BOWEN COKING COAL LIMITED — Proxy Solicitation & Information Statement 2022

Mar 6, 2022

==> picture [162 x 81] intentionally omitted <==

7 March 2022

ASX ANNOUNCEMENT

NOTICE OF EXTRAORDINARY GENERAL MEETING

Dear Shareholder,

On behalf of the Board, I am pleased to invite you to Bowen Coking Coal’s Extraordinary General Meeting (“EGM”) to be held at Level 35, Waterfront Place, 1 Eagle St, Brisbane on 6 April 2022 at 10.00am (AEST).

In light of the COVID‐19 pandemic and social distancing restrictions, the meeting will also be held online and the Company encourages Shareholders to attend the EGM online.

Shareholders will be able to view and download the Meeting Materials online from the Company’s website at https://www.bowencokingcoal.com.au/upcomingegm or the ASX market announcements platform (ASX code “BCB”). If you have nominated an email address with the Company's Share Registry, Link Market Services, and have elected to receive electronic communications you will receive an email to your nominated email address with a link to the electronic copy of the Meeting Materials.

Shareholders can attend the EGM online at the following link: https://meetings.linkgroup.com/BCB22

If you have problems accessing this service, please contact our share registry, Link Market Services on +61 1300 554 474 or email registrars@linkmarketservices.com.au .

Further information on how to participate and vote virtually is set out in the Notice of Meeting and the Online Platform Guide at https://www.bowencokingcoal.com.au/upcomingegm

The Board of the Company has authorised the release of this announcement to the market.

For further information please contact:

Duncan Cornish Sam Aarons Company Secretary Investor Relations +61 (07) 3191 8413 +61 418 906 621

Level 7, 167 Eagle Street Brisbane Queensland 4000 GPO Box 1465 Brisbane Qld 4000 ACN: 064 874 620

ACN: 064 874 620 T: +61 (0) 7 3191 8413 info@bowencokingcoal.com ASX: BCB

bowencokingcoal.com

==> picture [158 x 84] intentionally omitted <==

Bowen Coking Coal Limited ABN 72 064 874 620

NOTICE OF EXTRAORDINARY GENERAL MEETING AND EXPLANATORY STATEMENT

Date of meeting: 6 April 2022

Time of meeting: 10.00am AEST

The business of the Meeting affects your shareholding and your vote is important.

This Notice of 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 professional advisers prior to voting.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Extraordinary General Meeting are those who are registered Shareholders at 7.00pm (AEST) on 4 April 2022.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (07) 3212 6299.

1

BUSINESS OF THE EXTRAORDINARY GENERAL MEETING

Notice is given that an Extraordinary General Meeting of Shareholders of Bowen Coking Coal Limited ABN 72 064 874 620 ( Company ) will be held online (see further details below) and at Level 35, Waterfront Place, 1 Eagle St, Brisbane on 6 April 2022 at 10.00am (AEST). In light of the COVID-19 pandemic and social distancing restrictions, the Company encourages Shareholders to attend the General Meeting online.

Terms used in this Notice of Meeting are defined in the Glossary forming part of the Explanatory Statement. The Explanatory Statement and the Proxy Form accompanying this Notice of Meeting are incorporated in and comprise part of this Notice of Meeting.

A copy of this Notice and the Explanatory Statement which accompanies this Notice has been lodged with the Australian Securities & Investments Commission ( ASIC ) in accordance with Section 218 of the Corporations Act.

INSTRUCTIONS FOR ATTENDANCE AT MEETING & VOTING

Shareholders can attend the General Meeting online at the following link: https://meetings.linkgroup.com/BCB22

The Company’s Share Registry recommends logging onto our online platform at least 15 minutes prior to the scheduled start time for the Meeting using the instructions below:

• Enter https://meetings.linkgroup.com/BCB22 into a web browser on your computer or online device;

• Shareholders will need their Shareholder Reference Number or Holder Identification Number, which is printed at the top of the Voting Form; and

• Proxyholders will need their proxy code which Link Market Services will provide via email no later than 48 hours prior to the Meeting.

Shareholders are encouraged to participate in the General Meeting virtually via the Company’s virtual General Meeting platform at https://meetings.linkgroup.com/BCB22 or via the appointment of a proxy.

