Share Purchase Plan Offer

Eligible shareholders have the opportunity to increase their shareholding at a price of 2.7 cents per share, free from all brokerage and commissions.
Provides all shareholders with the option of re-investing some or all of the capital return which Planet distributed in August 2012.
Planet intends to conduct a buyback of small, less than marketable parcels in December 2012. The Share Purchase Plan provides all small shareholders the opportunity to top-up their holding to a marketable parcel, prior to this proposed "mop-up".
Offer opens 12 November and closes on 30 November 2012, unless closed earlier.

The Directors of Planet Metals Limited (ASX: PMQ) are pleased to advise that the Company intends to offer all eligible shareholders the opportunity to participate in a Share Purchase Plan. Shareholders, at their discretion, will be able to purchase up to \$14,850 worth of fully-paid ordinary shares at a subscription price of 2.7 cents per share.

Shareholders will be able to apply for shares in lots of either \$1,080, \$2,700, \$5,400, \$10,800 or \$14,850. A maximum of 17,915,134 shares will be issued under the SPP for a maximum raising of \$483,708. If the SPP is oversubscribed, the Board reserves the right to scale back applications at its discretion. The offer is scheduled to close on 30 November 2012, but can be closed early without notice, particularly if demand exceeds expectations.

Planet Metals' Managing Director, Mr Brett O'Donovan, stated the Board understands that many shareholders would like to have re-invested the proceeds of the recent capital return and an SPP is a cost-effective way of providing such an opportunity. Mr O'Donovan said, "It is all about giving our shareholders options. We intend to conduct a buyback of small shareholdings later in the year to reduce our share registry administration costs. The SPP offers small shareholders the chance to top-up their holding or be mopped-up. Both scenarios will be free from commissions or brokerage."

Full details relating to the Share Purchase Plan are contained in the attached shareholder documentation.

For further information please contact:

Mr Brett O'Donovan Managing Director Planet Metals Ltd Ph: (07) 3249 3080

71 Lytton Road (Cnr Stafford St), East Brisbane Qld 4169 GPO Box 122, Brisbane Qld 4001 T 61 7 3249 3080 F 61 7 3249 3081 ABN 35 108 146 694

9 November 2012

2012 SHARE PURCHASE PLAN

Dear Shareholder.

The Directors of Planet Metals Limited ACN 108 146 694 (Company) would like to invite you to participate in the Company's Share Purchase Plan (SPP). The key focus of the SPP is to provide shareholders with an opportunity to re-invest some or all of the capital return which was distributed to all shareholders on 9 August 2012. The SPP is priced at 2.7 cents per share.

Shareholders should also note that, at the conclusion of this SPP, the Company intends to conduct a buyback of small shareholdings with a value that is less than what is considered to be a marketable parcel. Hence, this SPP offers all those small shareholders with an unmarketable parcel the opportunity to add to their shareholding at a discount to the market price and free of brokerage costs. In summary, the Board is giving shareholders the option of "topping-up" their holding prior to the potential mop-up.

$1.$ Summary of the SPP

The SPP provides shareholders on the Company's register at the Record Date with an opportunity to subscribe for either \$1,080, \$2,700, \$5,400, \$10,800 or \$14,850 in shares at 2.7 cents per share (Subscription Price) which represents an attractive discount to the market price in the period prior to the announcement of this SPP. The Board has structured the SPP to encourage our loyal, smaller shareholders to apply and increase their shareholding in the Company at affordable levels.

Only shareholders of the Company with a registered address in Australia or New Zealand on the share register as at 7pm (Sydney time) on 8 November 2012 (Record Date) are afforded the opportunity to participate in the SPP. Shareholders not registered as at this date will not receive an offer under the SPP. The rights of shareholders eligible to participate under this SPP are not transferable.

The Company proposes a maximum raising of \$483,708 under the SPP, comprising the issue of some 17,915,134 new shares. The SPP is not underwritten. The proposed use of the funds raised under the SPP (after issue costs) is as follows:

General working capital;
Provide funds for a proposed buyback of small shareholdings with a value that is less than what is considered to be a marketable parcel; and
Continued exploration at the Company's key projects, in particular the Mount Borium gold project in North Queensland.

