88 Energy Regulatory News (88E)

19 December 2013 TANGIERS PETROLEUM LIMITED NOTICE OF GENERAL MEETING Tangiers Petroleum Limited (the Company) advises that it has today posted acircular to shareholders containing the Notice of General Meeting ("Meeting")to be held on 6 February 2014 and Proxy Form. A Form of Voting Instruction willbe distributed to Depository Interest holders. Below is a summary of thisnotice. A copy of the full explanatory statement is available from theCompany's website at www.tangierspetroleum.com. IMPORTANT INFORMATION VENUE The Meeting (Meeting) of the Shareholders of Tangiers Petroleum Limited(Company) to which this Notice of Meeting relates will be held at 10.00am Perthtime on Thursday, 6 February 2014 at the Country Woman's Association HouseMeeting Room at 1176 Hay Street, West Perth WA 6005. YOUR VOTE IS IMPORTANT The business of the Meeting affects your Shareholding and your vote isimportant. VOTING IN PERSON To vote in person, attend the Meeting on the date and at the place set outabove. VOTING BY PROXY To vote by proxy, please complete and sign the enclosed Proxy Form and returnby: a. post: Computershare Investor Services Pty Limited GPO Box 242 Melbourne, Victoria 3001 Australia or b) facsimile: 1800 783 447 (within Australia) or +61 3 9473 2555 (outsideAustralia), so that it is received not later than 10.00am Perth time on 4 February 2014. Proxy Forms received later than this time will be invalid. ENTITLEMENT TO ATTEND AND VOTE The Company may specify a time, not more than 48 hours before the Meeting, atwhich a "snap-shot" of Shareholders will be taken for the purposes ofdetermining Shareholder entitlements to vote at the Meeting. The Company's Directors have determined that all Shares of the Company that arequoted on the ASX at 5.00pm Perth time on 4 February 2014 shall, for thepurposes of determining voting entitlements at the Meeting, be taken to be heldby the persons registered as holding the Shares at that time. EXPLANATORY MEMORANDUM The Explanatory Memorandum accompanying this Notice of Meeting is incorporatedin and comprises part of this Notice of Meeting. Shareholders are specificallyreferred to the glossary in the Explanatory Memorandum which containsdefinitions of capitalised terms used both in this Notice of Meeting and theExplanatory Memorandum. RESOLUTIONS ARE NOT INTER-DEPENDENT The Resolutions are not inter-dependent. This means that a resolution in thisNotice of Meeting can be passed by Shareholders even if one or more of theother resolutions are not passed by shareholders. CHAIR OF THE MEETING It is proposed that the chair of the Meeting be Ms Eve Howell. It is thechair's intention to vote undirected proxies (i.e. open proxies) which thechair holds as proxy in favour of all resolutions. PROXIES Please note that: a. a member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy; (b) a proxy need not be a member of the Company; and (c) a member of the Company entitled to cast two or more votes may appoint twoproxies and may specify the proportion or number of votes each proxy isappointed to exercise, but where the proportion or number is not specified,each proxy may exercise half of the votes. The enclosed Proxy Form provides further details on appointing proxies andlodging Proxy Forms. CORPORATE REPRESENTATIVE Any corporate Shareholder who has appointed a person to act as its corporaterepresentative at the Meeting should provide that person with a certificate orletter executed in accordance with section 250D of the Corporations Act 2001(Cth) (Corporations Act) authorising him or her to act as that company'srepresentative. The authority may be sent to the Company and/or registry inadvance of the Meeting or handed in at the Meeting when registering as acorporate representative. An appointment of corporate representative form isenclosed if required. CREST - DEPOSITORY INTERESTS Holders of depositary interests (DI) are invited to attend the Meeting but arenot entitled to vote at the Meeting. In order to have votes cast at the Meetingon their behalf, DI holders must complete, sign and return the Form ofInstruction enclosed with this Notice to the Company's agent, Computershare UK,no later than 4pm London Time on Monday 3 February 2014. Holders of DepositaryInterests in CREST may transmit voting instructions by utilising the CRESTvoting service in accordance with the procedures described in the CREST Manual.CREST personal members or other CREST sponsored members, and those CRESTmembers who have appointed a voting service provider, should refer to theirCREST sponsor or voting service provider, who will be able to take appropriateaction on their behalf. In order for instructions made