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Option Notice form

By Gary Weaver,2014-04-09 18:22
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Option Notice form

    QUEENLAND GOLD AND MINERALS LIMITED

    ABN 89 096 142 737

    NOTICE OF EXERCISE OF OPTIONS

    EXPIRING 5.00 PM AEST 30 JUNE 2008

     Security holder Reference Number (SRN) or < Name/Address1> Holder Identification Number (HIN): < Name/Address2>

    < Name/Address3>

     < Name/Address4>

     < Name/Address5> < Name/Address6>

To the Directors, Queensland Gold and Minerals Limited,

I/we hereby exercise my/our option to apply for ........................................................................... ordinary fully paid

    shares at $0.20 cents per option in Queensland Gold and Minerals Limited (“Company”).

    I/We enclose my/our cheque for $……………. Australian Dollars being payment at the rate of $0.20 cents per share. I/We request that the Company allot to me/us the shares to which I/we am/are entitled in accordance with the terms and conditions of Options appearing overleaf. I/We agree to accept the shares allotted to me/us subject to the Constitution of the Company. If this Notice is signed by an Attorney, the Attorney hereby declares that no notice of revocation has been received in respect of the Power under authority of which this Notice is signed.

    SIGNING REQUIREMENTS

I/We authorise you to act in accordance with my/our instructions above.

    Security Holder 1 (Individual) Security Holder 2 (Individual) Joint Security Holder 3 (Individual)

Sole Director and Sole Company Secretary Director Director/Company Secretary

     / / DATE Day Month Year

    This form must be signed correctly by the shareholder(s). Where the shareholder is an individual, a single signature is required. In the case of a joint holding, the signatures of each holder are required. Where the request is signed by an attorney under power of attorney, please print the name of the attorney and state that the request is signed under power of attorney (eg. John Smith as attorney of Greg Jones under power of attorney), and produce the power of attorney for noting by the Company. Companies need to sign in accordance with their constitution.

Cheques must be in Australian currency made payable to “Queensland Gold and Minerals Limited” and crossed

    “Not Negotiable”.

THIS APPLICATION FORM WITH THE APPROPRIATE REMITTANCE SHOULD BE LODGED AT THE COMPANY’S

    SHARE REGISTRY:

By Mail: Link Market Services

     GPO Box 2537

     BRISBANE QLD 4001

Or hand delivery: Level 22, 300 Queen Street

     BRISBANE QLD 4000

Contact Name: ………………………………………………………………

Daytime Contact Phone Number: (….) …………………………………

    QUEENLAND GOLD AND MINERALS LIMITED

    ABN 89 096 142 737

    Terms and Conditions of Options

1) The Options will, except to the extent earlier exercised, expire on 30 June 2008 (Expiry Date).

2) The exercise price for each Option shall be twenty cents ($0.20) (Exercise Price).

    3) The Option Exercise Period is the period commencing on the Commencement Date of the Options and expiring on the Expiry Date of the Options.

4) The Options are freely transferable.

    5) The Options may be exercised at any time wholly or in part by delivering a duly completed form of notice of exercise together with a cheque for the exercise price to the Company at any time during the Option Exercise Period.

6) The number of Options that may be exercised at one time must be not less than 500.

    7) Upon the valid exercise of the Options and payment of the Exercise Price, the Company will issue fully paid ordinary shares ranking pari passu with the then issued ordinary shares of the Company.

    8) The Option holder will be permitted to participate in new issues of securities of the Company on the prior exercise of the Options, in which case the holder of the Options will be afforded the period of at least 14 days notice prior to and inclusive of the books closing date (to determine entitlements to the issue) to exercise the Options.

    9) In the event of any reconstruction (including consolidation, subdivision, reduction or return) of the issued capital of the Company:

    (9.1)The number of Options, the exercise price of the Options, or both will be reconstructed (as appropriate) in a

    manner consistent with the ASX Listing Rules, but with the intention that such reconstruction will not result in any

    benefits being conferred on the holders of the Options which are not conferred on Shareholders; and

    (9.2) subject to the provisions with respect to rounding of entitlements as sanctioned by a meeting of

    Shareholders approving a reconstruction of capital, in all other respects the terms for the exercise of the Options

    will remain unchanged.

    10) If there is a pro rata issue (except a bonus issue), the Exercise Price of an Option may be reduced according to the following formula:

    On = O E [ P- ( S + D ) ]

     N + 1

    Where:

    On = the new exercise price of the Option;

    O = the old exercise price of the Option;

    E = the number of underlying securities into which one Option is exercisable;

    P = the average market price per security (weighted by reference to volume) of the underlying securities during

    the 5 trading days ending on the day before the ex right date or the ex entitlements date;

    S = the subscription price for a security under the pro rata issue;

    D = dividend due but not yet paid on the existing underlying securities (except those to be issued under the pro

    rata issue);

    N = the number of securities with rights or entitlements that must be held to receive aright to one new security.

    11) The Company shall apply for listing of the resultant shares of the Company issued upon exercise of any Option.

    12) If there is a bonus issue to the Shareholders, the number of shares over which the Option is exercisable may be increased by the number of shares which the Option holder would have received if the Option had been exercised before the record date for the bonus issue.

    13) The terms of the Options shall only be changed if Shareholders (whose votes are not to be disregarded) approve of such a change. However, the terms of the Options shall not be changed to reduce the Exercise Price, increase the number of Options or change any period for exercise of the Options.

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