KRAKATOA RESOURCES LIMITED — Proxy Solicitation & Information Statement 2018

Jun 12, 2018

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NOTICE OF GENERAL MEETING

The General Meeting of the Company will be held at the offices of the Company, at Level 11, 216 St Georges Terrace, Perth, Western Australia on Friday, 13 July 2018 at 10.00am (WST).

The Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting.

Should you wish to discuss any matter please do not hesitate to contact the Company Secretary by email on david@miningcorporate.com.au.

Shareholders are urged to attend or vote by lodging the proxy form attached to the Notice.

A C N 1 5 5 2 3 1 5 7 5

KRAKATOA RESOURCES LIMITED

NOTICE OF GENERAL MEETING

Notice is hereby given that the General Meeting of Shareholders of Krakatoa Resources Limited ( Company ) will be held at the offices of the Company, at Level 11, 216 St Georges Terrace, Perth, Western Australia on Friday, 13 July 2018 at 10.00am (WST) ( Meeting ).

The Explanatory Memorandum provides additional information on matters to be considered at the Meeting. The Explanatory Memorandum and the Proxy Form form part of the Notice.

The Directors have determined pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered as Shareholders of the Company on Wednesday, 11 July 2018 at 5.00pm (WST).

Terms and abbreviations used in the Notice are defined in Schedule 1.

AGENDA

1. Resolution 1 – Ratification of prior issues of Securities

To consider and, if thought fit, to pass with or without amendment, each as a separate ordinary resolution the following:

"That, pursuant to and in accordance with Listing Rule 7.4 and for all other purposes, Shareholders ratify the following issues of securities as follows:

• (a) 5,000,000 Placement Shares issued under Listing Rule 7.1;

• (b) 10,000,000 Placement Shares issued under Listing Rule 7.1A;

• (c) 2,500,000 Consideration Shares issued under Listing Rule 7.1;

• (d) 2,500,000 Consideration Options issued under Listing Rule 7.1; and

• (e) 2,000,000 Facilitator Options issued under Listing Rule 7.1.

on the terms and conditions in the Explanatory Memorandum."

Voting Exclusion

In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of this Resolution by or on behalf of a person who participated in the issue of the Securities or an associate of that person (or those persons).

However, the Company need not disregard a vote if:

• (a) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (b) it is cast by the Chairperson as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

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2. Resolution 2 – Approval to issue Future Placement Shares

To consider and, if thought fit, to pass with or without amendment the following resolution as an ordinary resolution:

"That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to that number of Shares, when multiplied by the issue price, will raise up to $1,500,000 on the terms and conditions set out in the Explanatory Memorandum."

Voting Exclusion

In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of this Resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of Shares), or their respective associates.

However, the Company need not disregard a vote if:

• (a) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (b) it is cast by the Chairperson as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

BY ORDER OF THE BOARD

David Palumbo Company Secretary Krakatoa Resources Limited Dated: 11 June 2018

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KRAKATOA RESOURCES LIMITED

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EXPLANATORY MEMORANDUM

1. Introduction

The Explanatory Memorandum has been prepared for the information of Shareholders in connection with the business to be conducted at the Meeting to be held at the offices of the Company, at Level 11, 216 St Georges Terrace, Perth, Western Australia on Friday, 13 July 2018 at 10.00am (WST).

The Explanatory Memorandum forms part of the Notice which should be read in its entirety. The Explanatory Memorandum contains the terms and conditions on which the Resolutions will be voted.

The Explanatory Memorandum includes the following information to assist Shareholders in deciding how to vote on the Resolutions:

Section 2	Action to be taken by Shareholders
Section 3	Resolution 1- Ratification of prior issues of Securities
Section 4	Resolution 2 - Approval to issue Future Placement Shares
Schedule 1	Definitions
Schedule 2	Terms and conditions of Options

A Proxy Form is located at the end of the Explanatory Memorandum.

2. Action to be taken by Shareholders

Shareholders should read the Notice including the Explanatory Memorandum carefully before deciding how to vote on the Resolutions.

2.1 Voting in person

To vote in person, attend the Meeting on the date and at the place set out above.

