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WESTERN YILGARN NL Proxy Solicitation & Information Statement 2012

Oct 25, 2012

66092_rns_2012-10-25_f34b1a71-5e2c-418b-86c2-5924dd5960a8.pdf

Proxy Solicitation & Information Statement

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IRON MOUNTAIN MINING LIMITED

ACN 112 914 459 of Level 7, 231 Adelaide Terrace, Perth, WA 6000

CIRCULAR TO SHAREHOLDERS

including NOTICE OF ANNUAL GENERAL MEETING EXPANATORY MEMORANDUM PROXY FORM

ANNUAL GENERAL MEETING OF IRON MOUNTAIN MINING LIMITED

Annual General Meeting of Iron Mountain Mining Limited to be held at The Goodearth Hotel, 195 Adelaide Terrace, Perth, Western Australia on the 28th day of November 2012 commencing at 2:30 pm (WST).

This document should be read in its entirety. If after reading this Circular to Shareholders, you have any questions or doubts as to how you should vote, you should contact your stockbroker, solicitor, accountant or professional adviser.

Corporate Directory

Directors Simon Christopher England LLB(Hons) BCom GAICD
Chairman
Robert Sebek B.App.Sc, B.Sc(Hons), MBA
Managing Director
Zhukov Pervan MB.BS(WA), F.R.A.C.G.P., F.A.I.C.D., DIP. CLINICAL NUTRITION
Director
David Zohar BSc DipEd
Director
Company Secretary Shoshanna Zohar LLB (Hons)
Head Offce Level 7, 231 Adelaide Terrace,
PERTH, WESTERN AUSTRALIA 6000
Phone:
(08) 9225 6475
Fax:
(08) 9225 6474
Website: ironmountainmining.com.au
Registered Offce Level 7, 231 Adelaide Terrace,
PERTH, WESTERN AUSTRALIA 6000
Auditors BDO Kendalls Audit (WA) Pty Ltd
38 Station Street,
SUBIACO, WESTERN AUSTRALIA 6008
Share Registry Computershare Investor Services Pty Ltd
Level 2, 45 St Georges Terrace,
PERTH, WESTERN AUSTRALIA 6000
ASX Code IRM

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

Notice of Annual General Meeting

NOTICE IS GIVEN THAT the Annual General Meeting of the Company will be held at The Goodearth Hotel, 195 Adelaide Terrace, Perth, Western Australia on the 28th day of November 2012 commencing at 2:30 pm WST.

AGENDA

ORDINARY BUSINESS

Accounts and Reports

To receive and consider the balance sheet, income statement, statements of changes in equity and cash flows, and the reports of the directors and of the auditors for the year ended 30 June 2012.

1. Resolution 1 - Remuneration Report

“To adopt the Remuneration Report, which forms part of the Director’s Report, for the year ending 30 June 2012.”

The vote on this resolution is advisory only and does not bind the directors of the Company.

2. Resolution 2 – Grant of Options to Robert Sebek

“That for the purposes of Listing Rule 10.11 of the Listing Rules of the ASX and section 208 of the Corporations Act and for all other purposes, the Company be authorised to grant to Robert Sebek four million options, exercisable at 10 cents each on or before 28 November 2017, to subscribe for shares in the Company on the terms set out in the Explanatory Memorandum attached.”

Voting Exclusion

For the purposes of ASX Listing Rule 10.11 in relation to Resolution 2, the Company will disregard any votes cast by any party who is to receive securities and any associate of such person. However, the Company will disregard any votes cast by Robert Sebek or any of his associates 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

  • it is cast by the person chairing the Meeting as a proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

3. Resolution 3 - Grant of Options to employees of Iron Mountain Mining Limited

“That for the purposes of Listing Rule 10.11 of the Listing Rules of the ASX and section 208 of the Corporations Act and for all other purposes, the Company be authorised to grant to employees of Iron Mountain Mining Limited two hundred and fifty thousand options each, exercisable at 10 cents each on or before 28 November 2017, to subscribe for shares in the Company on the terms set out in the Explanatory Memorandum attached.”

The vote on this resolution is advisory only and does not bind the directors of the Company.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

1

Notice of Annual General Meeting (Cont.)

