EASTERN RESOURCES LIMITED — AGM Information 2010

Oct 13, 2010

Notice of 2010 Annual General Meeting

NOTICE IS HEREBY GIVEN that the 2010 Annual General Meeting of Eastern Iron Limited (The Company) will be held at 2:00pm on 23 November 2010 at The Rugby Club, Rugby Place, off 31a Pitt Street, Sydney, New South Wales.

The business to be considered at the meeting is set out below. This Notice of Meeting should be read in conjunction with the accompanying Explanatory Memorandum, which contains information in relation to each of the following resolutions. A Proxy Form also accompanies this Notice of Meeting.

ORDINARY BUSINESS

1. Financial Statement and Report

To receive the Reports of the Directors and the Auditors, and the Financial Report for the period ended 30 June 2010. A copy of the Company’s 2010 Annual Report (including the Reports of the Directors and Auditors, and the Financial Report for the period ended 30 June 2010) has not been mailed to all shareholders with this Notice of Meeting. Shareholders may access these documents electronically at the following website: www.easterniron.com.au.

2. Adoption of the Remuneration Report

To adopt the Remuneration Report for the financial period ended 30 June 2010.

3. Re-election of Mr Steve Gemell as a Director

Mr Steve Gemell retires as a Director in accordance with the Company’s Constitution and, being eligible, offers himself for re-election.

The Directors (save for Mr Gemell) recommend that members vote in favour of the election of Mr Gemell.

4. Re-election of Mr Peter Buckley as a Director

Mr Peter Buckley retires as a Director in accordance with the Company’s Constitution and, being eligible, offers himself for re-election.

The Directors (save for Mr Buckley) recommend that members vote in favour of the election of Mr Buckley.

SPECIAL BUSINESS

5. Grant of Options to Directors

That pursuant to ASX Listing Rule 10.11, and, for all other purposes, the Company approve the grant of a maximum of 1,700,000 options to Directors for nil cash consideration, and subject to the exercise of those options and payment of the Exercise Price, the issue of that number of fully paid ordinary shares of the Company to the Directors as follows:

a)	Glenn Goodacre	500,000
b)	Peter Buckley	300,000
c)	Wendy Corbett	300,000
d)	Greg Jones	300,000
e)	Steve Gemell	300,000

Suite 3, Level 1, 80 Chandos Street St Leonards, NSW 2065

PO Box 956, Crows Nest, NSW 1585 Ph: 02 9906 7551 Fax: 02 9906 5233 www.easterniron.com.au

…iron’s new horizon

6. Refresh the Employee Share Option Plan (ESOP)

THAT for the purposes of Listing Rule 7.2 (Exception 9) of the ASX Limited, the Eastern Iron’s Share Option Scheme Rules, as set out in the Explanatory Notes be approved.

7. Other Business

To transact any other business which may be brought forward at the Annual General Meeting in accordance with the Company’s Constitution.

Voting Exclusion Statement:

In accordance with section 224 of the Corporations Act, the following Directors and their associates may not vote on Resolution 5 :

Glenn Goodacre Peter Buckley Wendy Corbett Greg Jones Steve Gemell

In accordance with ASX Listing Rule 7.2, the Company will disregard any votes cast on Resolution 6 by a director of the Company (except one who is ineligible to participate in any employee incentive scheme in relation to the entity), and their associates.

However, the Company need not disregard any vote by any such persons on Resolution 5 or 6 if:

• it is cast by any of them as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form, or

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

In accordance with ASX Listing Rule 7.2, the Company will disregard any votes cast on Resolution 6 by a director of the Company (except one who is eligible to participate in any employee incentive scheme in relation to the entity), and their associates.

VOTING ENTITLEMENT

In accordance with Regulation 7.11.37 of the Corporations Regulations 2001 , the Board has determined that, for the purposes of the Annual General Meeting, shares will be taken to be held by the persons who are registered holders at close of business (5pm Sydney time) on 19th November 2010. Only those persons will be entitled to vote at the Annual General Meeting on 23rd November 2010.

ADMISSION TO MEETING

Corporate representatives are required to bring appropriate evidence of appointment as a representative in accordance with the constitution of the Company. Attorneys are requested to bring the original or certified copy of the power of attorney pursuant to which they were appointed. Proof of identity will also be required for corporate representatives and attorneys.

