STREAMPLAY STUDIO LIMITED — AGM Information 2011

Oct 24, 2011

NOTICE OF ANNUAL GENERAL MEETING AND EXPLANATORY STATEMENT

For the Annual General Meeting to be held on Wednesday 30 November 2011 at 3.00pm (WST) at Suite 4, 1st Floor, 207 Stirling Highway, Claremont WA 6010, Australia.

As this is an important document, please read it carefully.

If you are unable to attend the Annual General Meeting, please complete the proxy form enclosed and return it in accordance with the instructions set out on that form.

TIME AND PLACE OF MEETING AND HOW TO VOTE

Venue

The Annual General Meeting of the Shareholders of Gippsland Limited ("Gippsland" or the "Company") will be held at:

1 st Floor, 207 Stirling Highway Commencing at Claremont WA 6010 3.00pm (WST) Australia on 30 November 2011

How to Vote

You may vote by attending the Meeting in person, by proxy or authorised representative.

Voting in Person

To vote in person, attend the Meeting on the date and at the place set out above.

Voting by Proxy

To vote by proxy, please complete and sign the proxy form enclosed with this Notice of Annual General Meeting as soon as possible and either:

• send the proxy by facsimile to the Company on facsimile number (08) 9340 6060 (International: + 61 8 9340 6060); or
• deliver the proxy to the registered office of the Company at Suite 4, 1st Floor, 207 Stirling Highway, Claremont WA 6010, Australia; or
• mail the proxy to PO Box 352, Nedlands WA 6909, Australia;

so it is received not later than 3.00pm (WST) on Monday, 28 November 2011.

Your proxy form is enclosed.

NOTES:

• 1. A Shareholder of the Company who is entitled to attend and vote at a general meeting of Shareholders is entitled to appoint not more than two proxies. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the Shareholder's voting rights. If the Shareholder appoints two proxies and the appointment does not specify this proportion, each proxy may exercise half of the votes. A proxy need not be a Shareholder of the Company.
• 1. Where a voting exclusion applies, the Company need not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote in accordance with the directions on the proxy form to vote as the proxy decides or it is cast by the person chairing the Meeting 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.
• 1. For the purposes of the Corporations Act, the Directors have set a snapshot time and date to determine the identity of those entitled to attend and vote at the Annual General Meeting. The snapshot time and date is 3.00pm (WST) on 28 November 2011.

GIPPSLAND LIMITED ABN 31 004 766 376

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of Shareholders of Gippsland Limited ("Gippsland" or the "Company") will be held at Suite 4, 1st Floor, 207 Stirling Highway, Claremont WA 6010, Australia, at 3.00pm (WST) on Wednesday, 30 November 2011.

AGENDA

BUSINESS

The Explanatory Statement which accompanies and forms part of this Notice describes the matters to be considered as ordinary business and special business. Certain abbreviations and other defined terms are used throughout this Notice. Defined terms are generally identifiable by the use of an upper case first letter. Details of the definitions and abbreviations used are set out in the Glossary contained in the Explanatory Statement.

ORDINARY BUSINESS

Annual Accounts

To receive and consider the financial report of the Company and the consolidated financial report of the consolidated entity for the year ended 30 June 2011 and the reports by the Directors and Independent Auditor.

Resolution 1: Non Binding Resolution to adopt Remuneration Report

To consider and if thought fit, to pass, with or without amendment, the following as an ordinary resolution:

"The section of the report of the Directors for the financial year ending 30 June 2011 entitled "Remuneration Report" and dealing with the remuneration of the Company's Directors, Company Secretary and Senior Executives be adopted."

Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.

Voting Prohibition Statement:

A vote on this Resolution must not be cast (in any capacity) by or on behalf of any of the following persons:

• (a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or
• (b) a Closely Related Party of such a member.

However, a person described above may vote on this Resolution if:

• (c) the person does so as a proxy appointed by writing that specifies how the proxy is to vote on the Resolution; and
• (d) the vote is not cast on behalf of a person described in sub-paragraphs (a) or (b) above.

Resolution 2: Re-election of a Director (By Rotation) – Mr. John Dunlop

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:

"That Mr. John Dunlop, being a Director of the Company, retires by rotation in accordance with clause 13.2 of the Constitution and, being eligible, is hereby re-elected as a Director of the Company."

Short Explanation: Clause 13.2 of the Constitution requires that at the Annual General Meeting, onethird of the Directors for the time being shall retire from office. A retiring Director is eligible for reelection.

Resolution 3: Remuneration of Non-Executive Directors

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

"That, for all purposes, the maximum aggregate remuneration payable to non-executive Directors in any financial year be increased by $100,000 from $150,000 to $250,000."

Voting Exclusion Statement: The Company will disregard any votes cast on this resolution by each of the Directors and any associates of the Directors. 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 if it is cast by the person chairing the meeting 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.

Short Explanation: The maximum aggregate remuneration payable to non-executive Directors must be approved by shareholders in general meeting.

Voting Prohibition Statement:

A vote on this Resolution must not be cast (in any capacity) by or on behalf of any of the following persons:

• (a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or
• (b) a Closely Related Party of such a member.

However, a person described above may vote on this Resolution if:

• (c) the person does so as a proxy appointed by writing that specifies how the proxy is to vote on the Resolution; and
• (d) the vote is not cast on behalf of a person described in sub-paragraphs (a) or (b) above.

DATED THIS 24th DAY OF OCTOBER 2011

BY ORDER OF THE BOARD

Mr Rowan Caren Secretary

EXPLANATORY STATEMENT

This Explanatory Statement and all attachments are important documents. They should be read carefully.

