HAVILAH RESOURCES LIMITED — AGM Information 2017

Dec 11, 2017

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Havilah Resources Limited plans to sequentially develop its portfolio of gold, copper, iron, cobalt, tin and other mineral resources in South Australia. Our vision is to become a new mining force, delivering value to our shareholders, partners and the community.

205 million Ordinary Shares ‐‐ 7 million Listed Optiond ‐‐ 8 million Unlisted Options

ASX and Media Release: 12 December 2017 ASX Code: HAV

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AGM RESULTS AND CHAIRMAN’S ADDRESS

Havilah Resources Limited ( Havilah or Company ) is pleased to advise that both of the resolutions put to the Annual General were passed.

In accordance with section 251AA of the Corporations Act 2001 details of proxy votes received are attached.

The Chairman’s address is also attached below.

For further information visit www.havilah‐resources.com.au

Contact: Mr Walter Richards, Chief Executive Officer, on (08) 8155‐4500 or email: info@havilah‐resources.com.au

www.havilah‐resources.com.au

HAVILAH RESOURCES LIMITED

Page 1

ABN 39 077 435 520 MAIL: 164 Fullarton Road, Dulwich, SA 5065 Australia EMAIL: info@havilah‐resources.com.au

Proxy Tabulation Report

HAVILAH RESOURCES LIMITED

ABN: 39077435520

Selected view: ALL Downloaded 12/11/2017 10:15 AM

ANNUAL GENERAL MEETING - 12/12/17 (12/12/2017)

Vote Totals - Based on the first resolution

Securities On Issue	204,738,829
Valid Securities Voted - (For, Against, Open Usable, Open Conditional)	25,290,055
Valid Securities Voted (%)	12.35
Total Securityholders Cast	175

Vote Details

	Resolution	Vote type	Voted	%	% of all securities
	1, ADOPT REMUNERATION REPORT	For	23,612,224	93.37	11.53
		Against	1,012,283	4.00	0.49
		Open-Usable	665,548	2.63	0.33
		Board	404,140	1.60	0.20
		Non-Board	261,408	1.03	0.13
		Open-Cond	0	0.00	0.00
		Open Unusable	0	N/A	0.00
		Abstain	734,137	N/A	0.36
		Excluded	42,486,124	N/A	20.75
	2, RE-ELECT MR KEN WILLIAMS	For	65,764,040	96.00	32.12
		Against	2,074,563	3.03	1.01
		Open-Usable	665,548	0.97	0.33
		Board	404,140	0.59	0.20
		Non-Board	261,408	0.38	0.13
		Open-Cond	0	0.00	0.00
		Open Unusable	0	N/A	0.00
		Abstain	6,165	N/A	0.00
		Excluded	0	N/A	0.00

Source of Vote

		Keyed	Scanned	IntermediaryOnline	InvestorVoteDesktop	InvestorVoteMobile	Other
	Votes	1,387,539	5,025,720	636,980	60,948,015	512,062		0
	Securityholders	8	80	1	78	8		0

Please note: Voting forms have been recorded and audited. The figures above can now be regarded as final.

| CERTAINTY | INGENUITY | ADVANTAGE |

Proxy Tabulation Report

HAVILAH RESOURCES LIMITED

Selected view: ALL

ABN: 39077435520

Downloaded 12/11/2017 10:15 AM

FOR

A direction to the proxyholder to vote ‘For’ the resolution. AGAINST A direction to the proxyholder to vote ‘Against’ the resolution.

OPEN – USABLE

Undirected votes given to a proxyholder to vote as the proxyholder thinks fit in respect to a resolution not requiring a box to be marked to expressly authorise the use of the undirected votes, or where there is a requirement to mark a box to expressly authorise the use of the undirected votes for a resolution (remuneration related) and the box has been marked.

OPEN – CONDITIONAL

The Open-Conditional votes may eventuate from one of the following situations:

Situation 1 - Undirected votes on remuneration related resolutions given to a proxyholder (other than the Chairman of the Meeting), where a box on a proxy form is required to be marked to expressly authorise the Chairman of the Meeting the use of the undirected votes and the said box was not marked. Votes in this category can only be voted by the proxyholder if they are in attendance at the meeting. If the proxyholder does not attend the meeting the votes cannot be given to the Chairman of the Meeting by way of the ‘or Failing’ clause on the proxy form as the box to expressly authorise the use of these votes has not been marked.

Situation 2 - Undirected votes on remuneration related resolutions given to a proxyholder (other than the Chairman of the Meeting) who is a Key Management Personnel (KMP) of the company or a Closely Related Party of the KMP. In addition where a box is required to be marked on the proxy form to expressly authorise the Chairman of the Meeting the use of the undirected votes and the said box was marked. Votes in this category cannot be voted by the proxyholder if they register their attendance at the meeting. However, if the proxyholder does not attend the meeting the votes will be given to the Chairman of the Meeting by way of the ‘or Failing’ clause on the proxy form as the box to expressly authorise the use of these votes has been marked.