2.2 Proxies

• (a) Voting by proxy

A Proxy Form is attached to the Notice. This is to be used by Shareholders if they wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited and encouraged to attend the Meeting or, if they are unable to attend in person, sign and return the Proxy Form to the Company in accordance with the instructions thereon. Lodgement of a Proxy Form will not preclude a Shareholder from attending and voting at the Meeting in person.

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Please note that:

• (i) a member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy;

• (ii) a proxy need not be a member of the Company; and

• (iii) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion or number is not specified, each proxy may exercise half of the votes.

The enclosed Proxy Form provides further details on appointing proxies and lodging Proxy Forms.

• (b) Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

• (i) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed);

• (ii) if the proxy has 2 or more appointments that specify different ways to vote on the resolution – the proxy must not vote on a show of hands;

• (iii) if the proxy is the chair of the meeting at which the resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e. as directed); and

• (iv) if the proxy is not the chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

• (c) Transfer of non-chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

• (i) an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members;

• (ii) the appointed proxy is not the chair of the meeting;

• (iii) at the meeting, a poll is duly demanded on the resolution; and

• (iv) either the proxy is not recorded as attending the meeting or the proxy does not vote on the resolution,

the chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.

.

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3. Resolution 1 - Ratification of prior issues of Securities

3.1 Background

On 5 April 2018 the Company announced that it had entered into an agreement with CBLT Inc ( Vendor ) to acquire two claim blocks prospective for cobalt-silver mineralisation located in the Gowganda area of north eastern Ontario ( Acquisition ). Details of the claims are contained in the announcement.

The consideration payable to the Vendor for the Acquisition is comprised of the following:

• (a) cash payment of $50,000 on execution of the agreement (this has been paid);

• (b) issue of 2,500,000 Shares at a deemed issue price of $0.035 per Share ( Consideration Shares );

• (c) issue of 2,500,000 listed Options on the terms and conditions set out in Schedule 2 ( Consideration Options ); and

• (d) net smelter return of 2% upon commercial production.

In addition, the Company agreed to issue 2,000,000 listed Options on the terms and conditions set out in Schedule 2 to the facilitator of the Acquisition ( Facilitator Options ).

As part of the Acquisition, the Company also announced its intention to raise $525,000 via the issue of 15,000,000 Shares at $0.035 per Share to Sophisticated and Professional Investors ( Placement Shares ). The $525,000 will be used towards the proposed exploration program or the new assets, future acquisition opportunities and working capital.

Further to the 5 April 2018 announcement, the following Securities have been issued pursuant to the Company's 15% annual limit permitted under Listing Rule 7.1, without the need for Shareholder approval:

• (a) 5,000,000 of the Placement Shares on 9 April 2018;

• (b) Consideration Shares and Consideration Options on 31 May 2018; and

• (c) Facilitator Options on 31 May 2018.

The other 10,000,000 of the Placement Shares were issued on 9 April 2018 pursuant to the 10% annual limit permitted under Listing Rule 7.1A, without the need for Shareholder approval.

3.2 General

Resolution 1 seeks Shareholder ratification pursuant to Listing Rule 7.4 for the issue of the Placement Shares, Consideration Shares, Consideration Options and Facilitator Options.

3.3 Listing Rules 7.1 and 7.1A

Listing Rule 7.1 provides that a company must not, subject to specified exceptions, issue or agree to issue more Equity Securities during any 12 month period than that

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amount which represents 15% of the number of fully paid ordinary securities on issue at the commencement of that 12 month period.

Listing Rule 7.1A provides that an eligible entity may seek shareholder approval at its annual general meeting to allow it to issue Equity Securities comprising up to 10% of its issued capital. The Company obtained this approval at its annual general meeting held on 24 October 2017.

3.4 Listing Rule 7.4

Listing Rule 7.4 provides an exception to Listing Rules 7.1 and 7.1A. It provides that where a company in general meeting ratifies the previous issue of securities made pursuant to Listing Rules 7.1 and 7.1A (and provided that the previous issue did not breach Listing Rules 7.1 and 7.1A), those securities will be deemed to have been made with shareholder approval for the purpose of Listing Rules 7.1 and 7.1A, as applicable.

