Orion Minerals : Notice of Annual General Meeting

ASX/JSE RELEASE: 24 October 2022

Notice of Annual General Meeting 2022

Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) advises that the following documents will be distributed to shareholders today, in relation to the Annual General Meeting to be held on Thursday 24 November 2022, at 3:00pm (AWST):

• Shareholder letter;
• Notice of Annual General Meeting (including the Explanatory Memorandum) (if requested);
• Proxy Form; and
• 2022 Annual Report (if requested).

The shareholder letter, Notice of Annual General Meeting and 2022 Annual Report are available on the Company's website at www.orionminerals.com.au.

For and on behalf of the Board.

Martin Bouwmeester

Company Secretary

ENQUIRIES

Investors	Media	JSE Sponsor
Errol Smart - Managing Director & CEO	Nicholas Read	Monique Martinez
Denis Waddell - Chairman	Read Corporate, Australia	Merchantec Capital
T: [phone]	T: [phone]	T: [phone]
E:[e-mail]	E: [e-mail]	E: [e-mail]

Orion Minerals Limited	www.orionminerals.com.au
Incorporated in the Commonwealth of Australia
Level 21, 55 Collins Street Melbourne, Victoria 3000	ASX Code: ORN
ACN: 098 939 274	JSE Code: ORN
Ordinary shares on issue: 4,750m I Options on issue: 348m	ISIN: AU000000ORN1

Address: Level 21, 55 Collins Street, Melbourne, VIC, Australia 3000

ABN: 76 098 939 274 Telephone: [phone]

www.orionminerals.com.au

24 October 2022

Dear Shareholder,

Notice is given that the Annual General Meeting (Meeting) of Orion Minerals Ltd (Orion) will be held as follows:

Date:	Thursday, 24 November 2022
Time:	3:00pm (Australian Western Standard Time)
Venue:	In person at:	Clayton Utz
		Level 27, QV. 1 Building
		250 St Georges Terrace
		Perth, Western Australia

Shareholders may also join the Meeting (and ask questions) via an online platform.

In accordance with Part 1.2AA of the Corporations Act 2001 (Cth), Orion Minerals Ltd will only dispatch hard copies of the Notice of Meeting by post to shareholders who have specifically requested a hard copy.

The full Notice of the Annual General Meeting, which sets out the Agenda, including resolutions being put to the Meeting, important voting information and an Explanatory Memorandum is being made available online, and can be viewed and downloaded online at www.orionminerals.com.au/investors/asx-jse-announcements/. Alternatively, the Notice of Meeting will also be available on Orion's ASX market announcements page (ASX: ORN).

Attendance in person

The Meeting will be held in person at Clayton Utz in Perth, Western Australia, as referred to above.

Attendance via online platform

Shareholders are also able to join the Meeting (and ask questions) via an online platform, the details of which are available at www.orionminerals.com.au, however, no real-time voting rights will apply for those Shareholders joining the Meeting via the online platform. If you wish to vote, you must complete and return a directed Appointment of Proxy form in accordance with its instructions.

Proxy lodgements

Shareholders who choose to lodge a proxy should follow the instructions on their personalised Proxy Form, which must be received by Orion's share registry, as outlined on the Proxy Form and in the Notice of Meeting. Shareholders are strongly encouraged to complete and submit their Proxy Form by using one of the methods set out in the Notice of Meeting.

Please refer to the full Notice of Meeting for further important information

Yours sincerely,

Martin Bouwmeester

Company Secretary

NOTICE OF ANNUAL GENERAL MEETING

to be held on

Thursday, 24 November 2022 at 3:00 p.m. (AWST) at

Clayton Utz, Level 27, QV. 1 Building, 250 St Georges Terrace, Perth, Western

Australia

and

EXPLANATORY MEMORANDUM

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

NOTICE OF ANNUAL GENERAL MEETING 2022	ORION MINERALS LTD
		ACN 098 939 274
		TABLE OF CONTENTS
1.	Notice of Meeting	5
2.	Explanatory Memorandum	9

• Financial Statements and Reports.
• Resolution 1 - Remuneration report.
• Resolution 2 - Re-election of Mr Alexander Haller.
• Resolution 3 - Re-election of Mr Denis Waddell.
• Resolution 4 - Approval to issue Shares in lieu of director fees - Mr Denis Waddell (or nominee).
• Resolution 5 - Approval to issue Shares in lieu of director fees - Mr Alexander Haller (or nominee).
• Resolution 6 - Approval to issue Shares in lieu of director fees - Mr Mark Palmer (or nominee).
• Resolution 7 - Approval to issue Shares in lieu of director fees - Mr Thomas Borman (or nominee).
• Resolution 8 - Approval to issue Shares in lieu of director fees - Mr Godfrey Gomwe (or nominee).

