Announcement PDF ABN 77 648 687 094 Level 4, 220 St Georges Tce Perth, WA 6000 PO BOX 7713 Cloisters Square WA 6850 T: +61 8 6381 7250 F: +61 8 6381 7299 info@winmetals.com.au www.winmetals.com.au ASX: WIN 23 December 2025 Dear Shareholder General Meeting 28 January 2026 – Notice and Proxy Form Notice is hereby given that a General Meeting (Meeting) of shareholders of WIN Metals Ltd (ACN 648 687 094) (Company) will be held at Level 14 QVI, 250 St Georges Terrace, Perth WA 6000 on Wednesday, 28 January 2026 at 10.30 am (WST). In accordance with the Corporations Act 2001 (Cth), the Company will not be sending hard copies of the notice of Meeting (Notice) to shareholders unless a shareholder has previously requested hard copy documents. Instead, a copy of the Notice, which was released to the ASX on 23 December 2025, can be viewed and downloaded online as follows: • on the Company’s website at https://winmetals.com.au/announcements; or • on the Company’s ASX market announcements page at https://www.asx.com.au/markets/company/WIN Shareholders are encouraged to submit a proxy vote either online at https://investor.xcend.app/sha, or by returning the enclosed personalised proxy form in accordance with the instructions set out on the proxy form. Your proxy voting instruction must be received by 10.30 am (WST) on Monday, 26 January 2026, being not less than 48 hours before the commencement of the Meeting. Any proxy voting instructions received after that time will not be valid for the Meeting. If you have nominated an email address and have elected to receive electronic communications from the Company, you will also receive an email to your nominated email address with a link to an electronic copy of the important Meeting documents. If it becomes necessary or appropriate to make alternative arrangements to those detailed in the Notice, shareholders will be updated via the Company's website at https://winmetals.com.au/announcements and the Company's ASX market announcements platform at https://www.asx.com.au/markets/company/WIN The Notice is important and should be read in its entirety. If you are in doubt as to the course of action you should follow, you should consult your financial adviser, lawyer, accountant or other professional adviser. If you have any difficulties obtaining a copy of the Notice, please contact the Company’s share registry, XCEND, on +61 2 8591 8509 or meetings@xcend.co. Yours faithfully Graeme Scott Company Secretary WIN METALS LTD ACN 648 687 094 NOTICE OF GENERAL MEETING Notice is given that the Meeting will be held at: TIME: 10:30 am (WST) DATE: 28 January 2026 PLACE: Level 14 QV1 250 St Georges Terrace Perth 6000 WA The business of the Meeting affects your shareholding and your vote is important. This Notice 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. 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 Shareholders at 4:00 pm (WST) on 26 January 2026. 5621-01/3881283_4 1 B U S I N ES S OF TH E M EE T I N G AGENDA 1. RESOLUTION 1 – RATIFICATION OF PRIOR ISSUE OF PLACEMENT SHARES UTILISING LISTING RULE 7.1 PLACEMENT CAPACITY To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 88,216,429 Shares on the terms and conditions set out in the Explanatory Statement.” 2. RESOLUTION 2 – RATIFICATION OF PRIOR ISSUE OF PLACEMENT SHARES UTILISING LISTING RULE 7.1A PLACEMENT CAPACITY To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 68,926,428 Shares on the terms and conditions set out in the Explanatory Statement.” 3. RESOLUTION 3 – APPROVAL TO ISSUE FREE ATTACHING PLACEMENT OPTIONS To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 78,571,429 free attaching Options to the Placement Participants on the terms and conditions set out in the Explanatory Statement.” 4. RESOLUTION 4 – APPROVAL TO ISSUE PLACEMENT SECURITIES TO MR ANDREW PARKER To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue 285,714 Shares and 142,857 Options to Mr Andrew Parker (or his nominee(s)) on the terms and conditions set out in the Explanatory Statement.” Dated: 23 December 2025 5621-01/3881283_4 2 Voting Exclusion Statements In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of the Resolution set out below by or on behalf of the following persons: However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as a 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 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 by proxy To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form. In accordance with section 249L of the Corporations Act, Shareholders are advised that: • each Shareholder has a right to appoint a proxy; • the proxy need not be a Shareholder of the Company; and • a Shareholder who is 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. If the Shareholder appoints two proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes. Shareholders and their