$2.$ Terms of the SPP

The terms and conditions of the SPP are outlined in the enclosed document. By making an application to purchase shares under the SPP, you will have agreed to be bound by those terms and conditions. The right to participate in this offer under the SPP is available exclusively to persons who were registered as holders of fully paid ordinary shares in the Company at 7pm (Sydney time) on the Record Date of 8 November 2012 and whose registered address is in Australia or New Zealand.

SPP Shareholder Letter Terms Nov12.DOC

71 Lytton Road (Cnr Stafford St) East Brisbane Qld 4169 Ph: 07 3249 3080

1 of 12

Eligible shareholders are entitled to apply for a maximum of \$14,850 of new shares, at the Subscription Price of 2.7 cents per share, under the SPP.

You may apply only for shares in one of the following amounts:

40,000 shares for \$1,080;
100,000 shares for \$2,700;
200,000 shares for \$5,400;
400,000 shares for \$10,800; or
550,000 shares for \$14,850.

Compared with the Market Price over the last five days on which trading of Company's shares on the ASX were recorded prior to the announcement of the SPP on 9 November 2012, the Subscription Price represents a discount of 14% to the Volume Weighted Average Market Price and a 12% discount to the average closing Market Price over that period.

The Market Price of the Company's shares over the last five days on which trading of the Company's shares on the ASX were recorded prior to the announcement of the SPP is as follows:

Date	(Closing) Market Price	Volume
30 October 2012	2.9 cents	34.004
31 October 2012	2.8 cents	128,000
2 November 2012	3.0 cents	138,258
6 November 2012	3.5 cents	315,910
8 November 2012	3.1 cents	694,792
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N.B.: The Company's shares did not trade on the 1^st November, 5^th November and 7^th November.

To enable you to properly consider the offer under the SPP, set out below is a brief price history of the trading price of the Company's shares on the ASX over the period commencing 1 September 2012 and ending on 8 November 2012:

Period	Low	High	Weighted Average
1 September 2012 - 8 November 2012	2.6 cents	3.6 cents	2.87 cents

Participation in the SPP is entirely at your discretion but the SPP is non-renounceable which means you cannot transfer your right to purchase shares under the SPP to anyone else.

All of the Directors intend, in respect of their own shareholdings in the Company, to apply for new shares under the SPP.

The application period will close at 5.00pm (Sydney time) on 30 November 2012, unless closed earlier. Therefore, if you wish to apply for any shares under the SPP, you should follow the instructions outlined in the attached Application Form so payment is received at our Share Registrar by that date in cleared funds. Payment may be made by cheque, bank draft or BPAY^®.

It is proposed that the following timetable apply in respect of the SPP:

Event	Date
Record Date of the SPP (7.00pm Sydney time)	8 November 2012
Announcement of the SPP & Despatch of Documents	9 November 2012
Opening Date of the SPP	12 November 2012
Closing Date of the SPP (5.00pm Sydney time)	30 November 2012 (unless closed earlier)
Issue and Allotment of new shares under the SPP	7 December 2012
Quotation of new shares under the SPP	10 December 2012

The above timetable is indicative only. The Company reserves the right to vary any of the key dates above, including the Closing Date and the Issue Date (which may have an impact on other dates), without further notice.

If you are a "custodian" you may be required to submit a custodian certificate in order to participate on behalf of any beneficiaries. Further details in this regard are set out in the SPP Terms and Conditions.

For further information on the offer, please contact a representative of Planet Metals' Share Registry, Boardroom Pty Limited on 1300 737 760 (within Australia) or (02) 9290 9600 (outside Australia).

Yours sincerely

Haly

John Haley CFO & Company Secretary Planet Metals Limited

Planet Metals Limited ACN 108 146 694

Terms and Conditions of the Share Purchase Plan dated 9 November 2012

WARNING

In making this offer to Eligible Shareholders in New Zealand, the Company is relying on the Securities Act (Overseas Companies) Exemption Notice 2002 (NZ), by virtue of which this document is not required to be registered in New Zealand.

