Frontier Energy : Notice of Annual General Meeting/Proxy Form

FRONTIER ENERGY LIMITED ACN 139 522 553

NOTICE OF ANNUAL GENERAL MEETING

For the annual general meeting of the Company to be held at Level 20, 140 St Georges

Terrace, Perth WA 6000 on Tuesday, 31 May 2022 at 11:00 am (AWST)

This Notice and the accompanying Explanatory Memorandum 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.

Should you wish to discuss any matter please do not hesitate to contact the Company by telephone on [phone]

FRONTIER ENERGY LIMITED ACN 139 522 553

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the annual general meeting of shareholders of Frontier Energy Limited (Company) will be held at Level 20, 140 St Georges Terrace, Perth WA 6000 on 31 May 2022 at 11:00 am (AWST) (Meeting).

The Explanatory Memorandum attached provides additional information on matters to be considered at the Meeting. The Explanatory Memorandum and the Proxy Form form part of this Notice.

The Directors have determined pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered as Shareholders on 29 May 2022 at 5:00pm (AWST).

Terms and abbreviations used in this Notice (including the Explanatory Memorandum) will, unless the context requires otherwise, have the meaning given to them in Schedule 1.

AGENDA

• 1. Financial Statements and Reports

  To receive and consider the Annual Report of the Company and its controlled entities for the financial year ended 31 December 2021, which includes the declaration of the Directors, the Financial Report, the Directors' Report and the Auditors Report.

• 2. Resolution 1 - Adoption of Remuneration Report

  To consider and, if thought fit, to pass with or without amendment, the following resolution as a non-binding resolution:

  "That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company's annual financial report for the financial year ended 31 December 2021 on the terms and conditions in the Explanatory Memorandum."

  Note: The vote on Resolution 1 will be an advisory vote of Shareholders only and will not bind the Directors or the Company.

  Voting Exclusion Statement

  In accordance with section 250R of the Corporations Act, a vote on Resolution 1 must not be cast:

  • (a) by, or on behalf of a member of the Key Management Personnel whose remuneration details are included in the Remuneration Report or a Closely Related Party of such member, regardless of the capacity in which the vote is cast; or

  • (b) by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.

  However, a vote may be cast by such persons if the vote is not cast on behalf of a person who is excluded from voting on this Resolution, and:

• (a) the person is appointed as a proxy that specifies the way the proxy is to vote on this Resolution; or

• (b) the person is the Chair and the appointment of the Chair as proxy does not specify the way the proxy is to vote on this Resolution, but expressly authorises the Chair to exercise the proxy even if this Resolution is connected with the remuneration of a member of the Key Management Personnel.

Further, in accordance with section 250BD of the Corporations Act, a vote on Resolution 1 must not be cast by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.

However, a vote may be cast by such person if the vote is not cast on behalf of a person who is otherwise excluded from voting, and

• (a) the person is appointed as a proxy and the appointment specifies how the proxy is to vote; or

• (b) the person appointed as proxy is the Chairman and the appointment does not specify how the Chairman is to vote but expressly authorises the Chairman to exercise the proxy even if Resolution 1 is connected with the remuneration of a member of the Key Management Personnel.

Shareholders should note that the Chair intends to vote any undirected proxies in favour of this Resolution. In exceptional circumstances, the Chair may change his or her voting intention on this Resolution, in which case an ASX announcement will be made.

Shareholders may also choose to direct the Chair to vote against this Resolution or to abstain from voting.

If you purport to cast a vote other than as permitted above, that vote will be disregarded by the Company (as indicated above) and you may be liable for breaching the voting restrictions that apply to you under the Corporations Act.

• 3. Resolution 2 - Re-election of Director - Mr Grant Davey

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

  "That, for the purposes Article 7.3 of the Constitution and for all other purposes, Mr Grant Davey, a Director, retires and being eligible, is re-elected as a Director on the terms and conditions in the Explanatory Memorandum."