proxies should be aware that: • if proxy holders vote, they must cast all directed proxies as directed; and • any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed. Voting in person To vote in person, attend the Meeting at the time, date and place set out above. Should you wish to discuss the matters in this Notice please do not hesitate to contact the Company Secretary on +61 8 6381 7250. Resolution 1 - Ratification of prior issue of Placement Shares Utilising Listing Rule 7.1 Placement Capacity Placement Participants or any other person who participated in the issue or an associate of that person or those persons. Resolution 2 - Ratification of prior issue of Placement Shares Utilising Listing Rule 7.1A Placement Capacity Placement Participants or any other person who participated in the issue or an associate of that person or those persons. Resolution 3 - Approval to issue free attaching Placement Options Placement Participants or any other person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person (or those persons). Resolution 4 - Approval to Placement Securities to Mr Andrew Parker Mr Andrew Parker (or his nominee(s)) and any other person who will obtain a material benefit as a result of the issue of the securities (except a benefit solely by reason of being a holder of ordinary securities in the Company) or an associate of that person or those persons. 5621-01/3881283_4 3 E X PL A N A T O R Y S T A T EM E N T This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions. 1. BACKGROUND TO THE RESOLUTIONS 1.1 Placement As was announced on 12 December 2025, the Company received firm commitments from sophisticated and professional investors that are unrelated parties to the Company (Placement Participants) to raise $5,500,000 (before costs) (Placement) through the issue of a total of 157,142,857 Shares at an issue price of $0.035 per Share, together with one free attaching Option for every two Shares subscribed for and issued. On 19 December 2025, the Company completed the issue of Shares under the Placement, issuing 88,216,429 Shares under its placement capacity pursuant to Listing Rule 7.1 and 68,926,428 Shares under its placement capacity pursuant to Listing Rule 7.1A. The Options, the issue of which remains subject to Resolution 3, are proposed to be exercisable at $0.07 per Option and expire on the date that is two years from the date of issue. The Options are otherwise on the terms and conditions set out in Schedule 1. Mr Andrew Parker, a Director, also intends to subscribe for $10,000 worth of Shares on identical terms as the Placement Participants. Mr Parker’s subscription for 285,714 Shares, at an issue price of $0.035 per Share, and 142,857 free-attaching Options remains subject to Resolution The Company intends to seek quotation of the Options to be issued pursuant to Resolutions 3 and 4 on ASX, subject to satisfying ASX’s quotation requirements. 1.2 Use of funds The Company intends to use the proceeds from the Placement as follows: (a) resource and exploration drilling at Radio Gold Mine Project; (b) resource and exploration drilling at the Golden Crown deposit at the Company’s Butchers Creek Project; (c) ongoing evaluation and technical studies for development; and (d) general working capital and costs of the Placement. 2. RESOLUTIONS 1 & 2 – RATIFICATION OF PLACEMENT SHARES 2.1 General These Resolutions seek Shareholder ratification for the purposes of Listing Rule 7.4 for the issue of an aggregate of 157,142,857 Shares at an issue price of $0.035 per Share to raise $5,500,000. Further information in relation to the Placement in set out in Section 1.1. 2.2 Listing Rules 7.1 and 7.1A Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary securities it had on issue at the start of that 12 month period. Under Listing Rule 7.1A however, an Eligible Entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%. The Company obtained this approval at its annual general meeting held on 26 November 2025. The issue does not fit within any of the exceptions set out in Listing Rule 7.2 and, as it has not yet been approved by Shareholders, it effectively uses up part of the 25% limit in 5621-01/3881283_4 4 Listing Rules 7.1 and 7.1A, reducing the Company’s capacity to issue further equity securities without Shareholder approval under Listing Rule 7.1 and 7.1A for the 12 month period following the date of the issue. 2.3 Listing Rule 7.4 Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under Listing Rule 7.1 and so does not reduce the company’s capacity to issue further equity securities without shareholder approval under that rule. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval for such issues under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder ratification pursuant to Listing Rule 7.4 for the issue. 