Further information on how to participate and vote virtually is set out in this Notice and the Online Platform Guide at https://www.bowencokingcoal.com.au/upcomingegm.

DISCUSSION & SHAREHOLDER QUESTIONS

Discussion will take place on all items of business to be considered at the General Meeting.

All Shareholders will have a reasonable opportunity to ask questions during the General Meeting via the virtual General Meeting platform.

To ensure that as many Shareholders as possible have the opportunity to speak, Shareholders are requested to observe the following requests:

• all Shareholder questions should be stated clearly and should be relevant to the business of the Meeting;

• if a Shareholder has more than one question on an item of business, all questions should be asked at the one time; and

• Shareholders should not ask questions at the Meeting relating to any matters that are personal to the Shareholder or commercial in confidence.

Shareholders who prefer to register questions in advance of the General Meeting are invited to do so. A Shareholder Question Form is also available on the Company’s website:

https://www.bowencokingcoal.com.au/upcomingegm. Written questions must be received by the Company or Link Market Services Limited by 5pm on 4 April 2022, and can be submitted online, by mail, by fax or in person (as set out on the top of the Shareholder Question Form).

2

ORDINARY BUSINESS

1. Resolution 1 – Ratification of previous issue of Placement Shares under Listing Rule 7.1 in November 2021

To consider and, if though fit, pass the following Resolution with or without amendment, as an ordinary resolution:

“That, in accordance with Listing Rule 7.4, and for all other purposes, the Company ratify the issue of 19,197,377 fully paid ordinary shares in the Company ( November 2021 Placement Shares ) previously issued under the Company's Listing Rule 7.1 (15%) issue capacity, on the terms and conditions set out in the Explanatory Statement.”

2. Resolution 2 – Ratification of previous issue of Placement Shares under Listing Rule 7.1A in November 2021

To consider and, if though fit, pass the following Resolution with or without amendment, as an ordinary resolution:

“That, in accordance with Listing Rule 7.4, and for all other purposes, the Company ratify the issue of 49,552,623 fully paid ordinary shares in the Company ( November 2021 Placement Shares ) previously issued under the Company's Listing Rule 7.1A (additional 10%) issue capacity, on the terms and conditions set out in the Explanatory Statement.”

3. Resolution 3 – Ratification of previous issue of Bluff Consideration Shares under Listing Rule 7.1

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

"That, in accordance with Listing Rule 7.4, and for all other purposes, the Company ratify the issue of 27,941,177 fully paid ordinary shares in the Company ( Bluff Consideration Shares ) previously issued under the Company's Listing Rule 7.1 (15%) issue capacity, on the terms and conditions set out in the Explanatory Statement."

4. Resolution 4 - Ratification of previous issue of Placement Shares under Listing Rule 7.1 in February 2022

To consider and, if though fit, pass the following Resolution with or without amendment, as an ordinary resolution:

“That, in accordance with Listing Rule 7.4, and for all other purposes, the Company ratify the issue of 135,288,440 fully paid ordinary shares in the Company ( February 2022 Placement Shares ) previously issued under the Company's Listing Rule 7.1 (15%) issue capacity, on the terms and conditions set out in the Explanatory Statement.”

5. Resolution 5 – Ratification of previous issue of Placement Shares under Listing Rule 7.1A in February 2022

To consider and, if though fit, pass the following Resolution with or without amendment, as an ordinary resolution:

“That, in accordance with Listing Rule 7.4, and for all other purposes, the Company ratify the issue of 72,065,373 fully paid ordinary shares in the Company ( February 2022 Placement Shares ) previously issued under the Company's Listing Rule 7.1A (additional 10%) issue capacity, on the terms and conditions set out in the Explanatory Statement.”

3

VOTING EXCLUSIONS:

Resolutions 1, 2, 3, 4 and 5

The Company will disregard any votes cast in favour of Resolutions 1, 2, 3, 4 and 5 by or on behalf of:

• (a) a person who participated in the issue; or

• (b) an associate of that person or those persons.

