Ltd and other parties identified by the Company, none of whom were related parties of the Company;

  • (e) the funds raised will be used to accelerate planned exploration activities on the Company’s existing projects and, subject to satisfaction of conditions, progress its farm-in rights at the Olympic Domain tenements and provide working capital to identify and assess further opportunities; and

  • (f) a voting exclusion statement is included in the Notice of which this Explanatory Statement forms part and is set out again below.

Board Recommendation

The Board unanimously recommends that shareholders vote in favour of Resolution 1.

Voting Exclusions

The Company will disregard any votes cast in favour of Resolution 1 by a person who participated in the issue and any associates of that person. However, the Company need not disregard a vote if it is cast:

  • by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

  • by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

Resolution 2: Ratification of Prior Issue of Options

The Company is seeking Shareholder approval pursuant to ASX Listing Rule 7.4 to ratify the issue of 50,000,000 listed options at an issue price of $0.0001 (0.01 cents) per option. Each option has an exercise price of $0.018 (1.8 cents), expiry date of 18 April 2020 and, upon exercise, entitle the holder to one fully paid ordinary share in the Company, to Regency

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Corporate Pty Ltd (or its nominee(s)) in connection with acting as Lead Manager to the issue of shares the subject of Resolution 1. The Appendix 3B relating to the issue was announced to ASX on 24 January 2018.

The 50,000,000 listed options were issued without shareholder approval under the Company’s 15% placement capacity pursuant to ASX Listing Rule 7.1. ASX Listing Rule 7.1 provides that a company must not, subject to specific exceptions, issue or agree to issue during any twelve (12) month period any equity securities, or other securities with rights to conversion to equity (such as options), if the number of those securities exceeds 15% of the share capital of the Company on issue at the commencement of the twelve (12) month period.

ASX Listing Rule 7.4 provides that where a company’s shareholders ratify the prior issue of securities made pursuant to ASX Listing Rule 7.1 and/or Listing Rule 7.1A (provided that the previous issue of securities did not breach ASX Listing Rule 7.1 or 7.1A) those securities will be deemed to have been issued with shareholder approval for the purposes of ASX Listing Rule 7.1 and 7.1A (if applicable). The Company seeks approval under Listing Rule 7.4 to refresh its capacity to make further issues without shareholder approval under Listing Rule 7.1 and 7.1A.

ASX Listing Rule 7.5 requires that the following information be provided to shareholders for the purpose of obtaining shareholder approval pursuant to ASX Listing Rule 7.4:

  • (a) the total number of listed options in the Company that were issued was 50,000,000;

  • (b) the options were issued at a price of $0.0001 (0.01 cents) per option raising $5,000 before costs of the issue;

  • (c) each option has an exercise price of $0.018 (1.8 cents), expiry date of 18 April 2020 and, upon exercise, entitle the holder to one ordinary fully paid share in the Company;

  • (d) the options allotted and issued have the same terms and rights as, and rank equally with, the Company’s existing listed options;

  • (e) The options were allotted and issued to Regency Corporate Pty Ltd (or their nominee(s)) who is not a related party of the Company. The options were allotted and issued in connection with Lead Manager services provided to the Company;

  • (f) the full terms of the options are detailed in Annexure A of this Explanatory Statement;

  • (g) the funds raised will be used to accelerate planned exploration activities on the Company’s existing projects and, subject to satisfaction of conditions, progress its farm-in rights at the Olympic Domain tenements and provide working capital to identify and assess further opportunities; and

  • (h) a voting exclusion statement is included in the Notice of which this Explanatory Statement forms part and is set out again below.

Board Recommendation

The Board unanimously recommends that shareholders vote in favour of Resolution 2.

Voting Exclusions

The Company will disregard any votes cast in favour of Resolution 2 by a person who participated in the issue of any associates of that person. However, the Company need not disregard a vote if it is cast:

  • by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

  • by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

Resolution 3: Approval to Issue Options

The Company is seeking Shareholder approval to issue 122,000,000 free-attaching listed options to professional, sophisticated and other exempt investors who subscribed for and were issued shares the subject of Resolution 1. Each free-attaching option will be exercisable at $0.018 (1.8 cents), expire on 18 April 2020 and will, upon exercise, entitle the holder to one fully paid ordinary share in the Company.

ASX Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue during any twelve-month period any equity securities, or other securities with rights of conversion to equity (such as options) if the number of those securities exceeds 15% of the share capital on issue at the commencement of that twelve-month period.

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One circumstance where an issue is not taken into account in the calculation of this 15% threshold is where the issue has the prior approval of shareholders in a general meeting.

