EVOLUTION MINING LIMITED — AGM Information 2021

Oct 17, 2021

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Evolution Mining Limited ACN 084 669 036

NOTICE OF ANNUAL GENERAL MEETING 2021

EXPLANATORY MEMORANDUM SHAREHOLDER VOTING FORM

Date of Annual General Meeting Thursday 25 November 2021

Time of Annual General Meeting 11.00am (Sydney time)

Virtual participation in Annual General Meeting https://agmlive.link/EVN21

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ABN 74 084 669 036

Sydney Office P +61 2 9696 2900 F +61 2 9696 2901 Level 24 175 Liverpool Street Sydney NSW 2000

www.evolutionmining.com.au

Dear Shareholders

On behalf on the Board of Directors, it is my pleasure to invite you to attend the 2021 Annual General Meeting (AGM) of Evolution Mining Limited (Evolution or Company). This year, as was the case in 2020, the AGM will be held as a virtual meeting at 11.00am (Sydney time) on Thursday, 25 November 2021.

In response to Government restrictions on travel and large gatherings arising from health risks associated with the COVID-19 pandemic, and the health and safety of our shareholders, employees and community being of paramount importance, the Company’s AGM will be held online this year as a virtual meeting. We recognise that the AGM is an important opportunity for shareholders to engage with the Company and its Board, and although shareholders will not be able to attend the 2021 AGM physically, we have adopted measures whereby shareholders and proxyholders are able to participate in the AGM through a secure online platform that will allow them to view a live webcast of the AGM, ask questions in relation to the business of the meeting and vote in real time during the meeting.

Items of Business

At the AGM, I will provide an overview of Evolution’s performance during the financial year ended 30 June 2021 and an update on our strategy of inspired people creating a premier global gold company.

The AGM also provides you with an opportunity to vote on matters important to you as a shareholder. You may choose to consider and vote on the following resolutions:

• The adoption of the FY21 Remuneration Report

• The re-election of Lawrence (Lawrie) Conway as an Executive Director

• The granting of performance rights to the Executive Chairman, Jacob (Jake) Klein and Finance Director and CFO Lawrence (Lawrie) Conway

The Evolution Board recommends shareholders vote in favour of all resolutions. Further detail on each of these resolutions is set out in the Notice of Meeting.

Important notes regarding participation in virtual AGM

Shareholders, proxyholders and authorised representatives may participate in this year’s AGM via the online meeting platform accessible at the following website address:

https://agmlive.link/EVN21

Shareholders and proxyholders will be given an opportunity to ask questions in real-time by telephone. A personalised PIN is needed to ask questions by telephone. To receive a personalised PIN, please contact Link Market Services before the AGM. Dial-in details for the AGM and contact details for Link Market Services are included in the Online Guide. If you plan to ask questions by telephone, you will still need to log into the online platform if you wish to vote during the meeting.

The online meeting platform will allow shareholders to cast their votes in real time during the meeting. However, if shareholders are unable to attend online or have concerns about their access to technology, we encourage shareholders to submit their votes directly in advance of the meeting or to appoint a proxy to attend and vote as directed on their behalf, either by accessing our share registry’s website at www.linkmarketservices.com.au and following the prompts, or by following the instructions in the voting form. You can cast your proxy by filling out the proxy form and mailing it back in the reply-paid envelope provided, or by lodging your proxy

Evolution Mining Limited

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appointment online at www.investorcentre.linkmarketservices.com.au. Proxy appointments must be received by 11.00am (Sydney time) on Tuesday, 23 November 2021.

Further information on how to participate virtually is set out in the Notice of Meeting and Online Platform Guide which have been lodged with the ASX and posted on the Evolution website at https://evolutionmining.com.au/asx-announcements/.

The Guide explains how you can check that your browser is compatible with the online meeting platform, as well as a step-by-step guide to successfully log in and navigate the site.

Further information

Evolution is closely monitoring developments and government advice in relation to the COVID-19 pandemic - and shareholders are encouraged to monitor Evolution’s website at https://evolutionmining.com.au/asx announcements/ and the ASX for any important announcements from the Company in relation to this year’s AGM.

We look forward to your virtual attendance and the opportunity to engage with you at our 2021 AGM.

Yours Sincerely

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Jake Klein

Executive Chairman

Evolution Mining Limited

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Evolution Mining Limited Evolution Mining Limited ACN 084 669 036 ACN 084 669 036

Notice of Annual General Meeting

IMPORTANT NOTICES

What you should do:

STEP ONE - Read the meeting documentation

This is an important document. You should read all of the Notice of Annual General Meeting, Explanatory Memorandum and Shareholder Voting Form before deciding whether or not to vote in favour of any of the resolutions. If you do not understand any of the meeting documents, or are not sure what to do, please consult your legal or financial adviser immediately.

STEP TWO - Vote

If you are unable to attend the Annual General Meeting in person or virtually, or if you would otherwise prefer to cast your vote before the Annual General Meeting, you should complete the Shareholder Voting Form (either by Direct Voting or by the appointment of a Proxy) and ensure that it (and any power of attorney under which it is signed) is received by the Company’s share registry at an address given below not later than 11.00am (Sydney time) on Tuesday 23 November 2021. Shareholder Voting Forms received after that time will be invalid.

Online: The Shareholder Voting Form can be lodged online by visiting www.linkmarketservices.com.au. Select ‘Investor Login’ and enter Evolution Mining Limited in the Issuer name field, your Security Reference Number (SRN) or Holder Identification Number (HIN) (which is shown on the front of your Shareholder Voting Form), postcode and security code which is shown on the screen and click ‘Login’. Select the ‘Voting’ tab and then follow the prompts. You will be taken to have signed your Shareholder voting Form if you lodge it in accordance with the instructions given on the website. By mail: Evolution Mining Limited c/o Link Market Services Limited Locked Bag A14 SYDNEY SOUTH NSW 1235 By hand: Link Market Services Limited* Level 12 680 George Street Sydney NSW 2000

• During business hours Monday to Friday (9.00am to 5.00pm) and subject to public health orders and restrictions. By fax: (+612) 9287 0309

For details on how to complete the Shareholder Voting Form, please refer to the instructions in the Notice of Annual General Meeting and Shareholder Voting Form.