The effect of Resolution 1 will be to allow the Company to retain the flexibility to issue Equity Securities in the future up to the 15% annual placement capacity set out in Listing Rule 7.1 and the additional 10% annual placement capacity set out in Listing Rule 7.1A without the requirement to obtain prior Shareholder approval.

3.5 Specific information required by Listing Rule 7.5

Pursuant to, and in accordance with, Listing Rule 7.5, the following information is provided in relation to the ratification of the issue of the Securities under Resolution 1:

• (a) Placement Shares

• (i) a total of 15,000,000 Placement Shares were issued on 9 April 2018 comprised of:

  • (A) 5,000,000 Placement Shares issued pursuant to Listing Rule 7.1 (Resolution 1(a); and

  • (B) 10,000,000 Placement Shares issued pursuant to Listing Rule 7.1A (Resolution 1(b));

• (ii) the Placement Shares were issued for $0.035 per Share;

• (iii) the Placement Shares were issued as fully paid ordinary shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue;

• (iv) the Placement Shares were issued to Sophisticated and Professional Investors, none of whom is a related party of the Company;

• (v) the proceeds raised from the issue of the Placement Shares will be used for a proposed exploration program or the new assets, future acquisitions and working capital; and

• (vi) a voting exclusion statement is included in the Notice.

• (b) Consideration Shares and Consideration Options

• (i) a total of 2,500,000 Consideration Shares and 2,500,000 Consideration Options were issued on 31 May 2018;

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• (ii) the Consideration Shares were issued at a deemed issue price of $0.035 per Share and the Consideration Options were issued at a price of nil;

• (iii) the Consideration Shares were issued as fully paid ordinary shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue;

• (iv) the Consideration Options have an exercise price of $0.10 and expiry of 31 May 2019 and were otherwise issued on the terms and conditions set out in Schedule 2;

• (v) the Consideration Shares and Consideration Options were issued to CBLT Inc, an unrelated party of the Company;

• (vi) no funds were raised from the issue of the Consideration Shares and Consideration Options; and

• (vii) a voting exclusion statement is included in the Notice.

(c)

Facilitator Options

• (i) a total of 2,000,000 Facilitator Options were issued on 31 May 2018;

• (ii) the Facilitator Options have an exercise price of $0.10 and expiry of 31 May 2019 and were otherwise issued on the terms and conditions set out in Schedule 2;

• (iii) the Facilitator Options were issued to the facilitators (or their respective nominees) of the Acquisition, all of whom are unrelated parties of the Company;

• (iv) no funds were raised from the issue of the Facilitator Options; and

• (v) a voting exclusion statement is included in the Notice.

3.6 Additional information

Each of the resolutions which form part of Resolution 1 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of each of the resolutions which form part of Resolution 1.

The Chair intends to exercise all available proxies in favour of each of the resolutions which form part of Resolution 1.

4. Resolution 2- Approval to issue Future Placement Shares

4.1 General

Resolution 2 seeks Shareholder approval pursuant to Listing Rule 7.1 to issue up to that number of Shares, when multiplied by the issue price, will raise up to $1,500,000 ( Future Placement ).

4.2 Listing Rule 7.1

A summary of Listing Rule 7.1 is contained in Section 3.3.

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The effect of Resolution 2 will be to allow the Company to issue the Shares pursuant to the Future Placement during the period of 3 months after the Meeting (or a longer period, if allowed by the ASX), without using the Company's 15% annual placement capacity.

4.3 Specific information required by Listing Rule 7.3

Pursuant to, and in accordance with Listing Rule 7.3, the following information is provided in relation to the Future Placement:

• (a) the maximum number of Shares to be issued is up to that number of Shares which, when multiplied by the issue price, equals $1,500,000;

• (b) the Shares will be issued no later than 3 months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that issue of the Shares will occur progressively;

• (c) the issue price will be not less than 80% of the VWAP for Shares in that class calculated over the 5 days on which sales in the Shares are recorded before the day on which the issue is made or, if there is a prospectus, over the last 5 days on which sales in the securities were recorded before the date the prospectus is signed;

• (d) the Directors will determine to whom the Shares will be issued but these persons will not be related parties of the Company;

• (e) the Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company's existing Shares;

• (f) the Company intends to use the funds raised from the Future Placement towards costs of the offer, exploration on existing assets, future acquisitions, administration costs and general working capital; and

• (g) a voting exclusion statement is included in the Notice.