ASX Listing Rule 7.3 requires that the meeting documents concerning a proposed resolution to approve an issue of securities in accordance with ASX Listing Rule 7.1 must include the following information:

  • (a) the total number of free-attaching listed options to be issued is 122,000,000;

  • (b) the recipients of the options will be a mix of new and existing sophisticated and professional investors who subscribed for and received shares the subject of Resolution 1, none of whom are related parties of the Company;

  • (c) each options will be exercisable at $0.018 (1.8 cents), expire on 18 April 2020 and will, upon exercise, entitle the holder to one fully paid ordinary share in the Company;

  • (d) no options issued pursuant to Resolution 3 will be issued to Directors of the Company or their associates;

  • (e) the options will be allotted progressively but in any event no later than three months after the date of this Meeting;

  • (f) the options will have the same terms and rights as, and rank equally with, the Company’s existing listed options;

  • (g) the full terms of the options are detailed in Annexure A of this Explanatory Statement;

  • (h) as the options will be issued as free-attaching options to shares and therefore not have an issue price, there will be no funds raised from the issue however any funds raised upon exercise of options will be applied to the working capital requirements of the Company at the time of exercise;

  • (i) a voting exclusion statement is included in the Notice of which this Explanatory Statement forms part and is set out again below.

Board Recommendation

The Board unanimously recommends that shareholders vote in favour of Resolution 3.

Voting Exclusions

The Company will disregard any votes cast in favour of Resolution 3 by a person who may participate or might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if the resolution is passed. However, the Company need not disregard a vote if it is cast:

  • by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

  • by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

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GLOSSARY

The following terms have the following meanings in this Explanatory Statement:

$ ” means Australian Dollars;

ASX ” means ASX Limited ABN 98 008 624 691 or the Australian Securities Exchange, as the context requires;

" ASX Settlement Operating Rules " means the rules of ASX Settlement Pty Ltd which apply while the Company is an issuer of CHESS approved securities;

AEDT ” means Australian Eastern Daylight Time.

Board ” means the Directors acting as the board of Directors of the Company or a committee appointed by such board of Directors;

Chairman ” means the person appointed to chair the Meeting of the Company convened by the Notice;

" CHESS " has the meaning in Section 2 of the ASX Settlement Operating Rules ;

Company ” means Cohiba Minerals Limited ABN 72 149 026 308;

Constitution ” means the constitution of the Company as at the date of the Meeting;

Convertible Security ” means a security of the Company which is convertible into shares;

Corporations Act ” means the Corporations Act 2001 (Cth);

Director ” means a Director of the Company;

Equity Security ” has the same meaning as in the Listing Rules;

Explanatory Memorandum ” means the explanatory memorandum which forms part of the Notice;

Financial Report ” means the annual financial report prepared under Chapter 2M of the Corporations Act for the Company and its controlled entities;

Listing Rules ” means the Listing Rules of the ASX;

Meeting ” has the meaning given in the introductory paragraph of the Notice;

Notice ” means the Notice of Meeting accompanying this Explanatory Statement;

Proxy Form ” means the proxy form attached to the Notice;

Related Party ” has the meaning given in the Corporations Act;

Resolution ” means a resolution referred to in the Notice;

Section ” means a section of the Explanatory Memorandum;

Share ” means a fully paid ordinary share in the capital of the Company;

Shareholder ” means shareholder of the Company; and

Trading Day ” means a day determined by ASX to be a trading day in accordance with the Listing Rules.

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ANNEXURE A

TERMS AND CONDITIONS OF OPTIONS

The terms and conditions of the options to be ratified pursuant to Resolution 2 and to be issued pursuant to Resolution 3 are as follows:

Terms of Options

(a) Entitlement

  • (i) Each Option entitles the Option holder to subscribe for, and be allotted, one ordinary Share in the capital of the Company.

  • (ii) Shares issued on the exercise of Options will rank equally with all existing Shares on issue, as at the exercise date, and will be subject to the provisions of the Constitution of the Company and any escrow restrictions imposed on them by the ASX.

(b) Exercise of Option

  • (i) The Options are exercisable at any time from the issue date.

  • (ii) The final date and time for exercise of the Options is 5pm (AEST) on 18 April 2020. If such date falls on a day that is not a Business Day, the final date will be the next Business Day.

  • (iii) The exercise price per option is $0.018 (1.8 cents).

  • (iv) Each Option is exercisable by the Option holder signing and delivering a notice of exercise of Option together with the exercise price in full for each Share to be issued upon exercise of each Option to the Company’s Share Registry. Unless a holder is exercising all of their Options, Options must be exercised in parcels of not less than 1,000.

  • (v) The Options cannot be exercised if, as a result of the exercise, the Optionholder or any of its associates would breach the provisions of Chapter 6 (and specifically section 606) of the Corporations Act.

  • (vi) Remittances must be made payable to ‘Cohiba Minerals Limited’ and cheques should be crossed ‘Not Negotiable’.

