TOWER RESOURCES PLC — Proxy Solicitation & Information Statement 2015

May 29, 2015

WENTWORTH RESOURCES LIMITED

FORM OF PROXY

THIS FORM OF PROXY IS SOLICITED BY MANAGEMENT AND WILL BE USED AT THE ANNUAL AND SPECIAL MEETING OF THE HOLDERS OF COMMON SHARES OF WENTWORTH RESOURCES LIMITED TO BE HELD ON TUESDAY, JUNE 23, 2015, at 10:00 a.m. (CEST).

The undersigned holder (the "Shareholder") of common shares (the "Common Shares") of Wentworth Resources Limited (the "Corporation"), hereby appoints Robert McBean, Chairman of the board of directors of the Corporation, of Dubai, United Arab Emirates, or failing him, Geoffrey Bury, Managing Director of the Corporation, of Calgary, Alberta, Canada, or instead of either of them, __________________________________ of __________________________________, as proxyholder, to attend, act and vote in respect of all common shares held by the undersigned at the annual and special meeting of the shareholders to be held at Hotel Continental, Stortingsgaten 24/26, Oslo, Norway, on Tuesday, June 23, 2015, at 10:00 a.m. (CEST) and at any adjournment(s) thereof (the "Meeting"), and at any poll(s) which may take place in consequence thereof, with the same powers that the undersigned would have if the undersigned were present at the Meeting, and without limiting the foregoing, the said proxy is hereby instructed to vote at the Meeting as follows:

1.	Electing the nominees specified in the information circular of the Corporation dated May 19, 2015 (the "Information Circular"),	) )	FOR
	as directors for the ensuing year.	) )	WITHHOLD
2.	Appointing KPMG LLP, Chartered Accountants, as the auditors of the Corporation for the ensuing year at a remuneration to be fixed by the directors.	) ) )	FOR
		)	WITHHOLD
3.	Approving the advisory guidelines as described in the Statement on the Determination of Compensation of Executive Personnel attached as Schedule "A" to the Information Circular.	) ) )	FOR
		)	AGAINST
4.	Approving the binding guidelines as described in the Statement on the Determination of Compensation of Executive Personnel attached as Schedule "A" to the Information Circular.	) ) )	FOR
		)	AGAINST

1. On any other business which may properly come before the Meeting, or any adjournment(s) thereof, the proxy is authorized to act or vote as he or she in his or her discretion may determine.

Unless otherwise indicated, the persons named above, if appointed as proxyholder, will vote all Common Shares represented at the Meeting by properly executed proxies "FOR" each of the above matters. If any amendments or variations to matters identified in the Notice of Annual Meeting are proposed at the Meeting, or if any other business properly comes before the Meeting, discretionary authority is hereby conferred with respect thereto.

The undersigned hereby revokes any proxy previously given for the Meeting referred to herein.

DATED this _____ day of ___________________, 2015.

Name of Shareholder (Please Print)

Signature of Shareholder

Number of Common Shares represented by this proxy

This proxy form is not valid unless it is signed.

(See important Information and Instructions on reverse)

INSTRUCTIONS FOR COMPLETION OF PROXY

• 1. Robert McBean is a director and officer and Geoffrey Bury is an officer of the Corporation. A Shareholder has the right to appoint a person, who need not be a Shareholder, other than those named above to represent him or her at the Meeting. A Shareholder may exercise this right by inserting the name of such other person in the blank space provided and striking out the other names, or may complete another appropriate proxy and, in either case, should deliver the completed proxy as set forth below.
• 1. If you are unable to be personally present at the Meeting and in order for this proxy to be valid, kindly complete, sign and return this proxy to VPS Registrar, Nordea Bank Norge ASA, Securities Services – Issuer Services, P.O. Box 1166 Sentrum, N–0107, Oslo, Norway, to vote their Common Shares no later than 10:00 a.m. (CEST) / 9:00 a.m. (BST) on June 19, 2015, or at least 48 hours (excluding Saturdays, Sundays and holidays in Norway and/or Alberta) prior to any reconvened Meeting in the event of an adjournment of the Meeting. The VPS Registrar will then vote or abstain from voting on your behalf at the Meeting, as instructed in the VPS Form of Proxy. VPS Proxy Forms may also be submitted prior to the above deadline by email to issuerservices.no@nordea.com or by fax to +47 22486349.
• 1. This proxy should be dated and must be signed by the Shareholder or the Shareholder's attorney, duly authorized in writing. If the Shareholder is a body corporate, this form of proxy must be executed under its corporate seal or executed by a director, officer or attorney thereof duly authorized. A person signing as attorney, executor, administrator, trustee, or in any other representative capacity, should indicate his or her status as representative and attach evidence of his or her authority and qualification to act. If this form of proxy is not dated in the above space, it will be deemed to bear the date on which it was mailed to the Shareholder.

