NT MINERALS LIMITED — Proxy Solicitation & Information Statement 2010

Feb 7, 2010

Redbank Copper Limited

ACN 059 326 519

NOTICE OF GENERAL MEETING

TIME: 10.30 am (WST) DATE: 11 March 2010 PLACE: Celtic Club, 48 Ord Street, West Perth, Western Australia

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (+61 8) 6389 6800.

ACN 059 326 519

Redbank Copper Limited

CONTENTS PAGE

Notice of General Meeting (setting out the proposed resolutions)	2
Explanatory Statement (explaining the proposed resolutions)	3
Glossary	5
Proxy Form	6

TIME AND PLACE OF MEETING AND HOW TO VOTE

VENUE

The General Meeting of the Shareholders to which this Notice of Meeting relates will be held at 10:30 am (WST) on 11 March 2010 at:

Celtic Club

48 Ord Street

West Perth, Western Australia

YOUR VOTE IS IMPORTANT

The business of the General Meeting affects your shareholding and your vote is important.

VOTING IN PERSON

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

VOTING BY PROXY

To vote by proxy, please complete and sign the enclosed Proxy Form and return by:

• (a) post to Redbank Copper Limited, P.O. Box 870, West Perth, WA 6872; or

• (b) facsimile to the Company on facsimile number (+61 8) 6389 6810,

so that it is received not later than 10:30 am (WST) on 9 March 2010.

Proxy Forms received later than this time will be invalid.

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Redbank Copper Limited

ACN 059 326 519

NOTICE OF GENERAL MEETING

Notice is given that the General Meeting of Shareholders will be held at 10:30 am (WST) on 11 March 2010 at the Celtic Club, 48 Ord Street, West Perth, Western Australia.

The Explanatory Statement to this Notice of Meeting provides additional information on matters to be considered at the General Meeting. The Explanatory Statement and the Proxy Form are part of this Notice of Meeting.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the General Meeting are those who are registered Shareholders of the Company at 5:00 pm (WST) on 9 March 2010.

Terms and abbreviations used in this Notice of Meeting and Explanatory Statement are defined in the Glossary.

AGENDA

1. RESOLUTION 1 – CONSOLIDATION OF CAPITAL

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

“That, for the purpose of Section 254H of the Corporations Act, Article 10.1 of the Constitution and for all other purposes, the issued capital of the Company be consolidated on the basis that:

• (a) every ten (10) Shares be consolidated into one (1) Share; and

• (b) every ten (10) Options be consolidated into one (1) Option,

and where this Consolidation results in a fraction of a Share or Option being held by a Shareholder or Optionholder (as the case may be), the Directors be authorised to round that fraction up to the nearest whole Share or Option.”

DATED: 5 FEBRUARY 2010

BY ORDER OF THE BOARD

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ILDIKO WOWESNY COMPANY SECRETARY

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Redbank Copper Limited

ACN 059 326 519

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of the Shareholders in connection with the business to be conducted at the General Meeting to be held at 10:30 am (WST) on 11 March 2010 at the Celtic Club, 48 Ord Street, West Perth, Western Australia.

The purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions in the Notice of Meeting.

1. RESOLUTION 1 – CONSOLIDATION OF SHARE CAPITAL

1.1 Background

The Company is seeking shareholder approval to consolidate the number of Shares on issue on a one (1) for ten (10) basis. Shareholder approval is required pursuant to Section 254H of the Corporations Act.

1.2 Legal Requirements

Section 254H of the Corporations Act provides that a company may, by resolution passed in general meeting of shareholders, convert all or any of its shares into a larger or smaller number of shares.

In the event that Resolution 1 is approved, the number of Shares on issue will be reduced from 1,295,946,445 to approximately 129,594,645 and the number of unlisted options on issue will reduce from 49,500,000 to approximately 4,950,000. The exercise price of the options will also increase by a multiple of 10.

As from the effective date of Resolution 1 (being the date of the General Meeting), all holding statements for Shares will cease to have any effect, except as evidence of entitlement to a certain number of postConsolidation shares. After the Consolidation becomes effective, the Company will arrange for new holding statements to be issued to Shareholders.

1.3. Fractional Entitlements and Taxation

Not all Shareholders will hold that number of Shares which can be evenly divided by 10. Where a fractional entitlement occurs, the Directors will round that fraction up to the nearest whole Share or Option.

It is not considered that any taxation consequences will exist for Shareholder arising from the Consolidation. However, Shareholders are advised to seek their own tax advice on the effect of the Consolidation and the Company does not accept any responsibility for the individual taxation consequences arising from Consolidation.

1.4. Effect on Capital Structure

The current capital structure of Redbank is set out below:

The current capital structure of Redbank is set out below:
Securities	Number
Current Ordinary Shares on issue	1,295,946,445
Current B Class Shares on issue	300
Current Options on issue	49,500,000
The capital structure of Redbankpostthe Consolidation is set out below:
Securities	Number
Ordinary Shares on issue	129,594,645
B Class Shares on issue	30
Options on issue	4,950,000

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ACN 059 326 519

Redbank Copper Limited

1.5. Timetable

Event	Date
General Meeting to approve consolidation	11 March 2010
Notification to ASX of results of General Meeting	11 March 2010
Trading on a deferred settlement basis	15 March 2010
Last day to register transfers on a pre-reorganisation basis	19 March 2010
First day for Company to send notice to Shareholder of change of holdings as a result of reorganisation First day for Company to register securities on a post-reorganisation basis and for issue of holding statements	22 March 2010
Despatch date Deferred settlement market ends Last day for securities to be entered into the holders' security holdings and for Company to send notice to each security holder	26 March 2010

2. ENQUIRIES

Shareholders are required to contact the Company Secretary, Ms Ildiko Wowesny on (+ 61 8) 6389 6800 if they have any queries in respect of the matters set out in this document.

