BREAKTHROUGH MINERALS LIMITED — Proxy Solicitation & Information Statement 2023

Jun 8, 2023

ASX ANNOUNCEMENT

9 JUNE 2023

Notice of General Meeting

Dear Shareholder,

Intra Energy Corporation Limited (“IEC” or “the Company”) advises that a General Meeting (Meeting) will be held in person at Level 5, 191 St Georges Terrace, Perth WA 6000 on Tuesday, 11 July 2023 at 10:00am (AWST).

As permitted by the Corporations Act 2001 (Cth), the Company will not be dispatching physical copies of the Notice of Meeting unless a shareholder has made a valid election to receive documents in hard copy. Instead, the Notice of Meeting can be viewed and downloaded from the website https://intraenergycorp.com.au/ Alternatively, a complete copy of the Meeting documents has been posted to the Company’s ASX market announcements page: https://www2.asx.com.au/markets/company/iec

Each resolution will be decided by poll based on proxy votes and by votes from Shareholders in attendance at the Meeting. Shareholders are encouraged to vote by lodging the proxy form attached to this letter, in accordance with the instructions set out in the proxy form, by no later than 10:00am (AWST) on Sunday 9 July 2023 (being at least 48 hours prior to the start of the Meeting).

This announcement was authorised by the Board of Intra Energy Corporation Limited.

Yours sincerely,

Jack Rosagro Company Secretary

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info@intraenergycorp.com.au @IEC_Australia Level 40, 2 Park Street
intraenergycorp.com.au Intra Energy Corporation Sydney NSW 2000
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Intra Energy Corporation Limited ACN 124 408 751

Notice of General Meeting

The General Meeting of the Company will be held as follows:

Time and date: 10:00am (AWST) on Tuesday 11 July 2023

Location: Automic Group, Level 5, 191 St Georges Terrace, Perth WA 6000

The Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to how to vote, they should seek advice from their accountant, solicitor or other professional advisor prior to voting.

Should you wish to discuss any matter, please do not hesitate to contact the Company by telephone on (08) 6245 9439.

Shareholders are urged to attend the Meeting or vote by lodging the Proxy Form attached to the Notice.

Intra Energy Corporation Limited ACN 124 408 751

(Company)

Notice of General Meeting

Notice is given that the general meeting of Shareholders of Intra Energy Corporation Limited ( Company ) will be held at Automic Group, Level 5, 191 St Georges Terrace, Perth WA 6000 on Tuesday 11 July 2023 at 10:00am (AWST) ( Meeting ).

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders as at 5:00pm (AWST) on Sunday 9 July 2023.

The Explanatory Memorandum provides additional information on matters to be considered at the Meeting. The Explanatory Memorandum and the Proxy Form, form part of the Notice.

Terms and abbreviations used in the Notice are defined in Schedule 1.

Agenda

1 Resolutions

Resolution 1 – Approval to issue Consideration Securities to the Vendors

To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary resolution the following:

'That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to:

• (a) 195,000,000 Consideration Shares; and

• (b) 97,500,000 Consideration Options,

to the Vendors (or their respective nominees) as partial consideration for the Proposed Acquisition, on the terms and conditions in the Explanatory Memorandum.'

Resolution 2 – Approval to issue Consideration Performance Rights to the Vendors

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

'That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to 150,000,000 Consideration Performance Rights to the Vendors (or their respective nominees) as partial consideration for the Proposed Acquisition, on the terms and conditions in the Explanatory Memorandum.'

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Resolution 3 – Approval of issue of Placement Securities

To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary resolution the following:

'That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to:

• (a) 720,000,000 Placement Shares; and

• (b) 360,000,000 Placement Options,

on the terms and conditions in the Explanatory Memorandum.’

Resolution 4 – Approval of issue of Lead Manager Options

To consider and, if thought fit, to pass without or without amendment, as an ordinary resolution the following:

‘That, pursuant to and in accordance with Listing Rule 7.1, and for all other purposes, Shareholders approve the issue of 90,000,000 Options to the Lead Manager (or its nominees) under Listing Rule 7.1, on the terms and conditions in the Explanatory Memorandum.’

Voting exclusions

Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:

• (a) Resolution 1(a) and (b) : by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a Shareholder), or any of their respective associates;

• (b) Resolution 2 : by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a Shareholder), or any of their respective associates;

• (c) Resolution 3(a) and (b) : by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a Shareholder), or any of their respective associates; and

• (d) Resolution 4 : by or on behalf of Wentworth Securities (or its nominees), and any person who is expected to participate in, or will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a Shareholder), or any of their respective associates.

The above voting exclusions do not apply to a vote cast in favour of the relevant Resolution by:

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

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• (b) the Chair as proxy or attorney for a person who is entitled to vote, 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.

BY ORDER OF THE BOARD

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Jack Rosagro Company Secretary Intra Energy Corporation Limited Dated: 8 June 2023

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Intra Energy Corporation Limited ACN 124 408 751

(Company)

Explanatory Memorandum

1. Introduction

The Explanatory Memorandum has been prepared for the information of Shareholders in connection with the business to be conducted at the Meeting to be held at Automic Group, Level 5, 191 St Georges Terrace, Perth WA 6000 on Tuesday 11 July 2023 at 10:00am (AWST).

