PARABELLUM RESOURCES LIMITED — Proxy Solicitation & Information Statement 2022

Aug 25, 2022

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Parabellum Resources Limited ACN 645 149 211

Notice of General Meeting

A general meeting of the Company will be held as follows:

Time and date: 12.00pm (AWST) on 26 September 2022

Location: at 52 Ord Street, West Perth, WA 6005

The Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to how to vote, they should seek advice from their suitably qualified advisor prior to voting.

Should you wish to discuss any matter, please do not hesitate to contact the Company Secretary by telephone on (08) 6313 3950. Shareholders wishing to attend the Meeting must do so in person.

Shareholders are urged to vote by lodging the Proxy Form

Parabellum Resources Limited ACN 645 149 211

(Company)

Notice of General Meeting

Notice is hereby given that a general meeting of Shareholders of Parabellum Resources Limited will be held at 52 Ord Street, West Perth, WA 6005 on 26 September 2022 at 12.00pm (AWST) ( 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 on 24 September 2022 at 12.00pm (AWST).

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

Agenda

1 Resolutions

Resolution 1 – Ratification of issue of Tranche 1 Placement Shares

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

'That, pursuant to and in accordance with Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 6,420,000 Tranche 1 Placement Shares issued under Listing Rule 7.1, on the terms and conditions in the Explanatory Memorandum.’

Resolution 2 – Approval of issue of Tranche 2 Placement Shares

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

'That, pursuant to and in accordance with Listing Rule 7.1 and for all other purposes, Shareholders approve the issue of up to 13,080,000 Tranche 2 Placement Shares, on the terms and conditions in the Explanatory Memorandum.'

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Voting exclusions

Pursuant to the Listing Rules, the Company will disregard any votes cast in favour of:

• (a) Resolution 1 by or on behalf of a person who participated in the issue of the Tranche 1 Placement Shares, or any of their respective associates; and

• (b) Resolution 2 by or on behalf of any person expected to participate in, or who will obtain a material benefit as a result of, the issue of the Tranche 2 Placement Shares, or any of their respective associates.

The above voting exclusions do not apply to a vote cast in favour of the relevant Resolution by:

• (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way;

• (b) the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or

• (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

• (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and

• (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

BY ORDER OF THE BOARD

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Mark Hohnen Non-Executive Chairman Parabellum Resources Limited Dated: 26 August 2022

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Parabellum Resources Limited ACN 645 149 211 (Company)

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 52 Ord Street, West Perth, WA 6005 on 26 September 2022 at 12.00pm (AWST).

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:

deciding how to vote on	the Resolutions:
Section 2	Action to be taken by Shareholders
Section 3	Resolution 1 – Ratification of issue of Tranche 1 Placement Shares
Section 4	Resolution 2 – Approval of issue of Tranche 2 Placement Shares
Schedule 1	Definitions

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

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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

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.

Please note that:

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

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

• (c) 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.

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:

• (a) 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);

• (b) 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;

• (c) 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

• (d) 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).

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

• (a) 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;

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

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• (c) at the meeting, a poll is duly demanded, or is otherwise required under section 250JA on the resolution; and

• (d) 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.

Your proxy voting instruction must be received by 12.00pm (WST) on 24 September 2022, being 48 hours before the commencement of the Meeting. Any proxy voting instructions received after the above time will not be valid for the Meeting

2.3

Chair's voting intentions

The Chair intends to exercise all available proxies in favour of all Resolutions, unless the Shareholder has expressly indicated a different voting intention.

Subject to the following paragraph, if the Chair is appointed as your proxy and you have not specified the way the Chair is to vote on the Resolutions by signing and returning the Proxy Form, you are considered to have provided the Chair with an express authorisation for the Chair to vote the proxy in accordance with the Chair's intention.

2.4 Submitting questions

Shareholders may submit questions in advance of the Meeting to the Company. Questions must be submitted by emailing the Company Secretary at

shaun@parabellumresources.com.au by 12.00pm (WST) on 24 September 2022.

Shareholders will also have the opportunity to submit questions during the Meeting in respect to the formal items of business. In order to ask a question during the Meeting, please follow the instructions from the Chair.

The Chair will attempt to respond to the questions during the Meeting. The Chair will request prior to a Shareholder asking a question that they identify themselves (including the entity name of their shareholding and the number of Shares they hold).

