LIGHTNING MINERALS LTD — AGM Information 2023

Oct 19, 2023

20 October 2023

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2023 Annual General Meeting – Letter of Access

Lightning Minerals Ltd (ASX:L1M) ( Company ) advises that the 2023 Annual General Meeting of Shareholders will be held at 11:00am (AEDT) on Tuesday, 21 November 2023 at The Prom Boardroom, Suite 5, Level 12, 530 Collins St, Melbourne VIC 3000.

In accordance with Part 1.2AA of the Corporations Act 2001, the Company will only be dispatching physical copies of the Notice of Meeting ( Notice ) to Shareholders who have elected to receive the Notice in physical form. Shareholders who have provided an email address and have elected to receive electronic communications from the Company, will receive an email to their nominated email address with a link to an electronic copy of the Notice and the proxy voting form. Otherwise, a personalized proxy voting form will be printed and dispatched to Shareholders.

Notice of Annual General Meeting

The full Notice is available at:

1. https://staff-web.automicgroup.com.au/er/public/api/documents/L1M?fileName=2023_L1M_AGM_Notice_ASX_Final.pdf 2. https://announcements.asx.com.au/asxpdf/20231018/pdf/05w5vdvkqsxgmp.pdf 3. By contacting the Company Secretary at justyn@lightningminerals.com.au.

Your vote is important

The business of the Meeting affects your shareholding and your vote is important. All resolutions will be decided on a poll. The poll will be conducted based on votes submitted by proxy and at the Meeting.

Voting in person

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

Voting by proxy

To vote by proxy, please use one of the following methods:

Online	Lodge the Proxy Form online athttps://investor.automic.com.au/#/loginsah by following the instructions: Login to the Automic website using the holding details as shown on the Proxy Form. Click on ‘View Meetings’ – ‘Vote’. To use the online lodgement facility, Shareholders will need their holder number (Securityholder Reference Number (SRN) or Holder Identification Number (HIN)) as shown on the front of the Proxy Form.
By post	Automic, GPO Box 5193, Sydney NSW 2001
By hand	Automic, Level 5, 126 Phillip Street, Sydney NSW 2000
By email	Completing the enclosed Proxy Form and emailing it to: meetings@automicgroup.com.au

Level 6, 505 Little Collins Street, Melbourne VIC 3000 | admin@lightningminerals.com.au | www.lightningminerals.com.au | (08) 9429 8806

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Your Proxy instruction must be received no later than 11:00am (AEDT) on 19 November 2023, being at least 48 hours before the commencement of the Meeting.

Subject to the voting restrictions set out in the Notice, the Chairperson will vote undirected proxies on, and in favour of Resolutions 1 to 13.

Yours faithfully

Justyn Stedwell Company Secretary Lightning Minerals Ltd Email: justyn@lightningminerals.com.au

Level 6, 505 Little Collins Street, Melbourne VIC 3000 | admin@lightningminerals.com.au | www.lightningminerals.com.au | (08) 9429 8806

for Securityholder registration.

Lightning Minerals Ltd | ABN 40 656 005 122

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Proxy Voting Form If you are attending the Meeting in person, please bring this with you

Your proxy voting instruction must be received by 11.00am (AEDT) on Sunday, 19 November 2023 , being not later than 48 hours before the commencement of the Meeting. Any Proxy Voting instructions received after that time will not be valid for the scheduled Meeting.

SUBMIT YOUR PROXY

Complete the form overleaf in accordance with the instructions set out below.

YOUR NAME AND ADDRESS

The name and address shown above is as it appears on the Company’s share register. If this information is incorrect, and you have an Issuer Sponsored holding, you can update your address through the investor portal: https://investor.automic.com.au/#/home Shareholders sponsored by a broker should advise their broker of any changes.

STEP 1 – APPOINT A PROXY

If you wish to appoint someone other than the Chair of the Meeting as your proxy, please write the name of that Individual or body corporate. A proxy need not be a Shareholder of the Company. Otherwise if you leave this box blank, the Chair of the Meeting will be appointed as your proxy by default.

DEFAULT TO THE CHAIR OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default to the Chair of the Meeting, who is required to vote these proxies as directed. Any undirected proxies that default to the Chair of the Meeting will be voted according to the instructions set out in this Proxy Voting Form , including where the Resolutions are connected directly or indirectly with the remuneration of KMP.

STEP 2 - VOTES ON ITEMS OF BUSINESS You may direct your proxy how to vote by marking one of the boxes opposite each item of business. All your shares 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 shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, 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.