The contents of this document have not been reviewed by any regulatory authority in any jurisdiction. Please read this document carefully before you make a decision to invest. If you are in any doubt about the contents of this document, you should obtain independent professional advice.

$1.$ Definitions

$1.1$ In this SPP, unless the context otherwise indicates:

Application Form means the application form distributed with these Terms and Conditions.

Application Amount means the total amount payable by an Eligible Shareholder who applies for Shares under the SPP based on the Subscription Price for the total number of Shares applied for by that Eligible Shareholder.

ASX means the ASX Limited.

Board means the Board of Directors of the Company from time to time.

Company means Planet Metals Limited ACN 108 146 694.

Class Order means ASIC Class Order 09/425 dated 15 June 2009 as amended or supplemented from time to time.

Corporations Act means the Corporations Act 2001 (Cth) as amended from time to time;

Custodian means a registered holder:

that holds an Australian financial services licence that: $(a)$
covers the provision of a custodial or depository service (as defined in Section $(1)$ 766E of the Corporations Act); or
includes a condition requiring the holder to comply with the requirements of $(2)$ ASIC Class Order 02/294; or
$(b)$ that is exempt under:
$(1)$ paragraph 7.6.01(1)(k) of the Corporations Regulations 2001; or
$(2)$ ASIC Class Order 05/1270 to the extent that it relates to ASIC Class Order 03/184.

from the requirement to hold an Australian financial services licence for the provision of a custodial or depository service.

Custodian Certificate means the certification required to be given by a Custodian to the Company pursuant to the Terms and Conditions.

Eligible Shareholders means those Shareholders who satisfy the conditions set out in clause $2.1.$

Issue Date means 7 December 2012.

Issuer means the Company.

Listing Rules means the official listing rules of the ASX (as amended from time to time).

Market Price has the meaning given to that term in the Listing Rules.

Offer means a non-renounceable offer of \$1,080, \$2,700, \$5,400, \$10,800 or \$14,850 worth of ordinary fully paid shares in the Company (at the Subscription Price) to Eligible Shareholders under the SPP.

Planet means Planet Metals Limited ACN 108 146 694.

SPP means the Planet Metals Limited Share Purchase Plan approved by the Board.

Record Date means 7,00pm (Sydney time) on 8 November 2012.

Share Registrar means Boardroom Pty Limited.

Shareholders means those persons or entities that hold ordinary shares in the issued capital of the Company.

Shares means up to a maximum of 17,915,134 new ordinary shares in the Company to be issued pursuant to the SPP.

Subscription Price means the subscription price of the Shares being 2.7 cents per Share.

Terms and Conditions means the terms and conditions set out in this document.

$2.$ Eligibility to participate

$2.1$ Those shareholders of the Company that will be eligible to apply for Shares under the SPP must:
be recorded in the Company's register of shareholders at 7.00pm (Sydney time) on $(a)$ the Record Date; and
have a registered address in Australia or New Zealand. $(b)$
$2.2$ The Offer does not constitute an offer in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an Offer.
$2.3$ If you are the only registered holder of a holding of the Company shares, but you receive more than one offer under the SPP (for example, due to multiple registered holdings), you may only apply in aggregate for a maximum of \$14,850 worth of Shares.
$2.4$ If you are registered with one or more persons as the joint shareholders of a holding of the Company shares, that joint holding is considered to be a single registered holding for the purpose of this SPP and the joint holders are entitled to participate in the SPP in respect of that single holding only. If the same joint holders receive more than one offer under the SPP due to multiple identical holdings, the joint holders may only apply in aggregate for a maximum of \$14,850 worth of Shares.
$2.5$ Custodians should refer to section 6 of the Terms and Conditions regarding Custodian participation. If you do not hold shares in the Company as a Custodian, these provisions do not apply.
$2.6$ If you hold the Company shares as a trustee or nominee for another person, but you are not a Custodian, you cannot participate for beneficiaries in the manner described in section 6 of the Terms and Conditions. In this case, the rules for multiple single holdings (see section 2.3 above) apply.