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3. Resolution 1 – Ratification of issue of Tranche 1 Placement Shares

• 3.1 General

On 4 August 2022, the Company announced that it had entered a subscription agreement with Temarise Limited ( Temarise ) whereby the Company will acquire 30% of the issued capital of Temarise ( Subscription Agreement ) (refer to the announcement titled ‘Agreement Executed – Large REE Project’) through the payment of $3,900,000 over four tranches as follows:

• (a) Tranche A: $A1,000,000, to be paid on 26 August 2022;

• (b) Tranche B: $A1,000,000, to be paid on 1st October 2022;

• (c) Tranche C: $A1,000,000, to be paid on 1st November 2022; and

• (d) Tranche D: $A900,000, to be paid on 1st January 2023.

Temarise has an option to acquire an 80% interest in the Khotgor Project, Mongolia. Further details of which are set out in the Company’s announcement of 4 August 2022.

Temarise is a UK company that was established in 2021. Temarise has established strong relationships in Mongolia under the stewardship of Mr Peter Secker and Ms Battuya Gankhuyag. Peter and Battuya have over 50 years of project development experience in Mongolia, Australia and North America. Most recently, they have spent the past 10 years focusing on battery metals. Temarise has an established office in Ulan Bataar with a small technical team of engineers and geologists who have been working with Khotgor Minerals personnel and local and international engineering groups to commence a JORC Scoping Study to demonstrate the economic viability of the Khotgor Project.

To satisfy its obligations under the Subscription Agreement, the Company announced on 19 August 2022 a placement to raise up to $3,900,000 (before costs) through the issue of 19,500,000 Shares ( Placement Shares ) at an issue price of $0.20 ( Placement ).

CPS Capital Group Pty Ltd acted as lead manager to the Placement ( Lead Manager ). Pursuant to a lead manager mandate between the Company and the Lead Manager dated 17 August 2022 ( Lead Manager Mandate ), the Company agreed to pay the Lead Manager a fee of 6% of the gross proceeds raised through the issue of the Placement Shares.

The Placement comprises the following two tranches:

• (a) Tranche 1: 6,420,000 Placement Shares issued without Shareholder approval under the Company’s available Listing Rule 7.1 placement capacity (the subject of Resolution 1) ( Tranche 1 Placement Shares ); and

• (b) Tranche 2: 13,080,000 Placement Shares to be issued to unrelated parties of the Company subject to Shareholders approving Resolution 2 ( Tranche 2 Placement Shares ).

On or about 25 August 2022, the Company issued the Tranche 1 Placement Shares using the Company’s 15% placement capacity under Listing Rule 7.1.

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Resolution 1 seeks Shareholder approval pursuant to Listing Rule 7.4 to ratify the issue of the Tranche 1 Placement Shares.

3.2

Listing Rules 7.1, 7.1A and 7.4

Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of Equity Securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary shares it had on issue at the start of that period.

The issue of the Tranche 1 Placement Shares does not fit within any of the exceptions to Listing Rules 7.1 and, as it has not yet been approved by Shareholders, effectively uses up the Company’s 15% placement capacity under Listing Rule 7.1. This reduces the Company’s capacity to issue further Equity Securities without Shareholder approval under those Listing Rules for the 12 month period following the issue of the Tranche 1 Placement Shares.

Listing Rule 7.4 provides an exception to Listing Rules 7.1 and 7.1A. It provides that where a company in a 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.

The effect of Shareholders passing 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 under Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.

If Resolution 1 is passed, 6,420,000 Tranche 1 Placement Shares will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of Equity Securities it can issue without Shareholder approval over the 12 month period following the issue date.

If Resolution 1 is not passed, 6,420,000 Tranche 1 Placement Shares will continue to be included in the Company’s 15% limit in Listing Rule 7.1, effectively decreasing the number of Equity Securities the Company can issue or agree to issue without obtaining prior Shareholder approval, to the extent of 6,420,000 Equity Securities for the 12 month period following the issue of the Tranche 1 Placement Shares.