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Redbank Copper Limited

ACN 059 326 519

GLOSSARY

$ means Australian dollars.

ASIC means the Australian Securities and Investments Commission.

ASX means ASX Limited.

ASX Listing Rules means the Listing Rules of ASX.

Board means the current board of directors of the Company.

Business Day means Monday to Friday inclusive, except New Year's Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

Company means Redbank Copper Limited (ACN 059 326 519).

Consolidation means the consolidation of the Company's Shares on a one (1) to ten (10) basis in accordance with Resolution 1.

Constitution means the Company's constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Directors means the current directors of the Company.

Explanatory Statement means the explanatory statement accompanying the Notice of Meeting.

General Meeting means the meeting convened by the Notice of Meeting.

Notice of Meeting or Notice of General Meeting means this notice of general meeting including the Explanatory Statement.

Resolutions means the resolutions set out in the Notice of Meeting, or any one of them, as the context requires.

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

Shareholder means a holder of a Share.

WST means Western Standard Time as observed in Perth, Western Australia.

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Redbank Copper Limited

ACN 059 326 519

PROXY FORM

APPOINTMENT OF PROXY REDBANK COPPER LIMITED ACN 059 326 519

GENERAL MEETING

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I/We
of
being a member of Redbank Copper Limited entitled to attend and vote at the General Meeting, hereby
Appoint
Name of Proxy
OR the Chair of the General Meeting as your proxy
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or failing the person so named or, if no person is named, the Chair of the General Meeting, or the Chair's nominee, to vote in accordance with the following directions, or, if no directions have been given, as the proxy sees fit, at the General Meeting to be held at 10:30 am (WST), on 11 March 2010 at the Celtic Club, 48 Ord Street, West Perth, Western Australia, and at any adjournment thereof.

If no directions are given, the Chair will vote in favour of all the Resolutions.

If the Chair of the General Meeting is appointed as your proxy, or may be appointed by default, and you do not wish to direct your proxy how to vote as your proxy in respect of Resolution 1 please place a mark in this box.

By marking this box, you acknowledge that the Chair of the General Meeting may exercise your proxy even if he has an interest in the outcome of Resolution 1 and that votes cast by the Chair of the General Meeting for Resolution 1 other than as proxy holder will be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chair will not cast your votes on Resolution 1 and your votes will not be counted in calculating the required majority if a poll is called on Resolution 1.

OR

Voting on Business of the General Meeting

FOR AGAINST ABSTAIN

Resolution 1 – Consolidation of Share Capital

Please note: If you mark the abstain box, 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 to be counted in computing the required majority on a poll.

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Signature of Member(s): Date:
Individual or Member 1 Member 2 Member 3
Sole Director/Company Secretary Director Director/Company Secretary
Contact Name: Contact Ph (daytime):
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Redbank Copper Limited ACN 059 326 519

INSTRUCTIONS FOR COMPLETING ‘APPOINTMENT OF PROXY’ FORM

1. ( Appointing a Proxy ): A member entitled to attend and vote at a General Meeting is entitled to appoint not more than two proxies to attend and vote on a poll on their behalf. The appointment of a second proxy must be done on a separate copy of the Proxy Form. Where more than one proxy is appointed, such proxy must be allocated a proportion of the member's voting rights. If a member appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half the votes. A duly appointed proxy need not be a member of the Company.

2. ( Direction to Vote ): A member may direct a proxy how to vote by marking one of the boxes opposite each item of business. Where a box is not marked the proxy may vote as they choose. Where more than one box is marked on an item the vote will be invalid on that item.

3. ( Signing Instructions ):

4. ( Individual ): Where the holding is in one name, the member must sign.

5. ( Joint Holding ): Where the holding is in more than one name, all of the members should sign.

6. ( Power of Attorney ): If you have not already provided the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.

7. ( Companies ): Where the company has a sole director who is also the sole company secretary, that person must sign. Where the company (pursuant to Section 204A of the Corporations Act) does not have a company secretary, a sole director can also sign alone. Otherwise, a director jointly with either another director or a company secretary must sign. Please sign in the appropriate place to indicate the office held.

8. ( Attending the Meeting ): Completion of a Proxy Form will not prevent individual members from attending the General Meeting in person if they wish. Where a member completes and lodges a valid Proxy Form and attends the General Meeting in person, then the proxy's authority to speak and vote for that member is suspended while the member is present at the General Meeting.

9. ( Return of Proxy Form ): To vote by proxy, please complete and sign the enclosed Proxy Form and return by:

10. (a) post to Redbank Copper Limited, P.O. Box 870, West Perth, Western Australia 6872; or

11. (b) facsimile to the Company on facsimile number (+61 8) 6389 6810,

so that it is received not later than 10:30 am (WST) on 9 March 2010.

Proxy forms received later than this time will be invalid.

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