QUESTIONS

If you have any questions about any matter contained in this document, please contact the Company’s share registry, Link Market Services Limited, on +61 1300 554 474.

KEY DATES

Deadline for lodgement of Shareholder Voting Forms Date and time for determining eligibility to vote Date and time of Annual General Meeting

11.00am (Sydney time) on Tuesday 23 November 2021 7.00pm (Sydney time) on Tuesday 23 November 2021 11.00am (Sydney time) on Thursday 25 November 2021

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Evolution Mining Limited Evolution Mining Limited ACN 084 669 036 ACN 084 669 036

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of Members of Evolution Mining Limited ACN 084 669 036 (“the Company”) will be held virtually via https://agmlive.link/EVN21 on Thursday 25 November 2021 at 11.00am (Sydney time).

AGENDA

BUSINESS

Annual Financial Report

To receive and consider the annual financial report of the Company and the reports of the Directors and independent external auditors for the financial year ended 30 June 2021.

"That the issue of up to 395,404 Performance Rights to Mr Lawrence (Lawrie) Conway under the Evolution Mining Limited Employee Share Option and Performance Rights Plan be approved for the purposes of ASX Listing Rule 10.14 and for all other purposes, on the terms set out in the Explanatory Memorandum."

ENTITLEMENT TO VOTE

Snapshot date

Resolution 1 – Adoption of Remuneration Report

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

“That the remuneration report forming part of the Company's 2021 Annual Report for the year ended 30 June 2021 be adopted."

Note – the vote on this resolution is advisory only and does not bind the Directors or the Company.

It has been determined that under regulation 7.11.37 of the Corporations Regulations, for the purposes of the Annual General Meeting, shares in the Company will be taken to be held by the persons who are the registered holders at 7.00pm (Sydney time) on Tuesday 23 November 2021. Accordingly, share transfers registered after that time will be disregarded in determining entitlements to attend and vote at the Annual General Meeting.

VOTING EXCLUSION STATEMENTS

Resolution 2 – Re-election of Mr Lawrence (Lawrie) Conway as a Director of the Company

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

“That Mr Lawrence (Lawrie) Conway, being a Director who retires in accordance with clause 8.1(d) of the Constitution of the Company and being eligible for re-election, is re-elected as a Director.”

Resolution 3 – Issue of Performance Rights to Mr Jacob (Jake) Klein

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

"That the issue of up to 711,457 Performance Rights to Mr Jacob (Jake) Klein under the Evolution Mining Limited Employee Share Option and Performance Rights Plan be approved for the purposes of ASX Listing Rule 10.14 and for all other purposes, on the terms set out in the Explanatory Memorandum."

Resolution 4 – Issue of Performance Rights to Mr Lawrence (Lawrie) Conway

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

Resolution 1 – Adoption of Remuneration Report

A vote on Resolution 1 must not be cast (in any capacity) by, or on behalf of, the following persons:

• a. A member of the Key Management Personnel ( KMP ) whose remuneration details are included in the 2021 Remuneration Report; or

• b. A closely related party of such a KMP (including close family members and companies the KMP controls).

However, a person described above may cast a vote on Resolution 1 as a proxy if the vote is not cast on behalf of a person described above and either:

• a. The proxy appointment is in writing that specifies the way the proxy is to vote (e.g. for, against, abstain) on the resolution; or

• b. The vote is cast by the Chairman of the Meeting and the appointment of the Chairman as proxy: i. Does not specify the way the proxy is to vote on the resolution; and

• ii. Expressly authorises the Chairman to exercise the proxy even if the resolution is

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Evolution Mining Limited Evolution Mining Limited ACN 084 669 036 ACN 084 669 036

Notice of Annual General Meeting

connected directly or indirectly with the remuneration of a member of the KMP.

In addition, in accordance with section 250BD of the Corporations Act, a vote must not be cast on Resolution 1 as a proxy by a member of the KMP at the date of the AGM, or a closely related party of such a person, unless it is cast as proxy for a person entitled to vote in accordance with their directions. This restriction on voting undirected proxies does not apply to the Chairman of the Meeting because the proxy appointment expressly authorises the Chairman of the Meeting to exercise undirected proxies even if the resolution is connected, directly or indirectly, with the remuneration of a member of the KMP.

“Key management personnel” and “closely related party” have the same meaning as set out in the Corporations Act 2001 (Cth) (Corporations Act).

Resolutions 3 and 4 – Issue of Performance Rights to Mr Jacob (Jake) Klein and Mr Lawrence (Lawrie) Conway

In accordance with ASX Listing Rule 14.11, the Company will disregard any votes cast in favour of Resolution 3 and 4 by or on behalf of any Director of the Company who is eligible to participate in the Evolution Mining Limited Employee Share Option and Performance Rights Plan (Plan) and their associates. Only Executive Directors are eligible to participate in the Plan so therefore Mr Conway and Mr Klein and their associates will be excluded from voting on Resolutions 3 and 4.

The Company will disregard any votes cast in favour of the resolution by or on behalf of:

• a. Messrs Klein and Conway; or

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

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

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

• b. the Chairman of the meeting as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the Chairman 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:

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

In addition, in accordance with section 250BD of the Corporations Act, a vote must not be cast on Resolutions 3 and 4 as a proxy by a member of the KMP at the date of the AGM, or a closely related party of such a person, unless it is cast as proxy for a person entitled to vote in accordance with their directions. This restriction on voting undirected proxies does not apply to the Chairman of the Meeting because the proxy appointment expressly authorises the Chairman of the Meeting to exercise undirected proxies even if the resolution is connected, directly or indirectly, with the remuneration of a member of the KMP.

“Key Management Personnel” and “closely related party” have the same meaning as set out in the Corporations Act.

