PTR MINERALS LTD — AGM Information 2008

Oct 26, 2008

Petratherm Ltd

105-106 Greenhill Road, Unley, South Australia 5061 Tel: +61 8 8274 5000 Fax: +61 8 8366 6056 Website www.petratherm.com.au Email admin@petratherm.com.au A.C.N. 106 806 884

27 October 2008

Dear Shareholder

ANNUAL GENERAL MEETING

I am pleased to invite you to attend the Annual General Meeting of Petratherm Ltd to be held at the Victoria Room, Hilton Adelaide, 233 Victoria Square, Adelaide, South Australia on Thursday 27 November 2008 at 2.00 pm.

The Australian Government introduced legislation in 2007 changing the default option for receiving annual reports to be via a Company's web site. As a result, an electronic copy of the 2008 Annual Report is available on the Company's website at http://www.petratherm.com.au/reports/index.htm. The 2008 Annual Report has also been sent by post to those shareholders who have previously elected to receive a hard copy. In addition, the Company has also enabled online voting, details of which are explained on the Proxy Form

If you are unable to attend the meeting in person, I encourage you to return the enclosed Proxy Form. The Proxy Form should be returned by post or faxed to the Company's Office or Share Registry so that it may be received by 2.00 pm on Tuesday 25 November 2008.

Yours sincerely,

DEREK CARTER CHAIRMAN Encl.

Petratherm Ltd

105-106 Greenhill Road, Unley, South Australia 5061 Tel: +61 8 8274 5000 Fax: +61 8 8366 6056 Website www.petratherm.com.au Email admin@petratherm.com.au A.C.N. 106 806 884

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of Shareholders of Petratherm Ltd will be held at the Victoria Room, Hilton Adelaide, 233 Victoria Square, Adelaide, South Australia on Thursday 27 November 2008 at 2.00 pm.

Please note that your online version of the Company's Annual Report 2008 can be viewed at http://www.petratherm.com.au/reports/index.htm. The 2008 Annual Report has also been sent by post to those shareholders who have previously elected to receive a hard copy. You can also vote online at www.investorvote.com.au by entering your Control Number, SRN/HIN and postcode, which are shown on the first page of the enclosed Proxy Form. Overseas Shareholders are able to select their country of residence rather than entering a postcode.

Ordinary Business

To receive and consider the Financial Statements for the year ended 30 June 2008 and accompanying reports of the Directors and Auditor.

To consider and, if thought fit, pass the following resolutions as ordinary resolutions;-

1] Adoption of the remuneration report

"That the Company adopt the Remuneration Report for the year ended 30 June 2008 as set out in the Company's Annual Report."

2] Re-election of Dr Richard Hillis as Director

"That Dr Richard Hillis, having retired by rotation in accordance with ASX Listing Rule 14.4 and Clause 6.1 of the Constitution of the Company, being eligible, and having offered himself for re-election, is re-elected as a Director with effect immediately following the conclusion of the meeting."

Explanatory Notes

The Explanatory Notes accompanying this Notice of Annual General Meeting are incorporated in and comprise part of this Notice of Annual General Meeting, and should be read in conjunction with this notice.

Shareholders are specifically referred to the Glossary in the Explanatory Notes which contains definitions of capitalised terms used both in this Notice of Annual General Meeting and the Explanatory Notes.

Proxies

Please note that:

• (a) a member of the Company entitled to attend and vote at the Annual General 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.

"Snap-shot" Time

The Company may specify a time, not more than 48 hours before the meeting, at which a "snapshot" of Shareholders will be taken for the purposes of determining Shareholder entitlements to vote at the meeting. The Company's directors have determined that all Shares of the Company that are quoted on ASX as at 2.00pm on the 25th November 2008 shall, for the purposes of determining voting entitlements at the Annual General Meeting, be taken to be held by the persons registered as holding the Shares at that time.

Corporate Representative

Any corporate Shareholder who has appointed a person to act as its corporate representative at the meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company's representative. The authority may be sent to the Company and/or registry in advance of the meeting or handed in at the meeting when registering as a corporate representative.

Dated 27 October 2008

BY ORDER OF THE BOARD PETRATHERM LIMITED

DONALD STEPHENS COMPANY SECRETARY

Voting

A Proxy Form is enclosed with this Notice.

Petratherm Ltd

105-106 Greenhill Road, Unley, South Australia 5061 Tel: +61 8 8274 5000 Fax: +61 8 8366 6056 Website www.petratherm.com.au Email admin@petratherm.com.au A.C.N. 106 806 884

EXPLANATORY NOTES

Introduction

These Explanatory Notes set out information in connection with the business to be considered at the Annual General Meeting of Shareholders proposed to be held at the Victoria Room, Hilton Adelaide, 233 Victoria Square, Adelaide, South Australia on Thursday 27 November 2008 at 2.00 pm.