WENTWORTH RESOURCES LIMITED

FORM OF PROXY

THIS FORM OF PROXY IS SOLICITED BY MANAGEMENT AND WILL BE USED AT THE ANNUAL AND SPECIAL MEETING OF THE HOLDERS OF COMMON SHARES OF WENTWORTH RESOURCES LIMITED TO BE HELD ON TUESDAY, JUNE 23, 2015, at 10:00 a.m. (CEST).

The undersigned holder (the "Shareholder") of common shares (the "Common Shares") of Wentworth Resources Limited (the "Corporation"), hereby appoints Robert McBean, Chairman of the board of directors of the Corporation, of Dubai, United Arab Emirates, or failing him, Geoffrey Bury, Managing Director of the Corporation, of Calgary, Alberta, Canada, or instead of either of them, __________________________________ of __________________________________, as proxyholder, to attend, act and vote in respect of all common shares held by the undersigned at the annual and special meeting of the shareholders to be held at Hotel Continental, Stortingsgaten 24/26, Oslo, Norway, on Tuesday, June 23, 2015, at 10:00 a.m. (CEST) and at any adjournment(s) thereof (the "Meeting"), and at any poll(s) which may take place in consequence thereof, with the same powers that the undersigned would have if the undersigned were present at the Meeting, and without limiting the foregoing, the said proxy is hereby instructed to vote at the Meeting as follows:

1.	Electing the nominees specified in the information circular of the Corporation dated May 19, 2015 (the "Information Circular"),	) )	FOR
	as directors for the ensuing year.	) )	WITHHOLD
2.	Appointing KPMG LLP, Chartered Accountants, as the auditors of the Corporation for the ensuing year at a remuneration to be fixed	) )	FOR
	by the directors.	) )	WITHHOLD
3.	Approving the advisory guidelines as described in the Statement on the Determination of Compensation of Executive Personnel	) )	FOR
	attached as Schedule "A" to the Information Circular.	) )	AGAINST
4.	Approving the binding guidelines as described in the Statement on the Determination of Compensation of Executive Personnel	) )	FOR
	attached as Schedule "A" to the Information Circular.	) )	AGAINST

1. On any other business which may properly come before the Meeting, or any adjournment(s) thereof, the proxy is authorized to act or vote as he or she in his or her discretion may determine.

Unless otherwise indicated, the persons named above, if appointed as proxyholder, will vote all Common Shares represented at the Meeting by properly executed proxies "FOR" each of the above matters. If any amendments or variations to matters identified in the Notice of Annual Meeting are proposed at the Meeting, or if any other business properly comes before the Meeting, discretionary authority is hereby conferred with respect thereto.

The undersigned hereby revokes any proxy previously given for the Meeting referred to herein.

DATED this _____ day of ___________________, 2015.

Name of Shareholder (Please Print)

Signature of Shareholder

Number of Common Shares represented by this proxy

This proxy form is not valid unless it is signed.