3. Terms of the offer

The Offer will be open on and from 9.00am (Sydney time) on 12 November 2012 (Opening $3.1$ Date) until, subject to the discretion of the Board, 5.00pm (Sydney time) on 30 November 2012 (Closing Date).
$3.2$ The Board reserves the right to close the Offer at any time prior to the Closing Date and/or extend the Closing Date without further notification.
$3.3$ In response to the Offer, Eligible Shareholders wishing to apply for Shares under the SPP may apply for either:
40,000 shares for \$1,080: $(a)$
100,000 shares for \$2,700 $(b)$
200,000 shares for \$5,400 $(c)$
400,000 shares for \$10,800; or $(d)$
550,000 shares for \$14,850, $(e)$

subject to clauses 5 and 6.

$3.4$ All Offers for Shares under the SPP are non-renounceable and therefore the right to participate in the SPP cannot be transferred.
$3.5$ Participation in the SPP by Eligible Shareholders is entirely optional and subject to these Terms and Conditions.

4. Applications for shares

$4.1$ Eligible Shareholders wishing to apply for Shares under the SPP must:
If paying by cheque or bank draft: $(a)$
- $(1)$ complete the Application Form;
- pay the Application Amount in the manner specified on the Application Form; $(2)$ and
- forward the completed Application Form and payment for the Application $(3)$ Amount to the Company's Share Registrar at the addresses specified on the Application Form, to reach such addresses by no later than 5.00pm (Sydney) time) on the Closing Date.
If you elect to use the BPAY® option (subject to clause $4.2$ ): $(b)$
$(1)$ pay the Application Amount electronically using BPAY with payment to reach the Company's Share Registry by no later than 5.00pm (Sydney time) on the Closing Date: and
do not return the Application Form if you elect the BPAY option. $(2)$
$4.2$ Please note that only Eligible Shareholders having an account with an Australian financial institution who participates in the BPAY scheme have the ability to elect to use the BPAY option.
4.3 All application monies will be deposited into an account and any application monies received in respect of any applications rejected by the Board under clauses 4.4 or 4.5 shall be refunded by the Company without interest.
$4.4$ The Board reserves the right to reject any application for Shares (in whole or in part) including (without limitation) if:
$(a)$ an Application Form is not correctly completed; or
$(b)$ the applicant is not an Eligible Shareholder; or
$(c)$ the issue of those Shares would contravene any law or the Listing Rules; or
the exact payment for the Shares applied for is not received; or $(d)$
to accept the application in full would have the effect of exceeding the maximum offer $(e)$ of Shares under the SPP; or
it is not reasonably satisfied that the issue of those Shares will not result in any person $(f)$ receiving ordinary shares in the Company with an application price totalling more than \$14,850 as a result of Shares issued to the person or to a Custodian on that person's behalf (as a result of an instruction given by that person to the Custodian to apply for Shares on their behalf) under the SPP except to the extent that the person is issued with shares or interests as a Custodian under a custodian offer; or
the applicant is a Custodian and has failed to provide the Company with a Custodian $(g)$ Certificate; or
the applicant has not otherwise complied with the Terms and Conditions. $(h)$
The Board reserves the right to allocate fewer, or no, Shares than an Eligible Shareholder $4.5$ applies for under the SPP, including, without limitation, in the event that the SPP is oversubscribed at its sole discretion.
4.6 If there is a consolidation or re-organisation of the issued share capital of the Company prior to the Closing Date, the maximum number of Shares to be issued pursuant to and in accordance with the SPP shall be consolidated in the same ratio as the issued capital of the Company.

Certification by Eligible Shareholder 5.

