JX Energy Ltd. — Proxy Solicitation & Information Statement 2018

Apr 27, 2018

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

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Persta Resources Inc.

(incorporated under the laws of Alberta with limited liability)

(Stock code: 3395)

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD AT 2:00 P.M. ON JUNE 8, 2018 (HONG KONG TIME)

NOTICE IS HEREBY GIVEN that an annual general and special meeting (the ‘‘Meeting’’) of the shareholders (the ‘‘Shareholders’’) of common shares (‘‘Common Shares’’) of Persta Resources Inc. (‘‘Persta’’ or the ‘‘Company’’) will be held at 24/F, Admiralty Centre 1, 18 Harcourt Road, Hong Kong, on June 8, 2018, at 2:00 p.m. (Hong Kong time) for the following purposes:

1. to receive the audited financial statements of the Company as at and for the year ended December 31, 2017 together with the report of the auditors thereon;

2. to fix the number of directors of the Company to be elected at the Meeting at five;

3. to consider and, if thought advisable, to elect, each as a separate resolution, the following directors of the Company for the ensuing year:

   • (a) Mr. Le Bo as an executive director of the Company;

   • (b) Mr. Yuan Jing as a non-executive director of the Company;

   • (c) Mr. Richard Dale Orman as an independent non-executive director of the Company;

   • (d) Mr. Bryan Daniel Pinney as an independent non-executive director of the Company; and

   • (e) Mr. Peter David Robertson as an independent non-executive director of the Company;

4. to consider and, if thought advisable, to re-appoint KPMG LLP, Chartered Professional Accountants, as auditors of the Company and to authorize the directors of the Company to fix their remuneration;

5. to consider and, if thought advisable, to pass, with or without variation, an ordinary resolution approving the Company’s stock option plan, as more particularly described in the accompanying Circular;

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1. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution granting the board a general and unconditional mandate to allot, issue and otherwise deal with the Common Shares allotted or agreed to be allotted not exceeding twenty percent (20%) of the aggregate issued and outstanding share capital of the Company as at the date of passing of such resolution (the ‘‘Issuing Mandate’’), as more particularly described in the accompanying Circular;

2. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution granting the board a general and unconditional mandate to exercise all the power of the Company to repurchase Common Shares not exceeding ten percent (10%) of the aggregate issued and outstanding share capital of the Company as at the date of passing of such resolution (the ‘‘Share Repurchase Mandate’’), as more particularly described in the accompanying Circular;

3. to consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution granting the board a general and unconditional mandate to extend the Issuing Mandate by the aggregate number of the Common Shares repurchased by the Company pursuant to the exercise of the Share Repurchase Mandate, provided that such extended amount shall not exceed 10% of the aggregate issued and outstanding share capital of the Company as at the date of passing of this resolution, as more particularly described in the accompanying Circular; and

4. to transact such further or other business as may properly come before the Meeting or any adjournment or adjournments thereof.

The accompanying Management Information Circular (the ‘‘Circular’’) provides additional information relating to the matters to be dealt with at the Meeting.

Only Shareholders of record as at 4:30 p.m. on April 24, 2018 (Hong Kong Time) and 2:30 a.m. on April 24, 2018 (Calgary Time) (the ‘‘Record Date’’) will be entitled to vote at the Meeting, unless that Shareholder has transferred any Common Shares subsequent to that date and the transferee Shareholder, not later than 10 days before the Meeting, establishes ownership of the Common Shares and demands that the transferee’s name be included on the list of Shareholders entitled to vote at the Meeting, in which case such transferee shall be entitled to vote such Common Shares at the Meeting. To ensure that there is no risk that any of the Common Shares will be voted twice, the transferee must provide written evidence to the Company including, without limitation, providing properly endorsed certificates evidencing the transfer of such Common Shares or having otherwise established ownership of such Common Shares, written evidence of the identification of the relevant transferor and written evidence that the relevant transferor has not and will not exercise their right to vote either by proxy or in person at the Meeting. The Company may refuse the demand by a transferee to be included in the list of Shareholders entitled to vote at the Meeting if the transferee cannot demonstrate to the Company with sufficient certainty that the relevant Common Shares have not already been voted by proxy or will be voted by the relevant transferor at the Meeting.

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Shareholders who receive this Circular and other accompanying Meeting materials from the Company’s branch share registrar in Hong Kong, being Computershare Hong Kong Investor Services Limited, and who are unable to be present at the Meeting are requested to date and sign the enclosed form of proxy and return it to Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, in the enclosed envelope provided for that purpose, so that it is received during regular business hours no later than 48 hours, excluding Saturdays, Sundays and public holidays in Hong Kong, prior to the time of the Meeting, or any adjournment thereof. If a Shareholder is registered as a member of the Company on the register of members in Hong Kong on the Record Date, such Shareholder’s records are currently maintained on the Hong Kong register and such Shareholder’s proxy should be deposited in accordance with the instructions set out in this paragraph.

Shareholders who receive this Circular and other accompanying Meeting materials from the Company’s principal share registrar in Canada, being Computershare Trust Company of Canada, and who are unable to be present at the Meeting, are requested to date and sign the enclosed form of proxy and return it to Computershare Trust Company of Canada, Proxy Department, 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1, Canada, in the enclosed envelope provided for that purpose, so that it is received no later than 48 hours (Toronto time) (excluding Saturdays, Sundays and holidays) prior to the time of the Meeting or any adjournment thereof. Registered shareholders may submit their voting instructions online at www.investorvote.com or by phone at 1-866-732-VOTE (8683) (toll free within North America) or 1-312-588-4290 (outside North America). Shareholders are cautioned that the use of mail to transmit proxies is at each shareholder’s risk. If a Shareholder acquired its Common Shares prior to the Record Date and is registered as a Shareholder on the register of Shareholders in Canada on the Record Date, such Shareholder’s records are currently maintained on the Canadian register and such Shareholder’s proxy should be deposited in accordance with the instructions set out in this paragraph.

In order to be valid, your proxy or voting instructions must be received in each case no later than 48 hours (excluding Saturdays, Sundays and holidays) before the Meeting or any adjournment thereof.

BY ORDER OF THE BOARD

Signed: ‘‘Le Bo’’

Le Bo Chairman of the Board and President and Chief Executive Officer

Calgary, Alberta, April 30, 2018.

As at the date of this notice, the Board consists of Mr. Le Bo as executive director; Mr. Yuan Jing as non-executive director; and Mr. Richard Dale Orman, Mr. Bryan Daniel Pinney, and Mr. Peter David Robertson as independent nonexecutive directors.

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