IONEER LTD — AGM Information 2012

Oct 18, 2012

Notice of Annual General Meeting

Notice is given that the Annual General Meeting of Shareholders of Global Geoscience Limited (Company) will be held as follows:

Date:	22 November 2012
Time∶	10:00 am
Venue:	BDJ Partners Level 13, 122 Arthur Street, North Sydney, NSW

Business

Financial Statements and Reports

To receive and consider the Financial Statements of the Company and the Reports of the Directors and Auditor for the financial year ended 30 June 2012.

$\mathbf{1}$ Remuneration Report

To consider, and if thought fit, to pass the following resolution as a non-binding resolution:

"In accordance with Section 250R of the Corporations Act, that the Company adopt the Remuneration Report as set out in the Directors' Report."

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

Voting Prohibition Statement:

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

• a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or
• b) a Closely Related Party of such a member.

However, a person described above may vote on this Resolution if:

a) the person does so as a proxy appointed by writing that specifies how the proxy is to vote on the Resolution; and

b) the vote is not cast on behalf of a person described in sub-paragraphs (a) or (b) above.

$2.$ Re-election of Director - Mr Patrick Elliott

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

"That Mr Patrick Elliott, who retires by rotation in accordance with the Company's Constitution and, being eligible, offers himself for re-election, be re-elected as a Director of the Company."

Ratification of Share Issue $3.$

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

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, the prior issue of 14,200,000 Shares at an issue price of \$0.06 per Share as described in the Explanatory Statement is approved."

ASX Listing Rules 7.1 and 7.4 are relevant to this resolution.

Note: The Company will disregard any votes cast on this resolution by any of the subscribers for these Shares and any of their associates.

However, the Company need not disregard a vote if:

• it is cast by a person as proxy for a person who is entitled to vote, in accordance with the $(a)$ directions on the proxy form; or
• it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in $(b)$ accordance with the direction on the proxy form to vote as the proxy decides.

Ratification of Share Issue $\boldsymbol{A}$

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

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, the prior issue of 5,000,000 Shares at an issue price of \$0.065 per Share as described in the Explanatory Statement is approved."

ASX Listing Rules 7.1 and 7.4 are relevant to this resolution.

Note: The Company will disregard any votes cast on this resolution by any of the subscribers for these Shares and any of their associates.

However, the Company need not disregard a vote if:

• it is cast by a person as proxy for a person who is entitled to vote, in accordance with the $(a)$ directions on the proxy form; or
• it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in $(b)$ accordance with the direction on the proxy form to vote as the proxy decides.

5. Questions and comments by Shareholders

In accordance with the Corporations Act 2001. Shareholders will be given the opportunity to ask questions about, or make comments on, the management of the Company at the Annual General Meeting.

Annual report online

In accordance with amendments to the Corporations Act, the Company is no longer required to provide a hard copy of the Company's annual financial report to Shareholders unless a Shareholder has specifically elected to receive a printed copy. These amendments may result in reducing the Company's printing costs. The 2012 Annual Report for the Company is available on the Company's website at www.globalgeo.com.au.

Other Information

An Explanatory Memorandum accompanies and forms part of this Notice of Annual General Meeting.

All Shareholders should read the Explanatory Memorandum carefully and in its entirety. Shareholders who are in doubt regarding any part of the business of the Meeting should consult their financial or legal adviser for assistance.

Proxies

A Shareholder entitled to attend and vote at this Meeting is entitled to appoint not more than 2 proxies to attend and vote in his/her stead.

A proxy need not be a Shareholder of the Company.

If the Shareholder appoints 2 proxies, the Shareholder may specify the proportion or number of votes each proxy is entitled to exercise. If no proportion or number of votes is specified, each proxy may exercise half of the votes. If the specified proportion or number of votes exceeds that which the Shareholder is entitled to, each proxy may exercise half of the Shareholder's votes. Any fractions of votes brought about by the apportionment of votes to a proxy will be disregarded.

Proxies must be:

• lodged by posting them or delivering them by hand to the address specified below; or $(a)$
• received at the fax number specified below, $(b)$

not later than 48 hours before the Meeting ie. 10:00 am (Sydney time) on 20 November 2012.

Address: Global Geoscience Limited Postal address: Global Geoscience Limited Suite 203 Suite 203 161 Walker Street 161 Walker Street North Sydney NSW 2060 North Sydney NSW 2060

Fax number: (02) 9922 4004

A form of proxy is provided with this Notice.