DIRECT VOTING AND PROXIES

In the event that a shareholder of the Company (Member) entitled to attend and to vote at the Annual General Meeting is unable to attend, the Member can vote either by:

• Direct Voting; or

• the appointment of a proxy to attend and vote.

DIRECT VOTING

If a Direct vote is elected to be cast, shares are being voted directly and not through the appointment of a third party such as a proxy to act on behalf of a Member. Any vote must be cast either “for” or “against” each item of business on the Shareholder Voting form – if the “abstain’ box is marked, the vote for that item will be invalid.

If no direction is given on an item, this vote may be passed to the Chairman of the meeting as your proxy. The Chairman’s decision as to whether a direct vote is valid is conclusive.

PROXIES

A Member entitled to attend and vote at the AGM is entitled to appoint a proxy to attend and to vote instead of the Member. The proxy need not be a Member and can be an individual or a body corporate.

If a Member appoints a body corporate as a proxy, that body corporate will need to ensure that it:

• 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

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Evolution Mining Limited Evolution Mining Limited ACN 084 669 036 ACN 084 669 036

Notice of Annual General Meeting

• Appoints an individual as its corporate representative to exercise its powers at the Annual General Meeting, in accordance with section 250D of the Corporations Act; and

• Provides satisfactory evidence of the appointment of its corporate representative prior to commencement of the Annual General Meeting.

If such evidence is not received before the AGM, then the body corporate (through its representative) will not be permitted to act as a proxy.

Members are entitled to appoint up to two individuals to act as proxies to attend and vote on their behalf. Where more than one proxy is appointed, each proxy may be appointed to represent a specified proportion of the Member’s voting rights. If the Member appoints two proxies and the appointment does not specify the proportion or number of the Member’s votes each proxy may exercise, each proxy may exercise half of the votes. On a show of hands, neither proxy may vote if more than one proxy attends.

Any directed proxies that are not voted on any poll at the AGM by a Member’s appointed proxy will automatically default to the Chairman of the Annual General Meeting, who is required to vote proxies as directed on a poll.

The Corporations Act prohibits members of the KMP of the Company (which includes each of the Directors of the Company) from voting on the Remuneration Report (Resolution 1) and remuneration related resolutions (Resolutions 3 and 4) in certain circumstances. Where a member of the KMP is appointed as a proxy, that person must be directed as proxy how to vote on Resolutions 1, 3 and 4 (inclusive) (ie directed to vote ‘for’, ‘against’ or ‘abstain’). Undirected proxy votes on Resolutions 1, 3 and 4 (inclusive) cannot be voted by a member of the KMP and will be treated as invalid by the Company. If you intend to appoint a member of the KMP your proxy, please ensure that you direct them how to vote on Resolutions 1, 3 and 4 (inclusive) by marking either the ‘for’, ‘against’ or to ‘abstain’ box for each of Resolutions 1, 3 and 4 (inclusive).

The exception to the above prohibition is in the instance of the Chairman of the Meeting who, under the Corporations Act, can vote undirected proxies where the proxy appointment expressly authorises the Chairman of the Meeting to exercise undirected proxies even if the resolution is connected, directly or indirectly, with the remuneration of a member of the KMP. The Shareholder Voting Form accompanying this Notice of Meeting provides this express authorisation.

Mr Klein will not chair the meeting for the consideration of Resolution 3. For the duration of this Resolution, the meeting will be chaired by a Non-Executive Director nominated by Mr Klein, pursuant to clause 7.5(d) of the Constitution. As Chairman of the Meeting during Resolution 3, this Non-Executive Director will also be entitled to exercise any undirected proxies in respect of these Resolutions as the express authorisation on the Shareholder Voting Form to exercise the proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the KMP is given to the Chairman of the Meeting (and not any one individual).

A proxy must be signed by the Member or his/her attorney duly authorised in writing or, if the Member is a corporation, in accordance with the Corporations Act.

RETURNING THE SHAREHOLDER VOTING FORM

The Shareholder Voting Form and the power of attorney or other authority (if any) under which the Shareholder Voting Form is signed, or a copy or facsimile which appears on its face to be an authentic copy of that proxy, power or authority, must be returned to Company’s share registry at an address given below by no later than 11.00am (Sydney time) on Tuesday 23 November 2021:

• Online: The Shareholder Voting Form can be lodged online by visiting www.linkmarketservices.com.au. Select ‘Investor Login’ and enter Evolution Mining Limited in the Issuer name field, your Security Reference Number (SRN) or Holder Identification Number (HIN) (which is shown on the front of your Shareholder Voting Form), postcode and security code which is shown on the screen and click ‘Login’. Select the ‘Voting’ tab and then follow the prompts. You will be taken to have signed your Shareholder Voting Form if you lodge it in accordance with the instructions given on the website.

• By mail: Evolution Mining Limited

• c/o Link Market Services Limited Locked Bag A14 SYDNEY SOUTH NSW 1235

• By hand: Link Market Services Limited* Level 12

• 680 George Street Sydney NSW 2000

• During business hours Monday to Friday

• (9.00am to 5.00pm) and subject to public health orders and restrictions.

By fax: (+612) 9287 0309

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Evolution Mining Limited Evolution Mining Limited ACN 084 669 036 ACN 084 669 036

Notice of Annual General Meeting

A Shareholder Voting Form accompanies this Notice of Annual General Meeting.

To be valid, a Shareholder Voting Form and the Power of Attorney under which it is signed or proof thereof must be to the satisfaction of the Directors of the Company.

The Company reserves the right to declare invalid any proxy not received in this manner.

BY ORDER OF THE BOARD OF THE COMPANY

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Evan Elstein Company Secretary Dated: 18 October 2021

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EXPLANATORY MEMORANDUM

This Explanatory Memorandum is for the information of Members in connection with resolutions to be considered at the Annual General Meeting of the Company to be held on Thursday 25 November 2021 at 11.00am (Sydney time).