Voting Exclusion

For the purposes of ASX Listing Rule 10.11 in relation to Resolution 3, the Company will disregard any votes cast by any party who is to receive securities and any associate of such person. 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

  • it is cast by the person chairing the Meeting as a proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

4. Resolution 4 – Re-election of Zhukov Pervan as director

“That Dr Pervan, who retires by rotation in accordance with the Company’s constitution, and being eligible, offers himself for re-election, be and is hereby re-elected as a director of the Company.”

OTHER BUSINESS

To deal with any other business which may be brought forward in accordance with the Constitution and the Corporations Act.

“Snap-Shot” Time

The Corporations Act permits the Company to specify a time, not more than 48 hours before the meeting, at which a “snap-shot” of Shareholders will be taken for the purposes of determining Shareholder entitlements to vote at the meeting.

The Company’s directors have determined that all shares of the Company that are quoted on ASX at 2:30 pm WST, 26 November 2012 shall, for the purposes of determining voting entitlements at the Annual General Meeting, be taken to be held by the persons registered as holding the shares at that time.

PROXIES

Please note that:

  • (a) a member of the Company entitled to attend and vote at the General Meeting is entitled to appoint a proxy;

  • (b) a proxy need not be a member of the Company; and

  • (c) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion is not specified each proxy may exercise half of the votes.

The enclosed proxy form provides further details on appointing proxies and lodging proxy forms. The proxy form is to be used by shareholders who wish to appoint a representative (a proxy) to vote in their place. All shareholders are invited and encouraged to attend the meeting, or if they cannot attend, to send the Company a completed proxy form. Lodgement of a proxy form will not preclude a shareholder from attending and voting in person.

DATED: 12 October 2012

BY ORDER OF THE BOARD

Shoshanna Zohar Company Secretary Iron Mountain Mining Limited

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

2

Explanatory Memorandum

This Explanatory Memorandum is intended to provide shareholders with sufficient information to assess the merits of the resolutions contained in the accompanying Notice of Annual General Meeting of the Company.

The Directors recommend that shareholders read this Explanatory Memorandum in full before making any decision in relation to a resolution.

RESOLUTION 1 – ADOPTION OF THE REMUNERATION REPORT

The Remuneration Report is in the Directors Report section of the Company’s Annual Report.

By way of summary, the Remuneration Report:

  • (a) explains the Company’s remuneration policy and the process for determining the remuneration of its directors and executive officers;

  • (b) addresses the relationship between the Company’s remuneration policy and the Company’s performance; and

  • (c) sets out remuneration details for each director and each of the Company’s executives named in the Remuneration Report for the financial year ended 30 June 2012.

The key management personnel of the Company (which includes each of the directors and executives named in the Company’s 2012 Remuneration Report) and their closely related parties will not be able to vote as your proxy on Resolution 1 unless you tell them how to vote. If you intend to appoint a member of the key management personnel or one of their closely related parties as your proxy, please ensure that you direct them how to vote on Resolution 1.

If the Chairman of the meeting is appointed, or taken to be appointed, as a proxy, the shareholder can direct the Chairman of the meeting to vote for or against, or to abstain from voting on, Resolution 1 by marking the appropriate box opposite Resolution 1 on the proxy form. However, if the Chairman of the meeting is the proxy and the relevant shareholder does not mark any of the boxes opposite Resolution 1, the relevant shareholder will be deemed to have directed the Chairman to vote in favour of Resolution 1.

RESOLUTION 2 - GRANT OF OPTIONS TO ROBERT SEBEK

Background to Resolution 2

The Directors of the Company have resolved to grant four million options to Robert Sebek, the Managing Director of the Company. The terms and conditions of the options are set out as Annexure “A”.

The options are granted as an incentive to Mr Sebek and are exercisable at 10 cents each on or before 28 November 2017. The options will be unquoted.

Robert Sebek’s options will be issued in the name of his associate, Geology Holdings Pty Ltd. Robert Sebek is the sole director of Geology Holdings Pty Ltd and has a 50% shareholding. His wife Sharon Sebek holds the other 50% shareholding.

Pursuant to Listing Rule 10.11, a company must not issue or agree to issue securities to a related party without first obtaining the approval of shareholders.