Entitlement to Vote

In accordance with section $1074E(2)(g)(i)$ of the Corporations Act and regulation 7.11.37 of the Corporations Regulations, the Company has determined that for the purposes of the meeting all shares in the capital of the Company will be taken to be held by the persons who held them as registered holders at 7.00pm (Sydney Time) on 20 November 2012. Accordingly, share transfers registered after that time will be disregarded in determining entitlements to attend and vote at the Meeting.

By order of the Board

for no

Ms Joanna Morbey Company Secretary 19^th October 2012

Global Geoscience Limited (ACN 098 564 606) Explanatory Memorandum

This Explanatory Memorandum sets out further information regarding the proposed resolutions to be considered by Shareholders of Global Geoscience Limited (Company) at the 2012 Annual General Meeting (AGM) to be held commencing 10.00 am on Thursday, 22 November 2012, at the offices of BDJ Partners, Level 13, 122 Arthur Street, North Sydney NSW. The Directors recommend that Shareholders read this Explanatory Statement before determining whether or not to support the Resolutions.

Financial Report and Reports of the Directors and Auditors

As required by section 317 of the Corporations Act, the Financial Report of the Company, Directors' Report and Auditor's Report for the most recent financial year will be laid before the meeting. Shareholders will be provided with the opportunity to ask questions about the reports, or the Company generally. The auditor of the Company will be available at the meeting to answer any questions in relation to the Auditor's Report or the conduct of the audit of the Financial Report.

Resolution 1: Remuneration Report

Resolution 1 provides Shareholders the opportunity to vote on the Company's Remuneration Report. Under Section 250R(2) of the Corporations Act, the Company must put the adoption of its Remuneration Report to the vote at its Annual General Meeting. The Remuneration Report is contained in the Directors' Report commencing at page 16. This vote is advisory only and does not bind the Directors or the Company.

Under changes to the Corporations Act which came into effect on 1 July 2011, if at least 25% of the votes cast on Resolution 1 are voted against adoption of the Remuneration Report at the Annual General Meeting, and then again at the following annual general meeting (Following AGM), the Company will be required to put to Shareholders a resolution proposing the calling of a general meeting to consider the appointment of directors of the Company (Spill Resolution).

If more than 50% of Shareholders vote in favour of the Spill Resolution, the Company must convene the general meeting (Spill Meeting) within 90 days of the Following AGM. All of the Directors who were in office when the Company's Directors' report was approved, other than the managing director of the Company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting. Following the Spill Meeting those persons whose election or re-election as Directors is approved will be the Directors of the Company.

It is noted that at the Company's 2011 AGM, the votes cast against the Remuneration Report was less that 25% and accordingly a Spill Resolution is not required for this AGM.

The remuneration report sets out the Company's remuneration arrangements for the Directors and senior management of the Company. The remuneration report is part of the Directors' report contained in the annual financial report of the Company for the financial year ending 30 June 2012. A reasonable opportunity will be provided for discussion of the remuneration report at the Annual General Meeting.

Resolution 2: Re-election of Director

Under Rule 6.4 of the Company's Constitution one third of the Company's Directors or the number nearest to one-third, of the Company's longest serving Directors since the last election or re-election, and not including a Director appointed by the remaining Directors either to fill a casual vacancy or as an addition to the existing Directors, must retire unless re-elected. Each retiring Director is eligible for re-election in accordance with the Listing Rules and the Company's Constitution.

Resolution 2 provides for the re-election of Mr Patrick Elliott as a Director of the Company in accordance with the Company's Constitution.

The Directors support the re-election of Mr Patrick Elliott and recommend that you vote in favour of Resolution 2.

Resolution 3: Ratification of Share Issue

On 17th February 2012 the Company announced that it had raised \$852,000 through the issue of 14,200,000 Shares at an issue price of \$0.06 per Share to Osisko Mining Corporation (Osisko).

Resolution 3 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of these Shares.

Listing Rule 7.1 restricts the number of equity securities that a listed company may issue in any 12 month period, without shareholder approval, to 15% of the number of ordinary securities on issue at the start of the period, subject to certain adjustments and permitted exceptions. In calculating the 15% limit, the entity is entitled to deduct any ordinary securities issued in the 12 month period that were issued with the approval of shareholders for the purposes of Listing Rule 7.1.

Listing Rule 7.4 provides that where a company in general meeting ratifies the previous issue of securities made without approval under Listing Rule 7.1, those securities shall be deemed to have been made with shareholder approval for the purpose of Listing Rule 7.1.

Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to this issue:

• 14,200,000 Shares were allotted; $(a)$
• the issue price was \$0.06 per Share; $(b)$
• the Shares issued are fully paid ordinary shares in the capital of the Company issued on the $(c)$ same terms and conditions as the Company's existing Shares;
• the Shares were allotted and issued to Osisko Mining Corporation, who is not related to the $(d)$ Company; and
• the funds raised from this issue have been or will be used by the Company to undertake $(e)$ exploration activities of gold and copper-gold projects in Peru and North America and for working capital purposes.

