THOR ENERGY PLC — Proxy Solicitation & Information Statement 2012

Oct 11, 2012

Thor Mining PLC

ARBN 121 117 673

Lodge your vote:

By Mail:
Computershare Investor Services Pty Limited
GPO Box 242 Melbourne
Victoria 3001 Australia

▶ 000001 000 THR
MR SAM SAMPLE
FLAT 123
123 SAMPLE STREET
THE SAMPLE HILL
SAMPLE ESTATE
SAMPLEVILLE VIC 3030

Alternatively you can fax your form to
(within Australia) 1800 783 447
(outside Australia) +61 3 9473 2555

For Intermediary Online subscribers only
(custodians) www.intermediaryonline.com

For all enquiries call:
(within Australia) 1300 850 505
(outside Australia) +61 3 9415 4000

CDI Voting Instruction Form

📅 For your vote to be effective it must be received by 6.00pm (AWST) Sunday 28 October 2012

How to Vote on Items of Business

Each CHESS Depositary Interest (CDI) is equivalent to one share of Company Common Stock, so that every 1 (one) CDI that you own at 7.00pm (Sydney time) on 30 October 2012 entitles you to one vote.

You can vote by completing, signing and returning your CDI Voting Instruction Form. This form gives your voting instructions to CHESS Depositary Nominees Pty Ltd, which will vote the underlying shares on your behalf. You need to return the form no later than the time and date shown above to give CHESS Depositary Nominees Pty Ltd enough time to tabulate all CHESS Depositary Interest votes and to vote on the underlying shares.

Signing Instructions

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the Australian registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: Only duly authorised officer/s can sign on behalf of a company. Please sign in the boxes provided, which state the office held by the signatory, ie Sole Director, Sole Company Secretary or Director and Company Secretary. Delete titles as applicable.

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

Turn over to complete the form →

| View your securityholder information, 24 hours a day, 7 days a week:
www.investorcentre.com | |
| --- | --- |
| ☑ Review your securityholding
☑ Update your securityholding | Your secure access information is:
SRN/HIN: I9999999999

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential. |

916CR_0_Sample_Proxy/000001/000001/1

---

MR SAM SAMPLE
FLAT 123
123 SAMPLE STREET
THE SAMPLE HILL
SAMPLE ESTATE
SAMPLEVILLE VIC 3030

☐ Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with 'X') should advise your broker of any changes.

I 9999999999 IND

CDI Voting Instruction Form

Please mark X to indicate your directions

STEP 1 CHESS Depositary Nominees will vote as directed

Voting Instructions to CHESS Depositary Nominees Pty Ltd

XX

I/We being a holder of CHESS Depositary Interests of Thor Mining PLC hereby direct CHESS Depositary Nominees Pty Ltd to vote the shares underlying my/our holding at the General Meeting of Thor Mining PLC to be held at Grant Thornton, 30 Finsbury Square, London EC2P 2YU on Wednesday, 31 October 2012 at 10.00am (London time) and at any adjournment of that meeting. By execution of this CDI Voting Form the undersigned hereby authorises CHESS Depositary Nominees Pty Ltd to appoint, in its discretion, such proxies or their substitutes to vote on such business as may properly come before the meeting.

STEP 2 Items of Business

PLEASE NOTE: If you mark the Abstain box for an item, you are directing CHESS Depository Nominees Pty Ltd or their appointed proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

		For	Against	Abstain
Resolution 1	To approve and ratify the issue and allotment of 51,100,000 shares in June 2012	☐	☐	☐
Resolution 2	To approve and ratify the issue and allotment of 50,000,000 shares in October 2012	☐	☐	☐
Resolution 3	That the directors of the company be authorised to allot equity securities up to a maximum nominal amount of GBP500,000	☐	☐	☐
Resolution 4	That the directors of the company be authorised to disapply pre-emption rights	☐	☐	☐

SIGN Signature of Securityholder(s) This section must be completed.

Individual or Securityholder 1

Social Director and Sole Company Secretary

Contact Name

Securityholder 2

Director

Contact Daytime Telephone

Securityholder 3

Director/Company Secretary

Date

THR

999999A

Computershare

---

Thor Mining PLC

Attendance Card

Please bring this card with you to the Meeting and present it at Shareholder registration/accreditation.

Additional Holders:

ADDITIONAL HOLDER 1

ADDITIONAL HOLDER 2

ADDITIONAL HOLDER 3

ADDITIONAL HOLDER 4

The Chairman of THOR MINING PLC invites you to attend the General Meeting of the Company to be held at the offices of Grant Thornton, 30 Finsbury Square, London EC2P 2YU on 31 October 2012 at 10.00 am.

Shareholder Reference Number

C0000000000

---

MR A SAMPLE

SAMPLE STREET

SAMPLE TOWN

SAMPLE CITY

SAMPLE COUNTY

AA11 1AA

Please detach this portion before posting this proxy form.