The Explanatory Memorandum forms part of the Notice which should be read in its entirety. The Explanatory Memorandum contains the terms and conditions on which the Resolutions will be voted.

The Explanatory Memorandum includes the following information to assist Shareholders in deciding how to vote on the Resolutions:

Section 2	Voting and attendance information
Section 3	Background
Section 4	Resolution 1 – Approval to issue Consideration Securities to the Vendors
Section 5	Resolution 2 – Approval to issue Consideration Performance Rights to the Vendors
Section 6	Resolution 3(a) and (b) – Approval of issue of Placement Securities
Section 7	Resolution 4 – Approval of issue of Lead Manager Options
Schedule 1	Definitions
Schedule 2	Terms and conditions of Consideration Performance Rights
Schedule 3	Terms and Conditions of Consideration Options
Schedule 4	Terms and Conditions of Placement Options and Lead Manager Options

A Proxy Form is located at the end of the Explanatory Memorandum.

2. Voting and attendance information

Shareholders should read the Notice including the Explanatory Memorandum carefully before deciding how to vote on the Resolutions.

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2.1 Voting in person

To vote in person, attend the Meeting on the date and at the place set out above.

2.2

Voting by proxy

A Proxy Form is attached to the Notice. This is to be used by Shareholders if they wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are encouraged to vote by lodging the Proxy Form to the Company in accordance with the instructions thereon. Lodgement of a Proxy Form will not preclude a Shareholder from attending and voting at the Meeting in person.

Please note that:

• (i) a member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy;

• (ii) a proxy need not be a member of the Company; and

• (iii) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion or number is not specified, each proxy may exercise half of the votes.

The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy Forms.

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

• (i) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed);

• (ii) if the proxy has 2 or more appointments that specify different ways to vote on the resolution – the proxy must not vote on a show of hands;

• (iii) if the proxy is the Chair of the meeting at which the resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e. as directed); and

• (iv) if the proxy is not the Chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

Section 250BC of the Corporations Act provides that, if:

• (i) an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members;

• (ii) the appointed proxy is not the chair of the meeting;

• (iii) at the meeting, a poll is duly demanded on the resolution; and

• (iv) either the proxy is not recorded as attending the meeting or the proxy does not vote on the resolution,

the Chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting. Your proxy voting instruction must be received by 10:00am (AWST) on Sunday 9 July 2023, being not later than 48 hours before the commencement of the Meeting.

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2.3 Chair's voting intentions

The Chair intends to exercise all available proxies in favour of all Resolutions, unless the Shareholder has expressly indicated a different voting intention.

2.4

Submitting questions

Shareholders may submit questions in advance of the Meeting to the Company. Questions must be submitted by emailing the Company at jrosagro@ventnorcompliance.com by Friday 7 July 2023.

Shareholders will also have the opportunity to submit questions during the Meeting in respect to the formal items of business. In order to ask a question during the Meeting, please follow the instructions from the Chair.

The Chair will attempt to respond to the questions during the Meeting. The Chair will request prior to a Shareholder asking a question that they identify themselves (including the entity name of their shareholding and the number of Shares they hold).

2.5

Notice of members’ rights

Shareholders have the right to elect to:

• (a) be sent certain documents in physical form;

• (b) be sent certain documents in electronic form; or

• (c) not be sent certain documents at all.

A notice of these rights and how Shareholders can make an election and/or request is available on the Company’s website at https://intraenergycorp.com.au/

3. Background to the Proposed Acquisition

3.1

Proposed Acquisition

On 18 May 2023, the Company announced that it had entered into an agreement ( Acquisition Agreement ) with Jody Dahrouge, DG Resource Management Ltd (a company incorporated in Canada) ( DGRM ) and Hale Court Holdings Pty Ltd (ACN 636 136 646 ( HCHP ) (together, the Vendors ) to acquire a 100% interest in the mineral claims comprising the Llama Lithium Project, ( Llama Lithium Project ) via the Company’s wholly owned subsidiary, Intra Energy Canadian Hold Co Ltd ( Proposed Acquisition ).

Legal title of the mineral claims the subject of the Llama Lithium Project is held by Jody Dahrouge ( Legal Owner ) in trust for DGRM and HCHP (together, Beneficial Owner(s) ). DGRM is the beneficial owner of an undivided 80% interest in the mineral claims comprising the Llama Lithium Project and HCHP is the beneficial owner an undivided 20% interest in the mineral claims comprising the Llama Lithium Project.

The Llama Lithium Project comprises of 123 mineral claims, covering approximately 6,305 hectares and is located in Quebec, Canada, situated in James Bay, at the southern end of

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Hudson Bay in Canada. The Llama Lithium Project is a greenfields exploration project with potential for lithium.

The consideration payable by the Company to the Vendors for the Proposed Acquisition comprises the following:

• (a) the payment of C$950,000 cash (approximately AUD$1.05m);

• (b) the issue of 195,000,000 Shares ( Consideration Shares );

• (c) the issue of 97,500,000 Options ( Consideration Options ); and

• (d) the issue of 150,000,000 performance rights convertible into shares on a one for one basis upon the respective Vesting Conditions being satisfied, as set out in Schedule 2 ( Consideration Performance Rights ).