PROXIES

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

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

• A proxy need not be a shareholder of the Company;

• If a shareholder is a company it must execute under its common seal or otherwise in accordance with its constitution;

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

• If a shareholder appoints two proxies, and the appointment does not specify the proportion or number of the shareholder’s votes, each proxy may exercise half of the votes. If a shareholder appoints two proxies, neither proxy may vote on a show of hands;

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

To be effective, proxy forms must be received by the Company’s share registry (Registries Limited) no later than 48 hours before the commencement of the Annual General Meeting, that is no later than 2.00pm Sydney time on 21st November 2010. Any proxy form received after that time will not be valid for the scheduled meeting.

Hand Delivery By Mail By Facsimile Registries Limited Registries Limited (02) 9290 9655 Level 7, GPO Box 3993 207 Kent St SYDNEY NSW 2001 SYDNEY NSW 2000

BY ORDER OF THE BOARD

Michelle Lilley Company Secretary

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Explanatory Notes

These Explanatory Notes set out information in connection with the business to be considered at the 2010 Annual General Meeting.

ORDINARY BUSINESS

Resolution 1 – Financial Statement and Report

This item of business relates to the receipt and adoption of the Company’s Financial Statements and Reports for the period ended 30 June 2010. These documents were released to the ASX on 22 September 2010 as part the Company’s 2010 Annual Report. As a result of the legislative changes, the 2010 Annual Report has not been automatically mailed to all members. The 2010 Annual Report can be accessed on the Company’s website at www.easterniron.com.au.

Resolution 2 – Adoption of the Remuneration Report

Following the enactment of the Corporate Law Economic Reform Programme (Audit Reform and Corporate Disclosure Act 2004 (Cth)) (CLERP 9), section 250R of the Corporations Act requires that a resolution be put to the members to adopt the Remuneration Report as disclosed in the Directors’ Report. The vote on this resolution is advisory only and non-binding. The resolution gives the members the opportunity to ask questions or make comments concerning the remuneration report during the meeting. The Remuneration Report can be viewed in the 2010 Annual Report, which can be accessed on the Company’s website at www.easterniron.com.au.

Resolution 3 – Re-election of Mr Steve Gemell as a Director

Mr Steve Gemell was originally appointed a Director of the Company on 6 January 2010. Under the Company’s constitution, Mr Gemell retires by rotation, and being eligible, wishes to stand for re-election.

Steve Gemell is a consulting mining engineer with more than 30 years experience in the mining industry, both in Australia and overseas. He has previously held senior operating roles including CEO positions, and executive and non-executive Directorships in ASX-listed mining companies and unlisted mine operations or joint ventures. His experience has included a variety of roles in areas covering resource development, feasibility studies, mine planning, and operations in a large

range of commodities including base and precious metals and uranium. Steve is currently a NonExecutive Director of Uranium Exploration Australia Limited and Argent Minerals Limited.

Resolution 4 – Re-election of Mr Peter Buckley as a Director

Mr Peter Buckley was originally appointed a Director of the Company on 23 July 2007. Under the Company’s constitution, Mr Buckley retire by rotation, and being eligible, wishes to stand for reelection.

Peter Buckley has 17 years experience in minerals exploration, resource development, project generation, geoscience research and administration. His career includes gold, base and ferrous metal exploration in Western Australia and New South Wales, working with companies including Plutonic Resources Limited, Lachlan Resources NL and Homestake Gold of Australia Limited. Peter has also worked in government geological research, regional geological mapping, geoscience data provision and management within the Geological Survey of New South Wales. He is the Exploration Manager of PlatSearch NL.

Resolution 5 – Grant of Options to Directors

The Company proposes to grant a total of 1,700,000 options to Directors as follows:

a) Glenn Goodacre b) Peter Buckley c) Wendy Corbett d) Greg Jones e) Steve Gemell	500,000 300,000 300,000 300,000 300,000
	1,700,000

The grant of options is designed to incentivise the Directors by participating in the future growth and prosperity of the Company through share ownership and in recognition of the contribution made to the Company by the Directors and their ongoing responsibility.