(See important Information and Instructions on reverse)

INSTRUCTIONS FOR COMPLETION OF PROXY

• 1. Robert McBean is a director and officer and Geoffrey Bury is an officer of the Corporation. A Shareholder has the right to appoint a person, who need not be a Shareholder, other than those named above to represent him or her at the Meeting. A Shareholder may exercise this right by inserting the name of such other person in the blank space provided and striking out the other names, or may complete another appropriate proxy and, in either case, should deliver the completed proxy as set forth below.
• 1. If you are unable to be personally present at the Meeting and in order for this proxy to be valid, kindly complete, sign and return this proxy to PXS, Capita Asset Services, The Registry, 34 Beckenham Road, Kent, BR3 4TU so as to be received by no later than 48 hours (excluding Saturdays, Sundays and holidays in Alberta, Canada) prior to the time of the Meeting, or any adjournments(s) thereof.
• 1. This proxy should be dated and must be signed by the Shareholder or the Shareholder's attorney, duly authorized in writing. If the Shareholder is a body corporate, this form of proxy must be executed under its corporate seal or executed by a director, officer or attorney thereof duly authorized. A person signing as attorney, executor, administrator, trustee, or in any other representative capacity, should indicate his or her status as representative and attach evidence of his or her authority and qualification to act. If this form of proxy is not dated in the above space, it will be deemed to bear the date on which it was mailed to the Shareholder.

Wentworth Resources Limited (the "Corporation") Annual and Special Meeting 2015 (the "Meeting")

Form of Direction

Form of Direction for completion by holders of Depository Interests representing shares, on a 1 for 1 basis, in the share capital of Wentworth Resources Limited in respect of the Meeting to be held at Hotel Continental, Stortingsgaten 24/26, Oslo, Norway on Tuesday, June 23, 2015, at 10:00 a.m. (CEST).

I/We (name in full) __________________________________________________________ being a holder of Depository Interests representing shares in the share capital of the Corporation hereby appoint Capita IRG Trustees Limited (the "Depository") as my/our proxy to vote for me/us and on my/our behalf at the Meeting of the Corporation to be held on the above date (and at any adjournment thereof) as directed by an X in the spaces below. The complete wording of the resolutions may be found in the information circular in respect of the Meeting.

Please indicate with an "X" in the spaces below how you wish your vote to be cast. If no indication is given, you will be deemed as instructing the Depository to abstain from voting.

	Agenda Annual and Special Meeting June 23, 2015	For	Withhold
1.	To elect the five nominees set out in the information circular of the Corporation dated May 19, 2015 ("Information Circular") as directors of the Corporation.		
2.	To appoint auditors for the ensuing year and to authorize the board of directors of the Corporation to fix the remuneration to be paid to the auditors.		
		For	Against
3.	To consider and approve the advisory guidelines as described in the Statement on the Determination of Compensation of Executive Personnel attached as Schedule "A" to the Information Circular.		

Place Date Signature

Notes

• 1. To be effective, this Form of Direction and the power of attorney or other authority (if any) under which it is signed, or a notarially or otherwise certified copy of such power or authority, must be deposited at Capita Registrars, PXS, 34 Beckenham Road, Beckenham BR3 4TU, United Kingdom no later than 10:00 a.m. (BST) on Thursday, June 18, 2015.
• 1. Any alteration made to this Form of Direction must be initialled by the person who signs it.
• 1. If the appointee is a corporation, this form must be given under its common seal or under the hand of an officer or attorney duly authorised in writing.
• 1. Please indicate how you wish your vote to be cast by placing an "X" in the box provided. On receipt of this form duly signed, you will be deemed to have authorised the Depository to vote, or to abstain from voting, as per your instructions. If no voting instruction is indicated, the Depository will abstain from voting on the specified resolution.
• 1. The Depository will appoint the Chairman of the Meeting as its proxy to cast your vote. The Chairman may also vote or abstain from voting as he or she thinks fit on any other business (including amendments to resolutions) which may properly come before the meeting
• 1. Depository Interests may be voted through the CREST Proxy Voting Service in accordance with the procedures set out in the CREST manual.
• 1. Depository Interest holders wishing to attend the meeting should contact the Depository at Capita IRG Trustees Limited, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU or by email at custodymgt@capita.co.uk by no later than 10:00 a.m. (BST) on Thursday, June 18, 2015 to request a Letter of Representation.