LATROBE MAGNESIUM LIMITED — Proxy Solicitation & Information Statement 2024

Jul 7, 2024

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Latrobe Magnesium Limited ABN 52 009 173 611

Need assistance?

Phone:

1300 850 505 (within Australia) +61 3 9415 5000 (outside Australia)

Online:

www.investorcentre.com/contact

LMG

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

Latrobe Magnesium Limited Extraordinary General Meeting

The Latrobe Magnesium Limited Extraordinary General Meeting will be held on Wednesday, 07 August 2024 at 10:30 am (AEST). You are encouraged to participate in the meeting using the following options:

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MAKE YOUR VOTE COUNT

To lodge a proxy, access the Notice of Meeting and other meeting documentation visit www.investorvote.com.au and use the below information:

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Control Number: 999999 SRN/HIN: I9999999999 PIN: 99999

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

For your proxy appointment to be effective it must be received by 10:30 am (AEST) Monday 05 August 2024.

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ATTENDING THE MEETING VIRTUALLY

To watch the webcast, ask questions and vote on the day of the meeting, please visit: https://meetnow.global/M5JLY9Z

For instructions refer to the online user guide www.computershare.com.au/virtualmeetingguide

You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form

and may elect not to receive annual reports. To do so, contact Computershare.

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Latrobe Magnesium Limited ABN 52 009 173 611

Need assistance?

Phone:

1300 850 505 (within Australia) +61 3 9415 5000 (outside Australia)

Online:

www.investorcentre.com/contact

LMG

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

YOUR VOTE IS IMPORTANT

For your proxy appointment to be effective it must be received by 10:30am (AEST) on Monday, 05 August 2024.

Proxy Form

How to Vote on Items of Business

Lodge your Proxy Form:

XX

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

Online:

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.

Lodge your vote online at www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.

Your secure access information is

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Control Number: 999999

SRN/HIN: I9999999999 PIN: 99999

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

A proxy need not be a securityholder of the Company.

SIGNING INSTRUCTIONS FOR POSTAL FORMS

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.

By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne VIC 3001 Australia

By Fax:

1800 783 447 within Australia or +61 3 9473 2555 outside Australia

PARTICIPATING IN THE MEETING

Corporate Representative

If a representative of a corporate securityholder or proxy is to participate in the meeting you will need to provide the appropriate “Appointment of Corporate Representative”. A form may be obtained from Computershare or online at www.investorcentre.com/au and select "Printable Forms".

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

You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form and may elect not to receive annual reports. To do so, contact Computershare.

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

I ND

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.

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I 9999999999

Proxy Form

Please mark to indicate your directions

Step 1 Appoint a Proxy to Vote on Your Behalf

XX

I/We being a member/s of Latrobe Magnesium Limited hereby appoint

the Chairman OR of the Meeting

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 Extraordinary General Meeting of Latrobe Magnesium Limited to be held virtually on Wednesday, 07 August 2024 at 10:30am (AEST) and at any adjournment or postponement of that meeting.

Step 2 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.