Form of Proxy - General Meeting to be held on 31 October 2012

Cast your Proxy online...It's fast, easy and secure!

www.investorcentre.co.uk/eproxy

Control Number: 911449 SRN: C0000000000 PIN: 1245

You will be asked to enter the Control Number, Shareholder Reference Number (SRN) and PIN and agree to certain terms and conditions.

Invest in our environment...Register at www.investorcentre.co.uk

Register today and make a positive impact by managing your shareholding online, the easy way!

To be effective, all proxy appointments must be lodged with the Company's Registrars at:

Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY by 29 October 2012 at 10.00 am.

Explanatory Notes:

1. Every holder has the right to appoint some other person(s) of their choice, who need not be a shareholder, as his proxy to exercise all or any of his rights, to attend, speak and vote on their behalf at the meeting. If you wish to appoint a person other than the Chairman, please insert the name of your chosen proxy holder in the space provided (see reverse). If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. If returned without an indication as to how the proxy shall vote on any particular matter, the proxy will exercise his discretion as to whether, and if so how, he votes (or if this proxy form has been issued in respect of a designated account for a shareholder, the proxy will exercise his discretion as to whether, and if so how, he votes).

2. To appoint more than one proxy, an additional proxy form(s) may be obtained by contacting the Registrar's helpline on 0870 707 1343 or you may photocopy this form. Please indicate in the box next to the proxy holder's name (see reverse) the number of shares in relation to which they are authorised to act as your proxy. Please also indicate by marking the box provided if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.

3. The 'Vote Withheld' option overleaf is provided to enable you to abstain on any particular resolution. However, it should be noted that a 'Vote Withheld' is not a vote in law and will not be counted in the calculation of the proportion of the votes 'For' and 'Against' a resolution.

Kindly Note: This form is issued only to the addressee(s) and is specific to the level of designated account printed hereon. This personalised form is not transferable to any different: (i) account holders; or (ii) uniquely designated accounts. The Company and Computershare Investor Services PLC accept no liability for any interest in that does not comply with these conditions.

1. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company at close of business on the day which is two days before the day of the meeting. Changes to entries on the Register of Members after that time shall be disregarded in determining the rights of any person to attend and vote at the meeting.

2. The above is how your address appears on the Register of Members. If this information is incorrect please ring the Registrar's helpline on 0870 707 1343 to request a change of address form or go to www.investorcentre.co.uk to use the online Investor Centre service.

3. Any alterations made to this form should be initialled.

4. The completion and return of this form will not preclude a member from attending the meeting and voting in person.

All Named Holders

MR A SAMPLE

Additional Holder 1

Additional Holder 2

Additional Holder 3

Additional Holder 4

50/10

-1_43674_MAIL/000001/000001/SG150/1

---

Poll Card To be completed only at the Meeting if a Poll is called.

For Against Withheld

Ordinary Resolutions

1. To approve and ratify the issue and allotment of 51,100,000 shares in June 2012. ☐ ☐ ☐

2. To approve and ratify the issue and allotment of 50,000,000 shares in October 2012. ☐ ☐ ☐

3. Is the directors of the company be authorised to allot equity securities up to a maximum nominal amount of £500,000. ☐ ☐ ☐

Special Resolution

1. That the directors of the company be authorised to disapply pre-emption rights. ☐ ☐ ☐

Signature

In the case of a Corporation, a letter of representation will be required (in accordance with S323 of the Companies Act 2008) unless this has already been lodged at registration.

Form of Proxy

Please complete this box only if you wish to appoint a third party proxy other than the Chairman. Please leave this box blank if you want to select the Chairman. Do not insert your own name(s).

C0000000000

I/We hereby appoint the Chairman of the Meeting OR the person indicated in the box above as my/our proxy to attend, speak and vote in respect of my/our full voting entitlement* on my/our behalf at the General Meeting of THOR MINING PLC to be held at the offices of Grant Thornton, 30 Finsbury Square, London EC2P 2YU on 31 October 2012 at 10.00 am, and at any adjourned meeting.

• For the appointment of more than one proxy, please refer to Explanatory Note 2 (see front).

☐ Please mark here to indicate that this proxy appointment is one of multiple appointments being made.

Ordinary Resolutions

1. To approve and ratify the issue and allotment of 51,100,000 shares in June 2012. ☐ ☐ ☐
2. To approve and ratify the issue and allotment of 50,000,000 shares in October 2012. ☐ ☐ ☐
3. That the directors of the company be authorised to allot equity securities up to a maximum nominal amount of £500,000. ☐ ☐ ☐

Special Resolution

1. That the directors of the company be authorised to disapply pre-emption rights. ☐ ☐ ☐

Intention To Attend

Please indicate if you intend to attend the GM ☐

I/We instruct my/our proxy as indicated on this form. Unless otherwise instructed, this proxy may vote as he or she sees fit or abstain in relation to any business of the meeting.

Signature

In the case of a corporation, this proxy must be given under its common seal or be signed on its behalf by an attorney or officer duly authorised, stating their capacity (e.g. director, secretary).

H654 03 THO +