3.3

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 Tranche 1 Placement Shares:

• (a) The Placement Shares were issued to clients of the Lead Manager and existing contacts of the Company, all of which are sophisticated and institutional investors to whom a disclosure document does not need to be provided under the Corporations Act ( Placement Participants ). None of the Placement Participants are:

• (i) a Director of the Company;

• (ii) a related party of the Company; or

• (iii) a Material Investor of the Company, other than Ilwella Pty Ltd, which is a substantial Shareholder of the Company and subscribed for 749,250 Tranche 1 Placement Shares.

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The participants in the Placement were identified through a bookbuild process, which involved the Lead Manager seeking expressions of interest to participate in the Placement from existing contacts of the Company and clients of the Lead Managers.

• (b) A total of 6,420,000 Tranche 1 Placement Shares were issued using the Company’s placement capacity under Listing Rule 7.1.

• (c) The Placement Shares are fully paid ordinary shares in the capital of the Company and rank equally in all respects with the Company’s existing Shares on issue.

• (d) The Tranche 1 Placement Shares were issued on or about 25 August 2022.

• (e) The Tranche 1 Placement Shares were issued at a price of $0.20 per Share.

• (f) The proceeds of the Placement have been, and are intended to be, applied towards satisfying the conditions of the Subscription Agreement to enable Temarise to undertake a significant work programme in both Mongolia and Australia to complete a JORC Scoping Study to demonstrate the economic viability for the Khotgor Project ( Work Programme ). The Work Programme will comprise of the following steps:

• (i) complete a JORC Mineral Resource Estimate;

• (ii) undertake approximately 2,000 metres of sample drilling in the higher-grade resource areas to obtain bulk metallurgical samples for a JORC Feasibility Study that is currently scheduled to commence in 2023;

• (iii) undertake mine designs and pit optimisation;

• (iv) undertake comminution, flotation and hydrometallurgical testwork in Australia to a JORC standard; and

• (v) commence environmental baseline studies and site monitoring programs in order to allow commencement of an environmental impact statement in 2023.

• (g) There are no other material terms to the agreement for the subscription of the Placement Shares.

• (h) A voting exclusion statement is included in the Notice.

3.4

Additional information

Resolution 1 is an ordinary resolution.

The Board recommends that Shareholders vote in favour of Resolution 1.

4. Resolution 2 – Approval of issue of Tranche 2 Placement Shares

4.1 General

The background to the proposed issue of the Tranche 2 Placement Shares is in Section 3.1 above.

Resolution 2 seeks Shareholder approval pursuant to Listing Rule 7.1 for the issue of up to 13,080,000 Tranche 2 Placement Shares.

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4.2 Listing Rule 7.1

A summary of Listing Rule 7.1 is in Section 3.2 above.

The effect of Shareholders passing Resolution 2 will be to allow the Company to retain the flexibility to issue Equity Securities in the future up to the 15% additional placement capacity set out in Listing Rule 7.1 without the requirement to obtain prior Shareholder approval.

If Resolution 2 is passed, the Company will be able to proceed with the issue of the Tranche 2 Placement Shares without using its available capacity under Listing Rule 7.1.

If Resolution 2 is not passed:

• (a) the Company will not be able to proceed with the issue of the Tranche 2 Placement Shares without using its available capacity under Listing Rule 7.1 (which will only be available to the Company subject to Shareholders approving Resolution 1); and

• (b) the Company will be required to raise funds by another means to meet its remaining obligations under the Subscription Agreement. The Company expects to be able to raise further funds by way of debt or other means if Shareholders do not approve Resolution 2. However, Shareholders should be aware that there is no guarantee such additional funding may be available on commercial terms, or at all, and therefore there is a risk that if Shareholders do not approve Resolution 2, the Company may be in breach of its obligations under the Subscription Agreement and may not proceed to acquire a 30% interest in Temarise.

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 issue of the Tranche 2 Placement Shares:

• (a) The Tranche 2 Placement Shares will be issued to the Placement Participants described in Section 3.1. None of the Placement Participants are:

• (i) a Director of the Company;

• (ii) a related party of the Company; or

• (iii) a Material Investor of the Company, other than Ilwella Pty Ltd, which is a substantial Shareholder of the Company and subscribed for 1,500,750 Tranche 2 Placement Shares.

• (b) A maximum of 13,080,000 Tranche 2 Placement Shares will be issued.

• (c) The Tranche 2 Placement Shares are fully paid ordinary Shares in the capital of the Company and rank equally in all respects with the Company's existing Shares on issue.

