Special Meeting of Shareholders – Voting Results

Special Meeting of Shareholders – Voting Results

At the Special Meeting of Shareholders held on 7 May 2010 the following ordinary resolutions were passed unanimously on a show of hands:

Resolution 1 - Issue of Convertible Bonds

“The Board is authorised during the 3 months following the date of this Resolution to issue convertible bonds to New Zealand Oil & Gas Limited (NZOG) for a face value of up to US$28,900,000 on the terms set out in the accompanying Explanatory Notes (Bonds).”

Resolution 2 - Issue of shares on conversion of the Bonds

“The Company approve the allotment to NZOG of new ordinary shares in the Company at any time on or before 30 April 2012 on, or pursuant to, the exercise of the rights attaching to the Bonds.”

Resolution 3 - Coal Option Agreement

“Shareholders ratify, confirm and approve: (a) the entry by the Company into an agreement whereby the Company grants NZOG an option (Option) to purchase:

(i) for the period from 23 February 2010 until 31 March 2013, up to 100% of the Company’s currently uncontracted coal production from the Company’s Pike River Mine; and

(ii) for the period from 1 April 2013 for the remainder of the Company’s Pike River Mine life, up to 30% of the annual coal production from the Company’s Pike River Mine;

(b) the exercise of the Option (including entering into the coal contract (Coal

Contract) to arise from the exercise of the Option) by NZOG or any other party to whom NZOG assigns the Option; and

(c) any transfer or assignment by NZOG of the Option or the Coal Contract.”

Proxies for the meeting were received from 788 shareholders representing 63,445,201 votes. The votes for and against were as follows (with the balance being by way of proxy discretion, or abstaining):

Proxy votes for: % Proxy votes against: %

Resolution 1 59,578,191 99.1 524,871 0.9

Resolution 2 60,923,138 99.1 566,764 0.9

Resolution 3 60,618,900 98.9 669,187 1.1

ENDS

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