4.4 Dilution

The closing market price for Shares on 11 June 2018 was $0.035. The lowest issue price (ie maximum discount) of not less than 80% of this market price would be $0.028 per Share.

Set out below is a worked example of the number of Shares that may be issued under Resolution 2 based on an assumed issue price of $0.028, $0.0175 and $0.07.

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Assumed issue price	Maximum number of Shares which the Company could issue (rounded up to the nearest whole number) pursuant to Resolution 2	Current Shares on issue as at the date of this Notice	Increase in the number of Shares on issue assuming the Company issued the maximum amount pursuant to Resolution 2	Dilution effect on existing Shareholders
0.0175	85,714,285	117,500,000	73%	42%
0.028	53,571,428	117,500,000	46%	31%
0.07	21,428,571	117,500,000	18%	15%

Assuming no Options are exercised or other Shares issued and the maximum number of Shares as set out in the worked example above are issued, the number of Shares on issue would increase from 117,500,000 (being the number of Shares on issue as at the date of this Notice) to 203,214,285 and the shareholding of existing Shareholders would be diluted by 42%.

The Company notes that the above workings are an example only and the actual issue price may differ. This will result in the maximum number of Shares to be issued and the dilution percentage to also differ.

4.5 Additional Information

Resolution 2 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 2.

The Chairman intends to exercise all available proxies in favour of Resolution 2.

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Schedule 1 – Definitions

In the Notice, words importing the singular include the plural and vice versa.

$ means Australian Dollars.

Acquisition has the meaning given in Section 3.1.

ASX means the ASX Limited ABN 98 008 624 691 and where the context permits the Australian Securities Exchange operated by ASX Limited.

Board means the board of Directors of the Company.

Chair means the person appointed to chair the Meeting of the Company convened by the Notice.

Company means Krakatoa Resources Limited ACN 155 231 575.

Consideration Shares has the meaning given in Section 3.1.

Consideration Options has the meaning given in Section 3.1 and with the terms and conditions set out in Schedule 2.

Corporations Act means the Corporations Act 2001 (Cth).

Director means a director of the Company.

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

Equity Security has the same meaning as in the Listing Rules.

Facilitator Options has the meaning given in Section 3.1 and with the terms and conditions set out in Schedule 2.

Future Placement has the meaning given in Section 4.1.

Listing Rules means the listing rules of ASX.

Meeting has the meaning given in the introductory paragraph of the Notice.

Notice means this notice of general meeting.

Option means an option to acquire a Share.

Placement Shares has the meaning given in Section 3.1.

Proxy Form means the proxy form attached to the Notice.

Resolution means a resolution referred to in the Notice.

Schedule means a schedule to the Notice.

Section means a section of the Explanatory Memorandum.

Securities means all Equity Securities of the Company, including Shares and Options.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a holder of a Share.

Sophisticated and Professional Investors means sophisticated and professional investors as defined in section 708 of the Corporations Act.

Vendor has the meaning given in Section 3.1.

WST means Western Standard Time, being the time in Perth, Western Australia.

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Schedule 2 - Terms and conditions of Options

Each of the Options will be granted on the following terms and conditions:

1. Entitlement

Each Option entitles the holder to subscribe for one Share upon exercise of the Option.

2. Exercise Price and Expiry Date

The Consideration Options and Facilitation Options will have an exercise price of $0.10 ( Exercise Price ) and an expiry date of 5:00pm (WST) on 31 May 2019 ( Expiry Date ).

Options not exercised before the Expiry Date will automatically lapse on the Expiry Date.

3. Exercise Period

The Options are exercisable at any time on or prior to the Expiry Date ( Exercise Period ).

4. Notice of Exercise

The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate ( Notice of Exercise ) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

5. Exercise Date

A Notice of Exercise is only effective on and from the later of the date of receipt of the Notice of Exercise and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds ( Exercise Date ).

