BELLEVUE GOLD LIMITED — Proxy Solicitation & Information Statement 2016

Jan 24, 2016

NOTICE OF GENERAL MEETING

DRAIG RESOURCES LIMITED

ACN 110 439 686

Notice is given that a General Meeting ( ‘Meeting’ ) of the shareholders of Draig Resources Limited (the “Company”) will be held at Level 15, KPMG, 10 Shelley Street, Sydney, NSW, 2000 on Wednesday 24 February 2016, commencing at 11am (AEDT).

The business to be considered at the Meeting is set out below. The Notice of Meeting should be read in conjunction with the accompanying Explanatory Notes.

ITEMS OF BUSINESS

Resolution 1

Re-election of Peter Doherty as a Director

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

“That, for the purposes of section 250W the Corporations Act and for all other purposes, Peter Doherty, who will cease to hold office as a director of the Company immediately before the end of this general meeting pursuant to section 250V(1) of the Corporations Act 2001 (Cth ), being eligible, be re-elected as a director of the Company.”

Resolution 2

Re-election of Jarrod Smith as a Director

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

“That, for the purposes of section 250W of the Corporations Act and for all other purposes, Jarrod Smith, who will cease to hold office as a director of the Company immediately before the end of this general meeting pursuant to section 250V(1) of the Corporations Act 2001 (Cth ), being eligible, be re-elected as a director of the Company.”

Resolution 3 Ratification of Prior Issue of 9,953,451 shares

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

“That, for the purposes of ASX Listing Rule 7.4 and all other purposes, Shareholders ratify the allotment and issue of 9,953,451 Shares to institutional and sophisticated investors on the terms and conditions set out in the Explanatory Memorandum.”

Resolution 4

Approval to issue 10,000,000 options to Consultants

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

“That, for the purposes of ASX Listing Rule 7.1 and all other purposes, approval is given for the Company to allot and issue 10,000,000 Options to Patersons Securities Limited or their nominees on the terms and conditions set out in the Explanatory Memorandum.”

Resolution 5

Approval to Issue up to 25,000,000 shares

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

“That, for the purposes of ASX Listing Rule 7.1 and all other purposes, Shareholders approve the allotment and issue of up to 25,000,000 Shares to institutional and professional investors on the terms and conditions set out in the Explanatory Memorandum."

The Explanatory Notes and Information for Shareholders form part of the Notice of General Meeting.

By order of the Board

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Jarrod Smith Company Secretary

25 January 2016

VOTING EXCLUSION STATEMENTS

Under ASX Listing Rule 14.11, the Company will disregard any votes cast on the Resolutions by the following persons:

**RESOLUTION **	PERSONS EXCLUDED FROM VOTING
3. Ratification of prior issue of 9,953,451Shares	 Any person who participated in the issue; and  Any oftheir respective associates.
4. Approval for Issue of 10,000,000 options to Consultants	 Patersons Securities Limited; and  Any oftheir respective associates.
5. Approval to issue up to 25,000,000 shares	 Any person who may participate in the proposed issue;  Any person who might obtain a benefit (other than a benefit solely in the capacity of a holder of ordinary shares) if the resolution is passed; and  Any oftheir respective associates.

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

• it is cast 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.

EXPLANATORY NOTES

The Explanatory Notes should be read in conjunction with, and form part of, the Notice of Meeting.

Resolutions 1 & 2

Background to Resolutions 1 & 2

Under the ‘two strikes’ legislation which came into effect on 1 July 2011, if at least 25% of the votes cast on the adoption of the remuneration report for the Company at two consecutive Annual General Meetings (‘AGM’) are against the adoption of the remuneration report, the Company must put to the shareholders a ‘spill resolution’ at the second AGM. If the spill resolution is passed, the Company must hold another general meeting of shareholders (within 90 days of the passing of the resolution. All the directors of the Company who were directors of the Company when the directors report (including the remuneration report) was being considered at the second AGM, cease to hold office immediately before the end of that meeting and resolutions to appoint persons to offices that will be vacated immediately before the end of the meeting must be put to the vote.

The Company’s remuneration report was not adopted at its 2014 and 2015 AGM’s and hence, the spill resolution was put to shareholders at the Company’s 2015 AGM. This spill resolution was passed at the Company’s 2015 AGM and accordingly the Company’s directors have called the Meeting.

Immediately, before the end of the Meeting, each of the Company’s current directors who were directors when the directors’ report was considered at the most recent AGM, being Peter Doherty and Jarrod Smith, will cease to hold office, but being eligible and having been re-nominated are standing for re-election. If re-elected in these circumstances the term of office of the director will not be affected, and directors will be subject to retirement and re-election at an AGM of the Company as normal.

