RAIDEN RESOURCES LIMITED — AGM Information 2012

Sep 20, 2012

SVC GROUP LIMITED ACN 009 161 522

NOTICE OF ANNUAL GENERAL MEETING

AND

EXPLANATORY MEMORANDUM

Date of Meeting: Tuesday 23 October 2012 Time of Meeting: 10.00am (Sydney time) Place of Meeting: Level 8, 55 Hunter St, Sydney, NSW, 2000

SVC GROUP LIMITED ACN 009 161 522

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of shareholders of SVC GROUP LIMITED ACN 009 161 522 ("Company") will be held at Level 8, 55 Hunter St, Sydney, NSW, 2000 on Tuesday 23 October 2012 at 10.00am (Sydney time).

AGENDA

1. FINANCIAL REPORTS

To receive and consider the Company's Annual Report comprising the Directors' Report and Auditors' Report, Directors' Declaration, Statement of Financial Performance, Statement of Financial Position, Statement of Cashflows and notes to and forming part of the accounts for the Company and its controlled entities for the financial year ended 30 June 2012.

A copy of the Company's 30 June 2012 Annual Financial Reports may be accessed on the Company's website at www.svcgroup.com.au. If any shareholder requires a copy to be sent by post please contact Mr Richard Pritchard on (02) 99515430. Copies of the Reports will be available at the meeting.

2. Resolution 1 - REMUNERATION REPORT

To consider and if thought fit pass the following resolution:

"That the Remuneration Report for the year ended 30 June 2012 (as set out in the Directors Report) is adopted."

3. Resolution 2 - RE-ELECTION OF RICHARD PRITCHARD AS A DIRECTOR

To consider and if thought fit pass the following resolution:

"That Richard Pritchard, who retires in accordance with the provisions of the Company's Constitution and offers himself for re-election, be re-elected as a Director."

4. Resolution 3 - RE-ELECTION OF LANCE GOVEY AS A DIRECTOR

To consider and if thought fit pass the following resolution:

"That Lance Govey, having been appointed a director since the last Annual General Meeting, retires in accordance with the provisions of the Company's Constitution and offers himself for re-election, be re-elected as a Director."

5. Resolution 4 - RE-ELECTION OF ANTHONY CRIMMINS AS A DIRECTOR

To consider and if thought fit pass the following resolution:

"That Anthony Crimmins, having been appointed a director since the last Annual General Meeting, retires in accordance with the provisions of the Company's Constitution and offers himself for re-election, be re-elected as a Director."

6. Resolution 5 – APPROVAL OF 10% PLACEMENT FACILITY

To consider and if thought fit pass the following resolution:

"That, pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders approve the issue of Equity Securities up to 10% of the issued capital of the Company (at the time of the issue) calculated in accordance with the formula prescribed in Listing Rule 7.1A.2 and on the terms and conditions in the Explanatory Memorandum."

Voting Exclusion

The Company will disregard any votes cast on this Resolution by AND Technologies Pty Limited and a person (and any associates of such a person) who may participate in the 10% Placement Facility and a person who might obtain a benefit, except a benefit solely in the capacity of a holder of Shares, if this Resolution is passed. However, the Company will not disregard a vote if:

(a) it is cast by the person as proxy for a person who is entitled to vote, in accordance with directions on the Proxy Form; or

(b) it is cast by the Chairman as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

7. Resolution 6 – ISSUE OF SHARES TO REPAY DEBT

To consider and if thought fit pass the following resolution:

"That, for the purpose of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue and allot shares to repay the debt as set out in the Explanatory Memorandum."

Voting Exclusion

The Company will disregard any votes cast on this Resolution by AND Technologies Pty Limited and any of its associates. However, the Company will not disregard a vote if:

(a) it is cast by the person as proxy for a person who is entitled to vote, in accordance with directions on the Proxy Form; or (b) it is cast by the Chairman as proxy for a person who is entitled to vote, in accordance with a direction on the Proxy Form to vote as the proxy decides.

8. Resolution 7 - RATIFICATION OF SHARE ISSUE

To consider, and if thought fit, pass the following resolution:

"That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, the issue of 2,662,093 fully paid ordinary shares in the capital of the Company as set out in the Explanatory Memorandum be ratified".

Voting Exclusion

The Company will disregard any votes on Resolution 8 cast by the allottees or any person associated with the allottees. However the Company need not disregard a vote if it is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form or it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form and vote as the proxy decides.