BUSINESS

Annual Financial Report

The Corporations Act requires the reports of the Directors and independent external auditors and the annual financial report, including the financial statements of the Company for the year ended 30 June 2021, to be laid before the Annual General Meeting, but does not require a formal resolution on the financial statements or reports. However, provision will be made at the Annual General Meeting for Members as a whole to ask questions or make comments on the reports or the management of the Company. Members may question the auditor regarding the conduct of the audit, the independence of the auditor, preparation and content of the reports and accounting policies adopted by the Company.

The Company’s 2021 Annual Report is available on the Company’s website at www.evolutionmining.com.au/Reports/.

Resolution 1 – Adoption of Remuneration Report

In accordance with section 250R(2) of the Corporations Act, the Company is required to present to its Members the remuneration report as disclosed in the Company’s 2021 Annual Report.

The vote is advisory only and is not binding on the Directors or the Company. A reasonable opportunity will be given to Members as a whole to ask questions about, or make comments on, the remuneration report. The remuneration report is set out in the Company’s 2021 Annual Report and is also available on the Company’s website at www.evolutionmining.com.au/Reports/.

The remuneration report explains the Board policies in relation to the nature and level of remuneration paid to the Company’s key management personnel ( KMP ) (including the directors of the Company), sets out details of the remuneration and service agreement for each member of the KMP and sets out the details of any share based compensation.

Under the Corporations Act, if at least 25% of the votes cast on the relevant resolution are voted against the adoption of the remuneration report at two consecutive annual general meetings, the Company will be required to put to Members at the second annual general meeting a resolution

proposing that another general meeting be held within 90 days, at which all of the Company’s Directors (other than the Executive Chairman, who for the purposes of clauses 8.1(f) and 9.1 of the Constitution of the Company serves as the Managing Director) must retire unless they are reelected at that meeting ( Spill Resolution ).

The Company did not receive a vote greater than 25% against the adoption of the remuneration report at the 2020 Annual General Meeting and, as such the 2021 Notice of Meeting does not contain a Spill Resolution.

For the voting exclusions applicable to this Resolution 1, please refer to the ‘Entitlement to Vote’ section of the Notice of Annual General Meeting.

Board Recommendation

Due to each Director having an interest in the outcome of Resolution 1, and for good governance, the Board refrains from making a recommendation to Members.

Note – The Chairman of the Annual General Meeting intends to vote all available proxies in favour of Resolution 1.

Resolution 2 – Re-election of Mr Lawrence (Lawrie) Conway as Director of the Company

The ASX Listing Rules require that the Company must hold an election of Directors each year. Mr Conway was re-elected by the Members at the Company’s Annual General Meeting held in 2018 and is the Director longest in office since last reelection. In accordance with clause 8.1(d) of the Constitution, Mr Conway will retire from office at the conclusion of the Annual General Meeting and being eligible, has offered himself for re-election as a Director of the Company.

Mr Conway commenced as a Non-Executive Director of the Company on 19 October 2011. On 1 August 2014, Mr Conway was appointed Finance Director and Chief Financial Officer of the Company, becoming an Executive Director from that time. As an Executive Director, Mr Conway is not considered to be independent by the Board.

Mr Conway has more than 30 years’ experience in the resources sector across a diverse range of commercial, financial and operational activities.

Mr Conway has held a mix of corporate, operational and commercial roles within Australia, Papua New Guinea and Chile with Newcrest and prior to that with BHP Billiton. He most recently held the position of Executive General Manager - Commercial and West Africa with Newcrest Mining where he was responsible for Newcrest's group Supply and Logistics, Marketing, Information Technology and Laboratory functions as well as

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Newcrest's business in West Africa. Mr Conway is also a Non-Executive Director of Aurelia Metals Ltd (appointed in June 2017).

Board Recommendation

Having reviewed Mr Conway’s performance, the Board considers that he continues to make a valuable contribution to the Board. Mr Conway brings extensive experience in the commercial and operational aspects of mining. His vast finance experience and commercial acumen is particularly valued by the Board.

The Board, with Mr Conway abstaining, unanimously recommends that Members vote to approve Resolution 2. Note – The Chairman intends to vote all available proxies in favour of Resolution 2.

Resolutions 3 and 4 - Issue of Performance Rights to Mr Jacob (Jake) Klein and Mr Lawrence (Lawrie) Conway under the Employee Share Option and Performance Rights Plan

ASX Listing Rule 10.14 requires member approval for the acquisition of securities by a director under an employee incentive scheme. If approved, the approval applies to the issue of the Performance Rights and the issue of ordinary fully paid shares (if any) on the vesting of the Performance Rights.

Resolution 3 is seeking Member approval for the grant of 711,457 Performance Rights to Mr Klein under the Company’s Employee Share Option and Performance Rights Plan ( Plan ) and Resolution 4 is seeking Member approval for the grant of 395,404 Performance Rights to Mr Conway under the Plan.

The number of Performance Rights proposed to be issued to Mr Klein and to Mr Conway is the maximum amount of Performance Rights that will vest if they satisfy what the Board considers stretch or outstanding performance achievement, as described below.

Klein will each receive one share in the Company for each Vested Performance Right granted to them.

Approval of resolutions 3 and 4 will result in the grant of Performance Rights within exception 14 in Listing Rule 7.2. Therefore, the issue of securities to Messrs Klein and Conway will not be included in the 15% calculation for the purposes of Listing Rule 7.1. The issue of Shares in the Company on the vesting of the Performance Rights will also be excluded from Listing Rule 7.1.

If resolutions 3 and 4 are not approved by shareholders, the Company will not grant Performance Rights to Messrs Klein and Conway. This may impact the Company’s ability to incentivise Messrs Klein and Conway and align their remuneration arrangements in the best longterm interests of shareholders. Instead, the Board will need to consider alternative remuneration arrangements, which may be contrary to the Company’s remuneration philosophy and framework, including higher cash components of the remuneration for Messrs Klein and Conway.

Performance Conditions of Performance Rights

The Performance Rights will only vest on a Relevant Date if Mr Klein and Mr Conway remain as employees of the Company up to and including that Relevant Date.