• 4. Resolution 3 - Appointment of Auditor

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

  "That, for the purposes of section 327B(1) of the Corporations Act and for all other purposes, Ernst & Young, having consented to act as the company's auditor, is appointed as the Company's auditor on the terms and conditions in the Explanatory Memorandum."

• 5. Resolution 4 - Approval of Employee Share Option Plan

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

  "That, for the purposes of Listing Rule 7.2 (exception 13), and for all other purposes, the Shareholders of the Company approve the Employee Share Option Plan and the grant of up to

13,534,900 Employee Share Options and the issue of the underlying Shares of such Employee Share Options on the terms and conditions in the Explanatory Memorandum."

Voting Exclusion

The Company will disregard any votes cast in favour of this Resolution by or on behalf of any person who is eligible to participate in the Employee Share Option Plan or an associate of that person or those persons.

However, this does not apply to a vote cast in favour of a resolution by:

• (a) a person as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with directions given to the proxy or attorney to vote on the resolution in that way; or

• (b) the Chair as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the Chair to vote on the resolution as the Chair 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 provides 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 beneficiary to the holder to vote in that way.

Voting Prohibition

In accordance with section 250BD of the Corporations Act, a vote on this Resolution must not be cast by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.

However, a vote may be cast by such person if the vote is not cast on behalf of a person who is otherwise excluded from voting, and:

• (a) the person is appointed as a proxy and the appointment specifies how the proxy is to vote; or

• (b) the person appointed as proxy is the Chair and the appointment does not specify how the Chair is to vote but expressly authorises the Chair to exercise the proxy even if the Resolution is connected with the remuneration of a member of the Key Management Personnel.

6.

Resolution 5 - Grant of Options to Mr Mike Young

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

"That, subject to Resolution 4 being passed, pursuant to, and in accordance with, Listing Rule 10.14, chapters 2D and 2E of the Corporations Act and for all other purposes, Shareholders authorise and approve the grant of up to 5,331,000 Options to Mr Mike Young (and/or his nominees) under the Company's Employee Share Option Plan on the terms and conditions in the

Explanatory Memorandum."

Voting Exclusion

The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2 or 10.14.3 who is eligible to participate in the Employee Share Option Plan or an associate of that person (or those persons.

However, this does not apply to a vote cast in favour of a resolution by:

• (a) a person as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with directions given to the proxy or attorney to vote on the resolution in that way; or

• (b) the Chair as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the Chair to vote on the resolution as the Chair 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 provides 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 beneficiary to the holder to vote in that way.

Voting Prohibition

In accordance with section 250BD of the Corporations Act, a vote on this Resolution must not be cast by a person appointed as a proxy, where that person is either a member of the Key Management Personnel or a Closely Related Party of such member.

However, a vote may be cast by such person if the vote is not cast on behalf of a person who is otherwise excluded from voting, and:

• (a) the person is appointed as a proxy and the appointment specifies how the proxy is to vote; or

• (b) the person appointed as proxy is the Chair and the appointment does not specify how the Chair is to vote but expressly authorises the Chair to exercise the proxy even if the Resolution is connected with the remuneration of a member of the Key Management Personnel.

7.

Resolution 6 - Grant of Options to Mr Chris Bath

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

"That, subject to Resolution 4 being passed, pursuant to, and in accordance with, Listing Rule 10.14, chapters 2D and 2E of the Corporations Act and for all other purposes, Shareholders authorise and approve the grant of up to 1,662,000 Options to Mr Chris Bath (and/or his nominees) under the Company's Employee Share Option Plan on the terms and conditions in the Explanatory Memorandum."

Voting Exclusion

The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person referred to in Listing Rule 10.14.1, 10.14.2 or 10.14.3 who is eligible to participate in the Employee Share Option Plan or an associate of that person (or those persons.

However, this does not apply to a vote cast in favour of a resolution by: 5