Shareholder approval of the grant of options is being sought for all purposes including for the purposes of Chapter 2E of the Corporations Act and ASX Listing Rule 10.11.

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5.1 Shareholder Approval under Chapter 2E of the Corporations Act

Resolution 5 seeks shareholder approval under Chapter 2E of the Corporations Act.

Chapter 2E of the Corporations Act prohibits a public company from giving a financial benefit to a related party of the public company unless an exception applies or shareholder approval is obtained. The financial benefit must be given to the related party within 15 months after shareholder approval is obtained.

Section 228 of the Corporations Act defines “related party” widely and incudes a director of a public company and specified members of the director’s family.

Section 229 of the Corporation Act also defines “financial benefit” widely and for the purpose of Resolution 5 includes a public company issuing shares or granting options to a director.

5.2 Requirements under section 219 of the Corporations Act for the grant of Options to the Non-Executive Directors

In accordance with section 219 of the Corporations Act, the following information is given to shareholders:

• If Resolution 5 is passed, it will permit the giving of a financial benefit to the following persons:

Glenn Goodacre Peter Buckley Wendy Corbett Greg Jones Steve Gemell

All of whom, are Directors, and are related parties of the Company.

• The nature of the financial benefit is the grant of the number of Options set out above for nil consideration, exercisable at 20 cents and an expiry date of 23 November 2013. The Options will vest immediately.

Other information

If the Company’s Shares are trading on the ASX at a higher price than the exercise price of the Options at the time of exercise, the effect will be to give an immediate financial benefit to the Directors at the time the Options are exercised.

The Directors do not make any recommendation on Resolution 5 because of their personal interest in the subject matter of the Resolution.

All other information reasonably required by members for the purposes of Chapter 2E of the Corporations Act is set out below.

5.3 Additional Information regarding Resolution 5 for the purpose of Chapter 2E of the Corporations Act

1) Reasons for grant of Options under the Plan

The Company has been fortunate to attract a highly regarded management team, and given the relatively small size of the Company it is important that the Company retain its key people and, in particular, its leadership.

The grant of the Options has been chosen to retain those key people, provide an incentive to the Directors to increase shareholder wealth by increasing the price of the Company’s Shares and to enable the Directors to participate in that wealth increase.

2) Dilution effect on existing members’ interests

If the Options to be granted pursuant to Resolution 5 are exercised, the effect will be to dilute the interests of existing shareholders. The table below sets out the impact on the number of Shares and Options on an undiluted and fully diluted basis:

	Number of Shares
Shares on issue at date of this notice	48,685,000
Add Options already on issue (upon exercise)	30,785,011
Total potential issued capital	79,470,011
Options to be granted to Directors	1,700,000
Potential issued capital fully diluted	81,170,011
Dilution effect	2.09%

If all the Options are exercised, a further 1,700,000 Shares will be on issue and $340,000 (based on an exercise price of $0.20 per Share) will be raised by the Company.

3) Trading History

The market price of the Company’s Shares during the period the Options are issued and unexercised may be one factor in determining

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whether or not the Directors will exercise the Options. The Company’s Shares may be trading on the ASX at a price which is higher than the exercise price of the Options. In these circumstances, if the Directors then sell the Shares arising from the exercise of the Options, they would realise an immediate profit.

As at 8 October 2010, the Company’s closing share price was $0.13. Over the twelve months immediately preceding the date of this notice of meeting the Company’s lowest and highest share prices traded on the ASX were:

Lowest $0.07 Highest $0.19

4) Opportunity costs and taxation consequences to the Company

A-IFRS requires the Company to expense options granted to directors with the expense being transferred to an Options Expense Reserve. The amount to be expensed and transferred to the Options Expense Reserve in relation to Resolutions 5 is estimated at $131,410 for the financial year ended 30 June 2011. This amount will be transferred from the Option Expense Reserve to Issued Capital based on the exercise of the Options. If the Options lapse, the amount will remain as Options Expense Reserve.

5) Valuation of Options

The Options to be granted have been valued using the Binomial methodology, as recommended in the Accounting Standard AASB 2 “Share Based Payments”.