However, this does not apply to a vote cast in favour of a Resolution by:

• (a) a person as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with directions given to the proxy or attorney to vote on the resolution in that way; or

• (b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the Chair to vote on the resolution as the Chair decides; or

• (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

• (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the resolution; and

• (ii) the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

IMPORTANT INFORMATION ABOUT VOTING ON THE RESOLUTIONS

All Resolutions will be by Poll

In accordance with clauses 13.16 and 13.17 of the Company’s Constitution, the Chair intends to call a poll on each of the Resolutions proposed at the Meeting. Each Resolution considered at the Meeting will therefore be conducted by a poll, rather than on a show of hands. The Chair considers voting by poll to be in the interests of the Shareholders as a whole and is a way to ensure the views of as many Shareholders as possible are represented at the Meeting.

How to vote

Shareholders may vote by:

• (a) Using the online platform. We recommend logging in to the online platform at least 15 minutes prior to the scheduled start time for the Meeting using the instructions below:

• (i) Enter https://meetings.linkgroup.com/BCB22 into a web browser on your computer or online device;

• (ii) Securityholders will need their Securityholder Reference Number or Holder Identification Number, which is printed at the top of the Voting Form; and

• (iii) Proxyholders will need their proxy code which Link Market Services will provide via email no later than 48 hours prior to the Meeting.

Online voting will be open between the commencement of the Meeting at 10.00 am (AEST) on 6 April 2022 and the time at which the Chair announces the closure of voting.

More information about online participation in the Meeting is available in the Online Platform Guide at https://www.bowencokingcoal.com.au/upcomingegm

• (b) Appointing a proxy to attend and vote on their behalf, using the enclosed Proxy Form.

4

Voting by proxy

A member who is entitled to vote at the Meeting may appoint:

• (a) one proxy if the member is only entitled to one vote; or

• (b) two proxies if the member is entitled to more than one vote.

Where the member appoints two proxies, the appointment may specify the proportion or number of votes that each proxy may exercise. If the appointment does not specify a proportion or number, each proxy may exercise one half of the votes, in which case any fraction of votes will be discarded.

A proxy need not be a member of the Company.

If you require an additional Proxy Form, please contact the Share Registry, Link Market Services Limited, on 1300 554 474, which will supply it on request.

The Proxy Form and the power of attorney or other authority (if any) under which it is signed (or a certified copy) must be received by the Share Registry, Link Market Services Limited, no later 4 April 2022 at 10.00am (AEST) (that is, at least 48 hours before the meeting). Proxies received after this time will not be accepted. Instructions for completing the Proxy Form are outlined on the form, which may be returned by:

• (a) posting it in the reply-paid envelope provided;

• (b) posting it to Bowen Coking Coal Limited C/– Link Market Services Limited, Locked Bag A14, Sydney South NSW 1235;

• (c) hand delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138 or Level 12, 680 George Street, Sydney NSW 2000;

• (d) faxing it to Link Market Services Limited on fax number (02) 9287 0309;

• (e) lodging it online at linkmarketservices.com.au in accordance with the instructions provided on the website. You will need your Holder Identification Number (HIN) or Security Reference Number (SRN) to lodge your Proxy Form online.

Proxies given by corporate Shareholders must be executed in accordance with their Constitutions or signed by a duly authorised attorney.

A proxy may decide whether to vote on any motion except where the proxy is required by law or the Constitution to vote, or abstain from voting, in their capacity as a proxy. If a proxy is directed how to vote on an item of business, the proxy may vote on that item only in accordance with that direction. If a proxy is not directed how to vote on an item of business, a proxy may vote how he or she thinks fit.

The Constitution provides that a Proxy Form issued by the Company may provide that where the appointment of a proxy has not identified the person who may exercise it, the appointment will be deemed to be given in favour of the Chair of the meeting to which it relates or to such other person as the Board determines.

If a Shareholder appoints the Chair of the meeting as the Shareholder’s proxy and does not specify how the Chair is to vote on an item of business, the Chair will vote, as a proxy for that Shareholder, in favour of the item on a poll.

Dated: 4 March 2022

By order of the Board Gerhard Redelinghuys Managing Director

5

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions to be put to Shareholders at the Extraordinary General Meeting to be held online (see further details in the Notice of Meeting) and at Level 35, Waterfront Place, 1 Eagle Street, Brisbane on 6 April 2022 at 10.00am (AEST).

The Notice of Meeting, which is also enclosed, sets out details of proposals concerning the Resolutions to be put to Shareholders.

The Directors recommend Shareholders read the accompanying Notice of Meeting and this Explanatory Statement in full before making any decision in relation to the Resolutions.