For the purposes of Listing Rule 10.13 the Company provides the following information:

  • (a) the options will be granted to Robert Sebek’s associate, Geology Holdings Pty Ltd;

  • (b) 4 million options will be granted to Robert Sebek’s associate, Geology Holdings Pty Ltd;

(c) the options do not have a deemed grant price and the exercise price is 10 cents each;

(d) the options will be granted within 1 month of the meeting if shareholder approval is obtained; and

(e) Mr Robert Sebek is the Managing Director of the Company and a director of Geology Holdings Pty Ltd.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Explanatory Memorandum (Cont.)

Corporations Act – Chapter 2E

Chapter 2E of the Corporations Act prohibits a public company from giving a financial benefit to a related party, unless it has the approval of its members. Mr Robert Sebek is a director of the Company and a related party.

The following information in respect of the proposed grant of options is provided to meet the requirements of Chapter 2E of the Corporations Act:

  • (a) Who is the related party?

  • Robert Sebek.

  • The grant of 4 million options.

  • (c) What do the directors recommend?

  • In relation to Resolution 2:

  • Simon England, David Zohar and Zhukov Pervan all recommend that shareholders vote in favour of Resolution 2 because:

    • Mr Sebek has generated significant benefits for the Company in 2012 such as the acquisition of new projects and agreements with foreign and domestic investors; and

    • it will align and increase Mr Sebek’s incentives with those of the Company to continue to seek and develop projects that add value to the Company and increase the Company’s share price over time, which will benefit all shareholders.

  • Robert Sebek makes no recommendation as he has an interest in the outcome.

  • (d) Do any directors have an interest in the outcome of the proposed resolution?

  • Other than Robert Sebek, none of the directors have a personal interest in Resolution 2.

  • (e) What other information known by the directors would reasonably be required by members regarding the resolution?

  • Robert Sebek earns a salary of $180,000.00 per year plus compulsory superannuation. Robert Sebek has 2 million unlisted options in the Company exercisable at 20 cents each on or before 1 May 2016.

RESOLUTION 3 - GRANT OF OPTIONS TO ROBERT SEBEK

Background to Resolution 3

The Directors of the Company have resolved to grant two hundred and fifty thousand options each to employees of Iron Mountain Mining Limited as an incentive.

The terms and conditions of the options are set out as Annexure “A”. The options are exercisable at 10 cents each on or before 28 November 2017. The options will be unquoted.

The employees who will be receiving the incentive options are:

  • Sherry Hingston

  • Suraj Sanghani

  • Parmesh Vakil

  • Melissa Fathers; and

  • Jacy Leu.

Suraj Sanghani’s options will be issued to his associate, Sanghani Industries Pty Ltd. Suraj Sanghani and his wife Barbara Sanghani are directors of Sanghani Industries Pty Ltd and they each hold one share in that company.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Explanatory Memorandum (Cont.)

Pursuant to Listing Rule 10.11, a company must not issue or agree to issue securities to a related party without first obtaining the approval of shareholders.

For the purposes of Listing Rule 10.13 the Company provides the following information:

  • (a) the options will be granted to Sherry Hingston, Suraj Sanghani’s associate Sanghani Industries Pty Ltd, Parmesh Vakil, Melissa Fathers and Jacy Leu;

  • (b) 250,000 options will be granted to each of the above employees and Suraj Sanghani’s associate;

  • (c) the options do not have a deemed grant price and the exercise price is 10 cents each;

  • (d) the options will be granted within 1 month of the meeting if shareholder approval is obtained; and

  • (e) Sherry Hingston, Suraj Sanghani, Parmesh Vakil, Melissa Fathers and Jacy Leu are all employees of the Company.

Corporations Act – Chapter 2E

Chapter 2E of the Corporations Act prohibits a public company from giving a financial benefit to a related party, unless it has the approval of its members. Sherry Hingston, Suraj Sanghani, Parmesh Vakil, Melissa Fathers and Jacy Leu are all employees of the Company and are related parties.

The following information in respect of the proposed grant of options is provided to meet the requirements of Chapter 2E of the Corporations Act:

  • (a) Who is the related party?

Sherry Hingston, Suraj Sanghani, Parmesh Vakil, Melissa Fathers and Jacy Leu.