The Binomial methodology calculated the average value of the Options in relation to Resolution 5 at $0.0773 with a total value of $131,410. This valuation assumes an exercise price of $0.20. In calculating the Option valuation the following inputs were used in the Binomial methodology:

6) Directors Remuneration and Equity holdings in the Company

In addition to the Options proposed to be granted, the Chairman receives Directors fees of $30,000 per annum and Non-Executive Directors receive $24,000 per annum.

The current Share and Option holdings of the Directors and their associates are as follows:

Director	Shares Directly and Indirectly Held	Options
G Goodacre	320,000	660,000
P Buckley	100,000	1,050,000
W Corbett	50,000	275,000
G Jones	-	-
S Gemell	-	-

7) Further Information

Apart from the information set out in this Explanatory Statement there is no other information that is known to the Company or any of its directors that is reasonably required by shareholders to decide whether or not it is in the Company’s interests to pass Resolution 5.

5.4 Information required by the ASX Listing

Rules for Resolution 5

Listing Rule 10.11 requires shareholder approval for an issue of securities to a related party. Approval is therefore being sought for the proposed grant of Options to Directors.

Listing Rule 10.13 requires this Notice of Meeting to include the following specified information in relation to the Options to be granted to Directors:

Exercise Price	$0.20
Expected Life	3 years
Volatility	106.99%
Risk free rate (3 year Government Bond Rate)	4.87%
Base share price	$0.13

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• a) The maximum number of securities to be issued to the Directors is 1,700,000 Options and are allocated as follows:

Non-Executive Directors	Number of Options
Glenn Goodacre	500,000
Peter Buckley	300,000
Wendy Corbett	300,000
Greg Jones	300,000
Steve Gemell	300,000

• b) The Options are issued for nil consideration with an exercise price of $0.20 and expiry date of 23 November 2013.

• c) A voting exclusion statement – see “Voting Exclusion Statement” under Resolution 5 in the Notice of Meeting.

• d) The date by which the Company will issue the securities, which must be no later than 1 month after the meeting – the Company intends to grant the Options to Directors as soon as practicable after the date of the Annual General Meeting but in any event, no later than 23rd December 2010.

• e) The intended use of funds on the exercise of Options will be to increase working capital.

In accordance with ASX Listing Rule 6.16, in the event of any reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, the number and exercise price of options will be reconstructed in the same proportion as the issued capital of the Company is reconstructed and in a manner which will not result in any additional benefits being conferred on option holders which are not conferred on shareholders (subject to the same provisions with respect to round off of entitlements as sanctioned by the meeting of shareholders at which the reconstruction of capital is approved), but in all other respects the terms of exercise will remain unchanged.

The terms of the options, including provisions relating to any reorganisation or reconstruction of capital, shall be in accordance with the Listing Rules of ASX.

In accordance with ASX Listing 6.19 it is noted that there are no participating rights or entitlements inherent in the options to be considered at the meeting, and the other options

on issue, and that the holder of options will not be entitled to participate in new issues of capital which may be offered to shareholders during the currency of the options, and the option holder can only participate in new issues by exercising the option.

In accordance with ASX Listing Rule 6.22.2, a pro rata issue to the holders of the underlying securities may reduce the exercise price of the Option in accordance with the formula set out in this Listing Rule.

With regard to Resolution 5, and in accordance with ASX Listing Rule 7.2, Exception 14, if approval is given under listing rule 10.11, approval is not required under listing rule 7.1.

In accordance with the Corporations Act and the Company’s Constitution, in order for the resolution to be effective it must be passed as an ordinary resolution. This means that the resolution must be passed by shareholders who are the registered holders of more than 50% of the Shares and who attend the meeting (either in person or by proxy) and are entitled to vote on the resolution.

Resolution 6 – Refresh the Employee Share Option Plan (ESOP)

The ASX Listing Rule 7.1 allows the Company to issue a maximum of 15% of its expanded capital in any 12 month period without requiring shareholder approval. Listing Rule 7.1 does not apply in certain cases set out in Listing Rule 7.2, including Exception 9, where an issue under an employee incentive scheme is made if within three years before the date of issue the terms of the scheme are approved by shareholders. The terms and conditions of the Eastern Iron Share Option Scheme were last approved through the Eastern Iron IPO Prospectus offer document on 11 March 2008 and are being presented to shareholders to have that approval refreshed.

