RAGUSA MINERALS LTD — Proxy Solicitation & Information Statement 2013

Oct 9, 2013

LODGE YOUR VOTE

By Mail

Aurora Funds Limited C/- ShareandFund Pty Ltd PO Box 18366 Collins Street East VIC 8003

By facsimile +61 3 9111 5652

All enquiries to:

1300 55 66 35 (within Australia) +61 3 9020 7939 (outside Australia)

SRN/HIN

securityholder) you are appointing as your proxy.

SECURITYHOLDER PROXY FORM

I/We being a securityholder(s) of Aurora Funds Management Limited and entitled to attend and vote hereby appoint:

STEP 1			APPOINT A PROXY
	The Chairmanof the Meeting	OR	if you are NOT appointing the Chairman of the Meetingas your proxy, please write the name of the individual
	(mark box)		orbodycorporate(excludingtheregistered

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 at the Annual General Meeting of Aurora Funds Limited to be held at Level 4, 1 Alfred Street, Sydney NSW 2000 on Thursday the 21st of November 2013 at 11.00am (AEST) and at any adjournment of that meeting, to act 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.

If the Chairman of the Meeting is appointed as your proxy or may be appointed by default, and you do not wish to direct your proxy how to vote in respect of resolution 2, please mark this box. By marking this box, you acknowledge that the Chairman of the Meeting may vote as your proxy even if he has an interest in the outcome of the resolution and votes cast by the Chairman of the Meeting for those resolutions, 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 Chairman of the Meeting will not cast your votes on the resolution and your votes will not be counted in calculating the required majority if a poll is called. By marking this box I/we acknowledge the Chairman of the Meeting can exercise my/our proxy even though he has an interest in the outcome of the resolution and unless a specific voting direction has been specified below, the Chairman of the Meeting is directed to vote in accordance with his voting intention as set out below.

The Chairman of the Meeting will vote all undirected proxies in favour of resolution 2.

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the meeting. Please read the voting instructions overleaf before marking any boxes with an X

STEP 2	VOTING DIRECTIONS
Resolution 1To receive and consider the financialreport of the Company, and the reportsof the Directors and of the auditor, forthe year ended 30 June 2013	For	Against	Abstain*	Resolution 4To re-elect Alastair Davidson as aDirector	For	Against	Abstain*
Resolution 2To adopt the Remuneration Report				Resolution 5To remove PricewaterhouseCoopers asauditors of the company
Resolution 3To re-elect Simon Lindsay as a Director				Resolution 6To appoint Deloitte Touche Tomatsu asauditors of the company

* If you make the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

STEP 3	SIGNATURE OF SECURITYHOLDERS – THIS MUST BE COMPLETED
Securityholder 1 (Individual)	Joint Securityholder 2 (Individual)	Joint Securityholder 3 (Individual)
Sole Director and Sole Company Secretary	Director/Company Secretary (Delete one)	Director
Contact Name & Phone Number	Email

This form should be signed by the securityholder. If a joint holding, either securityholder may sign. If signed by the securityholder's attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company's constitution and the Corporations Act 2001 (Cth).

HOW TO COMPLETE THIS PROXY FORM

Your Name and Address

This is your name and address as it appears on the company's share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

Appointment of a Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. If you appoint someone other than the Chairman of the Meeting as your proxy, you will also be appointing the Chairman of the Meeting as your alternate proxy to act as your proxy in the event the named proxy does not attend the meeting or does not vote on a poll in accordance with your directions.

Votes on Items of Business – Proxy Appointment

You may direct your proxy how to vote by placing a mark in 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.

Proxy voting by key management personnel

Key Management Personnel ("KMP") of the company (which includes each of the Directors) will not be able to vote your proxy on Resolution 2 (adoption of the Remuneration Report) unless you direct them how to vote or, in the case of the Chairman of the Meeting, unless you expressly authorise him to do so. If you intend to appoint a member of the KMP (such as one of the Directors) (other than the Chairman of the Meeting) as your proxy, you can direct them how to vote on Resolution 2 by following the instructions on the proxy form.

If the Chairman of the Meeting is or becomes your proxy for Resolution 2, you can direct him how to vote by following the instructions on the proxy form. If you do not direct him how to vote, by signing and submitting the proxy form, you expressly authorise him to exercise the proxy in respect of Resolution 2 even though it is connected to the remuneration of members of KMP.

Lodgement of a Proxy Form

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given by 11:00am (Sydney time) on Tuesday, 19 November 2013, being not later than 48 hours before the commencement of the meeting. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Proxy Forms may be lodged by using the following means:

By Mail Aurora Funds Limited C/- ShareandFund Pty Ltd PO Box 18366 Collins Street East VIC 8003

By facsimile +61 3 9111 5652

Appointment of a Second Proxy

You are entitled to appoint up to two persons as proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, and additional Proxy Form may be obtained by telephoning the company's share registry or you may copy this form and return them both together. The appointment of the Chairman of the Meeting as your alternate proxy also applies to the appointment of the second proxy.

To appoint a second proxy you must:

• (a) On each of the Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.
• (b) return both forms together.

Signing Instructions

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either securityholder may sign.

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, 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 indicate the office held by signing in the appropriate place.

Corporate Representatives

If a representative of the corporation is to attend the meeting the appropriate "Certificate of Appointment of Corporate Representative" should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the company's share registry.

All enquiries to: 1300 55 66 35 (within Australia) +61 3 9020 7939 (outside Australia)

If you would like to attend and vote at the Annual General Meeting, please bring this form with you. This will assist in registering your attendance.