Ann: Supplementary Notice of Annual General Meeting, page-4

Setting a low bar for vesting

Such percentage of Performance Rights originally issued to the holder will vest on the satisfaction of the following applicable milestone (Milestone):

	Milestone	Percentage of Performance Rights that vest on the relevant Milestone
1	A decision to mine is made in respect of any project on the area outlined in Figure 1 of the Company’s 2019 Annual Report.	50% of Performance Rights originally issued or if there are less than 50% of the Performance Rights originally issued that have not vested, 100% of the unvested Performance Rights
2	The Company announcing a maiden Mineral Resource or Mineral Resources (reported in accordance with the JORC Code (2012)) attributable to Venus (having regard to Venus’ percentage interest in any relevant joint venture) estimated as at least 100,000 ounces of gold at an average grade of 3 g/t	50% of Performance Rights originally issued or if there are less than 50% of the Performance Rights originally issued that have not vested, 100% of the unvested

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	Au or higher for an individual Mineral Resource or at least 150,000 ounces of gold at an average grade of 3 g/t Au or higher collectively for multiple Mineral Resources, in respect of any area covered by a joint venture that the Company participates in. For the avoidance of doubt, the Mineral Resources may be distributed over multiple pits.	Performance Rights
1	The announcement of a: - a takeover bid under Chapter 6 of the Corporations Act which becomes unconditional; or - compromise or arrangement relating to the Company or a compromise or arrangement proposed for the purposes of or in connection with a scheme for the reconstruction of the Company or its amalgamation with any other company or companies under Part 5.1 of the Corporations Act.	100% of the unvested Performance Rights

1. (j) Subject to clause (k), upon vesting, each Performance Right will automatically be converted into one fully paid ordinary share in the capital of the Company (Share).