• (d) The Tranche 2 Placement Shares will be issued no later than 3 months after the date of the Meeting.

• (e) The Tranche 2 Placement Shares will be issued at a price of $0.20 each.

• (f) A summary of the intended use of funds raised from the Placement is in Section 3.3(f).

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• (g) There are no other material terms to the agreement for the subscription of the Tranche 2 Placement Shares.

• (h) A voting exclusion statement is included in the Notice.

4.4 Additional information

Resolution 2 is an ordinary resolution.

The Board recommends that Shareholders vote 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.

$ or A$ means Australian Dollars. ASX means the ASX Limited (ABN 98 008 624 691) and, where the context permits, the Australian Securities Exchange operated by ASX Limited. AWST means Western Standard Time, being the time in Perth, Western Australia. Board means the board of Directors. Chair means the person appointed to chair the Meeting of the Company convened by the Notice. Company means Parabellum Resources Limited (ACN 645 149 211). Corporations Act means the Corporations Act 2001 (Cth), as amended. Director means a director of the Company. Equity Security has the same meaning as in the Listing Rules. Explanatory means the explanatory memorandum which forms part of the Notice. Memorandum Key Management has the same meaning as in the accounting standards issued by the Personnel Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any Director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated group.

Lead Manager means CPS Capital Group Pty Ltd (ABN 73 088 055 636). Lead Manager Mandate has the meaning given in Section 3.1. Listing Rules means the listing rules of ASX. Material Investor means, in relation to the Company: (a) a related party; (b) Key Management Personnel; (c) a substantial Shareholder; (d) an advisor; or

• (e) an associate of the above,

who received or will receive Securities in the Company which constitute more than 1% of the Company’s capital structure.

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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	has the meaning given in Section 3.1.
Placement Participants	means the participants in the Placement.
Placement Shares	means 19,500,000 Shares issued or to be issued under the Placement.
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 any Equity Securities of the Company (including Shares, Options
	and/or Performance Rights).
Share	means a fully paid ordinary share in the capital of the Company.
Shareholder	means the holder of a Share.
Subscription Agreement	has the meaning given in Section 3.1.
Temarise	has the meaning given in Section 3.1.
Tranche 1 Placement	has the meaning given in Section 3.1.
Shares
Tranche 2 Placement	has the meaning given in Section 3.1.
Shares
Work Programme	has the meaning given in Section 3.3(f).

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If you are attending the meeting in person, please bring this with you for Securityholder registration.

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Proxy Voting Form

Parabellum Resources Limited | ACN 645 149 211

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Holder Number:

Your proxy voting instruction must be received by 12.00pm (AWST) on Saturday, 24 September 2022, 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 VOTE ONLINE

Vote online at https://investor.automic.com.au/#/loginsah

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

• Save Money: help minimise unnecessary print and mail costs for the Company.

• It’s Quick and Secure: provides you with greater privacy, eliminates any postal delays and the risk of potentially getting lost in transit.

• Receive Vote Confirmation: instant confirmation that your vote has been processed. It also allows you to amend your vote if required.

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SUBMIT YOUR PROXY VOTE BY PAPER

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.

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Return your completed form

Return your completed form All enquiries to Automic BY MAIL IN PERSON BY EMAIL WEBSITE https://automic.com.au/ Automic Automic meetings@automicgroup.com.au GPO Box 5193 Level 5, 126 Phillip Street BY FACSIMILE PHONE Sydney NSW 2001 Sydney NSW 2000 +61 2 8583 3040 1300 288 664 (Within Australia) +61 2 9698 5414 (Overseas)

Complete and return this form as instructed only if you do not vote online

I/We being a Shareholder entitled to attend and vote at the General Meeting of Parabellum Resources Limited, to be held at 12.00pm (AWST) on Monday, 26 September 2022 at 52 Ord Street, West Perth, WA 6005 hereby: Appoint the Chairman of the Meeting (Chair) OR if you are not appointing the Chairman 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.

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Resolutions For Against Abstain

1. Ratification of issue of Tranche 1 Placement Shares

2. Approval of issue of Tranche 2 Placement Shares

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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.

SIGNATURE OF SECURITYHOLDERS – THIS MUST BE COMPLETED

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 of your communications despatched by the Company electronically (where legally permissible).

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