REDCASTLE RESOURCES LIMITED — AGM Information 2007

Oct 11, 2007

Great Pacific Capital Limited ABN 57 096 781 716

Annual General Meeting 2007

Notice of Annual General Meeting to be held at 2:30 pm on 9 November 2007 in the Conference Centre, Main Foyer, Mezzanine Level of Angel Place, 123 Pitt Street Sydney NSW 2000 is included with this Information Memorandum. To be valid, all Proxy Forms for use at this meeting must be completed and returned to the company no later than 2:30 pm on 7 November 2007.

Dear Shareholder,

Annual General Meeting Invitation

On behalf of the Board, I have pleasure in inviting you to the 2007 Annual General Meeting of shareholders of Great Pacific Capital Limited and I hope as many of you as possible will be able to attend.

The meeting will be held at 2:30 pm on 9 November 2007 in the Conference Centre, Main Foyer, Mezzanine Level of Angel Place at 123, Pitt Street, Sydney. Attached to this invitation are the Notice of Annual General Meeting, Form of Proxy and Questions and Comments sheet.

As mentioned in the Annual Report, a debt restructuring proposal and a debt conversion proposal was made to all other lenders and debenture note holders of GPCL Group whereby GPCL Group proposed to assign its entitlements to the receivable from owner of the land at the Bellambi West Colliery Site (including the loan, interest receivable and the guarantee fee receivable) and to issue ordinary shares to convert some of the debts owing to a lender. These proposals will not be discussed in this AGM. Instead, it will be discussed in an Extraordinary General Meeting scheduled to be held after this AGM at 3:00pm.

To assist you in communicating issues to the Board, Questions & Comments sheets have been attached, which can be mailed back to the Company's postal address at GPO Box 3364, Sydney NSW 2001 or fax back to the Company's registered office on 02 9202 3098. A list of the questions and comments will be made available at the Annual General Meeting to which the Board will address. The auditor

will also be available to answer any questions about the scope and conduct of the audit and the preparation of the auditor's report.

Registration will be available from 2:00 pm.

If you are unable to attend, you can appoint a proxy using the form provided. It must be lodged at the Company's registered office at Level 23, 123 Pitt Street, Sydney 2000 or faxed to the Company on (02) 9202 3098 at least 48 hours before the meeting. A reply paid envelope is enclosed so that you can post your proxy form to the Company. Appointing a proxy does not preclude you from still attending the meeting, however, you will not be eligible for voting unless you revoke your proxy when registering.

Corporate Shareholders who wish to appoint a person to act as their representative at the meeting can do so by providing that person with a letter duly signed under seal authorising that person to act as their representative either at this meeting or at all meetings of the Company.

Angel Place is easily reached by train to Wynyard Station. If travelling by car, parking is available within the building to the public at hourly rates.

The directors of the Board look forward to welcoming Shareholders to this Annual General Meeting.

Alfred Wong Chairman 9 October 2007

Notice of Annual General Meeting

Great Pacific Capital Limited ACN 096 781 716

NOTICE OF MEETING

Notice is hereby given that the 2007 Annual General Meeting of shareholders of Great Pacific Capital Limited will be held in the Conference Centre, Main Foyer, Mezzanine Level of Angel Place, 123 Pitt Street, Sydney on 9 November 2007 at 2:30 pm Registration will open at 2:00 pm.

AGENDA

ORDINARY BUSINESS

1. Annual Financial Report, Directors' Report and Auditor's Report

To receive the Financial Report of the Company and its controlled entities for the financial year ended 30th June 2007, together with the Directors' Report and the Auditor's Report in relation to that financial year.

1. Approval of the Remuneration Report (non-binding vote)

To consider and, if thought fit, to pass the following resolution as a non-binding ordinary resolution:

Resolution 1

'THAT the Company's Remuneration Report for the financial year ended 30th June 2007 be adopted.'

Note: The vote on this resolution is advisory only and does not bind the directors or the Company.