using the CREST voting service to be valid, theappropriate CREST message (a "CREST Voting Instruction") must be properlyauthenticated in accordance with Euroclear's specifications and must containthe information required for such instructions, as described in the CRESTManual (available via www.euroclear.com/CREST). To be effective, the CREST Voting Instruction must be transmitted so as to bereceived by the Company's agent (3RA50) no later than 4 pm p.m. UK time 3February 2014. For this purpose, the time of receipt will be taken to be thetime (as determined by the timestamp applied to the CREST Voting Instruction bythe CREST applications host) from which the Company's agent is able to retrievethe CREST Voting Instruction by enquiry to CREST in the manner prescribed byCREST. Holders of Depositary Interests in CREST and, where applicable, theirCREST sponsors or voting service providers should note that Euroclear does notmake available special procedures in CREST for any particular messages. Normalsystem timings and limitations will therefore apply in relation to thetransmission of CREST Voting Instructions. It is the responsibility of theDepositary Interest holder concerned to take (or, if the Depositary Interestholder is a CREST personal member or sponsored member or has appointed a votingservice provider, to procure that the CREST sponsor or voting service providertakes) such action as shall be necessary to ensure that a CREST VotingInstruction is transmitted by means of the CREST voting service by anyparticular time. In this connection, Depositary Interest holders and, whereapplicable, their CREST sponsors or voting service providers are referred, inparticular, to those sections of the CREST Manual concerning practicallimitations of the CREST system and timings. AGENDA BUSINESS An Explanatory Memorandum containing information in relation to each of thefollowing Resolutions accompanies this Notice of Meeting. ORDINARY BUSINESS Resolution 1: Approval of Previous Issue of Options to Foster Stockbroking PtyLtd for purpose of ASX Listing Rule 7.4 To consider and if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, in accordance with Listing Rule 7.4, Shareholders approve the previousissue of 2,500,000 Options to Foster Stockbroking Pty Ltd, at an issue price of$0.0001 per option for the purposes and on the terms set out in the ExplanatoryMemorandum accompanying the Notice of Meeting." Voting Exclusion Under Listing Rule 14.11 the Company will disregard any votes cast on thisresolution by Foster Stockbroking Pty Ltd (being a person who participated inthe issue of options) and an associate of that person (or those persons). However, the entity need not disregard a vote if: a. it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or b. it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides. 2. Resolution 2: Election of Ms Eve Howell as Director To consider and if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That Ms Eve Howell, who being eligible offers herself for election as aDirector of the Company, be elected a Director of the company in accordancewith Rule 11.4 of the Company's Constitution, with effect from the close of themeeting." Details of Ms Howell's qualifications and experience are set out in theExplanatory Memorandum. 3. Resolution 3: Election of Mr Max de Vietri as Director To consider and if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That Mr Max de Vietri, who being eligible offers himself for election as aDirector of the Company, be elected a Director of the company in accordancewith Rule 11.4 of the Company's Constitution, with effect from the close of themeeting." Details of Mr de Vietri's qualifications and experience are set out in theExplanatory Memorandum. SPECIAL BUSINESS 4. Resolution 4: Amendment to Company Constitution To consider and if thought fit, to pass, the following resolution as a specialresolution: "That the constitution of the Company be amended in the manner set out in theExplanatory Memorandum accompanying the Notice of Meeting, with the amendmentstaking effect from the day immediately after the date of passing of thisresolution." A copy of the full explanatory statement of the notice of meeting is availableon the Company's website - www.tangierspetroleum.com IVA STEJSKALJoint Company Secretary Tangiers Petroleum LimitedLevel 2, 5 Ord StreetWest Perth WA 6005, AustraliaPh: + 61 8 9485 0990www.tangierspetroleum.com Contacts RFC Ambrian Limited (Nominated Adviser)Mr Stuart Laing+61 8 9480 2506 Peel Hunt LLP (AIM Broker)Mr Richard CrichtonMr Andy Crossley+ 44 20 7418 8900 Mr Ed Portman (Media and Investor Relations - United Kingdom)Tavistock Communications+44 20 7920 3150