3.	Glossary	15
4.	Appointment of Proxy	(Enclosed separately)

KEY DATES

Record date to determine Shareholders who are entitled to receive	4:00 p.m. (AWST)	Tuesday, 18
the Notice of Meeting		October 2022
Posting of Notice of Meeting and announcement on SENS		Monday, 24
	October 2022
Last day to trade for Shareholders on South African Share register in	3:00 p.m. (AWST)	Thursday, 17
order to be entitled to vote at the Meeting		November 2022
Voting record date	5:00 p.m. (SA Time)	Monday, 21
(JSE Share register)		November 2022
Voting record date	4:00 p.m. (AWST)	Tuesday, 22
(ASX Share register)		November 2022
Deadline for lodgement of proxy forms for Meeting	3:00 p.m. (AWST)	Tuesday, 22
(ASX Share register)		November 2022
Deadline for lodgement of proxy forms for Meeting	3:00 p.m. (AWST)	Monday, 21
(JSE Share register)		November 2022
Annual General Meeting	3:00 p.m. (AWST) /	Thursday, 24
	9:00 a.m. (SA Time)	November 2022

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NOTICE OF ANNUAL GENERAL MEETING 2022	ORION MINERALS LTD
	ACN 098 939 274

TIME AND PLACE OF MEETING AND HOW TO VOTE

Venue

The Annual General Meeting of Orion Minerals Ltd (ACN 098 939 274) will be held at 3:00 p.m. (AWST) (9:00 a.m. SA Time) on Thursday, 24 November 2022 at:

Clayton Utz

Level 27, QV. 1 Building

250 St Georges Terrace

Perth, Western Australia

Your Vote is Important

The business of the Annual General Meeting affects your shareholding and your vote is important.

In line with easing COVID-19 restrictions, the Board is pleased to welcome Shareholders back to the Meeting in person. Shareholders may also participate in the Meeting via teleconference or webcast, rather than attending in person. If you do not attend the Meeting in person, you must vote by way of Proxy in accordance with its instructions.

Details on how Shareholders may vote are set out below.

Attendance via online platform

Shareholders may join the Meeting (and ask questions) via an online platform, the details of which are available at www.orionminerals.com.au, however, no real-time voting rights will apply for those Shareholders joining the Meeting via the online platform.

If you wish to vote, you must complete and return a directed Appointment of Proxy form in accordance with its instructions.

ASX Proxy forms must be submitted to the Company's share registry by 3:00 p.m. (AWST), on Tuesday 22 November 2022 online or by post and JSE proxy forms must be submitted to the Company's share registry by 3:00 p.m. (AWST), on Monday 21 November 2022 by email or post (see "Voting by Proxy and Corporate Representatives" below). Shareholders can lodge a proxy by following the instructions on their personalised proxy form.

Details on how to access the conference call will be available on the Company's website, www.orionminerals.com.au.

Voting in Person

To vote in person, attend the Annual General Meeting on the date and at the place set out above.

Voting by Proxy and Corporate Representatives

To vote by proxy, your ASX Proxy Form must be received by the Company by no later than 3:00 p.m. (AWST) on Tuesday 22 November 2022 and your JSE Proxy Form must be received by the Company by no later than 3:00 p.m. (AWST) on Monday

21 November 2022. Proxy Forms can be lodged:

By mail:	Link Market Services Limited	JSE Investor Services (Pty) Ltd
	Locked Bag A14	PO Box 4844
	Sydney South NSW 1235	Johannesburg, 2000
By mobile device:	Shareholders may submit their ASX Proxy Form by scanning	Not applicable.
	the QR code provided in the Proxy Form or enter the link
	www.linkmarketservices.com.auinto a mobile device. Log
	in using the Security Reference Number (SRN) or Holder
	Identification Number (HIN) and postcode for the
	shareholding. To scan the code, shareholders will need a
	QR code reader application which can be downloaded
	for free on a mobile device.
By facsimile:	([phone]	Not applicable.
By email:	Not applicable.	[e-mail]
Online:	Shareholders may submit their ASX proxy instruction online	Not applicable.
	on the Company's Share Registry by visiting
	www.linkmarketservices.com.au. Login to the Link website
	using the holding details as shown on the ASX Proxy Form.
	Select 'Voting' and follow the prompts to Lodge your
	Proxy. To use the online lodgement facility, shareholders
	will need their "Holder Identifier" - Securityholder
	Reference Number (SRN) or Holder Identification Number
	(HIN).
By hand:	Link Market Services Limited*	JSE Investor Services (Pty) Ltd**
	Level 12, 680 George Street	19 Ameshoff Street
	Sydney NSW 2000	Braaimfontein, 2001
		** during business hours (Monday
		to Friday, 9:00 a.m. - 5:00 p.m. SA

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