1. Re-election of director, Alfred Wong

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

Resolution 2

'THAT Alfred Wong, having retired as a director by rotation, in accordance with clause 79 of the Constitution and being eligible, in accordance with clause 81 of the

Constitution be re-elected as a director.'

1. Re-election of director, Ivan Wong

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

Resolution 3

'THAT Ivan Wong, having retired as a director by rotation, in accordance with clause 79 of the Constitution and being eligible, in accordance with clause 81 of the Constitution be re-elected as a director.'

By order of the Board of Directors

Edwin Yeung Company Secretary 9 October 2007

EXPLANATORY STATEMENT

1. Annual Financial Report, Directors' Report and Auditor's Report

The Corporations Act 2001 (Section 317) requires that the directors of a public company must lay before the Annual General Meeting, the financial report, the directors' report and the auditor's report for the last financial year that ended before the Annual General Meeting. Shareholders will be given the opportunity at the meeting to ask questions of the directors and the auditor and make comments on these reports.

2. RESOLUTION 1: Approval of the Remuneration Report

In accordance with section 250R(2) of the Corporations Act, all listed companies are required to disclose in their Directors' Report details of the remuneration of all the Directors and senior executives. These details are set out in the Remuneration Report on pages 12 to 13 of the Company's 2007 Annual Report. The vote is advisory only and does not bind the directors or the Company.

3. RESOLUTION 2: Reelection of director, Alfred Wong

ASX Listing Rule 14.4 and clause 79 and 81 of the Constitution require at least one-third of the directors (except the Managing Director/Chief Executive Officer) to retire by rotation. The Constitution also stipulates that no director (except the Managing Director/Chief Executive Officer) is to retain office for more than three years without submitting himself for re-election. Accordingly, Alfred Wong, being a director re-elected on 26 November 2004, retires by rotation and seeks re-election as a director.

Alfred Wong, age 46, is the nonexecutive Chairman since 11 May 2001.

Alfred has a MBA with NSW University and is a member of ASIA.

Alfred is the founder and the Managing Director of the Great Pacific Financial Group, a well respected private financial institution with over 10 years experience in property investment banking. Alfred has also held a number of executive management positions in leading financial institutions and banks in Australia, including Capita Financial Group and State Bank NSW.

Alfred is also the executive Chairman of Green Pacific Energy Limited (in liquidation) and nonexecutive Chairman of QMastor Limited.

4. RESOLUTION 3: Reelection of director, Ivan Wong

ASX Listing Rule 14.4 and clause 79 and 81 of the Constitution require at least one-third of the directors (except the Managing Director/Chief Executive Officer) to retire by rotation. The Constitution also stipulates that no director (except the Managing Director/Chief Executive Officer) is to retain office for more than three years without submitting himself for re-election. Accordingly, Ivan Wong, being a director re-elected on 26 November 2004, retires by rotation and seeks re-election as a director.

Ivan Wong, age 44 is a nonexecutive director since 11 May 2001.

Ivan has a BSc with University of Queensland and is an IT specialist. He also has extensive experience in the mortgage industries being the Director of Great Pacific Finance Pty Ltd, a leading specialist mortgage

originator with over $500 million in funds under management. He also has access to in-depth and instantaneous information on the property industry as the founder of Universal Title Searchers, a leading provider of public, legal and business information with the first and only windows-based software package for electronic information transfer in Australia.

The Company must receive the form of proxy by 2:30 pm on 7 November 2007. We request that you return the form of proxy in sufficient time so that it reaches the Company by the due time and date. Alternatively, the form of proxy can be sent by facsimile to the Company on (02) 9202 3098 by 2:30 pm on 7 November 2007.

PROXY FORM Great Pacific Capital Limited ACN 096 781 716 Level 23, 123 Pitt Street, Sydney, NSW 2000

I/We

of

(print shareholder(s) name(s)

(print address of shareholder(s)

being a member(s) of Great Pacific Capital Limited ("Company") and entitled to attend and vote, hereby appoint:

	(print proxy's name in full)
of

(print proxy's address)

OR the Chairman of the meeting (Tick box if you wish to appoint the

Chairman of the Meeting to act as your proxy) failing whom, or if no person(s) is named above, the Chairman of the Meeting, as my/our proxy(s) to vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held on 9 November 2007, and at any adjournment thereof. The Chairman intends to vote undirected proxies in favour of the resolutions. If you intend to appoint the Chairman as your proxy but do not wish to direct your Proxy how to vote please place a mark (X) in the box.