The Directors unanimously recommend that Shareholders vote in favour of this Resolution.

Resolution 4: Ratification of Share Issue

On 29^th February 2012, the Company announced that it had raised \$325,000 through the issue of 5,000,000 Shares at an issue price of \$0.065 per Share to Wisevest Pty Limited (Wisevest).

Resolution 4 seeks Shareholder ratification pursuant to ASX Listing Rule 7.4 for the issue of these Shares.

Listing Rule 7.1 restricts the number of equity securities that a listed company may issue in any 12 month period, without shareholder approval, to 15% of the number of ordinary securities on issue at the start of the period, subject to certain adjustments and permitted exceptions. In calculating the 15% limit, the entity is entitled to deduct any ordinary securities issued in the 12 month period that were issued with the approval of shareholders for the purposes of Listing Rule 7.1.

Listing Rule 7.4 provides that where a company in general meeting ratifies the previous issue of securities made without approval under Listing Rule 7.1, those securities shall be deemed to have been made with shareholder approval for the purpose of Listing Rule 7.1.

Pursuant to and in accordance with ASX Listing Rule 7.5, the following information is provided in relation to this issue:

• $(f)$ 5.000.000 Shares were allotted:
• the issue price was \$0.065 per Share; $(g)$
• $(h)$ the Shares issued are fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company's existing Shares;
• the Shares were allotted and issued to Wisevest Pty Limited, who is not related to the $(i)$ Company; and
• $(i)$ the funds raised from this issue have been or will be used by the Company to undertake exploration activities of gold and copper-gold projects in Peru and North America and for working capital purposes.

The Directors unanimously recommend that Shareholders vote in favour of this Resolution.

GLOSSARY

In this Notice and Explanatory Memorandum:

AGM means the Annual General Meeting of the Company to be held on 22 November 2012.

Board means the board of directors of the Company.

Company means Global Geoscience Limited, ABN 76 098 564 606

Constitution means the constitution of the Company.

Director means a director of the Company.

Explanatory Memorandum means the explanatory memorandum which forms part of the Notice of the AGM.

Key Management Personnel has the same meaning as in the accounting standards and broadly includes those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company.

Listing Rule means the listing rules of the ASX Limited.

Notice means the notice of the AGM including the Explanatory Memorandum and all annexures to those documents.

Rule means a rule of the Constitution.

Share means an ordinary share in the capital of the Company.

Shareholder means a holder of a Share.

aloba Seoscience

Name and Address

Global Geoscience Limited

ABN 76 098 564 606

FOR ALL ENQUIRIES CALL: (within Australia) 1300 737 760

(outside Australia) +61 2 9290 9600

FACSIMILE +61 2 9922 4004

ALL CORRESPONDENCE TO:

Global Geoscience Limited Suite 203 161 Walker Street North Sydney NSW 2060

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 10:00 am AEDT TUESDAY 20TH NOVEMBER 2012

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:

• complete two Proxy Forms. On each Proxy Form state the percentage $(a)$ 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 sian.

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 10:00am AEDT on Thursday, 22^nd November 2012. Any Proxy Form received after that time will not be valid for the scheduled meeting. Proxies may be lodged:

• BY MAIL -Global Geoscience Limited, Suite 203, 161 Walker Street North Sydney NSW 2060 Australia
• BY FAX - $+61299224004$

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 Global Geoscience Limited and entitled to attend and vote hereby appoint

	the Chairman of the Meeting (mark with an 'X')	ጋR	--------
--	---------------------------------------------------------	----	----------	--

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 Global Geoscience Limited to be held at BDJ Partners, Level 13, 122 Arthur Street, North Sydney, NSW 2060 on Thursday the 22^nd November 2012 at 10:00 am AEDT 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 resolution 1, 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. By marking this box I/we acknowledge the Chairman of the Meeting can exercise my/our proxy even though he has an interest in the outcome of the resolution and unless a specific voting direction has been specified below, the Chairman of the Meeting is directed to vote in accordance with his voting intention as set out below.

The Chair will vote all undirected proxies in favour of resolution 1

STEP 2 - Voting directions to your Proxy – please mark 图 to indicate your directions

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.

Individual or Securityholder 1	Securityholder 2	Securityholder 3
Sole Director and Sole Company Secretary	Director		Director/Company Secretary
Contact Name .	Contact Daytime Telephone			/ 2012