Marion Energy Limited

Annual General Mee+ng

19 December 2014

Mee0ng Agenda

•  Tabling of Financial Report

•  Ques+on Time on Financial Report

•  Chairman's address

•  Ordinary Business

•  Special Business

•  General Ques+on Time

Chairman's Address

•  Comple+on of capital management ini+a+ves approved at the EGM;
•  Refinance and sale process;
•  Opera+ons;
•  Further financing; and
•  Chapter 11 and Castlelake.

Resolu0on 1: Adop0on of Remunera0on Report - 2014

"To adopt the Remunera+on Report for the year ended 30 June 2014 submiQed as part of the Directors' Report for the financial year ended 30

June 2014, pursuant to sec+ons 250R(2) and 250R(3) of the Corpora+ons Act
2001 (Corpora+ons Act)."

Proxy votes received are as follows:

6,503,608 2,325,457 2,214,579 331,790 78.93%

Open proxies in favour of the chair of the mee+ng at the +me of the mee+ng will be voted in favour.

Resolu0on 2: Re-­‐Elec0on of Director - Mr Nick Stretch

"That Mr Nick Stretch who re+res in accordance with clause 6.3(c) of the Company's Cons+tu+on, being eligible, is elected as a Director of the Company""

Proxy votes received are as follows:

7,722,290 1,328,386 2,214,579 110,179 88.21%

Open proxies in favour of the chair of the mee+ng at the +me of the mee+ng will be voted in favour.

Resolu0on 3: Approval for issue of op0ons to KM

Custodians

"That for the purposes of ASX Lis+ng Rule 7.1 and for all other purposes, Shareholders approve the issue to KM Custodians of up to 8,870,475 op+ons with an exercise price of $0.05 and an expiry date which is two years from the date of issue, for the considera+on and on the further terms and condi+ons set out in the Explanatory Memorandum (KM Op+on Issue)."

Proxy votes received are as follows:

7,547,292 1,599,788 2,214,579 13,775 85.92%

Open proxies in favour of the chair of the mee+ng at the +me of the mee+ng will be voted in favour.

Resolu0on 4: Ra0fica0on of prior issue of shares to KM

Custodians

"That for the purpose of ASX Lis+ng Rule 7.4 and all other purposes Shareholders ra+fy the issue of 17,740,951 ordinary shares for the considera+on and on the further terms and condi+ons set out in the Explanatory Memorandum (KM Share Issue)."

Proxy votes received are as follows:

7,328,216 1,818,774 2,214,579 13,865 84.00%

Open proxies in favour of the chair of the mee+ng at the +me of the mee+ng will be voted in favour.

Resolu0on 5: Approval for issue of Conver0ble Notes

"That for the purpose of ASX Lis+ng Rule 7.1, and for all other purposes, approval be given to the Company to issue up to a total of 1,900 Conver+ble Notes (Conver+ble Note Issue), on the further terms and condi+ons set out in the Explanatory Memorandum."

Proxy votes received are as follows:

7,646,737 1,458,716 2,214,579 55,402 87.11%

Open proxies in favour of the chair of the mee+ng at the +me of the mee+ng will be voted in favour.

Marion Energy Limited

Annual General Mee+ng

19 December 2014