Unless otherwise defined, terms used in this Explanatory Statement are defined in the Glossary forming part of this Explanatory Statement.

2. Resolutions 1 and 2 – Ratification of previous issue of Placement Shares in November 2021

2.1 Background

On 11 November 2021, the Company announced its acquisition of the Bluff Mine and a placement of 68,750,000 Shares to raise $11 million at $0.16 per Share, managed by Petra Capital ( November 2021 Placement ).

The announcement noted that the Shares to be issued pursuant to the November 2021 Placement ( November 2021 Placement Shares ) would be issued using the Company's issue capacity under Listing Rules 7.1 (namely, 19,197,377 Shares) (the subject to Resolution 1) and 7.1A (namely, 49,552,623 Shares) (the subject of Resolution 2) (jointly, the Issue ).

2.2 ASX Listing Rules

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that period.

Listing Rule 7.1A enables eligible entities to issue equity securities up to 10% of their issued share capital through placements over a 12-month period after the annual general meeting at which approval was given by shareholders by Special Resolution ( 10% Placement Capacity ). The 10% Placement Capacity is in addition to the Company’s 15% issue capacity under Listing Rule 7.1. The Company obtained such approval at its annual general meeting in 2020 and consequently, issued 49,552,623 of the November 2021 Placement Shares using the 10% Placement Facility.

The Issue the subject of Resolution 1 does not fit within any of the exceptions in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, effectively uses up part of the 15% limit under Listing Rule 7.1, reducing the Company's capacity to issue further Equity Securities without Shareholder approval under Listing Rule 7.1 for the 12-month period following the issue date.

Similarly, the Issue the subject of Resolution 2 used up the Company's additional 10% Placement Facility under Listing Rule 7.1A.

Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule.

The Company wishes to retain as much flexibility as possible to issue additional Equity Securities into the future without having to obtain Shareholder approval for such issues under Listing Rules 7.1 and 7.1A. To

6

this end, Resolutions 1 and 2 seek Shareholder approval to the Issue under and for the purposes of Listing Rule 7.4.

If Resolution 1 is passed, the Issue will be excluded in calculating the Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If resolution 1 is not passed, the Issue will be included in calculating the Company's 15% limit in Listing Rule 7.1, effectively decreasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 2 is passed, the Issue will be excluded in calculating the Company's additional 10% issue capacity under Listing Rule 7.1A, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 2 is not passed, the Issue will be included in calculating the Company's additional 10% capacity under Listing Rule 7.1A, effectively decreasing the number of Equity Securities it can issue without Shareholder approval unless and until the 10% Placement Capacity is approved.

2.3 Information required under Listing Rule 7.5

For Shareholders to ratify an issue of Equity Securities under Listing Rule 7.4, the Company must provide the following information pursuant to Listing Rule 7.5 in relation to Resolutions 1 and 2:

The names of the persons to whom the entity issued or agreed to issue the securities or the basis on which those persons were identified or selected	Resolutions 1 and 2: Sophisticated and other exempt investors to whom, under section 708 of the Corporations Act, a disclosure document under Chapter 6D of the Corporations Act was not required to be given. None were related parties or KMP (or Closely Related Parties) of the Company at the time of the November 2021 Placement
The number and class of securities the entity issued or agreed to issue and their material terms of issue	Resolution 1: 19,197,377; and Resolution 2: 49,552,623, fully paid ordinary shares ranking equally with all other Shares on issue
The date or dates on which the securities were issued	Resolutions 1 and 2: 18 November 2021
The price or other consideration the entity has received or will receive for the issue	Resolutions 1 and 2: $0.16 per Share
The purpose of the issue, including the use or intended use of any funds raised by the issue	Resolutions 1 and 2: Funds raised from the placement, plus up to $15m of funds raised via a debt facility, will be for the Bluff environmental bond and other guarantees, Bluff restart capital and working capital, transaction costs and debt/equity facility costs.
A voting exclusion statement	Resolutions 1 and 2: A voting exclusion statement has been included in the attached Notice of General Meeting

7

2.4 Directors’ Recommendation

None of the Directors have a material personal interest in the subject matter of this Resolution. The Board recommends that Shareholders vote in favour of Resolutions 1 and 2 as it will enable the Company to have flexibility in respect of future capital raising activities.

