RESOLUTION MINERALS LTD — Capital/Financing Update 2024

Apr 2, 2024

Small Share Parcel Sale Facility

Our records show that you are eligible to take part in a share sale facility (Facility) established by Resolution Minerals Ltd (Resolution or Company) (ASX: RML). The Facility provides the opportunity for holders to sell their parcels of RML ordinary shares (Shares) valued at less than $500 (Small Share Parcel), without incurring any brokerage or handling costs. This Facility is available to shareholders who at 5:00pm (Western Standard Time) on 25 March 2024 (Record Date) held a Small Share Parcel. Based on the closing price on the Record Date of $0.002, a Small Share Parcel is a holding of 250,000 Resolution shares or less.

By facilitating the sale of Small Share Parcels the Company expects to reduce the administrative costs associated with maintaining a large number of small shareholdings. This also provides the opportunity for these shareholders to exit their investment without having to pay brokerage fees or other sale costs.

If you do NOT wish to sell your Shares, you MUST follow the instructions on your Share Sale Election Form to submit an online election, or complete and return the attached Share Sale Election Form to the address on the form so that is received by 5:00pm (WST) on 17 May 2024 (Retention Date). If you do not advise the Company by the Retention Date, Resolution intends to sell your Shares through the Facility.

If you do WISH to sell your Shares through the Facility, you do not need to take any action. Your shares will be sold through the Facility after the Closing Date and the proceeds of the sale will be paid to you.

If you have previously provided the Company with details of an account with an Australian financial institution, your sale proceeds will be paid in Australian dollars by direct credit into that account. The Company encourages you to notify it of your account details by following the instruction listed under Step B of Option B of the enclosed Share Sale Election Form before the Closing Date, being 5:00pm (WST) on 5 March 2024. In all other circumstances, sale proceeds will be retained by Resolution until direct credit instructions have been submitted on the share registrar's portal.

By refraining from taking action, after the expiration of the time prescribed in the ASX Listing Rules and the Company's Constitution, you will be deemed to have irrevocably appointed the Company as your agent:

• a. to sell all of your shares at a price to be determined by when and how the shares are sold and without any cost being incurred by you; and
• b. to deal with the proceeds of the sale as set out in the attached information sheet.

The sale price will be determined following the sale of Shares under the Facility. Each shareholder will receive their proportionate share of the relevant sale proceeds for Shares sold through the Facility. Consistent with its continuous disclosure obligations, the Company may release to the ASX information that may be material to a shareholder's decision as to whether they wish to retain their Shares. This information will, if released, be available on the ASX website (www.asx.com.au) and on the Company's website (https://www.resolutionminerals.com/)

If you need help deciding what to do, or if you require information regarding the financial, legal or tax consequences of participating in the Facility you should consult your legal, financial or taxation adviser.

The attached information sheet provides further details about the Facility, which you should read before making any decision. If you have any queries about lodging your form or the practical operation of the Facility, please contact our share registry on 1300 288 664 or at hello@automic.com.au.

Yours faithfully, Jarek Kopias - Company Secretary

ASX RELEASE

Small Share Parcel – Information Sheet

Key Dates

Small Share Parcel Record Date: 25 March 2024 (5:00pm WST) Letter sent to shareholders holding Unmarketable Parcels: 3 April 2024 Closing date for receipt of online elections and Share Sale Election Forms: 17 May 2024 (5:00pm WST)

What is a Small Share Parcel?

A Small Share Parcel (also sometimes referred to as an unmarketable parcel) is a holding of Shares valued at less than AUD$500 as at close of trade on 25 March 2024 (Record Date). Based on the Share price at the Record Date, this is a holding of 250,000 shares or less.

What price will I receive for shares sold through the Facility?