There is no voting exclusion applicable to resolution 1 & 2 to be put to the Meeting.

Peter Doherty and Jarrod Smith, through direct and indirect shareholdings of the Company, collectively hold 14.21% of the Company’s issued share capital as at the date of this notice of meeting and have advised the Company that it is their intention to vote IN FAVOUR of Resolutions 1 and 2.

Shareholders should note that if sufficient resolutions are not passed with a 50% majority, then in the absence of any consideration there is potential that two directors from the existing board will be removed from office. The Corporations Act 2001 (Cth) requires a public company, such as Draig Resources Limited, to have a minimum of three directors at all times. In the event that resolutions under the Meeting appointing at least one director is not passed with a 50% majority then the unsuccessful nominee with the highest proportion of favourable votes will be appointed as a director, to make up the required minimum number of three directors.

Information about the candidates to be re-elected as Directors

Peter Doherty

Peter originally trained as a mining engineer and has over thirty years of coal industry and finance experience both in Australia and internationally. He is the principal of Republic Coal Pty Limited which, through related companies, has held interests in a number of coal projects including the Baralaba Mine in Queensland. He currently has a 14.08% indirect interest in the Company and a 34.7% indirect interest in a related party, Trinity Mongolia Pty Ltd. Peter has a Bachelor of Engineering (Mining)(Hons)(USyd), a Bachelor of Economics (Murdoch) and a Master of Business Administration (Wharton).

Recommendation: Other than Peter Doherty, the Board strongly recommends that shareholders vote in favour of the re-election of Peter Doherty. Mr Doherty declines to make a recommendation.

Jarrod Smith

Jarrod has over twenty five years’ experience in banking and finance. He has held senior roles within Westpac Banking Corporation, including leading the capital markets and securitisation areas within the Institutional Bank. Between 2002 and 2008 Jarrod was the Finance Director at Homeloans Limited (which is listed on the ASX). He is currently the Managing Director of Republic Holdings Pty Limited. Jarrod has a Bachelor of Commerce (UNSW), a Master of Business Administration (AGSM) and is a graduate member of the Australian Institute of Company Directors.

Recommendation: Other than Jarrod Smith, the Board strongly recommends that shareholders vote in favour of the re-election of Jarrod Smith. Mr Smith declines to make a recommendation.

Resolution 3 - Ratification of Prior Issue of 9,953,451 shares

3.1 Background

Under Resolution 3, the Company seeks Shareholder ratification of the issue by the Company of 9,953,451 Shares to sophisticated and professional investors who participated in the recent placement. These Shares were issued within the Company’s existing capacity under ASX Listing Rule 7.1.

3.2 Listing Rules 7.1 and 7.4

ASX Listing Rule 7.1 provides, in summary, that a listed company must not, subject to specified exceptions, issue equity securities in any 12 month period which, when aggregated with the equity securities issued by a company during the previous 12 months, will exceed 15% of the total number of fully paid ordinary shares on issue in the company at the beginning of the 12 month period, except with the prior approval of Shareholders.

ASX Listing Rule 7.4 provides that an issue by a company of equity securities made without approval under ASX Listing Rule 7.1 is treated as having been made with approval for the purposes of ASX Listing Rule 7.1 if the issue did not breach ASX Listing Rule 7.1 and the company’s members subsequently approve it.

While the outcome of Resolution 3 will have no effect on the issue of the Shares in question, Shareholder approval will restore the Company’s ability to issue further equity securities under ASX Listing Rule 7.1 in the next 12 months from the date of issue, to the extent of the 9,953,451 Shares issued.

3.3 ASX Listing Rules Disclosure Requirements

The following information is provided in accordance with ASX Listing Rule 7.5:

The number of securities issued

The number of Shares issued was 9,953,451 Shares.

The price at which securities were issued

The price at which the Shares were issued was 2 cents per share.

The names of the allottees (if known) or the basis upon which the allottees will be identified or selected

The shares were allotted to clients of Patersons Securities Limited.

The terms of the equity securities

The Shares are fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares.

The intended use of the funds raised

The shares were issued to provide funds for the review of potential acquisitions and to secure a potential acquisition.

Voting Exclusion

A voting exclusion statement forms part of this notice.

3.4 Directors’ Recommendation

The Directors recommend that Shareholders vote in favour of Resolution 3, as it will allow the Company greater flexibility to issue further securities which could assist the Company to raise capital.