  • (vii) All Options will lapse on the earlier of the

  • (A) receipt by the Company of notice from the Option holder that the Option holder has elected to surrender the Option; and

  • (B) expiry of the final date and time for exercise of the Option.

(viii) In the event of liquidation of the Company, all unexercised Options will lapse.

(c) Quotation

  • (i) Subject to meeting the requirements of ASX and the Corporations Act, the Company may apply to the ASX for Official Quotation of the Options but makes no guarantee that it will make any such application, or that if an application for Official Quotation is made that it will be successful.

  • (ii) If the Shares of the Company are quoted on the ASX, the Company will apply to the ASX for, and will use its best endeavours to obtain, quotation of all Shares issued on the exercise of any Options within 10 Business Days (as defined in the Listing Rules) of issue. The Company gives no assurance that such quotation will be granted.

(d) Participation in Securities Issues

Subject to paragraph (e) below, the holder is not entitled to participate in new issues of securities without exercising the Options.

(e) Participation in a Reorganisation of Capital

  • (i) In the event of any reconstruction or reorganisation (including consolidation, sub-division, reduction or return of the capital of the Company), the rights of an Option holder will be changed in accordance with the Listing Rules of the ASX applying to a restructure or reorganisation of the capital at the time of that restructure or reorganisation, provided always that the changes to the terms of the Options do not result in any benefit being conferred on the Option holder which is not conferred on Shareholders of the Company.

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  • (ii) In any reorganisation as referred to in paragraph (e)(i), Options will be treated in the following manner:

  • (A) in the event of a consolidation of the share capital of the Company, the number of Options will be consolidated in the same ratio as the ordinary share capital of the Company and the exercise price will be amended in inverse proportion to that ratio;

  • (B) in the event of a subdivision of the share capital of the Company, the number of Options will be subdivided in the same ratio as the ordinary share capital of the Company and the exercise price will be amended in inverse proportion to that ratio;

  • (C) in the event of a return of the share capital of the Company, the number of Options will remain the same and the exercise price will be reduced by the same amount as the amount returned in relation to each ordinary share;

  • (D) in the event of a reduction of the share capital of the Company by a cancellation of paid up capital that is lost or not represented by available assets where no securities are cancelled the number of Options and the exercise price of each Option will remain unaltered;

  • (E) in the event of a pro-rata cancellation of shares in the Company, the number of Options will be reduced in the same ratio as the ordinary share capital of the Company and the exercise price of each Option will be amended in inverse proportion to that ratio; and

  • (F) in the event of any other reorganisation of the issued capital of the Company, the number of Options or the exercise price or both will be reorganised (as appropriate) in a manner which will not result in any benefits being conferred on the Option holder which are not conferred on shareholders.

(f) Adjustments to Options and Exercise Price

  • (i) Adjustments to the number of Shares over which Options exist and/or the exercise price may be made as described in paragraph (f)(ii) to take account of changes to the capital structure of the Company by way of pro-rata bonus and cash issues.

  • (ii) The method of adjustment for the purpose of paragraph (f)(i) shall be in accordance with the Listing Rules of the ASX from time to time, which, under Listing Rules 6.22.2 and 6.22.3, currently provide:

  • (A) Pro Rata Cash Issues

Where a pro-rata issue is made (except a bonus issue) to the holders of underlying securities, the exercise price of an Option may (at the discretion of the Board) be reduced according to the following formula:

O’ = O – E[P-(S+D)]

N + 1

where:

  • O’ = the new exercise price of the Option.

  • O = the old exercise price of the Option.

  • E = the number of underlying securities into which one Option is Exercisable.

  • P = the average market price per security (weighted by reference to volume) of the underlying securities during the 5 trading days ending on the day before the ex rights date or ex entitlements date.

  • S = the subscription price for a security under the pro-rata issue.

  • D = the dividend due but not yet paid on the existing underlying securities (except those to be issued under the pro-rata issue).

  • N = the number of securities with rights or entitlements that must be held to receive a right to one new security.

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REGISTERED OFFICE:

COHIBA MINERALS LIMITED

LEVEL 4 100 ALBERT ROAD SOUTH MELBOURNE VICTORIA 3205

ACN: 149 026 308

SHARE REGISTRY: Security Transfer Australia Pty Ltd All Correspondence to: PO BOX 52 Collins Street West VIC 8007 Suite 913, Exchange Tower 530 Little Collins Street Melbourne VIC 3000 T: 1300 992 916 F: +61 8 9315 2233 E: [email protected] W: www.securitytransfer.com.au

«Post Barcode»[«Post_zone»]

«Company_code» «Sequence_number» T: 1300 992 916 F: +61 8 9315 2233 «Holder_name» E: [email protected] «Address_line_1» W: www.securitytransfer.com.au «Address_line_2» «Address_line_3» «Address_line_4» Code: CHK «Address_line_5»

Holder Number: «HOLDER_NUM

PROXY FORM

THIS DOCUMENT IS IMPORTANT. IF YOU ARE IN DOUBT AS TO HOW TO DEAL WITH IT, PLEASE CONTACT YOUR STOCK BROKER OR LICENSED PROFESSIONAL ADVISOR.