$5.1$ By submitting an Application Form, together with the appropriate payment of the Application Amount in the manner specified in clause 4.1(a), or by making a BPAY payment of the Application Amount in the manner specified in section 4.1(b), you certify, acknowledge, warrant and represent as true, correct and not misleading to the Company that if you are not a Custodian, the aggregate of the application price paid by you for:
the Shares the subject of the Application Form or the BPAY payment; $(a)$
$(b)$ any other ordinary shares in the Company issued to you, or a Custodian (as a result of an instruction given by you to the Custodian to apply for ordinary shares in the Company on your behalf) under the SPP or under any similar arrangement operated by the Company in the 12 months prior to the date of submission of the Application Form or making the BPAY payment; and
$(c)$ any other Shares which you have instructed a Custodian to acquire on your behalf under the SPP.

does not exceed \$14,850.

6. Custodian

$6.1$ Eligible Shareholders who are Custodians may participate in the SPP on behalf of each beneficiary (Participating Beneficiary) on whose behalf the Custodian is holding shares.
$6.2$ If you are a Custodian holding the Company shares on behalf of 2 or more persons jointly, the joint beneficiaries will be taken to be a single Participating Beneficiary for the purposes of these Terms and Conditions.
6.3 If you are a Custodian and hold the Company shares on behalf of 1 or more Participating Beneficiaries, you may apply for up to a maximum of \$14,850 worth of Shares for each Participating Beneficiary subject to providing the Company with a Custodian Certificate (in the form or substantially in the form set out in Schedule 1), in addition to the Application Form. certifying the following:
that, as at the Record Date, you hold shares on behalf of one or more Participating $(a)$ Beneficiaries and the Participating Beneficiaries have instructed you to apply for Shares on their behalf under the SPP:
$(b)$ the number of Participating Beneficiaries:
the name and address of each Participating Beneficiary for whom the Custodian $(c)$ applies for Shares;
in respect of each Participating Beneficiary, the number of Shares that the Custodian $(d)$ holds on their behalf:
in respect of each Participating Beneficiary, the number or the dollar amount of Shares $(e)$ the Participating Beneficiary has instructed the Custodian to accept on their behalf; and
$(f)$ that there are no Participating Beneficiaries in respect of which the total of the application price for the following exceeds \$14,850:
- $(1)$ the Shares applied for by you as Custodian on their behalf under the SPP; and
- $(2)$ any other ordinary shares in the Company issued to you as Custodian in the 12 months prior to the date of submission of the Application Form as a result of an instruction given by them to you as Custodian to apply for ordinary shares in the Company under an arrangement similar to the SPP operated by the Company.
6.4 Custodians should have received a Custodian Certificate with these Terms and Conditions (Schedule 1). If you are a Custodian and you did not receive a Custodian Certificate or would like further information on how to apply, you should contact the Share Registrar on 1300 737 760 if calling from within Australia or (02) 9290 9600 if calling from outside Australia.

$\mathbf{7}$ . Issue of Shares

The Company is prohibited from issuing any Shares to any Eligible Shareholder unless the $7.1$ Eligible Shareholder has provided the certification set out in section 5, and if a Custodian, has provided a Custodian Certificate, at the time of applying for the Shares.
$7.2$ The Directors of the Company reserve the right to issue to Eligible Shareholders such number of Shares under the SPP as is permitted under the Waiver without shareholder approval. In the event that the SPP is oversubscribed, the Board reserves the right to allocate fewer, or no, Shares than an Eligible Shareholder applies for under the SPP at its sole discretion.
The Company intends to issue the Shares under the SPP on or about 7 December 2012 $7.3$ (Issue Date). The Company reserves the right to vary the Issue Date without further notice in the event that the Closing Date is varied pursuant to clauses 3.2 and/or 10.1.
$7.4$ In respect of application monies received from an Eligible Shareholder, the Company will, prior to the Issue Date, determine the maximum number of Shares rounded up to the nearest whole number.
$7.5$ The allocation of Shares will be determined by the Board at its sole discretion.
The Company will apply to ASX for quotation of the Shares issued under the SPP within the 7.6 period prescribed in the Listing Rules.