If you have any questions regarding the matters set out in this Explanatory Statement or the preceding Notice, please contact the Company, your stockbroker or other professional adviser.

Certain abbreviations and other defined terms are used throughout this Explanatory Statement. Defined terms are generally identifiable by the use of an upper case first letter. Details of the definitions and abbreviations used are set out in the Glossary contained in this Explanatory Statement.

This Explanatory Statement has been prepared for the Shareholders of Gippsland in connection with the Annual General Meeting of the Company to be held at 3.00pm (WST) on Wednesday 30 November 2011 at Suite 4, 1st Floor, 207 Stirling Highway, Claremont, Western Australia.

1. RESOLUTION 1 – NON BINDING RESOLUTION TO ADOPT REMUNERATION REPORT

In accordance with the Corporations Act, a resolution to adopt the Remuneration Report must be put to Shareholders. The Remuneration Report which details the Company's policy on the remuneration of nonexecutive directors, executive directors, the company secretary and senior executives is set out on pages 24 to 28 of the Company's 2011 Annual Report. It is also available on the Gippsland website at www.gippslandltd.com.

A reasonable opportunity will be given for discussion of the Remuneration Report at the meeting. Shareholders should note that the vote on this resolution is advisory only and does not bind the Company or the Directors.

Under the Corporations Act, if 25% or more of votes that are cast are voted against the adoption of the Remuneration Report at two consecutive Annual General Meetings, Shareholders will be required to vote at the second of those Annual General Meetings on a resolution (a "spill resolution") that another meeting be held within 90 days at which all of the Company's directors (other than the Managing Director) must go up for re-election.

The Company encourages all Shareholders to cast their votes on Resolution 1 (Remuneration Report).

Any undirected proxies held by the Chairperson of the Annual General Meeting, other directors or other key management personnel or any of their closely related parties will not be voted on Resolution 1 (Remuneration Report).

Accordingly, if you appoint the Chairman of the Meeting as your proxy, you should direct him how to vote on Resolution 1 if you want your Shares to be voted on that item of business.

2. RESOLUTION 2 – RE-ELECTION OF A DIRECTOR (BY ROTATION) – MR. JOHN DUNLOP

Resolution 2 seeks approval for the re-election of Mr John Dunlop as a Director.

Clause 13.2 of the Constitution requires that at an Annual General Meeting of the Company one third of the Directors (except the Managing Director or any alternate Director) or, if their number is not a multiple of 3, then such number as is appropriate to ensure that no Director other than alternate Directors and the Managing Director holds office for more than 3 years, shall retire from office. A retiring Director is eligible for re-election.

Mr John Dunlop retires by rotation in accordance with this requirement, is eligible for re-election and puts himself forward for re-election at this Annual General Meeting.

Mr Dunlop was appointed Director on 1 July 2005. He is also Chairman of the Company's Remuneration Committee and a member of the Audit Committee.

Mr Dunlop is a certified Mine Manager having approximately 40 years of international surface and underground mining experience in a variety of base metals, industrial and precious metals production.

He is a former Director of the Australasian Institute of Mining and Metallurgy (AusIMM) and remains Chairman of its affiliate, the Mineral Industry Consultants Association (MICA).

Mr Dunlop is a highly experienced mining professional having been involved in the design, construction and

on-going operation of a number of major resource projects throughout the world.

He has operated his own mining consulting firm since 1992 and was previously a senior executive with BHP's (now BHP Billiton) Minerals Division, before becoming General Manager Operations for Aztec Mining Co Ltd until that company's takeover by Normandy Mining Ltd.

3. RESOLUTION 3 - REMUNERATION OF NON-EXECUTIVE DIRECTORS

Listing Rule 10.17 and clause 13.8 of the Company's Constitution provide that the maximum aggregate amount of the remuneration payable to non-executive Directors is to be determined by Shareholders in a general meeting.

It is proposed the maximum aggregate amount be increased by $100,000 from $150,000 to $250,000 per annum including Superannuation Guarantee Contributions made by the company. The existing level of remuneration has remained unchanged since 2007. This level of remuneration will allow the Company the flexibility to adequately remunerate non-executive Directors and thereby attract and retain the highest quality non-executive Directors.

Mr Starink recommends that Shareholders vote in favour of Resolution 3. All other directors have a material personal interest in the outcome of the resolution and do not make any recommendation.

4. ENQUIRIES

Shareholders are invited to contact the Company Secretary, Rowan Caren on (08) 9340 6000 if they have any queries in respect of the matters set out in these documents.

GLOSSARY

"$"	means Australian dollars;
"Annual General Meeting" or"Meeting"	means the annual general meeting the subject of the Notice;
"ASX"	means ASX Limited and, where the context permits, the AustralianSecurities Exchange operated by ASX Limited;
"Board"	means the board of Directors;
"Company" or "Gippsland"	means Gippsland Limited ABN 31 004 766 376;
"Constitution"	means the Company's Constitution;
"Corporations Act"	means the Corporations Act 2001 (Cth);
"Director"	means a director of the Company;
"Explanatory Statement"	means the explanatory memorandum accompanying this Notice;
"Listing Rules"	means the Listing Rules of the ASX;
"Notice", "Notice of Meeting" or"Notice of Annual GeneralMeeting"	means the notice of annual general meeting which accompanies thisExplanatory Statement;
"Resolution"	means a resolution proposed pursuant to the Notice;
"Share"	means a fully paid ordinary share in the Company;
"Shareholder'"	means the holders of a Share; and
"WST"	means Australian Western Standard Time.