9. Other Business

To consider any other business that may be brought forward in accordance with the constitution of the Company and the Corporations Act

BY ORDER OF THE BOARD

Brett Crowley Company Secretary 20 September 2012

EXPLANATORY MEMORANDUM

INTRODUCTION

This Explanatory Memorandum has been prepared for the information of shareholders of SVC Group Limited ACN 009 161 522 (Company) to be considered at the Annual General Meeting to be held at Level 8, 55 Hunter St, Sydney, NSW, 2000 on Tuesday 23 October 2012 commencing at 10.00am (Sydney time).

The Explanatory Statement forms part of the accompanying Notice of Meeting. Details of the business to be considered at this Meeting are set out below.

1. CONSIDER THE COMPANY'S FINANCIAL REPORTS

To receive and consider the Company's Annual Report comprising the Directors' Report and Auditors' Report, Directors' Declaration, Statement of Financial Performance, Statement of Financial Position, Statement of Cash flows and notes to and forming part of the accounts for the Company and its controlled entities for the financial year ended 30 June 2012.

A copy of the Company's 2012 Annual Financial Reports may be accessed on the Company's website at www.svcgroup.com.au. If any shareholder requires a copy to be sent by post please contact Mr Richard Pritchard on 02 99515430. Copies of the Reports will be available at the meeting.

2. RESOLUTION 1 - REMUNERATION REPORT

The Board has submitted its Remuneration Report to Shareholders for consideration and adoption by way of a non-binding Resolution.

The Remuneration Report is set out in the Directors' Report section of the Annual Report. The Report:

• explains the Board's policy for determining the nature and amount of remuneration of executive directors and senior executives of the Company;
• explains the relationship between the Board's remuneration policy and the Company's performance;
• sets out remuneration details for each Director and the most highly remunerated senior executive of the Company; and
• details and explains any performance conditions applicable to the remuneration of executive directors and senior executives of the Company.

A reasonable opportunity will be provided for discussion of the Remuneration Report at the meeting.

3. RESOLUTION 2 – RE-ELECTION OF RICHARD PRITCHARD AS A DIRECTOR

Mr Pritchard retires in accordance with Article 11.1.3 of the Company's Constitution and, being eligible, offers himself for election as a Director.

4. RESOLUTION 3 – RE-ELECTION OF LANCE GOVEY AS A DIRECTOR

Mr Govey was appointed as a Director of the Company since the previous Annual General Meeting. Mr Govey retires in accordance with Article 11.4.2 of the Company's Constitution and, being eligible, offers himself for re-election as a Director.

5. RESOLUTION 4 – RE-ELECTION OF ANTHONY CRIMMINS AS A DIRECTOR

Mr Crimmins was appointed as a Director of the Company since the previous Annual General Meeting. Mr Crimmins retires in accordance with Article 11.4.2 of the Company's Constitution and, being eligible, offers himself for re-election as a Director.

6. RESOLUTION 5 – APPROVAL OF 10% PLACEMENT FACILITY

6.1 General

Listing Rule 7.1A enables eligible entities to issue Equity Securities up to 10% of its issued share capital through placements over a 12 month period after the annual general meeting (10% Placement Facility). The 10% Placement Facility is in addition to the Company's 15% placement capacity under Listing Rule 7.1.

An eligible entity for the purposes of Listing Rule 7.1A is an entity that is not included in the S&P/ASX 300 Index and has a market capitalisation of $300 million or less. The Company is an eligible entity. The Company is now seeking shareholder approval by way of a special resolution to have the ability to issue Equity Securities under the 10% Placement Facility.

The exact number of Equity Securities to be issued under the 10% Placement Facility will be determined in accordance with the formula prescribed in Listing Rule 7.1A.2 (refer to Section 7.2(c) below).

The Company is actively seeking to acquire new resources assets and investments. The Company may use the 10% Placement Facility to acquire new resource assets or investments.

The Directors of the Company believe that Resolution 5 is in the best interests of the Company and unanimously recommend that Shareholders vote in favour of this Resolution.

6.2 Description of Listing Rule 7.1A

(a) Shareholder approval

The ability to issue Equity Securities under the 10% Placement Facility is subject to shareholder approval by way of a special resolution at an annual general meeting.

(b) Equity Securities

Any Equity Securities issued under the 10% Placement Facility must be in the same class as an existing quoted class of Equity Securities of the Company. The only class of Equity Securities of the Company at the date of the Notice is ordinary shares.