Resolution 4 – Approval to Issue Options to Consultants

4.1 Background

Under Resolution 4, the Company seeks Shareholder approval to issue equity securities, being a total of 10,000,000 Options having an exercise price of 3.5 cents per Option with an expiry date of 31 December 2017 and otherwise on the terms and conditions set out in Annexure A, to Patersons Securities Limited for assistance in capital raising and in assessing project opportunities.

4.2 ASX Listing Rule Requirements

ASX Listing Rule 7.1 provides, in summary, that a listed company may not issue equity securities in any 12 month period which, when aggregated with the equity securities issued by a company during the previous 12 months, will exceed 15% of the total number of fully paid ordinary shares on issue in the company at the beginning of the 12 month period, except with the prior approval of Shareholders.

Resolution 4 seeks Shareholder approval under ASX Listing Rule 7.1 for the issue of a total of 10,000,000 Options described above. The effect of such approval is that those Options will be not be counted as reducing the number of equity securities which the Company can issue without Shareholder approval under the limit imposed by ASX Listing Rule 7.1.

4.3 ASX Listing Rule Disclosure Requirements

The following information is provided in accordance with ASX Listing Rule 7.3:

• (a) The maximum number of equity securities the entity is to issue

The maximum number of securities to be issued is a total of 10,000,000 Options.

(b) The date by which the entity will issue the equity securities

The Options will be issued no later than three months after the date of the Meeting, or such later date as may be approved by ASX.

(c) The issue price of the equity securities

No cash consideration will be paid by Patersons Securities Limited or their nominees for the grant of the Options.

• (d) The names of the persons to whom the Options will be issued (if known) or the basis upon which those persons will be identified or selected

The Options will be granted to Patersons Securities Limited or its nominee. The Options will not be granted to any related parties of the Company.

• (e) The terms of the equity securities

The Options will be issued on the terms and conditions set out in Annexure A. The options will have an exercise price of 3.5 cents and an expiry date of 31 December 2017.

• (f) The intended use of the funds raised

No funds will be raised from the issue of the Options. If all of the Options become exercisable and are exercised at a price of 3.5 cents per Option, $350,000 of additional funding will be raised for the Company which will be used for working capital purposes.

• (g) The issue date or a statement that the issue will occur progressively

The Options will be issued progressively.

(h) Voting Exclusion

A voting exclusion statement forms part of the notice of meeting.

4.4 Directors' Recommendation

The Board other than Mr Ray Shorrocks recommends that Shareholders vote in favour of Resolution 4 as the issue of the proposed Options will provide an appropriate level of incentive to the Consultant to assist in the development of the Company. Mr Shorrocks is a director of Patersons, and declines to make a recommendation for the resolution.

RESOLUTION 5 - APPROVAL TO ISSUE SHARES

5.1 Background

Under Resolution 5, the Company seeks Shareholder approval to issue up to 25,000,000 Shares for capital raising purposes.

5.2 ASX Listing Rule Requirements

ASX Listing Rule 7.1 provides, in summary, that a listed company may not issue equity securities in any 12 month period which, when aggregated with the equity securities issued by a company during the previous 12 months, will exceed 15% of the total number of fully paid ordinary shares on issue in the company at the beginning of the 12 month period, except with the prior approval of Shareholders.

Resolution 5 seeks Shareholder approval under ASX Listing Rule 7.1 for the issue of up to 25,000,000 Shares. The effect of such approval is that any such Shares will be not be counted as reducing the number of equity securities which the Company can issue without Shareholder approval under the limit imposed by ASX Listing Rule 7.1.

5.3 ASX Listing Rule Disclosure Requirements

The following information is provided in accordance with ASX Listing Rule 7.3:

(a) The maximum number of equity securities the entity is to issue

The maximum number of Securities to be issued is 25,000,000. The Directors will have the discretion to issue Shares to any person they deem appropriate up to a maximum of 25,000,000 Shares in total.

(b) The date by which the entity will issue the equity securities

The Shares will be issued no later than three months after the date of the Meeting.

(c) The issue price of the equity securities

The Shares will be issued at a price that is at least 80% of the volume weighted average market price for Shares, where the average is calculated, in accordance with ASX Listing Rule 7.3.3, over the last five days on which sales in Shares were recorded before the day on which the issue is made or, if there is a prospectus, Product Disclosure Statement or offer information statement relating to the issue, over the last 5 days on which sales in the Shares were recorded before the date the prospectus, Product Disclosure Statement or offer information statement is signed.

