STAVELY MINERALS

NOTICE OF GENERAL MEETING

EXPLANATORY STATEMENT AND PROXY FORM

GENERAL MEETING OF STAVELY MINERALS LIMITED

TO BE HELD AT:
FIRST FLOOR, 168 STIRLING HIGHWAY
NEDLANDS, WESTERN AUSTRALIA

WEDNESDAY 27 MAY 2026
COMMENCING AT 10.00AM (WST)

INVITE LINK TO REGISTER FOR ZOOM TO VIEW THE MEETING:
https://us06web.zoom.us/meeting/register/alD_Z4k0T3KvcF1WF6Z92A

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on +61 8 9287 7630.

Stavely Minerals Limited
ABN 33 119 826 907
Level 1, 168 Stirling Highway, Nedlands WA 6009
Phone: +61 8 9287 7630 Email: [email protected]
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NOTICE OF GENERAL MEETING
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Notice is given that the General Meeting of Stavely Minerals Limited will be held at
First Floor, 168 Stirling Highway, Nedlands, Western Australia on
Wednesday 27 May 2026 at 10.00 am (WST)
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CONTENTS PAGE
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| Business of the Meeting (setting out the proposed resolutions) | 4 |
| --- | --- |
| Voting Prohibition Statements and Voting Exclusion Statements | 6 |
| Explanatory Statement (explaining the proposed resolutions) | 7 |
| Glossary | 13 |
| Proxy Form | enclosed |
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IMPORTANT INFORMATION
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Your Vote is Important
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The business of the Meeting affects your shareholding and your vote is important.
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How to Vote
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You may vote by attending the Meeting in person, by proxy or authorised representative.
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To be valid, your proxy form (and any power of attorney under which it is signed) must be received at an address given below by 10.00am (WST) on 25 May 2026. Any proxy form received after that time will not be valid for the scheduled meeting.
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| Online | www.investorvote.com.au |
| --- | --- |
| By mail | Share Registry – Computershare Investor Services Pty Limited, GPO Box 242, Melbourne Victoria 3001, Australia |
| By fax | 1800 783 447 (within Australia)
+61 3 9473 2555 (outside Australia) |
| By mobile | Scan the QR Code on your proxy form and follow the prompts |
| Custodian voting | For Intermediary Online subscribers only (custodians) please visit www.intermediaryonline.com to submit your voting intentions |
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Voting eligibility
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The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 5.00pm (WST) on 25 May 2026.
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Voting in Person
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To vote in person, attend the General Meeting at the time, date and place set out above.
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Voting by Proxy
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To vote by proxy, please complete and sign the Proxy Form enclosed and return by the time and in accordance with the instructions set out on the Proxy Form.
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Any Shareholder that has not registered by the Email Voting Registration Date will not be permitted to vote during the Meeting. In accordance with section 249L of the Corporations Act, members are advised that:
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• each member has a right to appoint a proxy;
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• the proxy need not be a member of the Company; and

a member who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints 2 proxies and the appointment does not specify the proportion or number of the member's votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.

Your Proxy Form is enclosed.

Sections 250BB and 250BC of the Corporations Act came into effect on 1 August 2011 and apply to voting by proxy on or after that date. Shareholders and their proxies should be aware of these changes to the Corporations Act, as they apply to this General Meeting. Broadly, the sections mean that:

if proxy holders vote, they must cast all directed proxies as directed; and
any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed.

Further details are set out below.

Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed); and
if the proxy has 2 or more appointments that specify different ways to vote on the resolution – the proxy must not vote on a show of hands; and
if the proxy is the chair of the meeting at which the resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e. as directed); and
if the proxy is not the chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

Transfer of non-chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members; and
the appointed proxy is not the chair of the meeting; and
at the meeting, a poll is duly demanded on the resolution; and
either of the following applies:
the proxy is not recorded as attending the meeting;
the proxy does not vote on the resolution,

the chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.

STAVELY MINERALS LIMITED
BUSINESS OF THE MEETING
AGENDA

ORDINARY BUSINESS

Resolution 1 – Ratification of Prior Issue of Placement Shares – Listing Rule 7.1