8. Subscription Price

$8.1$ The price of the Shares will be the Subscription Price (2.7 cents per share).
$8.2$ Compared with the Market Price over the last 5 days on which trading in the Company's shares were recorded prior to the announcement of the SPP on 9 November 2012, the Subscription Price represents a discount of 14% to the Volume Weighted Average Market Price and a 12% discount to the average closing Market Price over that period.
8.3 The Shares are a speculative investment and the Market Price of the Shares may change between the Opening Date and the Issue Date. This means that the Subscription Price you pay for the Shares may exceed the Market Price of the Shares at the Issue Date. The Company does not make any assurance as to the Market Price of Shares and there can be no certainty that Shares in the Company will trade at or above the Subscription Price following the Issue Date. Shareholders should seek their own financial advice in relation to this Offer and participation in the SPP.
No brokerage, commissions, stamp duty or other transaction costs will be payable by Eligible $8.4$ Shareholders in respect of an application for, and an issue of, Shares under the SPP.

$9.$ Non-residents

$9.1$ The right to participate in this offer under the SPP is available exclusively to persons who were registered as holders of fully paid ordinary shares in the Company at 7.00pm (Sydney time) on the Record Date and whose registered address was in Australia or New Zealand.
$9.2$ The Company has decided that it is unreasonable for Shareholders with registered addresses outside Australia and New Zealand to participate in this offer under the SPP, having regard to the number of Shareholders in those places, the number and value of the Shares they would be offered and the cost of complying with the legal and regulatory requirements in those places. Accordingly, the right to participate in this offer is not being extended to, and does not qualify for distribution or sale by, and no Shares will be issued to Shareholders having registered addresses outside Australia and New Zealand.

$10.$ General

$10.1$ The Board may change or terminate the SPP at any time prior to the Issue Date. In the event that the Board does so, it will advise the ASX. Any omission to give notice of changes to, or termination of, the SPP, or the non-receipt of any such notice, will not invalidate the change or termination.
$10.2$ If the SPP is withdrawn, all Application Amounts received by the Company will be refunded. No interest will be paid on any refunded Application Amounts.
$10.3$ In addition to any rights of the Board to reject applications as set out in these Terms and Conditions, the Board also reserves the right to allocate fewer, or no, Shares than an Eligible Shareholder applies for under the SPP if the Board believes that the allotment of those Shares would contravene any of the Listing Rules, the Waiver or the requirements of the Class Order. In any such case, excess Application Amounts will be returned to the relevant applicant(s). No interest will be paid on Application Amounts so returned.
10.4 The Company may settle in any manner it deems appropriate, any disputes or anomalies which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any applicant or application of shares. The decision of the Company will be conclusive and binding on all persons to whom the determination relates.
$10.5$ The Company reserves the right to waive compliance with any provision of the SPP Terms and Conditions.
10.6 The Offer of Shares under the SPP is in accordance with the Class Order which grants relief from the requirement to prepare a disclosure document for this Offer and in accordance with the Waiver.
In New Zealand, the Offer of Shares under the SPP is in accordance with the Securities Act 10.7 (Overseas Companies) Exemption Notice 2002, which grants relief from the requirement to prepare an investment statement or prospectus for this Offer.
The contents of this document have not been reviewed by any regulatory authority in any $10.8$ jurisdiction.

Schedule 1 - Custodian Certificate

This Custodian Certificate is only to be completed by Custodians (as defined in Class Order 09/425) who hold shares on behalf of third party beneficiaries who are Eligible Shareholders.

Planet Metals Limited ACN 108 146 694 - Share Purchase Plan
HIN:
Entitlement No:
Custodian Name (Custodian):
AFS Licence No:
Contact Name:	Record date: 7pm (Sydney time) 8 November 2012
Contact Telephone:	Application closing date: 5.00pm (Sydney time) 30 November 2012 (unless closed earlier)
Contact Email:
	Set out below are details of the number and details of the beneficial holders (Participating Beneficiaries) that have instructed the Custodian to apply for securities on their behalf under the SPP
softcopy to: Boardroom Pty Limited, GPO Box 3993, Sydney NSW 2001	Note: please attach a copy of this executed Custodian Certificate to the Application Form and send a