The grant of 250,000 options each to Sherry Hingston, Suraj Sanghani, Parmesh Vakil, Melissa Fathers and Jacy Leu.

  • (c) What do the directors recommend?

In relation to Resolution 3:

  • Robert Sebek, Simon England, David Zohar and Zhukov Pervan all recommend that shareholders vote in favour of Resolution 3 because it provides the Company’s employees with extra incentive and the employees have all performed well over the last financial year.

  • (d) Do any directors have an interest in the outcome of the proposed resolution?

None of the directors have a personal interest in Resolution 3.

  • (e) What other information known by the directors would reasonably be required by members regarding the resolution?

Sherry Hingston, Suraj Sanghani, Parmesh Vakil, Melissa Fathers and Jacy Leu are all employees of the Company.

Their salaries are:

Melissa: $70,000 plus 9% superannuation Sherry: $67,000 plus 9% superannuation Parmesh: $120,000 plus 9% superannuation Suraj: $120,000 plus 9% superannuation

Jacy Leu is currently on maternity leave.

Sherry Hingston, Parmesh Vakil, Melissa Fathers and Jacy Leu do not currently hold any shares or options in the Company. Suraj Sanghani holds 142,000 Iron Mountain Mining shares indirectly in the name of his wife, Barbara Sanghani.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Explanatory Memorandum (Cont.)

RESOLUTION 4 - RE-ELCTION OF ZHUKOV PERVAN AS DIRECTOR

Dr Zhukov Pervan – MB.BS(WA), F.R.A.C.G.P., F.A.I.C.D., DIP. CLINICAL NUTRITION

Dr Pervan is a retired medical practitioner with 35 years experience in various capacities including general practice, clinical nutrition, aviation and military medicine and occupational health and safety. He has consulted to several university and government bodies in many areas and has conducted original medical research in collaboration with the University of Western Australia Departments of Microbiology and Human Movement. This research relating to Overtraining Syndrome and Chronic Fatigue Syndrome (CFS) has been published in international journals. Recently Dr Pervan was appointed patron of the West Australian ME/CFS Support Society. In the past, Dr Pervan has served as a director of public companies involved in the fields of agriculture and industrial technology. Currently Dr Pervan is chairman and director of ASX listed Uranium Oil and Gas Limited. He has been a Fellow of the Australian Institute of Company Directors since 1991.

The Board, other than Dr Pervan, unanimously recommends the re-election of Dr Pervan.

Glossary

In this Circular, the following terms have the following meaning unless the context otherwise requires:

“ASX” means ASX Limited;
“Board” means the board of directors of the Company;
“Company” or“Iron Mountain” means Iron Mountain Mining Ltd ACN 112 914 459;
“Constitution means the constitution of Iron Mountain Mining Limited.
“Corporations Act” means the Corporations Act 2001 (Cth) and all regulations made pursuant to such l
egislation, as amended from time to time.
“Director” means a Director of the Company;
“Listing Rules” means Listing Rules of ASX, as amended or replaced from time to time, except to
the extent of any waiver by ASX.
“Shareholder” means a member of the Company, as defned in the constitution of the Company.
“Shares” means ordinary fully paid shares in the capital of the Company.
“WST” means Western Standard Time.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Annexure A -Terms and conditions of options expiring 28 November 2017 (amount payable: 10 cents)

1. Entitlement

Each Option shall entitle the holder the right to subscribe (in cash) for one (1) Share in the capital of the Company.

2. Option Period

Each Option will expire at 5.00pm WST on 28 November 2017 (such date being referred to as the “Option Expiry Date”). Each Option may be exercised at any time prior to the Option Expiry Date in accordance with the notice provisions set out below and any Option not so exercised shall automatically expire on the Option Expiry Date.

3. Ranking of Share Allotted on Exercise of Option

Each Share allotted as a result of the exercise of an Option will, subject to the Constitution of the Company, rank in all respects pari passu with the existing Shares in the capital of the Company on issue at the date of allotment.

4. Voting

A registered owner of an Option (herein referred to as an “Option Holder”) will not be entitled to attend or vote at any meeting of the members of the Company unless they are, in addition to being Option Holder, members of the Company.