(c) Formula for calculating 10% Placement Facility

Listing Rule 7.1A.2 provides that eligible entities which have obtained shareholder approval at an annual general meeting may issue or agree to issue, during the 12 month period after the date of the annual general meeting, a number of Equity Securities calculated in accordance with the following formula:

(A x D) – E

where

A is the number of shares on issue 12 months before the date of issue or agreement:

(A) plus the number of fully paid shares issued in the 12 months under an exception in Listing Rule 7.2;

• (B) plus the number of partly paid shares that became fully paid in the 12 months;
• (C) plus the number of fully paid shares issued in the 12 months with approval of holders of shares under Listing Rule 7.1 and 7.4. This does not include an issue of fully paid shares under the entity's 15% placement capacity without shareholder approval;
• (D) less the number of fully paid shares cancelled in the 12 months.

Note that A is has the same meaning in Listing Rule 7.1 when calculating an entity's 15% placement capacity.

D is 10%

E is the number of Equity Securities issued or agreed to be issued under Listing Rule 7.1A.2 in the 12 months before the date of the issue or agreement to issue that are not issued with the approval of shareholders under Listing Rule 7.1 or 7.4.

(d) Listing Rule 7.1 and Listing Rule 7.1A

The ability of an entity to issue Equity Securities under Listing Rule 7.1A is in addition to the entity's 15% placement capacity under Listing Rule 7.1.

At the date of this Notice, the Company has on issue 137,639,069 Shares of which 2,662,093 have been issued by the Company under the 15% placement capacity under Listing Rule 7.1. Therefore the Company has a capacity to issue:

(i) 20,246,546 Equity Securities under Listing Rule 7.1; and

(ii) subject to Shareholder approval being sought under Resolution 5, 13,497,698 Equity Securities under Listing Rule 7.1A.

The actual number of Equity Securities that the Company will have capacity to issue under Listing Rule 7.1A will be calculated at the date of issue of the Equity Securities in accordance with the formula prescribed in Listing Rule 7.1A.2 (refer to Section 7.2(c) above).

(e) Minimum Issue Price

The issue price of Equity Securities issued under Listing Rule 7.1A must be not less than 75% of the VWAP of Equity Securities in the same class calculated over the 15 Trading Days immediately before:

(i) the date on which the price at which the Equity Securities are to be issued is agreed; or

(ii) if the Equity Securities are not issued within 5 Trading Days of the date in paragraph (i) above, the date on which the Equity Securities are issued.

(f) 10% Placement Period

Shareholder approval of the 10% Placement Facility under Listing Rule 7.1A is valid from the date of the annual general meeting at which the approval is obtained and expires on the earlier to occur of:

(i) the date that is 12 months after the date of the annual general meeting at which the approval is obtained; or

(ii) the date of the approval by shareholders of a transaction under Listing Rules 11.1.2 (a significant change to the nature or scale of activities) or 11.2 (disposal of main undertaking),

or such longer period if allowed by ASX (10% Placement Period).

6.3 Listing Rule 7.1A

The effect of Resolution 5 will be to allow the Directors to issue the Equity Securities under Listing Rule 7.1A during the 10% Placement Period without using the Company's 15% placement capacity under Listing Rule 7.1.

Resolution 5 is a special resolution and therefore requires approval of 75% of the votes cast by Shareholders present and eligible to vote (in person, by proxy, by attorney or, in the case of a corporate Shareholder, by a corporate representative).

6.4 Specific information required by Listing Rule 7.3A

Pursuant to and in accordance with Listing Rule 7.3A, information is provided in relation to the approval of the 10% Placement Facility as follows:

(a) The Equity Securities will be issued at an issue price of not less than 75% of the VWAP for the Company's Equity Securities over the 15 Trading Days immediately before:

(i) the date on which the price at which the Equity Securities are to be issued is agreed; or

(ii) if the Equity Securities are not issued within 5 Trading Days of the date in paragraph (i) above, the date on which the Equity Securities are issued.

(b) If Resolution 5 is approved by Shareholders and the Company issues Equity Securities under the 10% Placement Facility, the existing Shareholders' voting power in the Company will be diluted as shown in the below table. There is a risk that:

(i) the market price for the Company's Equity Securities may be significantly lower on the date of the issue of the Equity Securities than on the date of the Meeting; and

(ii) the Equity Securities may be issued at a price that is at a discount to the market price for the Company's Equity Securities on the issue date or the Equity Securities are issued as part of consideration for the acquisition of a new asset,

which may have an effect on the amount of funds raised by the issue of the Equity Securities.