In connection with the Proposed Acquisition, the Company will also grant one of the Vendors, DGRM a 2.75% net smelter returns royalty in respect of the Claims ( Royalty ). The Company will be granted an option to buy-back a 0.75% interest of the Royalty, as follows:

• (a) within two (2) years of completion of the Acquisition ( Initial Buy-Back Period ), for a cash payment of C$2,000,000; and

• (b) following the Initial Buy-Back Period, for a cash payment of C$5,000,000.

The Proposed Acquisition is subject to the Company obtaining shareholder approval under ASX Listing Rule 7.1 for the issue of the:

• (a) Consideration Shares (the subject of Resolution 1(a));

• (b) Consideration Options (the subject of Resolution 1(b));

• (c) Consideration Performance Rights (the subject of Resolution 2); and

• (d) Placement Securities (defined below) (the subject of Resolution 3(a) and (b)).

The Acquisition Agreement otherwise contains additional provisions considered customary for agreements of this nature.

3.2 Placement

In connection with the Proposed Acquisition, the Company is proposing to undertake a placement to raise a maximum of $3,600,000 (before costs) ( Placement ) by the issue of a maximum of:

• (a) 720,000,000 Shares at an issue price of no less than $0.005 per Share ( Placement Shares ); and

• (b) 360,000,000 Options each exercisable at $0.015 each and an expiry of 2 years from the date of issue ( Placement Options ),

(together, the Placement Securities ).

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The Company intends to apply the funds raised from the Placement in accordance with the table below during the 12-month period following completion of the Proposed Transaction:

Use of Funds	Allocation of Funds	Percentage use of Funds
Acquisition of Claims	$1,231,000	34%
Exploration Activities
• Llama Lithium Project	$324,000	9%
• Yalgarra Project	852,000	24%
Follow on exploration expenditure	$400,800	11%
Working capital and costs of Placement	$792,000	22%
Total	$3,600,000	100%

The Lead Manager engaged to facilitate the Placement on behalf of the Company is Wentworth Securities and will receive a cash payment of 6% of the total funds raised under the Placement and 90,000,000 Lead Manager Options on the basis of one (1) Option for every eight (8) Shares issued under the Placement ( Lead Manager Options ) (the subject of Resolution 4).

4. Resolution 1 – Approval to issue Consideration Securities to the Vendors

4.1

General

Resolution 1(a) and (b) seeks Shareholder approval pursuant to Listing Rule 7.1 to issue:

• (a) 195,000,000 Consideration Shares; and

• (b) 97,500,000 Consideration Options,

to the Vendors or their respective nominees (together, the Consideration Securities ).

4.2

Listing Rules 7.1

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 shares it had on issue at the start of that period.

The issue of Consideration Securities do not fit within any of the exceptions to Listing Rule 7.1. While the issue does not exceed the 15% limit in Listing Rule 7.1 and can therefore be made without breaching 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 under Listing Rule 7.1. To do this, the Company is asking shareholders to approve the issue under Listing Rule 7.1 so that it does not use up any of the 15% limit on issuing equity securities without shareholder approval set out in Listing Rule 7.1.

Accordingly, Resolution 1(a) and (b) seek shareholder approval to the issue of the Consideration Securities under and for the purposes of Listing Rule 7.1.

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If Resolution 1(a) and (b) are passed, the Company can proceed to issue the Consideration Securities or a portion thereof without using up any of the Company's 15% limit on issuing Equity Securities without shareholder approval under Listing Rule 7.1

If Resolution 1(a) and (b) are not passed, the Company will be unable to proceed with the issue of the Consideration Securities and unable to proceed with the Proposed Acquisition.

4.3

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the proposed issue of the Consideration Securities:

• (a) The Consideration Securities will be issued to will be issued to the Beneficial Owners, being DG Resource Management ( DGRM ) and Hale Court Holdings Pty Ltd ( HCHP ) (or its respective nominees), none of whom are a related party as at the date of this Notice or Material Investor on the following basis:

• (i) up to 156,000,000 Consideration Shares and 78,000,000 Consideration Options to DGRM (or its nominee); and

• (ii) up to 39,000,000 Consideration Shares and 19,500,000 Consideration Options to HCHP (or its nominee).

• (b) A maximum of 195,000,000 Shares are to be issued as Consideration Shares and a maximum of 97,500,000 Options are to be issued Consideration Options.

• (c) The Consideration Shares will be fully paid ordinary shares in the capital of the Company and rank equally in all respects with the Company’s existing Shares on issue. The Consideration Options are exercisable at $0.015 each and expire 2 years from the date of issue and are otherwise subject to the terms and conditions in Schedule 3.

• (d) The Consideration Securities will be issued no later than 3 months after the date of the Meeting (or as ASX otherwise agrees).

• (e) The Consideration Securities will be issued for nil cash consideration as part consideration to acquire the Llama Lithium Project. Accordingly, no funds will be raised from the issue, however, funds received upon exercise of the Consideration Options will be used towards the Company’s general working capital purposes and for exploration and development on the Company’s projects.

• (f) A summary of the material terms of the Acquisition Agreement is set out in Section 3.1 above.

• (g) A voting exclusion statement is included in the Notice.