The number of Performance Rights which vest on the Relevant Dates will depend on the extent to which the Vesting Conditions have been satisfied for the relevant period.

Upon the Vesting Conditions having been satisfied (as determined and ratified by the Board) Mr Klein and Mr Conway will be allocated Performance Shares.

The Vesting Conditions will be based on:

The vesting of the Performance Rights incorporates performance conditions which trigger vesting at ‘threshold’, ‘target’ and ‘exceptional’ performance levels and the vesting scales have been designed appropriately to reward above target and truly exceptional Company performance.

The Performance Rights will be issued in accordance with the rules of the Plan and in a single tranche to be performance tested at the end of a three-year period ending 30 June 2024. Subject to the satisfaction of the performance conditions described below and to any adjustment in accordance with the rules of the Plan (e.g. upon a reconstruction of securities), Mr Conway and Mr

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Measure	Weighting
The Company’s relative total shareholder return (TSR) measured against the TSR for a peer group of 14 comparator gold mining companies (Peer Group Companies) (Relative TSR Performance Rights)	25%
The Company’s absolute TSR return (Absolute TSR Performance Rights)	25%
The Company’s relative AISC performance measured against the AISC cost performance for the Peer Group Companies. (AISC Performance Rights)	25%
Growth in Ore Reserves Per Share (Ore Reserves Performance Rights)	25%

The Peer Group Companies for the FY22 Performance Rights comprise the following:

Agnico Eagle Mines Limited	Alamos Gold Inc
AngloGold Ashanti Limited	B2Gold Corp
Centerra Gold	Endeavour Mining Corporation
Gold Fields Limited	Kinross Gold Corporation
Kirkland Lake Gold Ltd	Newcrest Mining Limited
Northern Star Resources Ltd	Yamana Gold
SSR Mining

The Board has the discretion to adjust the composition and number of the Peer Group Companies on an annual basis for each year’s Performance Rights grant, to take into account events including, but not limited to, takeovers, mergers and de-mergers that might occur during the relevant period. Any adjustments made to the Peer Group Companies will be disclosed in the Company’s remuneration report.

The effective testing date for the Performance Rights is 30 June 2024 with the testing to occur within 90 days after that date. Performance Rights will lapse after testing if they do not vest. There is no re-testing.

Relative TSR Performance Rights

25% of the Performance Rights will be tested against the Company’s TSR performance relative to the Peer Group Companies ( Relative TSR Performance Rights ). The Company’s TSR will be based on the percentage by which its 30-day volume weighted average share price on ASX ( VWAP ) at the close of trade on 30 June 2024 (plus the value of any dividends paid during the performance period) ( 2024 Evolution TSR ) has increased over the company’s 30-day VWAP at the close of trade on the 30 June 2021. For the avoidance of doubt, the 30 day VWAP as at 30 June 2021 was $5.0048 ( 2021 Evolution VWAP ).

The TSR for each Peer Group Company will be based on the percentage by which each Peer Group Company’s 30-day VWAP at the close of trade on 30 June 2024 (plus the value of any dividends paid during the performance period) (each a 2024 Peer Group TSR ) has increased over that company’s 30-day VWAP at the close of trade on 30 June 2024.

The proportion of the TSR Performance Rights that will vest will be based on the 2024 Evolution TSR as compared to the 2024 Peer Group TSRs and will be determined as follows:

Level of performance achieved	2024 Evolution Relative TSR performance as compared to the 2024 Peer Group TSRs	% of Relative TSR Performance Rights vesting
	Below 8th ranking	0%
Threshold	8thranking	33%
Target	7thranking	50%
	Above the 4th ranking and below the 7th ranking	Straight-line pro-rata between 50% and 100%
Exceptional	Top 3 ranking	100%

Absolute TSR Performance Rights

25% of the Performance Rights will be tested against the Company’s absolute TSR performance relative to the 2021 Evolution VWAP ( Absolute TSR Performance Rights ), measured as the cumulative annual TSR over the three-year performance period ending 30 June 2024.

The proportion of the Absolute TSR Performance Rights that will vest will be determined by the Company’s Absolute TSR Performance as follows:

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Level of performance achieved	2024 Company Absolute TSR Performance	% of Absolute TSR Performance Rights vesting
Threshold	10% Per Annum Return	33%
	Above 10% Per Annum Return and below 15% Per Annum Return	Straight-line pro-rata between 33% and 66%
Target	15% Per Annum Return	66%
	Above 15% Per Annum Return and below 20% Per Annum Return	Straight-line pro-rata between 66% and 100%
Exceptional	Above 20% Per Annum Return or above	100%

Relative AISC Performance Rights

25% of the Performance Rights will be tested against the Company’s relative ranking of its All In Sustainable Cost ( AISC ) performance for the 12 month period ending 30 June 2024 ( Evolution AISC ) compared to the AISC performance ranking of the Peer Group Companies for the same period ( Peer Group AISC ). The proportion of the AISC Performance Rights that will vest will be determined as follows:

Level of performance achieved	2024 Evolution AISC per ounce performance as compared to the Peer Group AISC	% of AISC Performance Rights vesting
Threshold	Below 8thranking	0%
	8thranking	33%
Target	7thranking	50%
	Above 4thranking and below 7th ranking	Straight-line pro-rata between 50% and 100%
Exceptional	Top 3 ranking	100%

Growth in Ore Reserves Per Share

The remaining 25% of the Performance Rights will be tested against the Company’s growth in Ore Reserves Per Share, calculated by measuring the growth over the three year performance period by comparing the baseline measure of the Ore Reserves as at 31 December 2020 ( Baseline Ore

Reserves ) to the Ore Reserves as at 31 December 2023 on a per share basis, based on the number of shares on issue at that date (being 31 December for each measurement year) with testing to be performed at 30 June 2024. The proportion of the Growth in Ore Reserves Per Share Performance Rights that will vest will be determined as follows:

Level of performance achieved	2024 Company Ore Reserves Per Share Performance	% of Ore Reserves Per Share Performance Rights vesting
Threshold	90% of Baseline Ore Reserves	33%
	Above 90% of Baseline Ore Reserves but below 100% of Baseline Ore Reserves	Straight-line pro-rata between 33% and 66%
Target	100% of Baseline Ore Reserves	66%
	Above 100% of Baseline Ore Reserves and below 120% of Baseline Ore Reserves	Straight-line pro-rata between 66%and 100%
Exceptional	120% and above of Baseline Ore Reserves and above	100%

Disclosure for the purposes of ASX Listing Rule 10.15 regarding Resolution 3

To enable Member approval to be effectively obtained under ASX Listing Rule 10.14, the following disclosures are made pursuant to ASX Listing Rule 10.15:

1. Mr Klein is a director of the Company and therefore falls within Listing Rule 10.14.1 such that shareholder approval is required for Mr Klein to acquire securities under an employee incentive scheme.