The below table shows the dilution of existing Shareholders on the basis of the current market price of Shares and the current number of ordinary securities for variable "A" calculated in accordance with the formula in Listing Rule 7.1A(2) as at the date of this Notice.

The table also shows:

(i) two examples where variable "A" has increased, by 50% and 100%. Variable "A" is based on the number of ordinary securities the Company has on issue. The number of ordinary securities on issue may increase as a result of issues of ordinary securities that do not require Shareholder approval (for example, a pro rata entitlements issue or scrip issued under a takeover offer) or future specific placements under Listing Rule 7.1 that are approved at a future Shareholders' meeting; and

(ii) two examples of where the issue price of ordinary securities has decreased by 50% and increased by 50% as against the current market price.

		Dilution
Variable 'A' inlisting Rule7.1A.2		$0.012	$0.024	$0.048
Current VariableA 137,639,069	10%VotingDilution	13,763,907Shares	13, 763,907Shares	13, 763,907Shares
	FundsRaised	$165,167	$330,333	$660,667
50% increase in	10%VotingDilution	20,645,860Shares	20,645,860Shares	20,645,860Shares
Variable A206,458,604	FundsRaised	$247,750	$495,500	$991,001
100% increase inVariable A275,278,138	10%VotingDilution	27,527,814Shares	27,527,814Shares	27,527,814Shares
	FundsRaised	$330,337	$660,668	$1,321,335

The table has been prepared on the following assumptions:

(i) The Company issues the maximum number of Equity Securities available under the 10% Placement Facility.

(ii) The 10% voting dilution reflects the aggregate percentage dilution against the issued share capital at the time of issue. This is why the voting dilution is shown in each example as 10%.

(iii) The table does not show an example of dilution that may be caused to a particular Shareholder by reason of placements under the 10% Placement Facility, based on that Shareholder's holding at the date of the Meeting.

(iv) The table shows only the effect of issues of Equity Securities under Listing Rule 7.1A, not under the 15% placement capacity under Listing Rule 7.1.

(v) The issue of Equity Securities under the 10% Placement Facility consists only of Shares.

(vi) The issue price is $0.024, being the closing price of the Shares on ASX on 10 September 2012.

(c) The Company will only issue and allot the Equity Securities during the 10% Placement Period. The approval under Resolution 5 for the issue of the Equity Securities will cease to be valid in the event that Shareholders approve a transaction under Listing Rule 11.1.2 (a significant change to the nature or scale of activities or Listing Rule 11.2 (disposal of main undertaking).

(d) The Company may seek to issue the Equity Securities for the following purposes:

(i) non-cash consideration for the acquisition of the new projects and investments and payment of debt to AND Technologies Pty Limited as described in Resolution 6. In such circumstances the Company will provide a valuation of the non-cash consideration as required by Listing Rule 7.1A.3; or

(ii) cash consideration. In such circumstances, the Company intends to use the funds raised towards an acquisition of new projects, assets or investments (including expense associated with such acquisition), continued development expenditure on the Company's current assets and/or general working capital.

The Company will comply with the disclosure obligations under Listing Rules 7.1A(4) and 3.10.5A upon issue of any Equity Securities.

The Company's allocation policy is dependent on the prevailing market conditions at the time of any proposed issue pursuant to the 10% Placement Facility. The identity of the allottees of Equity Securities will be determined on a case-by-case basis having regard to the factors including but not limited to the following:

(i) the methods of raising funds that are available to the Company, including but not limited to, rights issue or other issue in which existing security holders can participate;

(ii) the effect of the issue of the Equity Securities on the control of the Company;

(iii) the financial situation and solvency of the Company; and

(iv) advice from corporate, financial and broking advisers (if applicable).

The allottees under the 10% Placement Facility have not been determined as at the date of this Notice but may include existing substantial Shareholders and/or new Shareholders who are not related parties or associates of a related party of the Company. The allottees may include AND Technologies Pty Limited if the shares subject to Resolution 6 are not issued to AND Technologies Pty Limited within three months of the date of the meeting.

Further, if the Company is successful in acquiring new projects or investments, it is likely that the allottees under the 10% Placement Facility will be the vendors of the new projects or investments.

(e) The Company has not previously obtained Shareholder approval under Listing Rule 7.1A.

(f) A voting exclusion statement is included in the Notice. At the date of the Notice, the Company has not approached any particular existing Shareholder or security holder or an identifiable class of existing security holder to participate in the issue of the Equity Securities. No existing Shareholder's votes will therefore be excluded under the voting exclusion in the Notice.