4.4

Additional information

Resolution 1(a) and (b) are ordinary resolutions.

The Board recommends that Shareholders vote in favour of Resolution 1(a) and (b).

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5. Resolution 2 – Approval to issue Consideration Performance Rights to the Vendors

5.1 General

Resolution 2 seeks Shareholder approval pursuant to Listing Rule 7.1 to issue 150,000,000 Consideration Performance Rights to the Vendors or their respective nominees.

5.2 Listing Rule 7.1

A summary of Listing Rule 7.1 is set out in Section 4.2 above.

The issue of Consideration Performance Rights does not fit within any of the exceptions to Listing Rule 7.1. While the issue does not exceed the 15% limit in Listing Rule 7.1 and can therefore be made without breaching 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 under Listing Rule 7.1. To do this, the Company is asking shareholders to approve the issue under Listing Rule 7.1 so that it does not use up any of the 15% limit on issuing equity securities without shareholder approval set out in Listing Rule 7.1.

Accordingly, Resolution 2 seeks shareholder approval to the issue of the Consideration Performance Rights under and for the purposes of Listing Rule 7.1.

If Resolution 2 is passed, the Company can proceed to issue the Consideration Performance Rights or a portion thereof without using up any of the Company's 15% limit on issuing Equity Securities without shareholder approval under Listing Rule 7.1

If Resolution 2 is not passed, the Company will be unable to proceed with the issue of the Consideration Performance Rights and unable to proceed with the Proposed Acquisition.

5.3

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the proposed issue of the Consideration Performance Rights:

• (a) The Consideration Performance Rights will be issued to the Beneficial Owners of the Vendors, being DG Resource Management ( DGRM ) and Hale Court Holdings Pty Ltd ( HCHP ) (or their respective nominees), none of whom are a related party as at the date of this Notice or Material Investor on the following basis:

• (i) up to 120,000,000 Consideration Performance Rights to DGRM (or its nominee); and

• (ii) up to 30,000,000 Consideration Performance Rights to HCHP (or its nominee).

• (b) A maximum of 150,000,000 Performance Rights are to be issued as Consideration Performance Rights.

• (c) The Consideration Performance Rights will be issued on the terms and conditions set out in Schedule 2.

• (d) The Consideration Performance Rights will be issued no later than 3 months after the date of the Meeting (or as ASX otherwise agrees).

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• (e) The Consideration Performance Rights will be issued for nil cash consideration as part consideration to acquire the Llama Lithium Project. Accordingly, no funds will be raised from the issue.

• (f) A summary of the material terms of the Acquisition Agreement is set out in Section 3 above.

• (g) A voting exclusion statement is included in the Notice.

5.4

Additional information

Resolution 2 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 2.

6. Resolution 3(a) and (b) – Approval of issue of Placement Securities

6.1

General

The background of the Placement is summarised in Section 3.2 above.

Resolution 3(a) and (b) seeks Shareholder approval pursuant to Listing Rule 7.1 for the issue of 720,000,000 Placement Shares and 360,000,000 Placement Options.

6.2

Listing Rules 7.1

A summary of Listing Rule 7.1 is set out in Section 4.2 above.

The issue of the Placement Securities do not fit within any of the exceptions to Listing Rule 7.1 While the issue does not exceed the 15% limit in Listing Rule 7.1 and can therefore be made without breaching 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 under Listing Rule 7.1. To do this, the Company is asking shareholders to approve the issue under Listing Rule 7.1 so that it does not use up any of the 15% limit on issuing equity securities without shareholder approval set out in Listing Rule 7.1.

Accordingly, Resolution 3(a) and (b) seek shareholder approval to the issue of the Placement Securities under and for the purposes of Listing Rule 7.1.

If Resolution 3(a) and (b) are passed, the Company can proceed to issue the Placement Securities without using up any of the Company's 15% limit on issuing Equity Securities without shareholder approval under Listing Rule 7.1.

If Resolution 3(a) and (b) are not passed, the Company will not proceed with the issue of the Placement Securities and will not be able to proceed with the Proposed Acquisition.

6.3

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the approval of the issue of the Placement Securities:

• (a) The Placement Securities will be issued to sophisticated and institutional investors, none of whom is a related party or Material Investor of the Company. Wentworth Securities ( Lead Manager ) will be acting as Lead Manager to the Placement. The

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participants in the Placement will be identified through a bookbuild process, which will involve the Lead Manager seeking expressions of interest to participate in the Placement from existing contacts of the Company and clients of the Lead Manager.

• (b) The maximum number of Placement Shares to be issued is 720,000,000 and the maximum number of Placement Options to be issued is 360,000,000.

• (c) The Placement Shares will be fully paid ordinary shares in the capital of the Company and rank equally in all respects with the Company’s existing Shares on issue. The Placement Options are exercisable at $0.015 each and expire 2 years from the date of issue and are otherwise subject to the terms and conditions in Schedule 4.

• (d) The Placement Securities will be issued no later than 3 months after the date of the Meeting.

• (e) The Placement Shares will be issued at an issue price of no less than $0.005 per Share. The Placement Options are proposed to be issued for nil cash consideration as they are free-attaching to the Placement Shares. Accordingly, no funds will be raised from the issue of the Placement Options, however, funds received upon exercise of the Placement Options will be used towards the Company’s general working capital purposes.