The following items of ordinary business will be considered at the meeting.

Resolution 1 : Adoption of Remuneration Report

The Annual Report for the year ended 30 June 2008 contains a Remuneration Report which sets out the remuneration policy for the Company and reports the remuneration arrangements in place for the executive Director, specified Executives and non-executive Directors. The report is set out in the Directors' Report of the Annual Report.

Section 250R(2) of the Corporations Act requires that a resolution to adopt the Remuneration Report be put to the vote of the Company. Shareholders should note that the vote on Resolution 1 is advisory only and will not bind the Company or the Directors. However, the Board has determined that it will take the outcome of the vote into consideration when reviewing the Company's remuneration policy.

Resolutions 2: Re-election of Director

In accordance with Listing rule 14.4 and clause 6.1 of the Company's Constitution at every Annual General Meeting, one third of the Directors for the time being (excluding those who retire under clause 9.2 of the Constitution) must retire from office and are eligible for re-election. Accordingly Dr Richard Hillis will retire as director of the company being eligible,offer himself for, re-election.

Resume of the candidate for election to the office of Director are as follows:-

Richard Hillis, BSc, ARSM, PhD (Non-Executive Director)

Richard Hillis joined the board of directors on 1 March 2004. He is the State of South Australia Professor of Petroleum Geology and Head of the Australian School of Petroleum at the University of Adelaide. His research expertise is in sedimentary basin tectonics and petroleum geomechanics with reference to their applications to petroleum and geothermal exploration and development and carbon dioxide geosequestration. He has undertaken approximately 40 consulting projects for oil companies, primarily in the area of petroleum geomechanics and has taught a professional short courses on the subject in Australia, Japan, Vietnam, Brunei and the United Kingdom. Richard, who has authored or co-authored over 100 scientific papers and edited two books, heads a research Group at the University of Adelaide, which includes post-doctoral researchers and PhD students, researching basin tetconics and petroleum geomechanics.

Interpretation

Terms defined in the Notice of Meeting have the same meaning in the Explanatory Notes

Glossary

"ASX" means ASX Limited ACN 008 624 691;

"ASX Listing Rules" means the official listing rules of ASX;

"Board" means the board of Directors;

"Company" means Petratherm Limited ACN 106 806 884;

"Constitution" means the constitution of the Company;

"Corporations Act" means Corporations Act 2001 (Cth);

"Director" means a director of the Company;

"Option" means an option to subscribe for one unissued Share;

"Optionholder" means a holder of an Option;

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

"Shareholder" means a holder of a Share.

Lodge your vote:

Online: www.investorvote.com.au

By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia

Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For all enquiries call:

(within Australia) 1300 556 161 (outside Australia) +61 3 9415 4000

Proxy Form

Vote online, 24 hours a day, 7 days a week:www.investorvote.com.au
Cast your proxy vote	Your secure access information is:Control Number:
	SRN/HIN:
Review and update your securityholding	PLEASE NOTE: For security reasons it is important that you keep yourSRN/HIN confidential.

For your vote to be effective it must be received by 2.00pm (Adelaide time) Tuesday 25 November 2008

How to Vote on Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote as they choose. If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

A proxy need not be a securityholder of the Company.

Signing Instructions for Postal Forms

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders 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 form when you return it.

Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate securityholder or proxy is to attend the meeting you will need to provide the appropriate ''Certificate of Appointment of Corporate Representative'' prior to admission. A form of the certificate may be obtained from Computershare or online at www.computershare.com.

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

GO ONLINE TO VOTE, or turn over to complete the form Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with 'X') should advise your broker of any changes.

Proxy Form Please mark to indicate your directions

Appoint a Proxy to Vote on Your Behalf

I/We being a member/s of Petratherm Ltd hereby appoint

the Chairman OR of the meeting

PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Petratherm Ltd to be held at the Victoria Room, Hilton Adelaide, 233 Victoria Square, Adelaide, South Australia on Thursday, 27 November 2008 at 2.00pm and at any adjournment of that meeting.

Items of Business PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

1Adoption of the remuneration report
2Re-election of Dr Richard Hillis as a Director

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

Signature of Securityholder(s)		This section must be completed.
Individual or Securityholder 1	Securityholder 2		Securityholder 3
Sole Director and Sole Company Secretary	Director		Director/Company Secretary
		Contact
ContactName		DaytimeTelephone	/Date	/