The Company has established the Eastern Iron Employee Share Option Plan (“Plan”) to assist in the attraction, retention and motivation of employees of the Company. There have been 1,200,000 options granted under the Plan as at the date of this Notice of Meeting. The Plan will be administered by the Board in accordance with the rules of the Plan, and the rules are subject to the Listing Rules.

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Summary of the Company’s ESOP

All full-time employees will be eligible to participate in the Plan. The allocation of options to each employee is in the discretion of the Board. The options will be issued for nil consideration and are non-transferable, except with the consent of Directors. However, at the time of accepting the offer to participants of the Plan, the eligible employee may nominate another person in whose favour the options should be granted. If permitted by the Board, options may be issued to an employee’s nominee (for example, a spouse or family company).

options will be reorganised in accordance with the Listing Rules.

Subject to obtaining required members’ approval to authorise the granting of financial assistance to a participant, the Directors can make loans to eligible employees in connection with shares to be issued upon exercise of options under the Plan.

The Board may amend the Plan Rules subject to the requirements of the Listing Rules.

Each option is to subscribe for one fully paid ordinary share in the Company and will expire five years from its date of issue. An option is exercisable at any time from its date of issue. Options will be granted free. The exercise price of options will be determined by the Board. The total number of shares the subject of options issued under the Plan, when aggregated with issues during the previous five years pursuant to the Plan and any other employee share plan, must not exceed 5% of the Company’s issued share capital.

If, prior to the expiry date of options, a person ceases to be an employee of a Group company for any reason (other than termination with cause), the options held by that person (or that person’s nominee) must be exercised within one month thereafter otherwise they will automatically lapse. The Plan may be terminated or suspended at any time.

Except with the consent of the Directors, options may not be transferred. The Company will not apply for official quotation of any options. Shares issued as a result of the exercise of options will rank equally with the Company’s previously issued shares.

If there is a bonus share issue to the holders of shares, the number of shares over which an option is exercisable will be increased by the number of shares which the optionholder would have received if the option had been exercised before the record date for the bonus issue. The options or exercise price of the options will be adjusted if there is a pro-rata issue, bonus issue or any reconstruction in accordance with the Listing Rules. If there is a pro-rata issue (other than a bonus share issue) to the holders of shares, the exercise price of an option will be reduced to take account of the effect of the prorata issue. If there is a reorganisation of the issued capital of the Company, unexercised

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Eastern Iron Limited

ABN 70 126 678 037

FOR ALL ENQUIRIES CALL:

(within Australia) 1300 737 760 (outside Australia) +61 2 9290 9600

FACSIMILE +61 2 9290 9655

ALL CORRESPONDENCE TO:

Registries Limited GPO Box 3993 Sydney NSW 2001 Australia

Your Address

This is your address as it appears on the company’s share register. If this is incorrect, please mark the box with an “X” and make the correction on the form. Securityholders sponsored by a broker should advise your broker of any changes. Please note, you cannot change ownership of your securities using this form.

YOUR VOTE IS IMPORTANT

FOR YOUR VOTE TO BE EFFECTIVE IT MUST BE RECORDED BEFORE 2pm SUNDAY 21[st] NOVEMBER 2010

TO VOTE BY COMPLETING THE PROXY FORM

STEP 1 Appointment of Proxy

Indicate here who you want to appoint as your Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If you wish to appoint someone other than the Chairman of the Meeting as your proxy please write the full name of that individual or body corporate. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a security holder of the company. Do not write the name of the issuer company or the registered securityholder in the space.

Proxy which is a Body Corporate

Where a body corporate is appointed as your proxy, the representative of that body corporate attending the meeting must have provided an “Appointment of Corporate Representative” prior to admission. An Appointment of Corporate Representative form can be obtained from the company’s securities registry.

Appointment of a Second Proxy

You are entitled to appoint up to two 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 securities registry or you may copy this form.

To appoint a second proxy you must:

(a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting rights or the number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.

• (b) return both forms together in the same envelope.

