14 Jan

Notice of General Meeting/Proxy Form

Tamboran Resources Limited Telephone +61 (2) 8330 - 6626 ABN 28 135 299 062 110 - 112 The Corso , Manly NSW 2095 NOTICE OF GENERAL MEETING Notice is hereby given that a General Meeting of Tamboran Resources Limited (ASX:TBN) will be held on Tuesday 15 February 202 2 at 1 0 .00 am (A EDT ) as a virtual meeting. Consistent with regulatory relief in response to the COVID - 19 pandemic, the Company will not be dispatching physical copies of the Notice of Meeting. Instead, the Notice of General Meeting and accompanying explanatory statement (Meeting Materials) are being made available to shareholders elec tronically. This means that: - You can access the Meeting Materials online at the Company’s website https://www. tamboran .com or at our share registry’s website www.InvestorServe.com.au by logging in and sel ecting Company Announcements from the main menu. - A complete copy of the Meeting Materials has been posted to the Company’s ASX Market announcements page. - If you have provided an email address and have elected to receive electronic communications from the Company, you will receive an email to your nominated email address with a link to an electronic copy of the Meeting Materials and the proxy form. If you would like to receive electronic communications from the Company in the future, please update your communication elections online at www.InvestorServe.com.au. If you have not yet registered, you will need your shareholder information including SRN/HIN det ails. We thank you for your continued support of the Company. In the meantime, should you have any queries regarding your holding, or the upcoming General Meeting , please contact our share registry Boardroom Pty Limited on enquiries@boardroomlimited.com.a u or 1300 737 760 (within Australia) or +61 2 9290 9600 (Outside Australia) between 8:30am and 5:30pm (AEST) Monday to Friday, to arrange a copy. Yours sincerely, Joanna Morbey jo.morbey@tamboran.com Company Secretary 1 1 January 202 2 Notice of General Meeting Tamboran Resources Limited A CN 135 299 062 Notice is given that a General Meeting ( GM ) of Shareholders of Tamboran Resources Limited ( the Company ) will be held at 10:00am (Sydney time) on Tuesday , 15 February 2022. The meeting is to be held as a virtual meeting, which will be conducted via an online platform provided by the Company’s share registrar, Boardroom. Details on how to attend the Meeting, vote and submit questions during the Meeting are outl ined in this Notice. The Explanatory Memorandum to this Notice provides additional information on the one resolution to be considered at the General Meeting. The Explanatory Memorandum and the proxy form part of this Notice . Terms and abbreviations used in this Notice and Explanatory Memorandum are defined in the Definitions section of the Explanatory Memorandum . This Notice of General Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting. Business of the Gener a l Meeting 1 . Refresh the Company’s 15% placement capacity under the ASX Listing Rules To consider and, if thought fit, pass the following resolution as an ordinary resolution: That for all purposes, including ASX Listing Rule 7.4, shareholders approve the issue of 94,498,961 ordinary shares under the $ 35 million equity placement issued on 29 November 2021 ( Placement ) on the terms summarised in the Explanatory Memorandum accompanying this Notice of Meeting. Voting Exclusion : The Company will disregard any votes cast in favour of this Resolution by or on behalf of: • a person who participated in the issue; or • any Associate of that person or those persons. However, this does not apply to a vote cast in favour of this Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the resolution in that way; or (b) the C hair of the Meeting as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direct ion given to the C hair to vote on the resolution as the C hair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: i the beneficiary provid es written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and ii the holder votes on the Resolution in accordance with directions given by the benefi ciary to the holder to vote in that way. By Order of the B oard Ms. Joanna Morbey Company Secretary 11 January 202 2 2 | P a g e Notes and voting instructions Action to be taken by Shareholders and how to vote Shareholders should read the Notice and the Explanatory Memorandum carefully before deciding how to vote on the resolution . Shareholders can vote in one of two ways: (a) by attending the GM virtually via the Lumi platform and voting in person or by attorney, or in the case of corporate members, by corporate