Petra Diamonds Ltd. — AGM Information 2017

Jan 4, 2017

Form of Direction

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Petra Diamonds Limited (the “Company”)

Company Registration Number: EC23123

Form of Direction for completion by holders of Depositary Interests representing shares on a one for one basis in the Company in respect of the Annual General Meeting (“AGM”) of the Company at 10.00am GMT on 28 November 2013 in the Pine Room of the Atlantic Hotel, Le Mont de la Pulente, St. Brelade, Jersey JE3 8HE.

Before completing this form, please read the explanatory notes.

Notes:

1. To be effective, this Form of Direction and the power of attorney or other authority (if any) under which it is signed, or a notarially or otherwise certified copy of such power or authority, must be deposited at Capita Asset Services, PXS, 34 Beckenham Road, Beckenham BR3 4TU, United Kingdom not later than 10.00am GMT on 25 November 2013.

2. Any alterations made to this Form of Direction should be initialled.

3. In the case of a corporation this Form of Direction should be given under its common seal or under the hand of an officer or attorney duly authorised in writing.

4. Please indicate how you wish your votes to be cast by placing “X” in the box provided. On receipt of this form duly signed, you will be deemed to have authorised the Depositary to vote, or to abstain from voting, as per your instructions. If no voting instruction is indicated, the Depositary will abstain from voting on such resolution.

5. The Depositary will appoint the Chairman of the meeting as its proxy to cast your votes. The Chairman may also vote or abstain from voting as he or she thinks fit on any other business (including amendments to resolutions) which may properly come before the meeting.

6. Depositary Interests held in uncertificated form (i.e. in CREST), representing shares on a one for one basis in the Company, may be voted through the CREST Proxy Voting Service in accordance with the procedures set out in the CREST manual.

7. Depositary Interest holders wishing to attend the meeting should contact the Depositary at Capita IRG Trustees Limited, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU or by email to custodymgt@capita.co.uk in order to request a Letter of Representation by no later than 10.00am GMT on 25 November 2013.

I/We ......................................................................................................................................................................................................................... (name(s) in full) (BLOCK LETTERS) of ................................................................................................................................................................................................................................................................................(address)

being a holder of Depositary Interests representing shares in the Company hereby instruct Capita IRG Trustees Limited, the Depositary, to vote for me/us and on my/our behalf in person or by proxy at the AGM of the Company to be held on the above date (and at any adjournment thereof) as directed by an “X” in the spaces below. The vote “Abstain” is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution. If no indication is given, the Depositary will abstain from voting.

Ordinary resolutions	For	Against	Abstain
1. To receive the Financial Statements of the Company for the year ended 30 June 2013,together with the Reports of the Directors and Auditors thereon.
2. To approve the Directors’Remuneration Report for the year ended 30 June 2013.
3. To re-appoint BDO LLP as auditors to act as such until the conclusion of the nextAGM of the Company.
4. To authorise the Directors of the Company to fix the remuneration of the auditors.
5. To re-appoint Mr Adonis Pouroulis, who retires in accordance with the Company’sBye-Laws, as a Director of the Company.
6. To re-appoint Mr Christoffel Johannes Dippenaar, who retires in accordance withthe Company’s Bye-Laws, as a Director of the Company.
7. To re-appoint Mr David Gary Abery, who retires in accordance with the Company’sBye-Laws, as a Director of the Company.
8. To re-appoint Mr James Murry Davidson, who retires in accordance with theCompany’s Bye-Laws, as a Director of the Company.
9. To re-appoint Mr Anthony Carmel Lowrie, who retires in accordance with theCompany’s Bye-Laws, as a Director of the Company.
10. To re-appoint Dr Patrick John Bartlett, who retires in accordance with the Company’sBye-Laws, as a Director of the Company.
11. To re-appoint Mr Alexander Gordon Kelso Hamilton, who retires in accordance withthe Company’s Bye-Laws, as a Director of the Company.
12. To increase the Company’s authorised share capital (ordinary shares of £0.10 each)from £65,000,000 to £75,000,000.
13. To authorise the Directors of the Company to allot Relevant Securities within themeaning of Bye-Law 2.4 of the Company’s Bye-Laws.
Special resolution
14. To disapply the pre-emption provisions of Bye-Law 2.5(a) pursuant to Bye-Law2.6(a)(i) of the Company’s Bye-Laws.

Signature: ....................................................................................................................................................................... Date: ..............................................................................................

Affix stamp here

PXS 34 Beckenham Road Beckenham BR3 4TU United Kingdom