• (f) A summary of the intended use of funds raised from the Placement is in Section 3.2 above.

• (g) There are no other material terms to the proposed issue of the Placement Securities.

• (h) A voting exclusion statement is included in the Notice.

• 6.4

Additional information

Resolution 3(a) and (b) are ordinary resolutions.

The Board recommends that Shareholders vote in favour of Resolution 3(a) and (b).

7. Resolution 4 – Approval of issue of Lead Manager Options

7.1 General

The background to the Placement is summarised in Section 3.2.

Resolution 4 seeks Shareholder approval pursuant to Listing Rule 7.1 for the issue of 90,000,000 Lead Manager Options.

7.2

Listing Rule 7.1

A summary of Listing Rule 7.1 is in Section 4.2 above.

If Resolution 4 is passed, the Company will be able to proceed with the issue of 90,000,000 Lead Manager Options.

If Resolution 4 is not passed, the Company will not be able to proceed with the issue of the Lead Manager Options and will have to consider alternative commercial means to pay the

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Lead Manager for its services, which may include issuing the Lead Manager Options using any available 15% placement capacity permitted under Listing Rule 7.1.

7.3

Summary of Lead Manager Mandate

The Company entered into a mandate with the Lead Manager for the provision of lead manager services and bookrunner services, including the coordination and management of the Placement and the Proposed Acquisition.

Under the Lead Manager Mandate, the Company has agreed to pay the Lead Manager:

• (a) a management fee of 2% of the amount raised under the Placement (excluding GST);

• (b) a selling fee of 4% of the amount raised by the Lead Manager under the Placement (excluding GST); and

• (c) the Lead Manager Options.

The Lead Manager Mandate contains additional provisions, including warranties and indemnities in respect of the Company, which are considered standard for agreements of this nature.

7.4

Specific information required by Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to the issue of the Lead Manager Options:

• (a) The Lead Manager Options will be issued to the Lead Manager (or its nominees).

• (b) A maximum of 90,000,000 Lead Manager Options will be issued.

• (c) The Lead Manager Options will be exercisable at $0.015 each and expire 2 years from the date of issue and will otherwise be subject to the terms and conditions in Schedule 4.

• (d) The Lead Manager Options will be issued no later than 3 months after the date of the Meeting.

• (e) The Lead Manager Options will be issued for nil cash consideration and no funds will be raised by their issue, however, funds received upon exercise of the Lead Manager Options will be used towards the Company’s general working capital purposes.

• (f) A summary of the intended use of funds raised from the Placement is in Section 3.2.

• (g) A summary of the material terms of the Lead Manager Mandate is in Section 7.3 above.

• (h) A voting exclusion statement is included in the Notice.

7.5 Additional information

Resolution 4 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 4.

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Schedule 1 Definitions

In the Notice, words importing the singular include the plural and vice versa.

$	means Australian Dollars.
Acquisition Agreement	has the meaning given in Section 3.
ASIC	means Australian Securities Investment Commission.
ASX	means the ASX Limited (ABN 98 008 624 691) and, where the context
	permits, the Australian Securities Exchange operated by ASX Limited.
AWST	means Australian Western Standard Time, being the time in Perth,
	Western Australia.
Beneficial Owners	means DGRM and HCHP.
Board	means the board of Directors.
C$	means Canadian Dollars.
Chair	means the person appointed to chair the Meeting of the Company
	convened by the Notice.
Company	means Intra Energy Corporation Limited (ACN 124 408 751).
Competent Person	means a person undertaking to qualify as a Competent Person as
	defined in the JORC Code 2012.
Consideration	has the meaning given in Section 3.
Performance Rights
Consideration Securities	has the meaning given in Section 3.
Consideration Shares	has the meaning given in Section 3.
Corporations Act	means the_Corporations Act 2001_(Cth) as amended or modified from
	time to time.
DGRM	has the meaning given in Section 3
Director	means a director of the Company.
Equity Security	has the same meaning as in the Listing Rules.
Explanatory	means the explanatory memorandum which forms part of the Notice.
Memorandum
HCHP	has the meaning given in Section 3.
JORC Code 2012	means the 2012 Edition of the Australasian Code for Reporting of
	Exploration Results, Mineral Resources and Ore Reserves.

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Key Management has the same meaning as in the accounting standards issued by the Personnel Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if 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 group. Lead Manager means Wentworth Securities Pty Ltd (ACN 155 409 653). Lead Manager Options has the meaning given in Section 3.2. Legal Owner means Jody Dahrouge. Listing Rules means the listing rules of ASX. Llama Lithium Project has the meaning given in Section 3. Material Investor means in relation to the Company: (a) a related party; (b) Key Management Personnel; (c) a substantial Shareholder; (d) an advisor; or (e) an associate of the above, who received Shares which constituted more than 1% of the Company’s issued capital at the time of issue. Meeting has the meaning given in the introductory paragraph of the Notice. Notice means this notice of general meeting. Placement has the meaning given in Section 3.2. Placement Options has the meaning given in Section 3.2. Placement Securities has the meaning given in Section 3.2. Placement Shares has the meaning given in Section 3.2. Proposed Acquisition has the meaning given in Section 3. Proxy Form means the proxy form attached to the Notice. Resolution means a resolution referred to in the Notice. Schedule means a schedule to the Notice. Section means a Section of this Notice. Share means a fully paid ordinary share in the capital of the Company.