APPOINTMENT OF SECOND PROXY

You may appoint up to two proxies. If you appoint two proxies, you should complete two separate Proxy Voting Forms and specify the percentage or number each proxy may exercise. If you do not specify a percentage or number, each proxy may exercise half the votes. You must return both Proxy Voting Forms together. If you require an additional Proxy Voting Form, contact Automic Registry Services.

SIGNING INSTRUCTIONS

Individual: Where the holding is in one name, the Shareholder must sign. Joint holding: Where the holding is in more than one name, all Shareholders 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 Proxy Voting Form when you return it. Companies: To be signed in accordance with your Constitution. Please sign in the appropriate box which indicates the office held by you.

Email Address: Please provide your email address in the space provided.

By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible) such as a Notice of Meeting, Proxy Voting Form and Annual Report via email.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting the appropriate ‘Appointment of Corporate Representative’ should be produced prior to admission. A form may be obtained from the Company’s share registry online at https://automic.com.au.

Lodging your Proxy Voting Form:

Online

Use your computer or smartphone to appoint a proxy at https://investor.automic.com.au/#/loginsah or scan the QR code below using your smartphone

Login & Click on ‘Meetings’. Use the Holder Number as shown at the top of this Proxy Voting Form.

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BY MAIL:

Automic GPO Box 5193 Sydney NSW 2001

IN PERSON:

Automic Level 5, 126 Phillip Street Sydney NSW 2000

BY EMAIL:

meetings@automicgroup.com.au BY FACSIMILE: +61 2 8583 3040 All enquiries to Automic:

WEBSITE: https://automicgroup.com.au/

PHONE:

1300 288 664 (Within Australia) +61 2 9698 5414 (Overseas)

STEP 1 - How to vote

APPOINT A PROXY:

I/We being a Shareholder entitled to attend and vote at the Annual General Meeting of Lightning Minerals Ltd, to be held at 11.00am (AEDT) on Tuesday, 21 November 2023 at The Prom Boardroom, Suite 5, Level 12/530 Collins St, Melbourne VIC 3000 hereby:

Appoint the Chair of the Meeting (Chair) OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as 10 Non-Executive Directors Remuneration Director 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under 12 ASX Listing Rule 7.1A Approval of Future ESOP Issue of Securities 6 Ratification of Prior Issue of Lead Manager 13 Appointment of Auditor Options under ASX Listing Rule 7.1 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd

MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd	MPLE Appoint the Chair of the Meeting (Chair)OR if you are not appointing the Chair of the Meeting as your proxy, please write in the box provided below the name of the person or body corporate you are appointing as your proxy or failing the person so named or, if no person is named, the Chair, or the Chair’s nominee, to vote in accordance with the following directions, or, if no directions have been given, and subject to the relevant laws as the proxy sees fit and at any adjournment thereof. The Chair intends to vote undirected proxies in favour of all Resolutions in which the Chair is entitled to vote. Unless indicated otherwise by ticking the “for”,” against” or “abstain” box you will be authorising the Chair to vote in accordance with the Chair’s voting intention. AUTHORITY FOR CHAIR TO VOTE UNDIRECTED PROXIES ON REMUNERATION RELATED RESOLUTIONS Where I/we have appointed the Chair as my/our proxy (or where the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Resolutions 1, 5, 9, 10 and 11 (except where I/we have indicated a different voting intention below) even though Resolutions 1, 5, 9, 10 and 11 are connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chair. STEP 2 - Your voting direction Resolutions For Against Abstain Resolutions For Against Abstain 1 Adoption of Remuneration Report 8 Approval to Issue Milestone Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd 2 Re-election of Craig Sharpe as Director 9 Adoption of Employee Share Option Plan 3 Re-election of Francesco Cannavo as Director 10 Non-Executive Directors Remuneration 4 Re-election of Alexander Biggs as Director 11 Approval of Issue of Options and Performance Rights to Alexander Biggs, Director of the Company 5 Ratification of prior issue of Options under ESOP 12 ASX Listing Rule 7.1A Approval of Future Issue of Securities 6 Ratification of Prior Issue of Lead Manager Options under ASX Listing Rule 7.1 13 Appointment of Auditor 7 Ratification of prior issue of Shares in Consideration for Acquisition – Lithium Rabbit Quebec Pty Ltd
SA Please note:If you mark the abstain box for a particular Resolution, you are directing your proxy not to vote on that Resolution 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 – Signatures and contact details Individual or Securityholder 1 Securityholder 2 Securityholder 3 Sole Director and Sole Company Secretary Director Director / Company Secretary Contact Name: Email Address:
Contact Daytime Telephone Date (DD/MM/YY)
/ /
By providing your email address, you elect to receive all communications despatched by the Company electronically (where legally permissible).