7. RESOLUTION 6 - ISSUE OF SHARES TO REPAY DEBT

SVC is indebted to AND Technologies Pty Limited (AND Technologies) as a result of the provision of consulting services to the Company. By deed dated 14 March 2012, the Company agreed to settle the debt to AND Technologies on the following terms:

• (a) $130,000 cash, which has been paid from the proceeds of the Prospectus Offer dated 4th May 2012; and
• (b) the issue of shares having a total value of $200,000 in four equal tranches. The tranches must be issued no later than November 2012, February 2013, May 2013 and August 2013, but may, if the Company chooses, be paid earlier.

If the Company fails to make a payment or cause shares to be issued by a due date, then at the election of AND Technologies, the whole balance owing of the total debt (after deducting the aggregate of any payment already made and the value of Shares already issued) shall become immediately payable. SVC is permitted to pay each of the tranches at any time before the due date.

The approval sought from shareholders is the issue of all of the shares required to repay the amount of $200,000 within three months of the date of the meeting. If the shares are not issued within the three months, the Company could issue shares to AND using the 10% Placement Facility under Resolution 5.

ASX Listing Rule 7.3 requires the notice of meeting to include the following information:

a) The formula for the calculating the number of shares to be issued is:

$200,000 VWAP

where VWAP means the volume weighted average price of SVC shares traded on the ASX in the five days prior to issue.

• b) The first tranche will be issued on or before 30 November 2012. The second, third and fourth tranche will, if the directors decide, be issued within 3 months after the date of the meeting.
• c) The issue price is the volume weighted average price of SVC shares traded on the ASX in the five days prior to the date of issue.
• d) The Allottee is AND Technologies Pty Ltd. The Allottee is not a related party to the Company.
• e) The shares will be fully paid ordinary shares.
• f) The funds will be utilised to satisfy the repayment of the Company's debt.

8. RESOLUTION 7 – RATIFICATION OF SHARES ISSUE

On 23 February 2012, the Company issued 18,634,654 shares at $0.0015 each to provide working capital of $27,952. The shares were, after issue and prior to this meeting, consolidated to be 2,662,093 shares.

The issue was made to a number of individuals and companies who had provided loans to the Company. The share issue was permitted to be made without shareholder approval under ASX Listing Rule 7.1. At the time of allotment none of the investors were related entities of the Company.

This Resolution seeks shareholder ratification pursuant to ASX Listing Rule 7.4. The following information is provided to shareholders in accordance with ASX Listing Rule 7.5:

• (a) 18,634,654 fully paid ordinary Shares were allotted at an issue price of $0.0015 per Share. The shares were, after issue and prior to this meeting, consolidated to be 2,662,093 shares.
• (b) The Shares were issued on the same terms as and rank equally with the existing Shares on issue.
• (c) The Shares were issued to the following persons:

Name	Shares
Meldej Pty Ltd	2,666,667
Brian Towle Pty Ltd ATF	707,320
George Calder Sim & Mrs. Susan Elizabeth Sim ATF	666,667
Mr. William Albert Austen & Mrs Margaret Shirley Leamon <willian austen="" super<br="">Fund A/C>	353,660
Petard Pty Ltd	2,000,000
Mr. Gerald Merwin Olstein & Mrs Linda Dianne Olstein ATF <the olstein<br="">Superannuation Fund>	707,320
Thomas Michael Crimmins	1,045,334
Anthony Robert Sykes & James Frederick Sykes ATF <the anthony="" sykes<br="">Superannuation Fund>	353,660
Darrell Daniel Smith	1,768,293
Huw Morris Jones	2,090,113
MR RAYMOND JOSEPH ALLEN	2,122,027
W Fox Superannuation Pty Ltd ATF	353,593
R&S Khatri Super Fund	666,667
Allan Michael Shell & Roma Shell	666,667
Ravindra Muthia	666,667
Danny Cousins	666,667
Brooke Sarah Gordon	466,667
Dr Patrick Bolton & Ms Nicola Louise Atkin ATF	666,667

(d) The purpose of the share issue was to raise funds for working capital.

PROXY, REPRESENTATIVE AND VOTING ENTITLEMENT INSTRUCTIONS

PROXIES AND REPRESENTATIVES

Shareholders are entitled to appoint a proxy to attend and vote on their behalf. Where a shareholder is entitled to cast two or more votes at the meeting, they may appoint two proxies. Where more than one proxy is appointed, each proxy may be appointed to represent a specific proportion or number of votes the shareholder may exercise. If the appointment does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the votes. The proxy may, but need not, be a shareholder of the Company.