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Shareholder	means the holder of a Share.
Vendors	has the meaning given in Section 3.

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Schedule 2 Terms and conditions of Consideration Performance Rights

The following terms and conditions apply to each of the Consideration Performance Rights:

1. ( Entitlement ): Subject to the terms and conditions set out below, each Consideration Performance Right, once vested, entitles the holder to the issue of one fully paid ordinary share in the capital of the Company ( Share ).

2. ( Issue Price ): The Consideration Performance Rights are issued for nil cash consideration.

3. ( Vesting Conditions ): Subject to the terms and conditions set out below, the Consideration Performance Rights will have the vesting conditions ( Vesting Condition ) specified below:

Tranche	Number of Consideration Performance Rights	Vesting Condition	Expiry Date
Tranche 1	50,000,000	The identification of five (5) rock chips measuring at least 1% Li2O.	5.00pm on the date that is 5 years from the date of issue of the Consideration Performance Rights.
Tranche 2	50,000,000	A surface sample or 5m intersection measuring at least 1% Li2O.	5.00pm on the date that is 5 years from the date of issue of the Consideration Performance Rights.
Tranche 3	50,000,000	Announcement by IEC of the delineation of a JORC 2012 Mineral Resource Estimate of at least 10Mt at 1% Li2O of a category of inferred or greater.	5.00pm on the date that is 5 years from the date of issue of the Consideration Performance Rights.

1. ( Vesting ): Subject to the satisfaction of the Vesting Condition, the Company will notify the Holder in writing ( Vesting Notice ) within 3 Business Days of becoming aware that the relevant Vesting Condition has been satisfied.

2. ( Expiry Date ): The Consideration Performance Rights will expire and lapse on the first to occur of the following:

3. (a) the Vesting Condition becoming incapable of satisfaction due to the cessation of employment of the holder with the Company (subject to the exercise of the Board’s discretion under the Plan); and

4. (b) 5:00pm on the date which is 5 years after the date of issue of the Consideration Performance Rights,

( Expiry Date ).

1. ( Exercise ): At any time between receipt of a Vesting Notice and the Expiry Date (as defined in clause 6 above), the holder may apply to exercise Consideration Performance Rights by

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delivering a signed notice of exercise to the Company Secretary. The holder is not required to pay a fee to exercise the Consideration Performance Rights.

1. ( Issue of Shares ): As soon as practicable after the valid exercise of a vested Consideration Performance Right, the Company will:

2. (a) issue, allocate or cause to be transferred to the holder the number of Shares to which the holder is entitled;

3. (b) issue a substitute Certificate for any remaining unexercised Consideration Performance Rights held by the holder;

4. (c) if required, and subject to clause 9, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act; and

5. (d) do all such acts, matters and things to obtain the grant of quotation of the Shares by ASX in accordance with the Listing Rules.

6. ( Restrictions on transfer of Shares ): If the Company is unable to give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or such a notice for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, Shares issued on exercise of the Consideration Performance Rights may not be traded until 12 months after their issue unless the Company, at its sole discretion, elects to issue a prospectus pursuant to section 708A(11) of the Corporations Act. The Company is authorised by the holder to apply a holding lock on the relevant Shares during the period of such restriction from trading.

7. ( Ranking ): All Shares issued upon the conversion of Consideration Performance Rights will upon issue rank equally in all respects with other Shares.

8. ( Transferability of the Consideration Performance Rights ): The Consideration Performance Rights are not transferable, except with the prior written approval of the Company at its sole discretion and subject to compliance with the Corporations Act and Listing Rules.

9. ( Dividend rights ): A Consideration Performance Right does not entitle the holder to any dividends.

10. ( Voting rights ): A Consideration Performance Right does not entitle the holder to vote on any resolutions proposed at a general meeting of the Company, subject to any voting rights provided under the Corporations Act or the ASX Listing Rules where such rights cannot be excluded by these terms.

11. ( Quotation of the Consideration Performance Rights ) The Company will not apply for quotation of the Consideration Performance Rights on any securities exchange.

12. ( Adjustments for reorganisation ): If there is any reorganisation of the issued share capital of the Company, the rights of the Consideration Performance Rights holder will be varied in accordance with the Listing Rules.

13. ( Entitlements and bonus issues ): Subject to the rights under clause 17, holders will not be entitled to participate in new issues of capital offered to shareholders such as bonus issues and entitlement issues.

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1. ( Bonus issues ): If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment), the number of Shares which must be issued on the exercise of a vested Consideration Performance Right will be increased by the number of Shares which the holder would have received if the holder had exercised the Performance Right before the record date for the bonus issue.

2. ( Return of capital rights ): The Consideration Performance Rights do not confer any right to a return of capital, whether in a winding up, upon a reduction of capital or otherwise.

3. ( Rights on winding up ): The Consideration Performance Rights have no right to participate in the surplus profits or assets of the Company upon a winding up of the Company.