(d) The names of the persons to whom Shares will be issued (if known) or the basis upon which those persons will be identified or selected

The names of the persons to whom the Shares will be issued are currently unknown and will be chosen at the discretion of the Directors, but will not be related parties or their Associates. They will be institutional and/or professional investors and will be identified on the basis of the Directors’ view of their ability to participate in the proposed placement and any added value they are able to bring to the Company.

(e) The terms of the equity securities

The Shares will rank equally in all respects with the Company's current issued Shares.

(f) The intended use of the funds raised

The funds to be raised by the Company are intended to be used for the following purposes:

• (i) To be issued as part of an acquisition or in connection with financing an acquisition;

• (ii) General working capital requirements of the Company.

• (g) The date of issue or a statement that the issue will occur progressively

The Securities will be issued progressively.

5.4 Directors' Recommendation

The Directors recommend that Shareholders vote in favour of Resolution 5, as the placement will provide the Company with necessary funds to assist in making an acquisition and additional funding to meet the Company’s working capital requirements.

INFORMATION FOR SHAREHOLDERS

Entitlement to Attend and Vote

In accordance with regulations 7.11.37 and 7.11.38 of the Corporations Act Regulations, for the purposes of voting at the Meeting, Shareholders are those persons who are the registered holders of Shares at 7:00pm (AEDT) on 21[st] February 2016.

Voting

Ordinary resolutions require the support of more than 50% of those shareholders voting in person, by proxy, representative or attorney.

Proxies

A shareholder who is entitled to attend and vote at the Meeting may appoint a proxy. A proxy may be an individual or body corporate and is not required to be a shareholder of the Company. A shareholder that is entitled to cast two or more votes at the Meeting may appoint two proxies and may specify the percentage or number of votes that each proxy is appointed to exercise. Where a shareholder appoints two proxies but does not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half of the appointing shareholder’s votes. Fractions of votes will be disregarded.

A shareholder may direct the shareholder’s proxy on how to vote on the proposed resolutions by following the instructions on the Proxy Form that accompanies this Notice of General Meeting. If the shareholder appointing the proxy directs the proxy on how to vote on a proposed resolution, then the proxy may only vote in the way directed. If the shareholder does not direct the proxy on how to vote on a proposed resolution then the proxy may vote on that resolution as the proxy thinks fit.

If you wish to appoint a proxy, you must complete the Proxy Form accompanying this Notice of Meeting and lodge your proxy with Security Transfer Registrars Pty Ltd by no later than 11am (AEDT) on 22[nd] February 2016 . Proxies received after that time will not be effective for the Meeting. Proxies can be lodged by one of the following methods:

Email: enquiries@draigresources.com

Mail: GPO Box 4309 Sydney NSW 2001 Australia

Corporate Representatives

A body corporate, which is a shareholder or has been appointed as a proxy of a shareholder, may appoint an individual to act as its representative at the General Meeting. The appointment must comply with the requirements of section 250D of the Corporations Act 2001 (Cth). A “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.

Annexure A – Resolution 4

The terms of the Consultant/Advisor Options are as follows:

(a) Each Option entitles the Optionholder to be issued one (1) Share in the Company;

(b) The Options are exercisable at any time on or prior to 5.00pm (AEST) on the 31st December 2017 (time being of the essence) (Option Exercise Period) by completing an option exercise form and delivering it together with the payment for the number of Shares in respect of which the Options are exercised to the registered office of the Company or to the Share Registry of the Company;

(c) Each Option exercise price is equal to $0.035 and is subject to the re-organisation of the Company’s capital as per clause (i) below (Option Exercise Price).

(d) Options are freely transferable in whole or part at any time prior to the Option Exercise Period;

(e) Shares issued on the exercise of the Options will be issued not more than fourteen (14) days after receipt of a properly executed exercise notice and application moneys;

(f) Shares allotted pursuant to the exercise of an Option will rank equally with the then issued ordinary shares of the Company in all respects and the Company will seek quotation on ASX of the Shares;

(g) Optionholders shall be entitled to participate in all new issues of securities in the Company upon the prior exercise of Options in which case the Optionholders shall be afforded the period of at least four (4) business days prior to an inclusive of the record date (to determine entitlements to the new issue) to exercise their Options;

(h) In the event the Company proceeds with a pro rata issue (except a bonus issue) of securities to the holders of Shares after the date of issue of the Options, the exercise price of the Options will not change as a result of the pro rata issue.