3. Resolution 3 – Ratification of previous issue of Bluff Consideration Shares under Listing Rule 7.1

3.1 Background to Resolution 3

As announced on 29 December 2021, the Company settled the remaining $4.75m acquisition price of the Bluff Mine through the issue of 27,941,177 fully paid ordinary shares at a price of $0.17 per share ( Bluff Consideration Shares ).

3.2 ASX Listing Rules

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that period.

The Bluff Consideration Shares do not fit within any of the exceptions in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, effectively uses up part of the 15% limit under Listing Rule 7.1, reducing the Company's capacity to issue further Equity Securities without Shareholder approval under Listing Rule 7.1 for the 12-month period following the issue date.

Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule.

The Company wishes to retain as much flexibility as possible to issue additional Equity Securities into the future without having to obtain Shareholder approval for such issues under Listing Rules 7.1. To this end, Resolution 3 seeks Shareholder approval to the Issue under and for the purposes of Listing Rule 7.4.

If Resolution 3 is passed, the Issue will be excluded in calculating the Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 3 is not passed, the Issue will be included in calculating the Company's 15% limit in Listing Rule 7.1, effectively decreasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

3.3 Information required under Listing Rule 7.5

For Shareholders to ratify an issue of Equity Securities under Listing Rule 7.4, the Company must provide the following information pursuant to Listing Rule 7.5:

The names of the persons to whom the entity issued or agreed to issue the securities or the basis on which those persons were identified or selected	MACA Limited
The number and class of securities the entity issued or agreed to issue and their material terms of issue	27,941,177 fully paid ordinary shares

8

The date or dates on which the securities were issued	29 December 2021
The price or other consideration the entity has received or will receive for the issue	$0.17 per share
The purpose of the issue, including the use or intended use of any funds raised by the issue	To complete the acquisition of the Bluff Mine
A voting exclusion statement	A voting exclusion statement has been included in the attached Notice of General Meeting

3.4 Directors’ Recommendation

None of the Directors have a material personal interest in the subject matter of this Resolution. The Board recommends that Shareholders vote in favour of this Resolution 3 as it will enable the Company to have flexibility in respect of future capital raising activities.

4. Resolutions 4 and 5 – Ratification of previous issue of Placement Shares in February 2022

4.1 Background

On 17 February 2022, the Company announced a placement of 207,353,813 Shares to raise approximately $41.5 million at $0.20 per Share, managed by Petra Capital ( February 2022 Placement ).

The announcement noted that the Shares to be issued pursuant to the February 2022 Placement ( February 2022 Placement Shares ) would be issued using the Company's issue capacity under Listing Rules 7.1 (namely, 135,288,440 Shares) (the subject of Resolution 4) and 7.1A (namely, 72,065,373 Shares) (the subject of Resolution 5) (jointly, the Issue ).

4.2 ASX Listing Rules

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that period.

Listing Rule 7.1A enables eligible entities to issue equity securities up to 10% of their issued share capital through placements over a 12-month period after the annual general meeting at which approval was given by shareholders by Special Resolution ( 10% Placement Capacity ). The 10% Placement Capacity is in addition to the Company’s 15% issue capacity under Listing Rule 7.1. The Company obtained such approval at its annual general meeting in 2021 and consequently, issued 72,065,373 of the February 2022 Placement Shares using the 10% Placement Facility.

The Issue the subject to Resolution 4 does not fit within any of the exceptions in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, effectively uses up part of the 15% limit under Listing Rule 7.1, reducing the Company's capacity to issue further Equity Securities without Shareholder approval under Listing Rule 7.1 for the 12-month period following the issue date.

Similarly, the Issue the subject of Resolution 5 used up the Company's additional 10% Placement Facility under Listing Rule 7.1A.

Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule.

9

The Company wishes to retain as much flexibility as possible to issue additional Equity Securities into the future without having to obtain Shareholder approval for such issues under Listing Rules 7.1 and 7.1A. To this end, Resolutions 4 and 5 seek Shareholder approval to the Issue under and for the purposes of Listing Rule 7.4.