The price that you receive for your Shares under the Facility will be determined by when and how the shares are sold. The Company may sell your Shares on market in any way they consider fair and reasonable in the circumstances. If the shares are sold on market the price will depend on a number of factors, including market conditions at the time of sale. You will not have control over the time at which your Shares are sold, the price you receive may be different from the price appearing in the newspaper or quoted by ASX on any day and may not be the best price obtained for all the other Shares sold under the Facility. If the nominee broker sells your Shares other than on market, the price will be the price that they have been able to negotiate with the acquirer(s).

What is the price of Resolution Shares?

The last sale price of the Shares on the Record Date of 25 March 2024 was $0.002. The share price changes frequently and updated price information is available in newspapers and from the ASX website (www.asx.com.au) under the ASX code "RML".

When will the proceeds from the sale of Shares be sent to me?

Payment will be sent to you as soon as practicable pursuant to the Facility. If you have provided direct credit payment details to the Company's share registry, Automic, for your holding and authorised such payments to be made by direct credit, the payment will be paid to your nominated account by EFT. If you have not provided direct credit details to Automic, payment will be held until provision of direct credit instructions. If you wish to update your direct credit instructions, please visit https://investor.automic.com.au/#/home, login and update your details. You will be notified by way of a transaction confirmation statement of the number of your shares sold, and the price and total sale proceeds.

ASX RELEASE

If I buy more Shares, will I retain my holding?

The Company will treat any purchase of additional Shares that has the effect of increasing your Resolution shareholding above 250,000 Shares, as an indication that you do not want your shares to be sold through the Facility. For a purchase to be an effective notification that you wish to retain your Shares, any additional Shares must be registered by 5:00pm (WST) on 17 May 2024 under the same name and address and with the same holder number (SRN or HIN) as set out on the Share Sale Election Form.

What if my Shares are held in a CHESS holding?

If your Shares remain in a CHESS holding at 5:00pm (WST) on 17 May 2024, the Company may move those Shares to an issuer sponsored holding and the Shares will be sold through the Facility.

Where can I get further information?

If you have any questions concerning your shareholding or the Facility, please contact the Company by telephone: +61 (0) 418 823 574 or by email to info@resolutionminerals.com.

Important notes

The Company reserves the right to change any of the dates referred to in this letter by notice to the ASX. The letter does not constitute advice or a recommendation to buy, sell or hold Shares or advice that the Facility is the best way to sell your Shares.

If you are in any doubt about what to do, you should contact your legal, financial or taxation adviser.

NOTE: If you currently have more than one holding on the Resolution Minerals share register, you may wish to consider amalgamating them. This may result in your amalgamated holding no longer being a Small Share Parcel, in which case your Shares would not be sold as part of this Facility.

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Return your Form:
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GPO Box 5193, Sydney NSW 2001

For All enquiries

1300 288 664 (within Australia)

+61 2 9698 5414 (international)

Shares held at 5.00pm (WST) on 25 March 2024: [RMLUMP24WKHolding]

ASX Security Code: RML

[ReplaceNoImages] Holder Number (SRN/HIN): [HolderNumber]

SMALL SHARE PARCEL FACILITY RETENTION FORM

YOUR ELECTION MUST BE RECEIVED BY NO LATER THAN 5.00PM (WST) ON 17 MAY 2024

This is an important document and requires your immediate attention. This document should be read in conjunction with the enclosed shareholder letter. If you are in any doubt as to how to deal with this form, you should consult your professional advisor.

Online Election (Recommended)

Visit https://investor.automic.com.au/#/home

To elect online, simply scan the barcode to the right or enter the above link into your browser. Instructions lodging your election online and accessing this portal are provided in the section overleaf.

• ✓ It's fast and simple: Electing online is very easy to do, it eliminates any postal delays and removes any potential risk of it being lost in transit.
• ✓ It's secure and confirmed: Electing online provides you with greater privacy over your instructions and provides you with confirmation that your Election has been successfully processed.