2.4 Technical information required by Listing Rule 14.1A If these Resolutions are passed, the issue will be excluded in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of the issue. If these Resolutions are not passed, the issue will be included in calculating the Company’s combined 25% limit in Listing Rules 7.1 and 7.1A, effectively decreasing the number of equity securities the Company can issue without Shareholder approval over the 12 month period following the date of the issue. 2.5 Technical information required by Listing Rules 7.4 and 7.5 REQUIRED INFORMATION DETAILS Names of persons to whom Securities were issued or the basis on which those persons were identified/selected Placement Participants who have been identified through a bookbuild process, which involved GBA Capital seeking expressions of interest to participate in the capital raising from non-related parties of the Company. The Company confirms that no Material Persons were issued more than 1% of the issued capital of the Company. Number and class of Securities issued 157,142,857 Shares were issued on the following basis: (a) 88,216,429 Shares were issued under Listing Rule 7.1 (ratification of which is sought under Resolution 1); and (b) 68,926,428 Shares issued pursuant to Listing Rule 7.1A (ratification of which is sought under Resolution 2). Terms of Securities The Shares were fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares. Date(s) on or by which the Securities were issued 19 December 2025. Price or other consideration the Company received for the Securities $0.035 per Share for Shares issued pursuant to Listing Rule 7.1 and Listing Rule 7.1A. Purpose of the issue, including the intended use of any funds raised by the issue Refer to Section 1.2 for details of the proposed use of the funds that were raised under the Placement. 5621-01/3881283_4 5 REQUIRED INFORMATION DETAILS Voting Exclusion Statements Voting exclusion statements apply to these Resolution. Compliance The issue did not breach Listing Rules 7.1. pr 7.1A. 3. RESOLUTION 3 – APPROVAL TO ISSUE FREE ATTACHING PLACEMENT OPTIONS 3.1 General This Resolution seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of up to 78,571,429 free attaching Options to Placement Participants. Each Placement Participant will be issued 1 free attaching Option for every 2 Shares subscribed for and issued. As set out above, The Options will be exercisable at $0.07 each on or before the date that is two years from the date of issue and otherwise on the terms and conditions set out in Schedule 1. Further information in relation to the Placement in set out in Section 1.1. A summary of Listing Rule 7.1 is set out in Section 2.2 above. The proposed issue falls within exception 17 of Listing Rule 7.2 which excludes from the restrictions in Listing Rules 7.1 and 7.1A an agreement to issue equity securities that is conditional on the holders of its ordinary securities approving the issue under Listing Rule 7.1 before the issue is made. The proposed issue therefore requires the approval of Shareholders under Listing Rule 7.1. 3.2 Technical information required by Listing Rule 14.1A If this Resolution is passed, the Company will be able to proceed with the issue. In addition, the issue will be excluded from the calculation of the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1. If this Resolution is not passed, the Company will not be able to proceed with the issue of Options to Placement Participants. This may detract from the Company’s ability to raise funds in the future. 3.3 Technical information required by Listing Rule 7.3 REQUIRED INFORMATION DETAILS Names of persons to whom Securities will be issued or the basis on which those persons were or will be identified/selected Placement Participants who have been identified through a bookbuild process, which involved GBA Capital seeking expressions of interest to participate in the capital raising from non-related parties of the Company. The Company confirms that no Material Persons will be issued more than 1% of the issued capital of the Company. Number of Securities and class to be issued 78,571,429 Options will be issued. Terms of Securities The Options will be issued on the terms and conditions set out in Schedule 1. Date(s) on or by which the Securities will be issued The Company expects to issue the Options within 5 Business Days of the Meeting. In any event, the Company will not issue any Options later than three months after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules). Price or other consideration the Company will receive for the Securities Nil consideration is payable in respect of the issuance of the Options as the Options are free attaching to the Shares being issued under the Placement on a 1:2 basis. 