representatives; or (b) by appointing a proxy to attend the GM and vote on their behalf by using a proxy form enclosed with this Notice. Voting in person or by attorney Join at https://web.lumiagm.com/323450135 using any web browser on a computer, tablet or smartphone device (using the latest version of Chrome, Safari, Internet Explorer 11, Edge or Firefox) ( Lumi Website ). For further information on how to participate in, and vote at, the GM, please refer to the Virtual Meeting User Guide appended to this Notice of Meeting and available at: www.investorserve.com.au under Company Announcements. Online registration will open at 9:00 am (Sydney Time) on 1 5 February 2022. Shareholders / Proxies Shareholders and proxies will need to use the following details when accessing the Lumi website: Username: Your Voter Access Code ( VAC ) as shown on your Direct Voting / Proxy Form* Password: Australian Residents: Postcode of the registered holding Overseas Residents: The three - character country code which can be found on page 4 of the Virtual Meeting User Guide appended to this Notice o f Meeting and available at www.investorserve.com.au under Company Announcements. Proxies This is to be used by Shareholders if they wish to appoint a representative (a 'proxy') to vote in their place. All Shareholders are invited and encouraged to attend the GM or, if they are unable to attend in person, sign and return the proxy form to the Company in accordance with the instructions thereon. Lodgment of a proxy form will not preclude a Shareholder from attending and voting at the GM in person. Please note that: (a) a member of the Company entitled to attend and vote at the GM 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 or number is not specified, each proxy may exercise half of the votes. A Shareholder can direct its proxy to vote for, against or abstain from voting on resolution 1 by marking the appropriate box on the proxy form for each of those items of business. Shareholders who complete and return their proxy form but do not nominate the identity of the proxy will be taken to have appointed the Chairman of the GM as their proxy to vote on their behalf. If a proxy form is returned b ut the nominated proxy does not attend the GM , the Chairman will act in place of the nominated proxy. In each case, the Chairman will vote in accordance with any voting directions specified 3 | P a g e by the member in the proxy form . Undirected proxies will be voted in accordance with the Chairman’s voting intentions (see Undirected Proxies below). The proxy form provides further details on appointing proxies and lodging proxy form s. Undirected Proxies If you appoint the Chair man as your proxy (including by default) and you do not specify how the proxy is to vote, you expressly authorise the Chair man to cast your vote “for” each item of business . The Chair man intends to vote all undirected proxies in favour of the R esolution on th e agenda for the meeting. Entitlement to vote The Directors have determined pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the General Meeting are those who are registered as Shareholders on Sunday , 13 February 2022 at 7.00p m ( Sydney time ). 4 | P a g e Explanatory Memorandum Introduction This Explanatory Memorandum has been prepared for the information of Shareholders in connection with the business to be conducted at the GM to be held virtually via the Lumi platform at https://web.lumiagm.com/323450135 on Tue sday , 1 5 February 2022 at 10.00am ( Sydney time ). This Explanatory Memorandum should be read in conjunction with, and forms part of, the accompanying Notice. The purpose of this Explanatory Memorandum is to provide information to Shareholders in deciding whether o r not to pass the resolution set out in the Notice. Resolution 1 – Refresh the Company’s 15% placement capacity under the ASX Listing Rules The Company has completed an equity institutional and private placement and raised $ 35 million through the issue to professional and sophisticated investors of 94,498,961 ordinary shares. The Placement shares were issued on 2 9 November 2021 at a price of $0. 