(i) In the event of any reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, all rights of the Optionholder will be changed/varied to the extent necessary to comply with the Corporations Act and/or the ASX Listing Rules (if applicable) applying to the reconstruction of capital at the time of the reconstruction;

(j) Optionholders shall be entitled to participate in all take-over offer(s) for the Company prior to the exercise of Options in which case the Optionholders shall be given prior notice of the record date (to determine entitlements to the take-over offer) to exercise their Options;

(k) If there is a bonus issue to Shareholders of the Company, the number of Shares over which the Option is exercised will be increased by the number of Shares which the holder of the Option would have received if the Option had been exercised before the record date for the bonus issue;

(l) The Company will issue written reminder notices to the Optionholder at least fourteen (14) business days prior to the expiry of the Option Exercise Period;

(m) Options not exercised before the expiry of the Option Exercise Period will lapse;

(n) The Options will be recorded on the Company’s register of Optionholders maintained at the Company’s share registry. The register will be open for inspection by an Optionholder free of charge. Shares to be allotted on exercise of Options will be recorded on the Company’s share register;

(o) The Company will not make an application for official quotation of the Options on ASX; (p) The Optionholder, if appearing on the Company’s register of Optionholders at the relevant date, will be entitled to receive and will be sent all reports and accounts required to be laid before Shareholders of the Company in general meeting and all notices of general meetings and will have the right to attend but shall have no right to vote at such meetings; and

(q) The Optionholder has:

(i) no right to any dividend prior to converting into ordinary Shares;

(ii) no right to vote until converted into ordinary Shares;

(iii) no right to participate in the surplus profits or assets of the Company upon a winding up; and

the right to attend any general meeting of the Company but, not to vote or to move or second any resolution or speak in any meeting except in a resolution which directly affects any of the

rights, privileges or conditions attaching to the unlisted options or the exercise and enjoyment of such rights, privileges or conditions, in the event of which each unlisted option shall confer on its holder one vote on a show of hands and one vote on a poll.

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REGISTERED OFFICE:

DRAIG RESOURCES LIMITED

LEVEL 28 25 BLIGH STREET SYDNEY NSW 2000

ACN: 110 439 686

SHARE REGISTRY:

Security Transfer Registrars Pty Ltd PO BOX 535, APPLECROSS WA 6953 AUSTRALIA 770 Canning Highway, APPLECROSS WA 6153 AUSTRALIA

«Holder_name» «Address_line_1» «Address_line_2» «Address_line_3» «Address_line_4» «Address_line_5»

PROXY FORM

«Company_code»«Sequence_number»«Address_unknown»

T: +61 8 9315 2333 F: +61 8 9315 2233 E: registrar@securitytransfer.com.au W: www.securitytransfer.com.au

Code: DRG

Holder Number: «HOLDER_NUM

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.

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

SECTION A: Appointment of Proxy

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

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The meeting chairperson OR

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 11:00am AEDT on Wednesday 24 February 2016 at Boardroom of KPMG, Level 15, 10 Shelley Street, Sydney NSW 2000 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. RE-ELECTION OF PETER DOHERTY AS A DIRECTOR
2. RE-ELECTION OF JARROD SMITH AS A DIRECTOR
3. RATIFICATION OF PRIOR ISSUE OF 9,953,451 SHARES
4. APPROVAL TO ISSUE UP TO 10,000,000 OPTIONS TO CONSULTANTS
5. APPROVAL TO ISSUE UP TO 25,000,000 SHARES

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.

Individual or Security Holder

Security Holder 2

Sole Director & Sole Company Secretary Director

Security Holder 3

Director/Company Secretary

Proxies must be received by Draig Resources Limited no later than 11:00am AEDT on Monday 22 February 2016.

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1 2 DRG

DRGPX2230216

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 Draig Resources Limited 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 Registrars Pty Ltd Online www.securitytransfer.com.au Draig Resources Limited Postal Address GPO Box 4309 Sydney NSW 2001 Street Address Level 22 25 Bligh Street Sydney NSW 2000 Telephone +61 2 9230 0760 Email enquires@draigresources.com

PRIVACY STATEMENT

Personal information is collected on this form by Security Transfer Registrars Pty Ltd as the registrar for securities issuers for the purpose of maintaining registers of security holders, facilitating distribution payments and other corporate actions and communications. Your personal details may be disclosed to related bodies corporate, to external service providers such as mail and print providers, or as otherwise required or permitted by law. If you would like details of your personal information held by Security Transfer Registrars Pty Ltd or you would like to correct information that is inaccurate please contact them on the address on this form.