5621-01/3881283_4 6 REQUIRED INFORMATION DETAILS Purpose of the issue, including the intended use of any funds raised by the issue No funds will be raised from the issue of the Options. Any funds received on exercise of the Options will be used for general working capital. Refer to Section 1.2 for details of the proposed use of the funds that were raised under the Placement. Voting exclusion statement A voting exclusion statement applies to this Resolution. 4. RESOLUTION 4 – APPROVAL TO ISSUE PLACEMENT SECURITIES TO MR ANDREW PARKER 4.1 General This Resolution seeks Shareholder approval for the purposes of Listing Rule 10.11 for the issue of 285,714 Shares and 142,857 Options to Mr Andrew Parker (or his nominee(s)), to enable his participation in the Company’s Placement on the same terms as unrelated Placement Participants. Further information in relation to the Placement in set out in Section 1.1. 4.2 Chapter 2E of the Corporations Act Chapter 2E of the Corporations Act requires that for a public company, or an entity that the public company controls, to give a financial benefit to a related party of the public company, the public company or entity must: (a) obtain the approval of the public company’s members in the manner set out in sections 217 to 227 of the Corporations Act; and (b) give the benefit within 15 months following such approval, unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 of the Corporations Act. The issue constitutes giving a financial benefit and Mr Andrew Parker is a related party of the Company by virtue of being a Director. The Directors (other than Mr Andrew Parker who has a material personal interest in the Resolution) consider that Shareholder approval pursuant to Chapter 2E of the Corporations Act is not required in respect of the issue because the Securities will be issued to Mr Andrew Parker (or his nominee(s)) on the same terms as Securities issued to non-related party participants in the capital raising (i.e. the Placement Participants), and as such, the giving of the financial benefit is on arm’s length terms. 4.3 Listing Rule 10.11 Listing Rule 10.11 provides that unless one of the exceptions in Listing Rule 10.12 applies, a listed company must not issue or agree to issue equity securities to: 10.11.1 a related party; 10.11.2 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (30%+) holder in the company; 10.11.3 a person who is, or was at any time in the 6 months before the issue or agreement, a substantial (10%+) holder in the company and who has nominated a director to the board of the company pursuant to a relevant agreement which gives them a right or expectation to do so; 10.11.4 an associate of a person referred to in Listing Rules 10.11.1 to 10.11.3; or 10.11.5 a person whose relationship with the company or a person referred to in Listing Rules 10.11.1 to 10.11.4 is such that, in ASX’s opinion, the issue or agreement should be approved by its shareholders, unless it obtains the approval of its shareholders. 5621-01/3881283_4 7 The issue falls within Listing Rule 10.11.1 and does not fall within any of the exceptions in Listing Rule 10.12. It therefore requires the approval of Shareholders under Listing Rule 10.11. 4.4 Technical information required by Listing Rule 14.1A If this Resolution is passed, the Company will be able to proceed with the issue within one month after the date of the Meeting (or such later date as permitted by any ASX waiver or modification of the Listing Rules) and will raise an additional $10,000, which will be used in the manner set out in Section 1.2. As approval pursuant to Listing Rule 7.1 is not required for the issue (because approval is being obtained under Listing Rule 10.11), the issue will not use up any of the Company’s 15% annual placement capacity. If this Resolution is not passed, the Company will not be able to proceed with the issue, and no further funds will be raised. 4.5 Technical Information required by Listing Rule 10.13 REQUIRED INFORMATION DETAILS Name of the person to whom Securities will be issued Mr Andrew Parker (or his nominees) Categorisation under Listing Rule 10.11 Mr Andrew Parker falls within the category set out in Listing Rule 10.11.1 as he is a related party of the Company by virtue of being a Director. Any nominee(s) of Mr Andrew Parker who receive Securities may constitute ‘associates’ for the purposes of Listing Rule 10.11.4. Number of Securities and class to be issued 285,714 Shares will be issued. The maximum number of Options to be issued is equal to 50% of the number of Shares to be issued (being approximately 142,857 Options) as the Options will be issued free attaching with the Shares on a 1:2 basis. Terms of Securities The Shares will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares. The Options will be issued on the terms and conditions set out in Schedule 1. Date(s) on or by which the Securities will be issued The Company expects to issue the Securities within 5 Business Days of the Meeting. In any event, the Company will not issue any Securities later than one month after the date of the Meeting (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules). Price or other consideration the Company will receive for the Securities $0.035 per Share and nil per Option as the Options will be issued free attaching with the Shares on a 1:2 basis. Purpose of the issue, including the intended use of any funds raised by the issue Refer to Section 1.2 for details of the proposed use of funds. Voting exclusion statement A voting exclusion statement applies to this Resolution. 