Resolution 1 Ratifcation of Prior Issue of Placement Shares under Listing Rule 7.1 on 21 December 2023 Resolution 11 Approval of Issue of February Director Placement Shares to Mr Jock Murray 2 Approval of Issue of December Director Placement Shares to Mr David Paterson 12 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 and & 7.1A on 11 June 2024 3 Approval of Issue of December Director Placement Shares to Mr Jock Murray 13 Approval of Issue of June Director Placement Shares to Mr David Paterson 4 Approval of Issue of December Director Placement Shares to Mr John Lee 14 Approval of Issue of June Director Placement Shares to Mr Jock Murray 5 Approval of Issue of December Director Placement Shares to Mr Peter Church 15 Approval of Issue of June Director Placement Shares to Mr John Lee 6 Approval of Issue of December Director Placement Shares to Mr Philip Bruce 16 Approval of Issue of June Director Placement Shares to Mr Peter Church 7 Approval of Issue of December Director Placement Shares to Mr Michael Wandmaker 17 Approval of Issue of June Director Placement Shares to Mr Philip Bruce 8 Approval of Issue of December Director Placement Shares to Mrs Michelle Blackburn 18 Approval of Issue of June Director Placement Shares to Mrs Michelle Blackburn 9 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 on 26 February2024 19 Approval of Issue of June Placement Shares to Europacifc Corporation Pty Ltd 10 Approval of Issue of February Director Placement Shares to Mr David Paterson 20 Approval of Issue of Broker Options to Underwriters and Sub-Underwriters under Listing Rules 7.1 in relation to the June Placement For Against Abstain For Against Abstain	Resolution 1 Ratifcation of Prior Issue of Placement Shares under Listing Rule 7.1 on 21 December 2023 Resolution 11 Approval of Issue of February Director Placement Shares to Mr Jock Murray 2 Approval of Issue of December Director Placement Shares to Mr David Paterson 12 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 and & 7.1A on 11 June 2024 3 Approval of Issue of December Director Placement Shares to Mr Jock Murray 13 Approval of Issue of June Director Placement Shares to Mr David Paterson 4 Approval of Issue of December Director Placement Shares to Mr John Lee 14 Approval of Issue of June Director Placement Shares to Mr Jock Murray 5 Approval of Issue of December Director Placement Shares to Mr Peter Church 15 Approval of Issue of June Director Placement Shares to Mr John Lee 6 Approval of Issue of December Director Placement Shares to Mr Philip Bruce 16 Approval of Issue of June Director Placement Shares to Mr Peter Church 7 Approval of Issue of December Director Placement Shares to Mr Michael Wandmaker 17 Approval of Issue of June Director Placement Shares to Mr Philip Bruce 8 Approval of Issue of December Director Placement Shares to Mrs Michelle Blackburn 18 Approval of Issue of June Director Placement Shares to Mrs Michelle Blackburn 9 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 on 26 February2024 19 Approval of Issue of June Placement Shares to Europacifc Corporation Pty Ltd 10 Approval of Issue of February Director Placement Shares to Mr David Paterson 20 Approval of Issue of Broker Options to Underwriters and Sub-Underwriters under Listing Rules 7.1 in relation to the June Placement For Against Abstain For Against Abstain
Resolution 1 Ratifcation of Prior Issue of Placement Shares under Listing Rule 7.1 on 21 December 2023	Resolution 11 Approval of Issue of February Director Placement Shares to Mr Jock Murray
2 Approval of Issue of December Director Placement Shares to Mr David Paterson	12 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 and & 7.1A on 11 June 2024
3 Approval of Issue of December Director Placement Shares to Mr Jock Murray	13 Approval of Issue of June Director Placement Shares to Mr David Paterson
4 Approval of Issue of December Director Placement Shares to Mr John Lee	14 Approval of Issue of June Director Placement Shares to Mr Jock Murray
5 Approval of Issue of December Director Placement Shares to Mr Peter Church	15 Approval of Issue of June Director Placement Shares to Mr John Lee
6 Approval of Issue of December Director Placement Shares to Mr Philip Bruce	16 Approval of Issue of June Director Placement Shares to Mr Peter Church
7 Approval of Issue of December Director Placement Shares to Mr Michael Wandmaker	17 Approval of Issue of June Director Placement Shares to Mr Philip Bruce
8 Approval of Issue of December Director Placement Shares to Mrs Michelle Blackburn	18 Approval of Issue of June Director Placement Shares to Mrs Michelle Blackburn
9 Ratifcation of Prior Issue of Placement Shares issued under Listing Rule 7.1 on 26 February2024	19 Approval of Issue of June Placement Shares to Europacifc Corporation Pty Ltd
10 Approval of Issue of February Director Placement Shares to Mr David Paterson	20 Approval of Issue of Broker Options to Underwriters and Sub-Underwriters under Listing Rules 7.1 in relation to the June Placement

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.

Step 3 Signature of Securityholder(s)

This section must be completed.

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Individual or Securityholder 1 Securityholder 2 Securityholder 3
/ /
Sole Director & Sole Company Secretary Director Director/Company Secretary Date
Update your communication details (Optional) By providing your email address, you consent to receive future Notice
Mobile Number Email Address of Meeting & Proxy communications electronically
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