5. Transfer of an Option

Each Option is transferable at any time prior to the Option Expiry Date. This right is subject to any restrictions on the transfer of an Option that may be imposed by the ASX in circumstances where the Company is listed on ASX.

6. Method of Exercise of an Option

  • a. The Company will provide to each Option Holder a notice that is to be completed when exercising the Options (herein such notice being called a “Notice of Exercise of Options”). Options may be exercised by the Option Holder completing the Notice of Exercise of Options and forwarding the same to the Secretary of the Company to be received prior to the Option Expiry Date. The Notice of Exercise of Options must state the number of Options exercised and the consequent number of Shares in the capital of the Company to be allotted; which number of Options must be a multiple of 10,000 if only part of the Option Holders total Options are exercised, or if the total number of Options held by an Option Holder is less than 10,000, then the total of all Options held by that Option Holder must be exercised.

  • b. The Notice of Exercise of Options by an Option Holder must be accompanied by payment in full for the relevant number of Shares being subscribed, being an amount of 10 cents ($0.10) per Share.

  • c. Subject to Clause 7 hereof, the exercise of less than all of an Option Holders Options will not prevent the Option Holder from exercising the whole or any part of the balance of the Option Holders entitlement under the Option Holders remaining Options.

  • d. Within 14 days from the date the Option Holder properly exercises Options held by the Option Holder, the Company shall issue and allot to the Option Holder that number of Shares in the capital of the Company so subscribed for by the Option Holder.

  • e. If the Company is listed on the ASX, the Company will within seven (7) days from the date of issue and allotment of Shares pursuant to the exercise of an Option, apply to the ASX for, and use its best endeavours to obtain, Official Quotation of all such Shares, in accordance with the Corporations Act and the Listing Rules.

  • f. The Company will generally comply with the requirements of the Listing Rules in relation to the timetables imposed when quoted Options are due to expire. Where there shall be any inconsistency between the timetables outlined herein regarding the expiry of the Options and the timetable outlined in the Listing Rules, the timetable outlined in the Listing Rules shall apply.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Annexure A -Terms and conditions of options expiring 28 November 2017 (amount payable: 10 cents) (Cont.)

7. Reconstruction

In the event of a reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, all rights of the option holder will be changed to the extent necessary to comply with the Listing Rules applying to the reconstruction of capital, at the time of the reconstruction.

8. Participation in New Share Issues

There are no participating rights or entitlements inherent in the Options to participate in any new issues of capital which may be made or offered by the Company to its Shareholders from time to time prior to the Option Expiry Date unless and until the Options are exercised. The Company will ensure that during the exercise period of the Options, the Record Date for the purposes of determining Entitlements to any new such issue, will be at least 9 Business Days after such new issues are announced (or such other date if required under the Listing Rules) in order to afford the Option Holder an opportunity to exercise the Options held by the Option Holder.

9. Change of Options’ Exercise Price or Number of Underlying Shares.

There are no rights to change the exercise price or the number of underlying Shares if there is a pro-rata issue or bonus issue to the holders of Shares.

LODGEMENT INSTRUCTIONS

Cheques shall be in Australian currency made payable to Iron Mountain Mining Limited and crossed “Not Negotiable”. The application for shares on exercise of the options with the appropriate remittance should be forwarded to Iron Mountain Mining Limited, Level 7, 231 Adelaide Terrace, Perth, WA 6000.

IRON MOUNTAIN mining limited CIRCULAR TO SHAREHOLDERS 2012

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Proxy Form

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1 SHAREHOLDER »

Name, address and daytime telephone number of shareholder of Iron Mountain Mining Limited.

2 APPOINTS »

If the Chair of the meeting is appointed as your proxy, please place a mark in the box. If you do not tick this box, please write the name of your proxy in the space to the right.

Name .............................................................................................. Address ........................................................................................... ........................................................................................................ Daytime phone no. ..........................................................................

Insert here the name of the person you wish to appoint as proxy; shareholders cannot appoint themselves .

Name of proxy – please print

........................................................................................................

By marking this box, you acknowledge that the Chair of the meeting may exercise your proxy even if he has an interest in the outcome of the resolution/s and that votes cast by the Chair of the meeting for those resolutions other than as proxy holder will be disregarded because of that interest.