STEP 2 Voting Directions to your Proxy

You can tell your Proxy how to vote

To direct your proxy how to vote, place a mark in one of the boxes opposite each item of business. All your securities 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 securities you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, 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.

STEP 3 Sign the Form

The form must be signed as follows :

Individual: This form is to be signed by the securityholder.

Joint Holding: where the holding is in more than one name, all the securityholders must sign.

Power of Attorney: to sign under a Power of Attorney, you must have already lodged it with the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: this form must be signed by a Director jointly with either another Director or a Company Secretary. Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. Please indicate the office held by signing in the appropriate place.

STEP 4 Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below not later than 48 hours before the commencement of the meeting at 2pm on Tuesday, 23[rd] November 2010 . Any Proxy Form received after that time will not be valid for the scheduled meeting.

Proxies may be lodged using the reply paid envelope or:

BY MAIL - Share Registry – Registries Limited, GPO Box 3993, Sydney NSW 2001 Australia

BY FAX - +61 2 9290 9655

IN PERSON - Share Registry – Registries Limited, Level 7, 207 Kent Street, Sydney NSW 2000 Australia

Attending the Meeting

If you wish to attend the meeting please bring this form with you to assist registration .

## **STEP 1 - Appointment of Proxy** I/We being a member/s of **Eastern Iron Limited** and entitled to attend and vote hereby appoint **==> picture [302 x 41] intentionally omitted <==** **----- Start of picture text -----**
the Chairman of
the Meeting
(mark with an OR
‘X’)
**----- End of picture text -----**
If you are not appointing the Chairman of the Meeting as your proxy please write here the full name of the individual or body corporate (excluding the registered Securityholder) you are appointing as your proxy. or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy at the **Annual General Meeting of Company Limited to be held at the The Rugby Club, Rugby Place, off 31a Pitt Street, Sydney on Tuesday, 23 November 2010 commencing at 2:00pm** and at any adjournment of that meeting, to act on my/our behalf and to vote in accordance with the following directions or if no directions have been given, as the proxy sees fit. If the Chairman of the Meeting is appointed as your proxy or may be appointed by default, and you do not wish to direct your proxy how to vote in respect of a resolution, please mark this box. By marking this box, you acknowledge that the Chairman of the Meeting may vote as your proxy even if he has an interest in the outcome of the resolution and votes cast by the Chairman of the Meeting for those resolutions, other than as proxy holder, will be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on the resolution and your votes will not be counted in calculating the required majority if a poll is called. The Chair intends to vote all undirected proxies in favour of the resolution. ## **STEP 2 - Voting directions to your Proxy – please mark** � **to indicate your directions** ||||||||| |---|---|---|---|---|---|---|---| |**Ordinary Business**|**For**|**Against**|
**Abstain***|
**Special Business**|**For**|**Against**|
**Abstain***| |Resolution 1 - Financial Statement
and Report|�|�|�|Resolution 5(a) - Participation by
Directors in the Issue of Options
Glenn Goodacre|�|�|�| |Resolution 2 - Adoption of
Remuneration Report|�|�|�|Resolution 5(b) - Participation by
Directors in the Issue of Options
Peter Buckley|�|�|�| |Resolution 3 - Re-election of Director
Mr Steve Gemell|�|�|�|Resolution 5(c) - Participation by
Directors in the Issue of Options
Wendy Corbett|�|�|�| |Resolution 4 - Re-election of Director
Mr Peter Buckley|�|�|�|Resolution 5(d) - Participation by
Directors in the Issue of Options
Greg Jones|�|�|�| |||||Resolution 5(e) - Participation by
Directors in the Issue of Options|�|�|�| |||||Steve Gemell|||| |||||Resolution 6 - Refresh the|�|�|�| |||||Employee Share Option Plan|||| In addition to the intentions advised above. The Chairman of the Meeting intends to vote undirected proxies in favour of each of the items of business. *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. **STEP 3 - PLEASE SIGN HERE This section** _**must**_ **be signed in accordance with the instructions overleaf to enable your directions to be implemented.** **==> picture [491 x 90] intentionally omitted <==** **----- Start of picture text -----**
Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact Name ……………………………….…….. Contact Daytime Telephone ………………………………….. Date / / 2010
**----- End of picture text -----**