4. ( Takeovers prohibition ):

5. (a) the issue of Shares on exercise of the Consideration Performance Rights is subject to and conditional upon the issue of the relevant Shares not resulting in any person being in breach of section 606(1) of the Corporations Act; and

6. (b) the Company will not be required to seek the approval of its members for the purposes of item 7 of section 611 of the Corporations Act to permit the issue of any Shares on exercise of the Consideration Performance Rights.

7. ( No other rights ): A Consideration Performance Right does not give a holder any rights other than those expressly provided by these terms and those provided at law where such rights at law cannot be excluded by these terms.

8. ( Amendments required by ASX ): The terms of the Consideration Performance Rights may be amended as considered necessary by the Board in order to comply with the ASX Listing Rules, or any directions of ASX regarding the terms provided that, subject to compliance with the Listing Rules, following such amendment, the economic and other rights of the holder are not diminished or terminated.

9. ( Constitution ): Upon the issue of the Shares on exercise of the Consideration Performance Rights, the holder will be bound by the Company’s Constitution.

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Schedule 3 Terms and Conditions of Consideration Options

The following terms and conditions apply to each of the Consideration Options:

1. ( Entitlement ): Each Consideration Option entitles the holder to subscribe for one Share upon exercise of the Option.

2. ( Issue Price ): The Consideration Options were issued for nil consideration.

4. ( Exercise Price ): The Consideration Options have an exercise price of $0.015 per Option.

5. ( Expiry Date ): Each Consideration Option will expire at 5:00pm (AWST) on the date that is 2 years from the date of issue ( Expiry Date ). A Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

6. ( Exercise Period ): The Consideration Options are exercisable at any time and from time to time on or prior to the Expiry Date.

8. ( Quotation of the Consideration Options ): The Consideration Options will be unquoted.

9. ( Transferability of the Consideration Options ): The Consideration Options are not transferable, except with the prior written approval of the Company.

10. ( Notice of Exercise ): The Consideration Options may be exercised by notice in writing to the Company in the manner specified on the Option certificate ( Notice of Exercise ) and payment of the Exercise Price for each Consideration Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

Any Notice of Exercise of a Consideration Option received by the Company will be deemed to be a notice of the exercise of that Consideration Option as at the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

1. ( Timing of issue of Shares and quotation of Shares on exercise ): As soon as practicable after the valid exercise of a Consideration Option the Company will:

2. (i) issue, allocate or cause to be transferred to the holder the number of Shares to which the holder is entitled;

3. (ii) issue a substitute certificate for any remaining unexercised Consideration Options held by the holder;

4. (iii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act; and

5. (iv) do all such acts, matters and things to obtain the grant of quotation of the Shares by ASX in accordance with the ASX Listing Rules.

All Shares issued upon the exercise of the Consideration Options will upon issue rank equally in all respects with the then issued Shares.

1. ( Prospectus ): If the Company is unable to give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, the Company must, as soon as practicable, prepare and lodge a prospectus with the ASIC to enable to the Shares to be on traded in accordance with

Page 22

section 708A(11) of the Corporations Act and, until then, the Shares issued on exercise of the Options may not be traded.

1. ( Takeovers prohibition ):

2. (i) the issue of Shares on exercise of the Consideration Options is subject to and conditional upon the issue of the relevant Shares not resulting in any person being in breach of section 606(1) of the Corporations Act; and

3. (ii) the Company will not be required to seek the approval of its members for the purposes of item 7 of section 611 of the Corporations Act to permit the issue of any Shares on exercise of the Consideration Options.

4. ( Dividend and voting rights ): The Consideration Options do not confer on the holder an entitlement to vote at general meetings of the Company or to receive dividends.

5. ( Transferability of the Consideration Options ): The Consideration Options are not transferable, except with the prior written approval of the Company and subject to compliance with the Corporations Act.

6. ( Quotation of the Consideration Options ): The Company will not apply for quotation of the Consideration Options on any securities exchange.

7. ( Adjustments for reorganisation ): If there is any reorganisation of the issued share capital of the Company, the rights of the Consideration Option holder will be varied in accordance with the ASX Listing Rules.

8. ( Participation in new issues ): There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to the Shareholders during the currency of the Consideration Options without exercising the Consideration Options.

9. ( Adjustment for bonus issues of Shares ): If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment):

10. (i) the number of Shares which must be issued on the exercise of a Consideration Option will be increased by the number of Shares which the Option holder would have received if the Consideration Option holder had exercised the Consideration Option before the record date for the bonus issue; and

11. (ii) no change will be made to the Exercise Price.

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Schedule 4 Terms and Conditions of Placement Options and Lead Manager Options

The following terms and conditions apply to each of the Placement Options and Lead Manager Options (together, Options ):

1. ( Entitlement ): Each Option entitles the holder to subscribe for one Share upon exercise of the Option.

2. ( Issue Price ): The Options were issued for nil consideration.

4. ( Exercise Price ): The Options have an exercise price of $0.015 per Option.

5. ( Expiry Date ): Each Option will expire at 5:00pm (AWST) on the date that is 2 years from the date of issue ( Expiry Date ). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

6. ( Exercise Period ): The Options are exercisable at any time and from time to time on or prior to the Expiry Date.

8. ( Quotation of the Options ): The Options will be unquoted.