37 per S hare. The announcement of the placement was made to the ASX on 23 November 2021 in an announcement titled “Tamboran S ecures S trategic US I nvestor through $35 million Placement”. The proceeds of the Placement have been or will be used to fund the development of the Company’s wholly owned tenement , EP 136 , in the Beetaloo Sub - Basin in the Northern Territory , includi ng : (a) p urchasing long - lead capital items ; (b) a ccelerat ing the exploration plans in the CY 2022 dri l ling season ; and (c) ongoing working capital. Reason for seeking approval ASX Listing Rule 7.1 imposes a limit on the number of equity securities that a listed company can issue or agree to issue in any 12 month period without shareholder approval ( 15% placement capacity ) where an exemption to the rule does not apply. Under ASX Listing Rule 7.4, an issue of any equity securities may be treated as having been made with approval under ASX Listing Rule 7.1 if the issue did not otherwise breach ASX Listing Rule 7.1 and Shareholders subsequently approve it. The Placement was within the limits of the Company’s placement capacity and therefore did not require shareholder approval to proceed. The purpose of R esolution 1 is to refresh the Company’s 15% placement capacity so that its capacity would be the same as if the Placement h ad proceeded with S hareholder approval. If S hareholders ratify the Placement , these securities will no longer be counted towards the Company ’s 15% placement capacity and the Company will have greater flexibility as to how it manages its future capital requ irements. Notwithstanding any approval by S hareholders of the proposed R esolution 1 , any future equity issuances will remain subject to the 15% placement capacity under ASX Listing Rule 7.1 unless an exemption applies. If the Resolution is passed, the 94,498,961 Shares will be excluded in calculating the Comp any's 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities i t can issue without Shareholder approval over the 12 - month period following the issue date. If the Resolu tion is not passed, the 94,498,961 Shares will be included in calc ulating the Company's 15% limit in Listing Rule 7.1 , effectively decreasing the number of equity securities it can issue without Shareholder approval over the 12 - month period following the i ssue date. Specific Information Required by Listing Rule 7.5 For the purposes of Listing Rule 7.5 information regarding resolution 1 is provided as follows: (a) 94,498,961 Shares were issued by the Company on 2 9 November 2021 and quoted on ASX on 30 November 2021 ( Placement Shares ) ; (b) the Placement Shares were issued to professional and sophisticated investors (comprised of existing Shareholders and new institutional and private investors) . None of the investors were related parties of the Company . MST Financial acted as sole Lead Manager and Bookrunner t o the Placement. For the avoidance of doubt, none of the recipients were issued more than 1% of 5 | P a g e the Company’s current issued capital who were a member of the key management personnel , a s ubstanti al holder of the entity, an adviser of the Company or an associate of any of these per so ns ; (c) t he Placement Shares are fully paid ordinary shares of the Company ranking equally with all other fully paid ordinary shares of the Company ; (d) the Placement Shares we re issued at $0.37 each; (e) t he funds raised from the issue of the Placement Shares have been or will be used by the Company to advance work at EP136 and for general corporate and working capital purposes ; and (f) a voting exclusion statement is included in the Notice. Recommendation The Board unanimously recommend that Share holders vote in favour the Resolution. The Chair of the General Meeting intends to vote all available undirected proxies in favour the Resolutio n . Definitions $ means Australian Dollars. ASX means ASX Limited (ACN 008 624 691) and, where the context permits, the Australian Securities Exchange operated by ASX. Board means the board of Directors. Chairman means the chairman of this GM . Company means Tamboran Resources Limited ACN 135 299 062 Corporations Act means the Corporations Act 2001 (Cth). Director means a director of the Company. Explanatory Memorandum means the explanatory memorandum attached to the Notice. General Meeting means the Company’s general meeting of shareholders set down for 1 5 February 2022. Listing Rules means the listing rules of ASX. Notice means this notice of meeting. Placement Shares means the 94,498,961 Shares were issued by the Company on 29 November 2021 and quoted on the ASX on 30 November 2021 . Share means a fully paid ordinary share in the capital of the Company. Shareholder means a shareholder of the Company. VIRTUAL MEETING USER GUIDE – 202 2 GM Attending the AGM virtually If you choose to participate online, you will be able to view a live webcast of the meeting, ask questions and submit your votes in real time. To access the meeting: Visit web.lumiagm.com/ 3 23450135 on your computer, tabl et or smartphone. You will need the latest version of Chrome, Safari, Edge or Firefox. Please ensure your browser is compatible. Meeting ID: 323 - 450 - 135 To login you must have your