5621-01/3881283_4 8 G L O S S AR Y $ means Australian dollars. ASIC means the Australian Securities & Investments Commission. ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires. Board means the current board of directors of the Company. Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day. Chair means the chair of the Meeting. Company means WIN Metals Ltd (ACN 648 687 094). Constitution means the Company’s constitution. Corporations Act means the Corporations Act 2001 (Cth). Directors means the current directors of the Company. Explanatory Statement means the explanatory statement accompanying the Notice. GBA Capital means GBA Capital Pty Ltd (ACN 643 039 123). Key Management Personnel has the same meaning as in the accounting standards issued by the Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated group. Listing Rules means the Listing Rules of ASX. Material Person means a related party of the Company, member of the Key Management Personnel, substantial holder of the Company, adviser of the Company or associate of any of these parties. Meeting means the meeting convened by the Notice. Notice means this notice of meeting including the Explanatory Statement and the Proxy Form. Option means an option to acquire a Share. Placement has the meaning given in Section 1.1. Placement Participants has the meaning given in Section 1.1. Proxy Form means the proxy form accompanying the Notice. Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires. Section means a section of the Explanatory Statement. Security means a Share and/or an Option (as applicable). Share means a fully paid ordinary share in the capital of the Company. Shareholder means a registered holder of a Share. WST means Western Standard Time as observed in Perth, Western Australia. 5621-01/3881283_4 9 S C H E DU L E 1 – TE R MS A N D C O N D IT I O N S O F O P T I O N S 1. Entitlement Each Option entitles the holder to subscribe for one Share upon exercise of the Option. 2. Exercise Price Subject to paragraph 9, the amount payable upon exercise of each Option will be $0.07 (Exercise Price). 3. Expiry Date Each Option will expire at 5:00 pm AWST on the date that is 2 years from the date of issue (Expiry Date). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date 4. Exercise Period The Options are exercisable at any time on or prior to the Expiry Date (Exercise Period). 5. Exercise Notice The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate (Exercise Notice) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company. 6. Exercise Date An Exercise Notice is only effective on and from the later of the date of receipt of the Exercise Notice and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds (Exercise Date). 7. Timing of issue of Shares on exercise Within five Business Days after the Exercise Date, the Company will: (a) issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Exercise Notice and for which cleared funds have been received by the Company; (b) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and (c) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options. If a notice delivered under 7(b) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors. 8. Shares issued on exercise Shares issued on exercise of the Options rank equally with the then issued shares of the Company. 9. Reorganisation If there is a reorganisation of the issued share capital of the Company (including any subdivision, consolidation, reduction, return or cancellation of such issued capital of the Company), the rights of the holder will be changed to the extent necessary to comply with the ASX Listing Rules applicable to a reorganisation of capital at the time of the reorganisation. 5621-01/3881283_4 10 10. Participation in new issues There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options. 11. Change in exercise price/Adjustment for rights issue An Option does not confer the right to a change in Exercise Price or a change in the number of underlying securities over which the Option can be exercised. 12. Transferability The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws. 5621-01/3881283_4 11 WIN METALS LTD ACN 648 687 094 Your General Meeting Proxy Voting Instructions Appointment of a Proxy A shareholder entitled to ca