2. The maximum number of Performance Rights that can be granted to Mr Klein under this approval is 711,457.

3. There is no loan proposed in relation to the proposed award of Performance Rights to Mr Klein.

4. The Performance Rights that are to be awarded to Mr Klein are intended to be awarded as soon as practicable after the 2021 Annual General Meeting and in any

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• event will not be awarded later than 12 months after the 2021 Annual General Meeting.

• Vested Performance Rights will convert to fully paid ordinary shares on a one-for-one basis.

• The price payable on the issue or exercise of each Performance Right is nil.

• The details of Mr Klein’s current remuneration package are set out below:

Remuneration Amount Component Fixed Component Total Fixed Remuneration (including superannuation) (TFR), $1,105,674 comprising base salary and fees for services as a director Variable Components (incentive calculated by excluding fees for services as a director from TFR)

	(incentive calculated by excluding fees for
	services as a director from TFR) Short Term Incentive 60% of TFR at Target
	(STI) 90% of TFR at Stretch
	Long Term Incentive 350% of TFR at Stretch
	(LTI) on a face value basis

1. The number of securities previously issued to Mr Klein under the Plan is 14,098,714 Performance Rights, each for a nil acquisition price.

2. Details pursuant to LR 10.15.6 with respect to the value the performance right and the basis for that value is set out in the table below. The Company commissioned an independent valuation in respect of the amounts set out below and which used a Monte Carlo simulation approach to value the Performance Rights.

Assumptions	Assumptions	Assumptions	Assumptions
Grant Date	13 September 2021
Valuation Date	13 September 2021
Vesting Date	30 June 2024
Share Price	$3.941
Exercise Price	Nil
Expected volatility	42%
Expected Life	2.80 years
Risk free interest rate	0.15%
Dividend Yield	2.61%
Indicative Value of Performance Rights
Performance Measure	Weighting	Fair Value	Total Value
Relative TSR	25%	$2.19	$389,523
Absolute TSR	25%	$1.08	$192,093
Relative AISC	25%	$3.67	$652,762
Ore Reserve Growth	25%	$3.67	$652,762
Total			$1,887,140

1. A summary of the material terms of the Plan can be found in Appendix A below.

2. The Company uses Performance Rights to incentivise Mr Klein to deliver the Company’s growth strategy and financial performance in the interests of shareholders and because:

3. they are unquoted, therefore their grant has no immediate dilutionary impact on shareholders;

4. their issue will align the interests of Mr Klein with those of shareholders;

5. their issue is a reasonable and appropriate method to provide cost effective remuneration as the non-cash form of this benefit will allow the Company to spend a greater proportion of its cash reserves on its operations than it would if alternative cash forms of remuneration were given to Mr Klein as part of his LTI; and

6. it is not considered that there are any significant opportunity costs to the Company

1 Closing price on the Grant Date

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• or benefits foregone by the Company in granting Performance Rights on the terms proposed.

• The Executive Directors, being Mr Conway and Mr Klein, are the only persons referred to in ASX Listing Rule 10.14 entitled to participate in the Plan.

• For the voting exclusions applicable to this Resolution 3, please refer to the ‘Entitlement to Vote’ section of the Notice of Annual General Meeting.

• Member approval for Resolution 3 is sought under Listing Rule 10.14, and is not required under Listing Rule 7.1.

• Details of any Performance Rights issued under the Plan will be published in the Company’s Annual Report relating to the period in which they were issued, along with a statement that approval for the issue was obtained under ASX Listing Rule 10.14. Any additional persons covered by ASX Listing Rule 10.14 who become entitled to participate in an issue of securities under the Plan after this resolution is approved and who were not named in the notice of meeting will not participate until approval is obtained under that rule.

Board Recommendation

The Board, with Mr Klein abstaining, unanimously recommends that Members vote to approve Resolution 3.

Note – The Chairperson, who will be nominated pursuant to clause 7.5(d) of the Company’s Constitution for this Resolution, intends to vote all available proxies in favour of Resolution 3.

Disclosure for the purposes of ASX Listing Rule 10.15 regarding Resolution 4

To enable Member approval to be effectively obtained under ASX Listing Rule 10.14, the following disclosures are made pursuant to ASX Listing Rule 10.15:

1. Mr Conway is a director of the Company and therefore falls within Listing Rule 10.14.1 such that shareholder approval is required for Mr Conway to acquire securities under an employee incentive scheme.

2. The maximum number of Performance Rights that can be granted to Mr Conway under this approval is 395,404.

3. awarded to Mr Conway are intended to be awarded as soon as practicable after the 2021 Annual General Meeting and in any event will not be awarded later than 12 months after the 2021 Annual General Meeting.

4. Vested Performance Rights will convert to fully paid ordinary shares on a one-for-one basis.

5. The price payable on the issue or exercise of each Performance Right is nil.

6. The details of Mr Conway’s current remuneration package are set out below:

Remuneration Component	Amount
Fixed Component
Total Fixed Remuneration (including superannuation) (TFR), comprising base salary and fees for services as a director	$761,874
Variable Components (incentive calculated by excluding fees for services as a director from TFR)
Short Term Incentive (STI)	60% of TFR at Target 90% of TFR at Stretch
Long Term Incentive (LTI)	150% of TFR at Stretch on a face value basis

1. The number of securities previously issued to Mr Conway under the Plan is 2,385,491 Performance Rights, each for a nil acquisition price.