Voting Access Code (VAC) and P ostcode or Country Code The website will be open and available for log in from 9 :00 am (Sydney time) , 1 5 February 202 2 Using the Lumi AGM platform: ACCESS The 1 st page of the platform will ask in what capacity you are joining the meeting. Shareholders or appointed prox ies should select “ S hare holder or Proxyholder ” G uests should select “ Guest ” CREDENTIALS Shareholders/Proxys Your username is your Voting Access Code and your password is your Postcode or Country Code , or, for N on - A ustralian residents, your 3 - letter country code. Proxy holders should obtain their log in credentials from the registrar by calling 1300 737 760 within Australia or +61 2 9 290 9600 from outside Australia. Voting Access Code (VAC) Postcode or Country Code Guests Please enter your name and email address to be admitted into the meeting. Please note, guests will not be able to ask questions or vote at the meeting . NAVIGATION VOTING To vote, simply select your voting direction from the options displayed on screen. Your selection will change colour and a confirmation message will appear. To change your vote, simply select another option. If you wish to cancel your vote, please press c ancel. There is no need to press a submit or send button. Your vote is automatically counted. Voting can be performed at any time during the meeting until the Chair closes the poll. The C hair will open voting on all resolutions at the start of the meeting. Once voting has opened, the voting tab will appear on the navigation bar. Selecting this tab will open a list of all resolutions and their voting options. Desktop / Laptop users can watch the webcast full screen, by select ing the full screen icon. To reduce the webcast to its original size, select the X at the top of the broadcast window . Once successfully authenticated, the home page will appear. Y ou can view meeting instructions , ask questions and watch the webcast. If viewing on a computer the webcast will appear at the side automatically once the meeting has started . On a mobile device, select the broadcast icon at the bottom of the screen to watch the webcast. During the meeting , mobile users can minimise the webcast at any time by selecting the arrow by the broadcast icon . You will still be able to hear the meeting. Selecting the broadcast icon again will reopen the webcast. QUESTIONS Asking Audio Questions Any shareholder or appointed proxy is eligible to ask questions. If you would like to ask a question. Select the messaging tab . Messages can be submitted at any time from the start of the meeting, up until the Chair closes the Q&A session. Select the “Ask a Question” box and type in your message. Once you are happy with your message, select the send icon. Questions sent via the Lumi platform may be moderated before being sent to the Chair. This is to avoid repetition and remove an y inappropriate language. Received Meeting ID: 323 - 450 - 135 To login you must have your Voting Access Code (VAC) and Postcode or Country Code The website will be open and available for log in from 9 :00 am (Sydney time), 1 5 February 202 2 If you are a shareholder or proxy you can ask a verbal question. Dial by your location below: +61 7 3185 3730 Australia +61 8 6119 3900 Australia +61 8 7150 1149 Australia +61 2 8015 6011 Australia +61 3 7018 2005 Australia Find your local number: https://boardroom - media.zoom.us/u/acqWm pYciu Once dialled in you will be asked to enter a meeting ID. Please ensure your webcast is muted before joining the call. You will be asked for a participant pin however simply press # to join the meeting. You will be muted upon entry. To ask a question press *9 to signal the moderator. Once your question has been answered your line will be muted. Feel free to either hang up or stay on the line. For additional questions press *9 to signal the operator. Country Codes For overseas shareholders, select your country code from the list below and enter it into the password field. ABW Aruba DZA Algeria LBR Liberia ROU Romania AFG Afghanistan ECU Ecuador LBY Libyan Arab Jamahiriya RUS Russian Federation RWA Rwanda SAU Saudi Arabia Kingdom Of SDN Sudan SEN Senegal SGP Singapore SGS Sth Georgia & Sth Sandwich Isl AGO Angola EGY Egypt LCA St Lucia AIA Anguilla ERI Eritrea LIE Liechtenstein ALA Aland Islands ESH Western Sahara LKA Sri Lanka ALB Albania ESP Spain LSO Lesotho AND Andorra ANT Netherlands Antilles ARE United Arab Emirates ARG Argentina ARM Armenia ASM American Samoa EST Estonia LTU Lithuania ETH Ethiopia LUX Luxembourg FIN Finland LVA Latvia FJI Fiji MAC Macao MAF St Martin MAR Morocco MCO Monaco MDA Republic Of Moldova MDG Madagascar MDV Maldives MEX