No.	Beneficial Holder Reference No.	Name of Beneficial Holder	Address of Beneficial Holder	Securities Held by Custodian on Record Date	Amount Instructed by Beneficial Holder to apply for \$1080, \$2700, \$5400, \$10,800 or \$14,850

Signed and certified on behalf of the Custodian that:

the Custodian holds securities or interests on behalf of the Participating Beneficiaries $(a)$ as at the Record Date and has received instructions to apply for shares on their behalf under the SPP;
there are no Participating Beneficiaries in respect of who, the total application price for $(b)$ the following exceeds \$14,850:
the shares applied for by the Custodian on their behalf under the SPP; and $(1)$
any other shares issued to the Custodian in the 12 months before the $(2)$ application as a result of an instruction given by them to apply for shares on their behalf under an arrangement similar to the SPP.

Name: Authorised Officer

Record Date:	8 November 2012
Close Date Unless Closed Earlier:	30 November 2012
Issue Price	\$0.027

Offer Choice $\Delta$

Indicate your choice below by marking one box only

$\mathbf{B}$ Payment Details

Payment may only be made by BPAY or cheque. Cash will not be accepted via the mail or at the Planet Metals Limited Share Registry.

Payments cannot be made at any bank.

Payment Option 1 - BPAY

Biller Code: Ref:

Telephone & Internet Banking - BPAY® Contact your bank, credit union or building society to make this payment from your cheque or savings account. More info: www.bpay.com.au ® Registered to BPAY Ltd ABN 69 079 137 518

To pay via BPAY please contact your participating financial institution
If paying by BPAY you do not need to return the Application Form $\bullet$
If paying by BPAY the amount of your payment received in the account divided by the issue price will be deemed to be the total number of shares you are applying for. For your application to be valid you can only make payment for one of the amounts specified above in section A.

Payment Option 2 - Cheque

Record cheque details below

Drawer	Cheque Number	BSB Number	Account No.	Amount A\$

PAYMENT INSTRUCTIONS:

Only cheques or bank drafts in Australian dollars and drawn on a bank or financial institution in Australia will be accepted.
Your cheque or bank draft must be made payable to Planet Metals Limited and crossed Not Negotiable.
Please ensure that you submit the correct amount. Incorrect payments may result in your application being rejected.

Contact Details $\mathbf C$

Please provide a telephone number and contact name in case we need to contact you regarding your application.

Home telephone number	Work telephone number	Contact name

D Declarations and Acknowledgments

By lodging this form with your cheque you acknowledge and confirm that you have read, understood and agreed to the terms and conditions of the Planet Metals Limited Share Purchase Plan (SPP). Planet Metals Limited may settle in any manner it deems appropriate, any dispute or anomalies which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any applicant or application of shares. The decision of Planet Metals Limited will be conclusive and binding on all persons to whom the determination relates. Planet Metals Limited reserves the right to waive compliance with any provision of the SPP terms and conditions. The Directors reserve the right to withdraw the offer of shares under the SPP, or reduce the amount of shares that may be subscribed for under the spp in any manner, at any time prior to allotment. Any excess application moneys will be refunded. No interest will be paid on any refunded application money.

NO SIGNATURE IS REQUIRED ON THIS FORM

THIS OFFER IS NON-RENOUNCEABLE

Application Forms and cheques must be received no later than 5.00 pm (Sydney time) on 30 November 2012 unless closed earlier at:

MAILING ADDRESS Boardroom Pty Limited GPO Box 3993 SYDNEY NSW 2001

DELIVERY ADDRESS Boardroom Pty Limited Level 7 207 Kent Street SYDNEY NSW 2000

You should allow sufficient time for this to occur. The postal acceptance rule does not apply to the SPP.

AI assistant

CANNINDAH RESOURCES LIMITED Capital/Financing Update 2012

64600_rns_2012-11-08_9e3bc34d-4e15-4aae-b8e8-64a1f3c1988c.pdf