2. Details pursuant to LR 10.15.6 with respect to the value the performance right and the basis for that value is set out in the table below. The Company commissioned an independent valuation in respect of the amounts set out below and which used a Monte Carlo simulation approach to value the Performance Rights.

3. There is no loan proposed in relation to the proposed award of Performance Rights to Mr Conway.

4. The Performance Rights that are to be

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Assumptions	Assumptions	Assumptions	Assumptions
Grant Date	13 September 2021
Valuation Date	13 September 2021
Vesting Date	30 June 2024
Share Price	$3.94¹
Exercise Price	42%
Expected volatility	2.80 years
Expected Life	0.15%
Risk free interest rate	2.61%
Dividend Yield	2.61%
Indicative Value of Performance Rights
Performance Measure	Weighting	Fair Value	Total Value
Relative TSR	25%	$2.19	$216,484
Absolute TSR	25%	$1.08	$106,759
(Relative AISC	25%	$3.67	$362,783
Ore Reserve Growth	25%	$3.67	$362,783
Total			$1,048,809

1. A summary of the material terms of the Plan can be found in Appendix A below.

2. The Company uses Performance Rights to incentivise Mr Conway to deliver the Company’s growth strategy and financial performance in the interests of shareholders and because:

3. they are unquoted, therefore their grant has no immediate dilutionary impact on shareholders;

4. their issue will align the interests of Mr Conway with those of shareholders;

5. their issue is a reasonable and appropriate method to provide cost effective remuneration as the non-cash form of this benefit will allow the Company to spend a greater proportion of its cash reserves on its operations than it would if alternative cash forms of remuneration were given to Mr Conway as part of his LTI; and

6. it is not considered that there are any significant opportunity costs to the Company or benefits foregone by the Company in

7. granting Performance Rights on the terms proposed.

8. The Executive Directors, being Mr Conway and Mr Klein, are the only persons referred to in ASX Listing Rule 10.14 entitled to participate in the Plan.

9. For the voting exclusions applicable to Resolution 4, please refer to the ‘Entitlement to Vote’ section of the Notice of Annual General Meeting.

10. Member approval for Resolution 4 is sought under Listing Rule 10.14, and is not required under Listing Rule 7.1.

11. Details of any Performance Rights issued under the Plan will be published in the Company’s Annual Report relating to the period in which they were issued, along with a statement that approval for the issue was obtained under ASX Listing Rule 10.14. Any additional persons covered by ASX Listing Rule 10.14 who become entitled to participate in an issue of securities under the Plan after this resolution is approved and who were not named in the notice of meeting will not participate until approval is obtained under that rule.

Board Recommendation

The Board, with Mr Conway abstaining, unanimously recommends that Members vote to approve Resolution 4.

Note – The Chairman intends to vote all available proxies in favour of Resolution 4.

Appendix A - Key Terms of the Employee Share Option and Performance Rights Plan

The Board is empowered under the Plan terms and conditions to determine the key terms of any Options or Performance Rights ( Plan Interests ) allocated under the Plan.

Eligibility

The Plan is open to eligible employees, namely the Chief Executive Officer or Executive Chairman or any employee who directly reports to the Chief Executive Officer of the Company (or any Group Company) or any other person who is declared by the Board to be eligible to be granted a Performance Right or Option under the Plan from time to time ( Eligible Employees ).

Participation

Each Eligible Employee who acquires a legal or beneficial interest in a Plan Interest (including the legal personal representative of the person) becomes a ‘Participant’ in the Plan.

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Notification

Eligible Employees will be notified by the Board of their entitlement to acquire a Plan Interest and become a Participant in the Plan in such form and subject to such conditions as the Board determines.

The notification will specify the terms attaching to the offer, including each of the following (as applicable):

• the number and type of Plan Interests to which the notification relates;

• the date of the notification;

• the date by which Participants are required to opt out if they do not wish to become Plan Participants;

• any application price (if any) by Eligible Employees to acquire the Plan Interests;

• any exercise price payable by Participants (if any);

• the date which unvested Plan Interests will lapse or expire ( Expiry Date );

• any conditions that must be satisfied in relation to a Participant’s and/or the Company's performance during a specified period ( Performance Conditions );

• any requirements additional to the Performance Conditions that must be met to release Plan Interests from the Plan (and deliver Shares to Participants) ( Vesting Conditions ); and

• any conditions that will result in a Plan Interest lapsing ( Lapsing Conditions ).

Rights of Participants

Unless Lapsing Conditions are triggered or the Expiry Date reached, Plan Interests remain subject to the terms and conditions of the Plan until all applicable Performance Conditions and Vesting Conditions are achieved. Upon vesting and exercise of Plan Interests (as applicable), Participants will receive Shares (which are no longer held under the Plan). Shares delivered by the Company upon vesting of Plan Interests will rank equally with all other Shares in the Company.

A holder of Plan Interests is not entitled to participate in a new issue of Shares or other securities made by the Company to Shareholders merely because he or she holds Options or Performance Rights.

The Company will apply for quotation on the official list of the ASX of the Shares (as the case may be) or upon the exercise of an Option issued or a vested Performance Right that vests under the Plan. The Company will not seek official quotation by ASX of any Options or Performance Rights.

In the event of a change of control, the Board may exercise its discretion to deal with the Plan Interests and give notice to Participants by:

• converting Participants’ Performance Rights to Shares whether or not all conditions have been met;

• permitting the exercise of some or all Options whether or not Vesting Conditions have been met; and/or

• removing any disposal restrictions attaching to Plan Shares.

Change of Control

Under the Plan, upon a person becoming:

• a legal or beneficial owner of 50% or more of the issued share capital in the Company; or

• entitled to, acquiring, holding or having a relevant interest in more than 50% of the issued share capital in the Company,

• all Plan Interests which have not already vested will vest or become exercisable, subject to the absolute discretion of the Board.