Shareholders who are a body corporate are able to appoint representatives to attend and vote at the meeting under Section 250D of the Corporations Act 2001 (Cwlth).

The proxy form must be signed by the shareholder or his/her attorney duly authorised in writing or, if the shareholder is a corporation, in a manner permitted by the Corporations Act.

The proxy form (and the power of attorney or other authority, if any, under which the proxy form is signed) or a copy or facsimile which appears on its face to be an authentic copy of the proxy form (and the power of attorney or other authority) must be deposited at, posted to, or sent by facsimile transmission to the address listed below not less than 48 hours before the time for holding the meeting, or adjourned meeting as the case may be, at which the individual named in the proxy form proposes to vote.

Address: SVC Group Limited, PO Box 3786, Sydney, NSW 2001, Australia

Fax: +61 2 99515454

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. A form of the certificate may be obtained from the Company's share registry.

A proxy form is attached to this Notice.

VOTING ENTITLEMENT

For the purposes of determining voting entitlements at the Meeting, shares will be taken to be held by the persons who are registered as holding the shares at 7.00pm 21 October 2012. Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the Meeting.

SIGNING INSTRUCTIONS

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

Individual:	Where the holding is in one name, the holder must sign.
Joint Holding:should sign.	Where the holding is in more than one name, all of the security holders
Power of Attorney:	To sign under Power of Attorney, you must have already lodged thisdocument withthe registry. If you have not previously lodged this documentfor notation, please attach a certified photocopy of the Power of Attorney tothis form when you return it.
Companies:	Where the company has a Sole Director who is also the Sole CompanySecretary,this form must be signed by that person. If the company (pursuantto section204A of the Corporations Act 2001) does not have a CompanySecretary, a Sole Director can also sign alone.
	Otherwise this form must be signed by a Director jointly with either anotherDirectoror a Company Secretary.
	Please indicate the office held by signing in the appropriate place.

PROXY FORM

I/WE

of

being shareholder(s) of SVC GROUP LIMITED ("Company")

hereby appoint of:

of failing him/her of:

or failing him/her the Chairman as my/our proxy to vote for me/us and on my/our behalf at the annual general meeting of the Company to be held at Level 8, 55 Hunter St, Sydney, NSW, 2000 on 23 October 2012 commencing at 10.00am (Sydney time).and at any adjournment thereof in respect of all of my/our shares in the Company unless otherwise specified below.

If you wish to indicate how your proxy is to vote, please tick the appropriate places below.

If the Chairman is appointed as your proxy, or may be appointed by default, and if you do not wish to direct your proxy how to vote as your proxy in respect of a resolution, please place a mark in this box:

By marking this box, you acknowledge that the Chairman may exercise your proxy even if he/she has an interest in the outcome of the resolution and votes cast by him/her other than as proxy holder will be disregarded because of that interest. The Chairman advises that it is his/her intention to vote in favour of all resolutions in respect of any undirected proxies which may be granted in favour of the Chairman

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 the resolution and your votes will not be counted in calculating the required majority if a poll is called on the resolution.

If two proxies are appointed, the proportion of voting rights this proxy is authorised to exercise is [ ]%. (An additional proxy form will be supplied by the Company on request.)

If you wish to appoint the proxy to exercise voting power over only some of your shares, the number of shares in respect of which this proxy is to operate is ……………….. shares (Note: proxy will be over all shares if left blank)

If no directions are given, the Proxy may vote as the Proxy thinks fit or may abstain. By signing this appointment you acknowledge that the Proxy (whether voting in accordance with your directions or voting in their discretion under an undirected Proxy) may exercise your proxy even if he/she has an interest in the outcome of the resolution and even if votes cast by him/her other than as proxy holder will be disregarded because of that interest.

I/we direct my/our proxy to vote as indicated below:

• 1. Approval of remuneration report
• 1. Election of Richard Pritchard as a Director
• 1. Election of Lance Govey as a Director
• 1. Election of Anthony Crimmins as a Director
• 1. Approval placement facility of 10%
• 1. Issue of shares to repay debt
• 1. Ratification of Share Issue

RESOLUTION		For	Against	Abstain
1.	Approval of remuneration report
2.	Electionof Richard Pritchardas a Director
3.	Election of Lance Goveyas a Director
4.	Election of Anthony Crimminsas a Director
5.	Approval placement facility of 10%
6.	Issue of shares to repay debt
7.	Ratification of Share Issue