9. ( Transferability of the Options ): The Options are not transferable, except with the prior written approval of the Company.

10. ( Notice of Exercise ): The Options may be exercised by notice in writing to the Company in the manner specified on the Option certificate ( Notice of Exercise ) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

Any Notice of Exercise of an Option received by the Company will be deemed to be a notice of the exercise of that Option as at the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

1. ( Timing of issue of Shares and quotation of Shares on exercise ): As soon as practicable after the valid exercise of an Option the Company will:

2. (i) issue, allocate or cause to be transferred to the holder the number of Shares to which the holder is entitled;

3. (ii) issue a substitute certificate for any remaining unexercised Options held by the holder;

4. (iii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act; and

5. (iv) do all such acts, matters and things to obtain the grant of quotation of the Shares by ASX in accordance with the ASX Listing Rules.

All Shares issued upon the exercise of the Options will upon issue rank equally in all respects with the then issued Shares.

1. ( Prospectus ): If the Company is unable to give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, the Company must, as soon as practicable, prepare and

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lodge a prospectus with the ASIC to enable to the Shares to be on traded in accordance with section 708A(11) of the Corporations Act and, until then, the Shares issued on exercise of the Options may not be traded.

1. ( Dividend and voting rights ): The Options do not confer on the holder an entitlement to vote at general meetings of the Company or to receive dividends.

2. ( Transferability of the Options ): The Options are not transferable, except with the prior written approval of the Company and subject to compliance with the Corporations Act.

3. ( Quotation of the Options ): The Company will not apply for quotation of the Options on any securities exchange.

4. ( Adjustments for reorganisation ): If there is any reorganisation of the issued share capital of the Company, the rights of the Option holder will be varied in accordance with the ASX Listing Rules.

5. ( Participation in new issues ): There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to the Company’s shareholders (Shareholders) during the currency of the Options without exercising the Options.

6. ( Adjustment for bonus issues of Shares ): If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment):

7. (i) the number of Shares which must be issued on the exercise of an Option will be increased by the number of Shares which the Option holder would have received if the Option holder had exercised the Option before the record date for the bonus issue; and

8. (ii) no change will be made to the Exercise Price.

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==> picture [187 x 33] intentionally omitted <==

Intra Energy Corporation Limited ABN 65 124 408 751

LODGE YOUR VOTE

• ONLINE

• https://investorcentre.linkgroup.com

BY MAIL  Intra Energy Corporation 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

 ALL ENQUIRIES TO Telephone: 1300 554 474 Overseas: +61 1300 554 474

X99999999999 X99999999999 PROXY FORM I/We being a member(s) of Intra Energy Corporation Limited and entitled to attend and vote hereby appoint: APPOINT A PROXY the Chairman of the OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or Meeting (mark box) body corporate you are appointing as your proxy 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 General Meeting of the Company to be held at 10:00am (AWST) on Tuesday, 11 July 2023 at Level 5, 191 St Georges Terrace, Perth WA 6000 (the Meeting ) and at any postponement or adjournment of the Meeting. 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 T Resolutions For Against Abstain * For Against Abstain 1a Approval to issue Consideration 3b Approval of issue of Placement Securities to the Vendors up to Securities up to 360,000,000 195,000,000 Consideration Shares Placement Options

For Against Abstain * 3b Approval of issue of Placement Securities up to 360,000,000 Placement Options

==> picture [79 x 80] intentionally omitted <==

• 1b Approval to issue Consideration Securities to the Vendors up to 97,500,000 Consideration Options

• 4 Approval of issue of Lead Manager Options

• 2 Approval to issue Consideration Performance Rights to the Vendors

• 3a Approval of issue of Placement Securities up to 720,000,000 Placement Shares

• • 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.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one)	Joint Shareholder 3 (Individual) 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).

IEC PRX2301A

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

YOUR NAME AND ADDRESS

LODGEMENT OF A PROXY FORM

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.

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am (AWST) on Sunday, 9 July 2023, 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.

APPOINTMENT OF PROXY

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

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 of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.

• ONLINE

https://investorcentre.linkgroup.com

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).

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.

BY MAIL  Meeting will be voted according to the instructions set out in this Proxy Intra Energy Corporation Limited Form. C/- Link Market Services Limited VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT Locked Bag A14 You may direct your proxy how to vote by placing a mark in one of the Sydney South NSW 1235 boxes opposite each item of business. All your shares will be voted in Australia 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  BY FAX number of shares you wish to vote in the appropriate box or boxes. If you +61 2 9287 0309 do not mark any of the boxes on the items of business, your proxy may BY HAND vote as he or she chooses. If you mark more than one box on an item your  vote on that item will be invalid. delivering it to Link Market Services Limited Parramatta Square APPOINTMENT OF A SECOND PROXY Level 22, Tower 6 You are entitled to appoint up to two persons as proxies to attend the 10 Darcy Street Meeting and vote on a poll. If you wish to appoint a second proxy, an Parramatta NSW 2150 additional Proxy Form may be obtained by telephoning the Company’s share registry or you may copy this form and return them both together. During business hours Monday to Friday (9:00am - 5:00pm) 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: 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. 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 the appropriate “Certificate of Appointment of Corporate Representative” must be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the Company’s share registry or online at www.linkmarketservices.com.au.

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