Discretion to make cash payment

The Board may determine that the Company will satisfy its obligations under the Plan by making a cash payment to the Participant in lieu of allocating Shares to the Participant.

Continuing Employment

Generally, unless determined otherwise by the Board, Plan Interests will lapse on the Director or employee ceasing to be an employee of the Company (or a member of the Evolution Mining group of companies).

Unless determined otherwise by the Board, in the event of a Participant’s death, disablement, bona fide redundancy or any other reason approved by the Board, and at the time the Participant continues to satisfy any other relevant conditions attaching to the Plan Interests, the Participant remains entitled to the Plan Interests in the same manners as if the employment has not ended (this also applies to Options that are capable of being exercised).

Assignment

Plan Interests issued under the Plan are not transferable or assignable.

Administration

The Plan will be administered by the Board which has an absolute discretion to determine appropriate procedures for its administration and resolve questions of fact or interpretation and formulate special terms and conditions (subject to

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any applicable Listing Rules) in addition to those set out in the Plan.

Termination and amendment

The Plan may be terminated or suspended at any time by the Board but any such suspension or termination will not affect nor prejudice rights of any Participant holding Plan Interests at that time. The Plan may be amended at any time by the Board.

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ACN 084 669 036

LODGE YOUR VOTE

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
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ONLINE www.linkmarketservices.com.au

BY MAIL  Evolution Mining Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX +61 2 9287 0303

• BY HAND

Link Market Services Limited Level 12, 680 George Street, Sydney NSW 2000

 ALL ENQUIRIES TO Telephone: +61 1300 554 474

PROXY FORM

I/We being a member(s) of Evolution Mining Limited and entitled to attend and vote hereby appoint:

APPOINT A PROXY

OR if you are NOT appointing the Chair of the Meeting as your proxy, please write the name and email of the person Name the Chair of the or body corporate you are appointing as your proxy. An Meeting (mark box) email will be sent to your appointed proxy with details on Email how to access the virtual meeting. or failing the person or body corporate named, or if no person or body corporate is named, the Chair 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 Annual General Meeting of the Company to be held at 11:00am on Thursday, 25 November 2021 and at any postponement or adjournment of the Meeting. The Meeting will be conducted as a virtual meeting and you can participate by logging in: Online at https://agmlive.link/EVN21 (refer to details in the Virtual Meeting Online Guide). Important for Resolution 1: If the Chair of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention below, you expressly authorise the Chair of the Meeting to exercise the proxy in respect of Resolution 1, even though the Resolution is connected directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel ( KMP ). The Chair 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 * 1 Adoption of Remuneration Report 2 Re-election of Mr Lawrence (Lawrie) Conway as a Director of the Company 3 Issue of Performance Rights to Mr Jacob (Jake) Klein 4 Issue of Performance Rights to Mr Lawrence (Lawrie) Conway  * If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf 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) Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary

Director/Company Secretary (Delete one) Director

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

EVN PRX2101N

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 11:00am on Tuesday, 23 November 2021, 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 Chair of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name and email address of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.

• ONLINE

www.linkmarketservices.com.au

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

DEFAULT TO CHAIR OF THE MEETING

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

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QR Code
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BY MOBILE DEVICE

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

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VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

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

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

BY MAIL  Evolution Mining Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

APPOINTMENT OF A SECOND PROXY  Evolution Mining Limited You are entitled to appoint up to two persons as proxies to attend the C/- Link Market Services Limited 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 Locked Bag A14 share registry or you may copy this form and return them both together. Sydney South NSW 1235 Australia To appoint a second proxy you must: (a) on each of the first Proxy Form and the second Proxy Form state the BY FAX  percentage of your voting rights or number of shares applicable to that +61 2 9287 0309 form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your BY HAND  votes. Fractions of votes will be disregarded; and delivering it to Link Market Services Limited (b) return both forms together. Level 12 SIGNING INSTRUCTIONS 680 George Street You must sign this form as follows in the spaces provided: Sydney NSW 2000 Individual: where the holding is in one name, the holder must sign. Joint Holding: where the holding is in more than one name, either during business hours Monday to Friday (9:00am - 5:00pm) and shareholder may sign. subject to public health orders and restrictions Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry together with an original or certified copy of any authority under which the power of attorney was signed or executed. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it. Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually the appropriate “Certificate of Appointment of Corporate Representative” must be received at vote@linkmarketservices.com.au prior to admission in accordance with the Notice of Annual General Meeting. A form of the certificate may be obtained from the Company’s share registry or online at www.linkmarketservices.com.au.

LODGE YOUR QUESTIONS



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ACN 084 669 036

ONLINE www.linkmarketservices.com.au

BY MAIL  Evolution Mining Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX +61 2 9287 0303

 BY HAND Link Market Services Limited Level 12, 680 George Street, Sydney NSW 2000

 ALL ENQUIRIES TO Telephone: +61 1300 554 474

Please use this form to submit any questions about Evolution Mining Limited (“the Company”) that you would like us to respond to at the Company’s 2021 Annual General Meeting. Your questions should relate to matters that are relevant to the business of the meeting, as outlined in the accompanying Notice of Meeting and Explanatory Memorandum. If your question is for the Company’s auditor it should be relevant to the content of the auditor’s report, or the conduct of the audit of the financial report.

This form must be received by the Company’s share registrar, Link Market Services Limited, by 5:00pm on Thursday, 18 November 2021. Questions will be collated. During the course of the Annual General Meeting, the Chairman of the Meeting will endeavour to address as many of the more frequently raised shareholder topics as possible and, where appropriate, will give a representative of the Company’s auditor, the opportunity to answer written questions submitted to the auditor. However, there may not be sufficient time available at the meeting to address all topics raised. Please note that individual responses will not be sent to shareholders.

that individual responses will not be sent to shareholders. (please mark the most appropriate box) Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction

My question relates to (please mark the most appropriate box)