Nordic Mining ASA — AGM Information 2020

Jan 31, 2020

To the shareholders in Nordic Mining ASA

SUMMONS TO EXTRAORDINARY GENERAL MEETING IN NORDIC MINING ASA

Extraordinary general meeting in Nordic Mining ASA will be held

25 February 2020 at 17:00 hours (CET)

at the company's premises, Vika Atrium, Munkedamsveien 45 (Entrance A, 5th floor), 0250 Oslo, Norway.

THE AGENDA IS:

• 1. Opening of the meeting by the Chairman of the Board or a person authorized by him, and registration of attending shareholders and shares represented by proxy
• 2. Election of Chairman of the meeting and one person to co-sign the minutes together with the Chairman
• 3. Approval of the summons and the agenda

4. Subsequent offering – authorization to the board of directors

In connection with the private placement that was completed 28 January 2020, the board of directors proposes that a subsequent offering is resolved towards shareholders as of end of trading 28 January 2020 (and as registered in the VPS as of the end of 30 January 2020) who are not resident in a jurisdiction where such offering would be unlawful, or would (in a jurisdiction other thank Norway) require any prospectus filing, registration or similar action who were not allocated shares in the private placement. The board proposes that the subsequent offering shall consist of up to 10,000,000 shares and at the same subscription price as in the private placement.

It is proposed that the subsequent offering is executed by way of the general meeting authorizing the board to increase the share capital with up to NOK 6,000,000. The suggested model will enable the company to conduct the subsequent offering in an efficient manner. It is therefore also proposed that the board is authorised to deviate from the shareholders' preferential rights.

The Board of Directors proposes that the general meeting passes the following resolution:

"Pursuant to section 10-14 of the Norwegian Public Limited Liability Companies Act ("Companies Act"), the board of directors is granted an authorization to increase the company's share capital by up to NOK 6,000,000 by the issuance of up to 10,000,000 new shares with a nominal value of NOK 0.60.

The shareholders' preferential right to the new shares pursuant to section 10-4 of the Companies Act may be deviated from.

The authorization does not comprise share capital increase against contribution in kind or to impose specific obligations on the company or decision to merge.

The authorization is valid until 1 May 2020."

The Board of Directors is not aware of circumstances of substantial importance relating to the issuance of the authorization in addition to the information stated above and information previously communicated to the market. The annual financial statement, annual report and the auditor's report for 2018 is made available at the company's offices.

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Shareholders wishing to attend the general meeting must inform the company's registrar DNB Bank ASA no later than 20 February 2020 at 24:00 (CET). Shareholders who have not given notice as described above within the above-mentioned deadline may be denied entrance, ref section 9 of the Articles of Association.

Please use the form enclosed. Notice of attendance may also be given electronically via VPS Investor Services. To get access to electronic registration, a pin code and a reference number must be stated. Alternatively, by email to genf@dnb.no or mail to DNB Bank ASA, Registrar's Department, P. O. Box 1600 Sentrum, N-0021 Oslo, Norway.

Shareholders who do not have the opportunity to be present at the general meeting, may be represented by a representative. The form for issuance of proxy, with more detailed instructions for use of the proxy form, is enclosed. The proxy form may be sent to DNB Bank ASA, Registrar's Department, or electronically via VPS Investors Services, within the abovementioned deadline. Identity papers of both the proxy and the shareholder, and a company certificate if the shareholder is a legal entity, must be enclosed to the proxy form.

A shareholder who cannot attend at the general meeting, may prior to the general meeting cast a vote on each agenda item via VPS Investor Services. The deadline for prior voting is 20 February 2020 at 24:00 (CET). Until the deadline, votes already cast may be changed or withdrawn. Votes already cast prior to the general meeting will be considered as withdrawn in the event of a shareholder attending the general meeting in person or by proxy.

If shares are registered by a nominee in the VPS register, cf. section 4-10 of the Norwegian Public Limited Companies Act, and the beneficial shareholder wants to vote for their shares, the beneficial shareholder must re-register the shares in a separate VPS account in its own name prior to the general meeting, or prove that the transfer to such account has been reported to the VPS prior to the general meeting.

Nordic Mining ASA is a Norwegian public limited liability company subject to the Norwegian Public Limited Liability Companies Act. As per the date of this notice, the company has 197,491,772 issued shares. Each share gives one voting right. The shares do also in all other respects carry equal rights.

A shareholder may bring an advisor to the general meeting and let one advisor speak on its behalf.

A shareholder has the right to propose draft resolutions for items included on the agenda and to require that members of the Board of Directors and the CEO in the general meeting provide available information about matters which may affect the assessment of (i) the approval of the annual accounts and the annual report, (ii) items which are presented to the shareholders for decision, and (iii) the company's financial situation, including information about activities in other companies in which the company participates, and other matters to be discussed in the general meeting, unless the requested information cannot be disclosed without causing disproportionate harm to the company.

This notice and other relevant documentation, including copies of the annual report with financial statements, the Board of Directors' report and the auditor's report for 2018 and the Articles of Association are available at www.nordicmining.com. Shareholders may contact the company by mail, email or phone in order to request the documents in question: Nordic Mining ASA, Munkedamsveien 45, N-0250 Oslo, Norway, email: post@nordicmining.com or phone: + 47 22 94 77 90. The documents are also available at the company's office.

Oslo, 31 January 2020 The Board of Directors of Nordic Mining ASA