If Resolution 4 is passed, the Issue will be excluded in calculating the Company's 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 4 is not passed, the Issue will be included in calculating the Company's 15% limit in Listing Rule 7.1, effectively decreasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 5 is passed, the Issue will be excluded in calculating the Company's additional 10% issue capacity under Listing Rule 7.1A, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12-month period following the issue date.

If Resolution 5 is not passed, the Issue will be included in calculating the Company's additional 10% capacity under Listing Rule 7.1A, effectively decreasing the number of Equity Securities it can issue without Shareholder approval unless and until the 10% Placement Capacity is approved.

4.3 Information required under Listing Rule 7.5

For Shareholders to ratify an issue of Equity Securities under Listing Rule 7.4, the Company must provide the following information pursuant to Listing Rule 7.5 in relation to Resolutions 1 and 2:

The names of the persons to whom the entity issued or agreed to issue the securities or the basis on which those persons were identified or selected	Resolutions 4 and 5: Sophisticated and other exempt investors whom, under section 708 of the Corporations Act, a disclosure document under Chapter 6D of the Corporations Act was not required to be given. None were related parties or KMP (or Closely Related Parties) of the Company at the time of the November 2021 Placement
The number and class of securities the entity issued or agreed to issue and their material terms of issue	Resolution 4: 135,288,440; and Resolution 5: 72,065,373, fully paid ordinary shares ranking equally with all other Shares on issue
The date or dates on which the securities were issued	Resolutions 4 and 5: 24 February 2022
The price or other consideration the entity has received or will receive for the issue	Resolutions 4 and 5: $0.20 per Share
The purpose of the issue, including the use or intended use of any funds raised by the issue	Resolutions 4 and 5: Funds raised from the Placement will be applied towards the acquisition of a 90% interest in the Burton Mine and Lenton Project, to partly fund restart costs at Burton and for working capital and offer costs
A voting exclusion statement	Resolutions 4 and 5: A voting exclusion statement has been included in the attached Notice of General Meeting

10

4.4 Directors’ Recommendation

None of the Directors have a material personal interest in the subject matter of this Resolution. The Board recommends that Shareholders vote in favour of Resolutions 4 and 5 as it will enable the Company to have flexibility in respect of future capital raising activities.

11

GLOSSARY

10% Placement Capacity is defined in section 2.2.

AEST means Australian Eastern Standard Time.

ASIC means the Australian Securities and Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires.

ASX Listing Rules or Listing Rules means the Listing Rules of ASX.

Board means the current board of Directors of the Company.

Business Day means Monday to Wednesday inclusive, except New Year’s Day, Good Wednesday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

Chair means the chair of the Meeting.

Closely Related Party of a member of the Key Management Personnel means:

• (a) a spouse or child of the member;

• (b) a child of the member’s spouse;

• (c) a dependent of the member or the member’s spouse;

• (d) anyone else who is one of the member’s family and may be expected to influence the member, or be influenced by the member, in the member’s dealings with the entity;

• (e) a company the member controls;

• (f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the definition closely related party in the Corporations Act.

Company or Bowen means Bowen Coking Coal Limited (ABN 72 064 874 620).

Constitution means the constitution of the Company.

Corporations Act means Corporations Act 2001 (Cth).

Directors means the current directors of the Company.

Equity Securities includes a Share, a right to a Share or Option, an Option, a convertible security and any security that ASX decides to classify as an Equity Security.

Explanatory Statement means the explanatory statement accompanying this Notice of Meeting.

February 2022 Placement is defined in section 4.1.

February 2022 Placement Shares is defined in section 4.1.

General Meeting or Meeting means the Extraordinary General Meeting of the Company convened by this Notice of Meeting.

Group means the Company and all of its related bodies corporate (as that term is defined in the Corporations Act).

12

Key Management Personnel or KMP has the same meaning as in the accounting standards issued by the Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or of the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated entity.

Notice or Notice of Meeting means this Notice of the General Meeting including the Explanatory Statement and Proxy Form.

November 2021 Placement is defined in section 2.1.

November 2021 Placement Shares is defined in section 2.1.

Proxy Form means the proxy form accompanying the Notice.

Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.

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

Shareholder means a registered holder of a Share.

Share Registry means Link Market Services Limited.