Paper Election

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Step 1: Make your election below:

A TO INDICATE YOU WISH TO RETAIN YOUR SHARES, PLEASE SIGN AND RETURN THIS FORM.

B REQUEST TO SELL YOUR SHARES

If you wish to sell your shares you do not need to make an election or return this form. To ensure you receive payment via EFT please update your payment details via the Investor Portal by visiting https://investor.automic.com.au/#/home. Alternatively, you can contact Automic to complete a Direct Credit Form.

Step 2: Provide your contact details:

		Telephone Number									Contact Name (PLEASE PRINT)
	Email Address
		SUPPORT YOUR COMPANY: By providing your email address, you elect to receive all communications despatched by the Company electronically(where legally permissible).

Step 3: Sign and return the form to indicate you wish to retain your shares:

I/We authorise you to act in accordance with my/our instructions set out above. I/We acknowledge that these instructionssupersede and have priority over all previous instructions relating to this Small Share Parcel Facility.
Individual or Securityholder 1	Securityholder 2	Securityholder 3
		+
Sole Director or Sole Director &	Director	Director/Company Secretary
Sole Company Secretary

INSTRUCTIONS FOR COMPLETING THIS FORM

ELECTION OPTIONS

A: RETENTION OF SHARES

If you wish to retain your shares, please make an election online or sign and return this form by no later than 5.00pm (WST) on 19 January 2024.

B: SELLING YOUR SHARES - REQUEST FOR DIRECT CREDITING OF PAYMENTS

If you wish to elect to sell your shares you do not need to make an election or return this form. To ensure you receive payment via EFT please update your payment details by following the instructions below.

SIGNING REQUIREMENTS

Individual: Where the holding is in one name, the Shareholder must sign. Joint holding: Where the holding is in more than one name, all of the Shareholders must sign. Power of Attorney: If any signatory signs under Power of Attorney, please attach an originally certified photocopy of the Power of Attorney to this Form when you return it. Companies: To be signed in accordance with your Constitution. Please sign in the box which indicates the office held by you. Estates: If any signatory signs in the capacity of Executor/s, please attach to this Form when you return it, a certified photocopy of the Probate or Death Certificate together with the Will.

LODGING YOUR SHARE SALE PARCEL FACILITY FORM

IMPORTANT! Forms cannot be returned by fax or email.

Your Form must be returned via one of the return methods provided below.

Due to recent changes to delivery times by Australia Post, standard delivery may now take up to ten Business Days, or longer from regional areas. Shareholders should bear this in mind when returning their Retention Form using Australia Post.

ONLINE

Existing users: If you have an existing Automic Investor Portal account, with access to Resolution Minerals Limited, you do not need to register and can log in with your existing username and password at https://investor.automic.com.au

If you do not automatically see your RML shareholding in your account, you can easily add it by selecting the "Add holding" button on the top right-hand corner of the screen and following the prompts.

New users: If you do not have an existing Automic account you will need to register for Investor Portal by visiting https://investor.automic.com.au/#/signup and following these steps:

• 1. In the Company Name field, select "Resolution Minerals Limited (RML)"
• 1. Enter your Holder Number (SRN or HIN)
• 1. Enter the postcode (Australian address) or click "change country" to select the country code (overseas address) relevant to your holding
• 1. Tick the "I'm not a robot" box and click "Next"
• 1. Complete the prompts to set up your Username and Password

Once you are logged in, select "Offers" from the left-hand vertical menu and follow the prompts.

BY MAIL

Resolution Minerals Limited – Unmarketable Parcel Sale Facility C/- Automic Group GPO Box 5193 Sydney NSW 2001

BY HAND DELIVERY (Between Sydney office hours 9.00am – 5.00pm AEDT)

Automic Group Level 5 126 Phillip Street Sydney NSW 2000

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YOUR SHARE RETENTION FORM MUST BE RECEIVED BY NO LATER THAN 5.00PM (WST) ON 17 MAY 2024.