VOTE Lodge your proxy vote securely at www.securitytransfer.com.au «ONLINE 1. Log into the Investor Centre using your holding details. ONLINE 2. Click on "Proxy Voting" and provide your Online Proxy ID to access the voting area. SECTION A: Appointment of Proxy

I/We, the above named, being registered holders of the Company and entitled to attend and vote hereby appoint:

The meeting chairperson OR

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or failing the person named, or if no person is named, the Chairperson of the meeting, as my/our Proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the Proxy sees fit) at the General Meeting of the Company to be held at 9:00am AEDT on Thursday 8 March 2018 at Level 4, 100 Albert Road, South Melbourne, Victoria 3205 and at any adjournment of that meeting.

SECTION B: Voting Directions

Please mark "X" in the box to indicate your voting directions to your Proxy. The Chairperson of the Meeting intends to vote undirected proxies in FAVOUR of all the resolutions. In exceptional circumstances, the Chairperson of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

RESOLUTION For Against Abstain*
1.
Ratification of Prior Issue of Shares
  1. Ratification of Prior Issue of Options

  2. Approval to Issue Options

If no directions are given my proxy may vote as the proxy thinks fit or may abstain. * If you mark the Abstain box for a particular item, you are directing your Proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

SECTION C: Signature of Security Holder(s)

This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.

section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
ECTION C: Signature of Security Holder(s)
section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
ECTION C: Signature of Security Holder(s)
section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
ECTION C: Signature of Security Holder(s)
section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
ECTION C: Signature of Security Holder(s)
section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.
ECTION C: Signature of Security Holder(s)
Individual or Security Holder
Security Holder 2
Security Holder 3
Sole Director & Sole Company Secretary
Director
Director/Company Secretary

Proxies must be received by Security Transfer Australia Pty Ltd no later than 9:00am AEDT on Tuesday 6 March 2018.

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CHKPX2030318

CHK

1

My/Our contact details in case of enquiries are:

Name:

Number:

( )

1. NAME AND ADDRESS

This is the name and address on the Share Register of the Company. If this information is incorrect, please make corrections on this form. Shareholders sponsored by a broker should advise their broker of any changes. Please note that you cannot change ownership of your shares using this form.

2. APPOINTMENT OF A PROXY

If the person you wish to appoint as your Proxy is someone other than the Chairperson of the Meeting please write the name of that person in Section A. If you leave this section blank, or your named Proxy does not attend the meeting, the Chairperson of the Meeting will be your Proxy. A Proxy need not be a shareholder of the Company.

3. DIRECTING YOUR PROXY HOW TO VOTE

To direct the Proxy how to vote place an "X" in the appropriate box against each item in Section B. Where more than one Proxy is to be appointed and the proxies are to vote differently, then two separate forms must be used to indicate voting intentions.

4. APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two (2) persons as proxies to attend the meeting and vote on a poll. If you wish to appoint a second Proxy, an additional Proxy form may be obtained by contacting the Company's share registry or you may photocopy this form.

5. SIGNING INSTRUCTIONS

Individual: where the holding is in one name, the Shareholder must sign. Joint Holding: where the holding is in more than one name, all of the Shareholders must sign.

Power of Attorney: to sign under Power of Attorney you must have already lodged this document with the Company's share registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the Company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the Company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director may sign alone. Otherwise this form must be signed by a Director jointly with either another Director or Company Secretary. Please indicate the office held in the appropriate place.

If a representative of the corporation is to attend the meeting the appropriate "Certificate of Appointment of Corporate Representative" should be lodged with the Company before the meeting or at the registration desk on the day of the meeting. A form of the certificate may be obtained from the Company's share registry.

6. LODGEMENT OF PROXY

Proxy forms (and any Power of Attorney under which it is signed) must be received by Security Transfer Australia Pty Ltd no later than the date and time stated on the form overleaf. Any Proxy form received after that time will not be valid for the scheduled meeting.

To appoint a second Proxy you must:

  • a) On each of the Proxy forms, state the percentage of your voting rights or number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each Proxy may exercise, each Proxy may exercise half of your votes; and

  • b) Return both forms in the same envelope.

The proxy form does not need to be returned to the share registry if the votes have been lodged online.

Security Transfer Australia Pty Ltd Online www.securitytransfer.com.au Postal Address PO BOX 52 Collins Street West VIC 8007 Street Address Suite 913, Exchange Tower 530 Little Collins Street Melbourne VIC 3000 Telephone 1300 992 916 Facsimile +61 8 9315 2233 Email [email protected]

PRIVACY STATEMENT

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