13

==> picture [103 x 72] intentionally omitted <==

ABN 72 064 874 620

LODGE YOUR VOTE

• ONLINE

• �

www.linkmarketservices.com.au

• BY MAIL

• � Bowen Coking Coal Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

� BY FAX +61 2 9287 0309

� BY HAND Link Market Services Limited Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150; or Level 12, 680 George Street, Sydney NSW 2000

• ALL ENQUIRIES TO Telephone: +61 7 3191 8413 Overseas: +61 +61 7 3191 8413

PROXY FORM

I/We being a member(s) of Bowen Coking Coal Limited and entitled to attend and vote hereby appoint:

APPOINT A PROXY

OR if you are NOT appointing the Chairman of the Meeting as your Name the Chairman of the proxy, please write the name and email of the person or body corporate Meeting (mark box) you are appointing as your proxy. An email will be sent to your Email appointed proxy with details on how to access the virtual meeting.

or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting, as my/our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Extraordinary general meeting of the Company to be held at 10:00am (AEST) on Wednesday, 6 April 2022 (the Meeting) and at any postponement or adjournment of the Meeting.

The Meeting will be conducted as a hybrid meeting. You can attend the meeting at Level 35, Waterfront Place, 1 Eagle St, Brisbane or you can participate by logging in online at https://meetings.linkgroup.com/BCB22 (refer to details in the Extraordinary General Meeting Online Guide).

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

VOTING DIRECTIONS

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an �

Resolutions

• For Against Abstain For Against Abstain

• 1 Ratification of previous issue of 5 Ratification of previous issue of Placement Shares under Listing Placement Shares under Listing Rule 7.1 in November 2021 Rule 7.1A in February 2022

• 2 Ratification of previous issue of Placement Shares under Listing Rule 7.1A in November 2021

==> picture [79 x 51] intentionally omitted <==

• 3 Ratification of previous issue of Bluff Consideration Shares under Listing Rule 7.1

• 4 Ratification of previous issue of Placement Shares under Listing Rule 7.1 in February 2022

� * 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 yourvotes will not be counted in computing the required majority on a poll.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

BCB PRX2201A

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

YOUR NAME AND ADDRESS

This is your name and address as it appears on the Company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman of the Meeting as your proxy, please write the name and email address of that individual or body corporate in Step 1. If you leave this section blank, the Chairman of the Meeting will be your proxy. A proxy need not be a shareholder of the Company.

DEFAULT TO CHAIRMAN OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default to the Chairman of the Meeting, who is required to vote those proxies as directed. Any undirected proxies that default to the Chairman of the Meeting will be voted according to the instructions set out in this Proxy Form, including where the Resolution is connected directly or indirectly with the remuneration of KMP.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two 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 telephoning the Company’s share registry or you may copy this form and return them both together.

To appoint a second proxy you must:

• (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares 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 your votes. Fractions of votes will be disregarded; and

• (b) return both forms together.

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

LODGEMENT OF A PROXY FORM

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am (AEST) on Monday, 4 April 2022, being not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.

Proxy Forms may be lodged using the reply paid envelope or:

• ONLINE

• �

www.linkmarketservices.com.au

Login to the Link website using the holding details as shown on the Proxy Form. Select ‘Voting’ and follow the prompts to lodge your vote. To use the online lodgement facility, shareholders will need their “Holder Identifier” - Securityholder Reference Number (SRN) or Holder Identification Number (HIN).

BY MOBILE DEVICE

QR Code

Our voting website is designed specifically for voting online. You can now lodge your proxy by scanning the QR code adjacent or enter the voting link www.linkmarketservices.com.au into your mobile device. Log in using the Holder Identifier and postcode for your shareholding.

==> picture [63 x 63] intentionally omitted <==

To scan the code you will need a QR code reader application which can be downloaded for free on your mobile device.

BY MAIL

�

Bowen Coking Coal Limited

C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

� BY FAX

+61 2 9287 0309

� BY HAND

delivering it to Link Market Services Limited* Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150

or

Level 12 680 George Street Sydney NSW 2000

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder may sign.

• in business hours (Monday to Friday, 9:00am–5:00pm)

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the 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 can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually the ������������������������������������������������������������������������� be received at ������������������������������������ ���������������������� ��������������������������������������������������������������������������� �������������������������������������������������������������������������� ������������������������������

IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE EXTRAORDINARY GENERAL MEETING, PLEASE BRING THIS FORM WITH YOU. THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.