If you do not mark this box, and you have not directed your proxy how to vote, the Chair will not cast your votes on the resolution and your votes will not be counted in calculating the required majority if a poll is called on the resolution.

If the Chairman of the meeting is appointed, or taken to be appointed, as a proxy, the shareholder can direct the Chairman of the meeting to vote for or against, or to abstain from voting on, Resolution 1 by marking the appropriate box opposite Resolution 1 on the proxy form.

If the Chairman of the meeting is the proxy and the relevant shareholder does not mark any of the boxes opposite Resolution 1, the relevant shareholder will be deemed to have directed the Chairman to vote in favour of Resolution 1.

The Chairman intends to vote for all resolutions for all undirected proxies.

3 SIGNATURE OF SHAREHOLDER(S) » All single or joint holders of shares must sign this form. Signature Signature Date or in the case of a company

Signature

The COMMON SEAL of the company is affixed in accordance with ) its constitution in the presence of:/Executed by the company by its ) duly authorised officers in accordance with sub-section 127(1) of ) the Corporations Act 2001:* )

........................................................................................................ Signature of Director ........................................................................................................ Name of Director (Print) ........................................................................................................ Signature of Director/Secretary ........................................................................................................ Name of Director/Secretary (Print) or signed by .................................................................................... under Power of Attorney on behalf of the company.

  • delete as appropriate

This proxy form must be signed by the shareholder and, in the case of joint shareholders, by each of the joint shareholders. In the case of a corporation, this proxy form must be executed in accordance with section 127 of the Corporations Act 2001. In the case of a Sole Director/Secretary company, please indicate “Sole Director”. If this proxy form is signed under Power of Attorney the original Power of Attorney (or a copy certified as a true copy by statutory declaration) must be forwarded with the proxy form.

Proxy Form (Cont.)

4 PROXY’S VOTING INSTRUCTIONS (OPTIONAL) »

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PROXY’S
FOR AGAINST ABSTAIN DISCRETION
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  1. Remuneration report 2. Grant of options to Robert Sebek 3. Grant of options to employees 4. Re-election of Zhukov Pervan

If you wish to direct your proxy how to vote, place a mark on the appropriate box. If a mark is placed in a box, your total shareholding will be voted in that manner. You may, if you wish, split your voting direction by inserting the number of shares you wish to vote in the appropriate box. The direction will be invalid if a mark is made against more than one box for a particular item, or, if you have split your direction, if the total shareholding shown in “FOR”, “AGAINST”, “ABSTAIN” and “PROXY’S DISCRETION” boxes is more than your total shareholding on the share register. Each person who attends the meeting is entitled to one vote only on a show of hands. A person who holds proxies for more than one shareholder cannot vote on a show of hands if he or she holds proxies directing him or her to vote both for and against a resolution.

5 APPOINTMENT OF A SECOND PROXY (OPTIONAL) »

If you want to appoint two proxies you may state here the percentage of your voting rights applicable to this proxy form. If you do not specify a particular percentage, each proxy is entitled to exercise 50% of your voting rights applicable to this proxy form.

A shareholder is entitled to appoint up to two persons (whether shareholders or not) to attend the meeting and vote as proxies. If you wish to appoint two proxies please either photocopy the proxy form or telephone Sherry Hingston on (08) 9225 4936 to obtain a second form. Both forms should be completed with the nominated percentage of your voting rights on each form. Please return the proxy forms together.

%

IMPORTANT INFORMATION

Deadline for Receipt of proxies To be effective, a completed proxy form together with the power of attorney (if any) under which it is signed, must be received by the Company at its registered office or Company office, Level 7, 231 Adelaide Terrace, Perth not less than 48 hours before the appointed time of the General Meeting ie. no later than 2:30pm WST on 26 November 2012.

Destination of Completed Proxy Form Once the Proxy Form is completed and all details checked by you, the form is to be sent or delivered to the Company’s office at Level 7, 231 Adelaide Terrace, Perth WA 6000 or PO Box 3235, 249 Hay Street, East Perth 6892 or sent by facsimile to the registered office on (08) 9225 6474.

For Further Information If you need any further information about this form or attendance at the Company’s General Meeting, please contact Shoshanna Zohar, Company Secretary or Sherry Hingston, General Office Manager on (08) 9225 4936.