Mexico MHL Marshall Islands MKD Macedonia Former Yugoslav Rep SHN St Helena SJM Svalbard & Jan Mayen FLK Falkland Islands (Malvinas) FRA France FRO Faroe Islands FSM Micronesia GAB Gabon GBR United Kingdom GEO Georgia GGY Guernsey GHA Ghana SLB Solomon Islands ATA Antarctica SCG Serbia & Outlying ATF French Southern SLE Sierra Leone ATG Antigua & Barbuda AUS Australia AUT Austria AZE Azerbaijan SLV El Salvador SMR San Marino SOM Somalia SPM St Pierre And Miquelon SRB Serbia BDI Burundi BEL Belgium GIB Gibraltar STP Sao Tome And Principe BEN Benin GIN Guinea MLI Mali SUR Suriname BFA Burkina Faso GLP Guadeloupe GMB Gambia GNB Guinea - Bissau GNQ Equatorial Guinea GRC Greece GRD Grenada GRL Greenland GTM Guatemala GUF French Guiana GUM Guam GUY Guyana HKG Hong Kong HMD Heard & Mcdonald Islands HND Honduras HRV Croatia MLT Mauritania SVK Slovakia BGD Bangladesh MMR Myanmar MNE Montenegro MNG Mongolia MNP Northern Mariana Islands MOZ Mozambique SVN Slovenia BGR Bulgaria SWE Sweden BHR Bahrain SWZ Swaziland BHS Bahamas SYC Seychelles BIH Bosnia & Herzegovina SYR Syrian Arab Republic BLM St Barthelemy MRT Mauritania MSR Montserrat MTQ Martinique TCA Turks & Caicos Islands TCD Chad TGO Togo THA Thailand BLR Belarus BLZ Belize BMU Bermuda BOL Bolivia BRA Brazil BRB Barbados BRN Brunei Darussalam BTN Bhutan BUR Burma MUS Mauritius MWI Malawi TJK Tajikistan MYS Malaysia MYT Mayotte NAM Namibia TKL Tokelau TKM Turkmenistan TLS Timor - Leste NCL New Caledonia NER Niger NFK Norfolk Island NGA Nigeria TMP East Timor TON Tonga TTO Trinidad & Tobago TUN Tunisia TUR Turkey HTI Haiti BVT Bouvet Island HUN Hungary BWA Botswana CAF Central African Republic CAN Canada CCK Cocos (Keeling) Islands CHE Switzerland CHL Chile CHN China IDN Indonesia IMN Isle Of Man NIC Nicaragua IND India NIU Niue TUV Tuvalu IOT British Indian Ocean Territory NLD Netherlands NOR Norway Montenegro NPL Nepal NRU Nauru NZL New Zealand OMN Oman PAK Pakistan PAN Panama PCN Pitcairn Islands PER Peru TWN Taiwan TZA Tanzania United Republic of UGA Uganda UKR Ukraine IRL Ireland IRN Iran Islamic Republic of IRQ Iraq CIV Cote D’ivoire ISM Isle of Man UMI United States Minor CMR Cameroon COD Democratic Republic of Congo ISL Iceland URY Uruguay USA United States of America UZB Uzbekistan VNM Vietnam ISR Israel ITA Italy COK Cook Islands JAM Jamaica COL Colombia JEY Jersey VUT Vanuatu COM Comoros JOR Jordan PHL Philippines WLF Wallis & Futuna WSM Samoa YEM Yemen YMD Yemen Democratic YUG Yugoslavia Socialist Fed Rep ZAF South Africa ZAR Zaire ZMB Zambia ZWE Zimbabw e CPV Cape Verde JPN Japan PLW Palau PNG Papua New Guinea POL Poland CRI Costa Rica KAZ Kazakhstan CUB Cuba CYM Cayman Islands CYP Cyprus CXR Christmas Island CZE Czech Republic DEU Germany KEN Kenya KGZ Kyrgyzstan PRI Puerto Rico KHM Cambodia PRK Korea Dem Peoples Republic of KIR Kiribati PRT Portugal KNA St Kitts And Nevis KOR Korea Republic of KWT Kuwait LAO Lao s LBN Lebanon PRY Paraguay DJI Djibouti PSE Palestinian Territory Occupied DMA Dominica DNK Denmark DOM Dominican Republic PYF French Polynesia QAT Qatar REU Reunion YOUR VOTE IS IMPORTANT For your vote to be effective it must be recorded before 10 : 00 am (AEDT) on Sun day, 13 February 2022 . ? TO VOTE ONLINE BY SMARTPHONE STEP 1: VISIT https:// www.votingonline.com.au / tamborangm 2022 STEP 2: Enter your Postcode OR Country of Residence (if outside Australia) STEP 3 : Enter your V oting Access Code (VAC): Scan QR Code using smartphone QR Reader App TO VOTE BY COMPLETING THE PROXY FORM STEP 1 APPOINTMENT OF PROXY Indicate who you want to appoint as your Proxy . If you wish to appoint the Chair of the Meeting as your proxy, mark the box. If you wish to appoint someone other than the Chair of the Meeting as your proxy please write the full name of that individual or body corporate. If you leave this section blank, or your named proxy does not att end the meeting, the Chair of the Meeting will be your proxy. A proxy need not be a securityholder of the company. Do not write the name of the issuer company or the registered securityholder in the space. Appointment of a Second Proxy You are entitled to appoint up to two proxies to attend the meeting and vote. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by contacting the company’s securities registry or you may copy this form. To appoint a second proxy you must: (a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting rights or the number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded. (b) return both forms together in the same envelope. STEP 2 VOTING DIRECTIONS TO YOUR PROXY To direct your proxy how to vote , mark one of the boxes opposite each item of business. All your securities will be voted in accordance with such a direction unless you indicate only a portion of securities are to be voted on any item by insert ing the percentage or number that you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item for all your securities your vote on that item will be invalid. Proxy which is a Body Corporate Where a body corporate is appointed as your proxy, the representative of that body corporate attending the meeting must have provided an “Appointment of Corporate Representative” prior to admission. An Appointment of Corporate Representative for m can be obtained from the company’s securities registry. STEP 3 SIGN THE FORM The form must be signed as follow s: Individual: This form is to be signed by the securityholder . Joint Holding : where the holding is in more than one name, all the securityholders should sign. Power of Attorney: to sign under a Power of Attorney, you must have already lodged it with the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form when you return it. Companies: this form must be signed by a Director jointly with either another Director or a Company Secretary. W here the company has a Sole Director who is also the Sole Company Secretary, this form should be signed by tha t person. Please indicate the office held by signing in the appropriate place. STEP 4 LODGEMENT Proxy f orm s (and any Power of Attorney under which it is signed) must be received no later than 48 hours before the commencement of the meeting, therefore by 10 : 00am (AEDT) on Sun day 13 February 2022 . Any Proxy Form received after that time will not be valid for the scheduled meeting. Proxy forms may be lodged using the enclosed Reply Paid Envelope or : Attending the Meeting No physical attendance will be permitted. Refer to the Notice of Meeting for instructions on attending the virtual meeting. ? Online ? By Fax ? By Mail ? In Person https:// ww w.vo tingonline.com.au/ tamborangm 2022 + 61 2 9290 9655 Boardroom Pty Limited GPO Box 3993, Sydney NSW 2001 Australia Boardroom Pty Limited Level 12, 225 George Street, Sydney NSW 2000 Australia All Correspondence to: ? By Mail Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001 Australia ? By Fax: +61 2 9290 9655 ? Online: www.boardroomlimited.com.au ? By Phone : (within Australia) 1300 737 760 ( outside Australia) +61 2 9290 9600 Tamboran Resources Limited ABN 28 135 299 062 Y our Address This is your address as it appears on the company’s share register. If this is incorrect, please mark the box with an “X” and make the correction in the space to the left . Securityholders sponsored by a broker should advise their broker of any change s. Ple ase note, you cannot change ownership of your securities using this form . PROXY FORM STEP 1 APPOINT A PROXY I/We being a member/s of Tamboran Resources Limited and entitled to attend and vote hereby appoint : the Chair of the Meeting (mark box) OR if yo u are NOT appointing the Chair of the Meeting as your proxy, please write the name of the person or body corporat e (excluding the registered s e curity holder) you are appointing as your proxy below or failing the individual or body corporate named, or if no individual or body corporat e is named, the Chair of the Meeting as my/our proxy at the General Meeting of the Company to be held as a virtual meeting via https://web.lumiagm.com/323450135 on Tue s day , 1 5 February 2022 at 10 :00 am (AEDT) and at any adjournment of that meeting, to act on my/our behalf and to vote in accordance with the following directions or if no directions have been given, as the proxy sees fit. The Chair of the Meeting intends to vote undirected proxies in favour of the item of business . If you wish to appoint the Chair of the Meeting as your proxy with a direction to vote against, or to abstain from voting on the item, you must provide a direction by marking the 'Against' or 'Abstain' box opposite that resolution . S TEP 2 VOTING DIRECTIONS * I f you mark the Abstain box for a particular item, you are directing your proxy not to vote on your behalf on a show of hands or on a pol l and your vote will not be counted in calculating the required majority if a poll is called. Resol ution 1 Refresh the Company’s 15% placement capacity under the ASX Listing Rules For Against Abstain * S TEP 3 SIGNATURE OF S E CURITY HOLDERS This fo rm must be signed t o enable your directions to be implemented. Individual or Securityholder 1 Sole Director and Sole Company Secretary Securityholder 2 Director Securityholder 3 Director / Company Secretary Contact Name…………………………………………….... Contact Daytime Telephone………………………................................ Date / / 202 2
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