Situation 3 - The conditionality also recognises undirected votes on remuneration related resolutions given to a proxyholder who is a Key Management Personnel (KMP) of the company or a Closely Related Party of the KMP, where no box is required to be marked on the proxy form to expressly authorise the Chairman of the Meeting the use of the undirected votes. Votes in this category cannot be voted by the proxyholder if they are in attendance at the meeting. However, if the proxyholder does not attend the meeting the votes are given to the Chairman of the Meeting by reason of the ‘or Failing’ clause and those votes can be voted by the Chairman of the Meeting.

OPEN – UNUSABLE (Remuneration related resolutions only)

An undirected vote given to the Chairman of the Meeting where a tick box to expressly authorise the use of the undirected votes has not been marked. This category also includes undirected votes given to a proxyholder who is a Key Management Personnel (KMP) or a Closely Related Party of the KMP and the box to expressly authorise the use of the undirected votes has not been marked.

ABSTAIN

A direction to the proxyholder to abstain from voting on the resolution. These votes will not be counted in computing the required majority on a poll.

EXCLUDED

Votes of holders who have appointed a proxy where the holder is prohibited from voting on a resolution due to a Voting Exclusion that may apply either to the registered holder or to a class of holders. If the excluded holders are identified by registered name and address (or a class of holding) they can be ‘marked’ in the voting file as being excluded from voting on the resolution and their votes in respect to that resolution will be classified as ‘Excluded’.

Please note: Voting forms have been recorded and audited. The figures above can now be regarded as final.

| CERTAINTY | INGENUITY | ADVANTAGE |

HAVILAH RESOURCES LIMITED

2017 ANNUAL GENERAL MEETING

CHAIRMAN’S ADDRESS

Mr Ken Williams, Chairman, Havilah Resources Limited

Welcome to the 2017 Annual General Meeting of Havilah Resources Limited.

It is fair to say that it has been a year with mixed results for Havilah with the Company facing some significant challenges, but we have also made many enhancements to our business and have posted a number of significant achievements which will stand us in very good stead for the longer term.

We have worked extremely hard to overcome the challenges of being a small one‐mine company navigating the challenging transition from an explorer, which is a relatively simple business model, to becoming a miner and project developer, which involves a great deal more complexity and requires considerably more people, resources and management expertise.

I am proud to report that the Havilah team has resolutely worked through the many challenges that we have faced and has continued to make significant progress on numerous fronts in our plan to grow and realise the value of our multi commodity portfolio. These include:

• Significant progress in the Kalkaroo PFS and building of the relationship with our partner Wanbao Mining Limited;

• Substantial progress towards finalisation of the Native Title Agreement in relation to Kalkaroo;

• Greater definition of the Mutooroo Project as part of our Copper Growth Strategy which has resulted in promising engagement with potential partners;

• Greenfields exploration success at Crozier’s Dam;

• Restructure of the 50:50 Portia revenue sharing arrangement to a 15% gold revenue stream, which reduces financial exposure for Havilah, potentially extends the current mine life and allow us to focus more intently on our Copper Growth Strategy;

• Reaching agreement with CMC our partner at Portia for joint funding of a feasibility study for the development of North Portia; and

• Continued preservation and enhancement of our extensive exploration portfolio.

The changes we have made also include moving to new premises more suitable for growth, transitioning to a new management structure to allow for better focus on project development and implementation of Board renewal.

Whilst it must be acknowledged that the Portia gold mine has not produced the amount of net revenue that we had hoped for over the last two years, it has nevertheless funded all the activities described above, and we have achieved all of this without relying on shareholders for support during the 2017 financial year ‐ and have not had a major capital raising since 2014. We also remain debt fee.

Through developing the Portia Gold Mine we have also learned many invaluable lessons and accumulated important data and experience that has been incorporated into, and better informed, the Kalkaroo PFS and will guide us as we develop a mining plan for North Portia.

Despite our best efforts, and perhaps because of our focus on operational matters, we have lost some traction in the share market and the share price is currently at a level that directors and some analysts firmly believe does not reflect the underlying value of our portfolio of projects.

We cannot control market sentiment or the share price, so we will continue to focus on what we can control and deliver, and we will concentrate on what will add value to Havilah’s resource assets. But that said, in 2018, with our new leadership at management and board level, we will be in a better position to redouble our efforts to tell the Havilah story and engage with a wider range of investors.

More detail on the full range of our activities is provided in the Annual Report and Financial Statements. For those who do not have a copy I believe some copies have been made available for you here today. There will be an opportunity for questions on the Annual Report and Financial Statements later in the meeting.

Thank you to shareholders for your continuing support, particularly those that participated in the recent rights issue and thank you for making the time to be here today.

The AGM is a very important date in our calendar and we always look forward to feedback and questions from shareholders during the formal meeting and afterwards over a cup of tea.

It will also be an opportunity for you to farewell our retiring director Paul Mertin and I would like to take this opportunity to thank Paul for his important contribution over the last four years.

You can also meet our new director Mr Mark Stewart. Details of Mr Stewart’s extensive and valuable experience is contained in our ASX release made yesterday.

I will now hand over to our new Chief Executive Officer, Walter Richards, for a presentation which will provide a more detailed overview of our operations and strategy.