By marking this box, you acknowledge that the Chairman may exercise your proxy even if he has an interest in the outcome of the resolution and votes cast by him other than as proxy holder will be disregarded because of that interest. Should you desire to direct a proxy on how to vote, you should place a mark (X) in the appropriate box below against each resolution. Otherwise, the proxy may vote, as he/she thinks fit or abstain from voting.

Resolutions		Against	Abstain
Resolution 1To adopt the Remuneration Report
Resolution 2Re-election of director, Alfred Wong
Resolution 3Re-election of director, Ivan Wong

If two proxies are being appointed the number or percentage of voting shares this proxy is appointed to represent is shares.

Signature of Shareholder(s) (signing instructions – see Explanation)

Signature	Date
Affix Company Seal here if applicable
	Executed by
*Director/Sole Director andSole Secretary	In accordance with thecompany's constitutionand the CorporationsAct 2001
*Director/Secretary	*delete as applicable

Explanation APPOINTMENT OF PROXY

• If you are unable to attend and vote at the Annual General Meeting of Great Pacific Capital Limited ("Company") on 9 November 2007, or any adjournment thereof and wish to appoint a person who is attending as your proxy, please complete and return this form of proxy. A proxy need not be a shareholder.
• Shareholders are entitled to appoint up to two persons (whether shareholders or not), to attend the meeting and vote. If you wish to appoint two proxies, please obtain a second proxy form by telephoning the Company Secretary on (02) 9202 3000. Both forms should be completed with the nominated number or percentage of your voting rights on each form. Please return both proxy forms together. It is not appropriate to appoint a second proxy with a percentage of your voting rights unless you intend to complete your proxy instructions by inserting a mark in a box against the resolutions.

SIGNING INSTRUCTIONS

• The form of proxy must be signed by the shareholder (all joint shareholders must sign) or by his/her/their joint authorised attorney(s).

• If the shareholder is a corporation, this form of proxy should be signed:

• Under the common seal of the company by two directors, or a director and a secretary; or

• In the case of a proprietary company that has a sole director who is also the sole company secretary, by that director; or

• Under the hand of a duly authorised officer or attorney.

• If signed under Power of Attorney, the attorney hereby states that no notice of revocation of the power has been received. If the Power of Attorney or other authority (if any) has not been previously noted by the Company at its registered office at Level 23, 123 Pitt Street, Sydney, NSW 2000, it must be produced for noting by the Company or sent by facsimile to the Company on (02) 9202 3098. A certified copy of a Power of Attorney is acceptable.

• If you require further information on how to complete the form of proxy please telephone the Company Secretary on (02) 9202 3000.

LODGEMENT DETAILS

• The Company must receive the form of proxy by 2:30 pm on 7 November 2007. We request that you return the form of proxy in sufficient time so that it reaches the Company by the due time and date.
• Alternatively, the form of proxy can be sent by facsimile to the Company on (02) 9202 3098 by 2:30 pm on 7 November 2007.

Questions and Comments

Great Pacific Capital Limited ACN 096 781 716

This Questions and Comments sheet, sent to all shareholders of Great Pacific Capital Limited ("Company"), is provided for your benefit so you can ask questions about, or make comments on, the Company's performance and management as well as the scope and conduct of the audit.

To ensure that all questions and comments are addressed at the 2007 Annual General Meeting, the Company recommends that you submit any questions or comments that you have with your proxy forms. The Company must receive them by 2:30 pm on 7 November 2007.

Alternatively, the Questions and Comments sheet can also be sent by facsimile to the Company on (02) 9202 3098 by 2:30 pm on 7 November 2007.

Questions & Comments

Name of shareholder

Address of shareholder