6.

Quotation of Shares issued on exercise

Application will be made by the Company to ASX for quotation of the Shares issued upon the exercise of the Options.

7.

Timing of issue of Shares on exercise

After an Option is validly exercised, the Company must, within, 15 Business Days of receipt of the Notice of Exercise and receipt of cleared funds equal to the Exercise Price of the exercised Option:

• (a) issue the Share; and

• (b) do all such acts, matters and things to obtain the grant of official quotation of the Share on ASX no later than 10 Business Days after issuing the Share.

8.

Shares issued on exercise

Shares issued on exercise of the Options rank equally with the then issued shares of the Company.

9.

Reconstruction of capital

In the event of any reconstruction (including consolidation, subdivision, reduction or

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return of capital) of the issued capital of the Company prior to the Expiry Date, all rights of the Option holder will be varied in accordance with the Listing Rules.

10. Participation in new issues

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options.

11. Change in exercise price

The Company may change the exercise price of the Options or the number of Shares over which the Options are exercisable in the event of the Company making a pro-rata issue of Shares or other securities to the holders of Shares in the Company (other than a bonus issue) in accordance with Listing Rule 6.22.2A.

12. Adjustment for bonus issues

If the Company makes a bonus issue of Shares or other securities to existing Shareholders (other than an issue in lieu or in satisfaction, of dividends or by way of dividend reinvestment):

• (a) the number of Shares which must be issued on the exercise of an Option will be increased by the number of Shares which the holder would have received if the holder of the Options had exercised the Option before the record date for the bonus issue; and

• (b) no change will be made to the Option exercise price.

13. Transferability

The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws.

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Krakatoa Resources Limited ABN 39 155 231 575

Lodge your vote:

By Mail:

Krakatoa Resources Limited GPO Box 2517 Perth WA 6831

KTA

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

Alternatively you can fax your form to (within Australia) 08 9463 6103 (outside Australia) +61 8 9463 6103

For all enquiries call:

(within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000

Proxy Form

XX

 For your vote to be effective it must be received by 10:00am (WST) Wednesday, 11 July 2018

How to Vote on Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

A proxy need not be a securityholder of the Company.

Signing Instructions

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, 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 sign in the appropriate place to indicate the office held. Delete titles as applicable.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate securityholder or proxy is to attend the meeting you will need to provide the appropriate “Certificate of Appointment of Corporate Representative” prior to admission. A form of the certificate may be obtained from Computershare or online at www.investorcentre.com under the help tab, "Printable Forms".

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

 Turn over to complete the form

 www.investorcentre.com

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SRN/HIN: I9999999999

 PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

Samples/000001/000001/i12

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

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
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Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ‘ X ’) should advise your broker of any changes.

I 9999999999 I ND

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Proxy Form

Please mark

to indicate your directions

Appoint a Proxy to Vote on Your Behalf

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XX
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I/We being a member/s of Krakatoa Resources Limited hereby appoint

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the Chairman of the Meeting

OR

 PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

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 to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the General Meeting of Krakatoa Resources Limited to be held at the offices of the Company, at Level 11, 216 St Georges Terrace, Perth, Western Australia on Friday, 13 July 2018 at 10:00am (WST) and at any adjournment or postponement of that meeting.

Items of Business  PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

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For Against Abstain
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Resolution 1a Ratification of prior issues of Securities - 5,000,000 Placement Shares issued under Listing Rule 7.1

Resolution 1b Ratification of prior issues of Securities - 10,000,000 Placement Shares issued under Listing Rule 7.1A

Resolution 1c Ratification of prior issues of Securities - 2,500,000 Consideration Shares issued under Listing Rule 7.1 Resolution 1d Ratification of prior issues of Securities - 2,500,000 Consideration Options issued under Listing Rule 7.1 Resolution 1e Ratification of prior issues of Securities - 2,000,000 Facilitator Options issued under Listing Rule 7.1 Resolution 2 Approval to issue Future Placement Shares

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The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chairman of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

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SIGN
Signature of Securityholder(s) This section must be completed.
Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact
Contact Daytime
Name Telephone Date / /
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