Horizonte Minerals : Notice of Meeting

2 Horizonte Minerals Plc Notice of the Annual General Meeting of Shareholders

Notice is hereby given that the annual general meeting (the 'Meeting') of the shareholders of Horizonte Minerals PLC (the 'Company') will be held at the offices of FinnCap Limited, 60 New Broad Street, London EC2M 1JJ, United Kingdom, on 25 April 2017 at 2:30 p.m. (London time). The business of the meeting will be to consider and if thought fit pass the following resolutions:

1. to receive and adopt the Directors' Report and Accounts for the year ended 31 December 2016, together with the Auditor's Report thereon;

2. to re-elect Mr David Hall as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

3. to re-elect Mr Jeremy Martin as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

4. to re-elect Mr Owen Bavinton as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

5. to re-elect Mr William Fisher as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

6. to re-elect Mr Allan Walker as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

7. to re-elect Mr Alexander Christopher as a director of the Company for the period between the date of this meeting and the date of the next Annual General Meeting;

8. to appoint BDO LLP as auditor of the Company for the ensuing year and to authorise the Directors to fix their remuneration;

9. THAT the Directors of the Company be and are hereby generally and unconditionally authorised and empowered in accordance with Section 551 of the Companies Act 2006 (the 'Act') to allot shares in the Company and grant rights to subscribe for, or convert any security into shares in the Company ('Rights'):

10. up to an aggregate nominal amount of £3,000,000 (such amount to be reduced by the nominal amount allotted or granted under paragraph (B) below in excess of such sum); and

11. comprising equity securities (as defined in section 560(1) of the Act) up to an aggregate nominal amount of £6,000,000 (such amount to be reduced by any allotments or grants made under paragraph (A) above) in connection with an offer by way of a rights issue:

12. to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and

13. to holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary,

    and so that the Directors may impose any limits or restrictions and make any arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter, such authorities to expire (unless previously renewed, varied or revoked by the Company in General Meeting) at the conclusion of the next Annual General Meeting of the Company following the passing of this resolution or, if earlier, 15 months after the date of this resolution, save that the Company may prior to such expiry make any offer or agreement which would or might require shares to be allotted or Rights to be granted after such expiry and the Directors may allot shares or grant Rights pursuant to any such offer or agreement notwithstanding the expiry of the authority given by this resolution and all previous authorities of the Directors pursuant to Section 551 of the Act be and they are hereby revoked, and any director or officer of the Company be, and such director or officer of the Company hereby is authorised, instructed and empowered, acting for, in the name of and on behalf of the Company, to do or to cause to be done all such other acts and things in the opinion of such director or officer of the Company as may be necessary or desirable in order to fulfil the intent of this ordinary resolution.

    Horizonte Minerals Plc Notice of the Annual General Meeting of Shareholders 3 Special resolutions

14. THAT, subject to and conditional upon the passing of resolution 9, the Directors be and they are hereby empowered pursuant to Section 570 of the Act to allot equity securities (within the meaning of Section 560(1) of the Act) in the capital of the Company for cash pursuant to the authority conferred on them in accordance with Section 551 of the Act by resolution 9 as if Section 561(1) of the Act did not apply to such allotment provided that this power shall be limited:

15. to the allotment of equity securities for cash in connection with an offer of, or invitation to apply for, equity securities (but in the case of the authority granted under paragraph (B) of resolution 9, by way of a rights issue only):

16. to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and

17. to holders of other equity securities, as required by the rights of those securities or, as the Directors otherwise consider necessary,

    and so that the Directors may impose any limits or restrictions and make any arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter; and

18. to the allotment otherwise than pursuant to paragraph (A) above of equity securities up to an aggregate nominal amount of

19. £3,000,000,

    and shall expire at the conclusion of the next Annual General Meeting of the Company following the passing of this resolution (or, if earlier, 15 months after the date of this resolution), save that the Company may prior to such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired, and any director or officer of the Company be, and such director or officer of the Company hereby is authorised, instructed and empowered, acting for, in the name of and on behalf of the Company, to do or to cause to be done all such other acts and things in the opinion of such director or officer of the Company as may be necessary or desirable in order to fulfil the intent of this special resolution.

    16 March 2017

    By order of the Board of Directors

    Jeremy Martin

    Chief Executive Officer

    Registered Office: 26 Dover Street, London, W1S 4LY, United Kingdom

    4 Notes

    Notes:

    A shareholder of the Company (each a 'Shareholder') may attend the Meeting in person or may be represented by one or more proxies provided each proxy is appointed to exercise rights attached to different shares. Members of the Company may not appoint more than one proxy to exercise rights attached to any one share. Shareholders who are unable to attend the Meeting or any adjournments or postponements thereof in person are requested to date, sign and return the accompanying Form of Proxy or VIF (as defined later), as applicable, for use at the Meeting or any adjournments or postponements thereof. In the case of a member which is a company, the Proxy Form must be executed under its common seal or signed on its behalf by an officer or attorney duly authorised. A proxy need not be a member of the Company. Completion and return of a Form of Proxy will not prevent a member from attending and voting at the Annual General Meeting in person should he/she wish to do so.

    A corporation which is a member can appoint one or more corporate representatives who may exercise, on its behalf, all its powers as a member provided that no more than one corporate representative exercises powers over the same share.

    In the case of joint holders, the signature of only one of the joint holders is required on the Form of Proxy but the vote of the first named on the register of members of the Company will be accepted to the exclusion of the other joint holders.

    The following documents will be available for inspection at the registered office of the Company from the date of this notice until the time of the Annual General Meeting during normal business hours and at the place of the Annual General Meeting for at least

    15 minutes prior to and during the Annual General Meeting until its conclusion:

20. copies of the executive directors' service contracts; and

21. copies of the letters of appointment of the non-executive directors.

Within Canada:

The record date for the determination of Shareholders within Canada entitled to receive notice of and to vote at the Meeting or any adjournments or postponements thereof is 20 March 2017 (the 'Canadian Record Date'). Such Canadian shareholders whose names have been entered in the register of members/Shareholders at the close of business on the Record Date will be entitled to receive notice of and to vote at the Meeting or any adjournments or postponements thereof. Such Canadian shareholders who

become holders of record of shares of the Company after the Canadian Record Date and who wish to vote at the Meeting must make arrangements with the person(s) from whom they acquired the shares to direct how such shares are to be voted at the Meeting.

To be effective, the enclosed Form of Proxy as sent to Registered Holders must be mailed so as to reach or be deposited with Computershare Investor Services Inc., Attention: Proxy Department, 100 University Avenue, 8th Floor, Toronto, Ontario M5J 2Y1.

Non-Registered Holders may register their vote either on-line through www.proxyvote.com using the 16-digit control number that is indicated on the Voting Instruction Form ('VIF'), or by telephone voting - English - 1-800-474-7493 or French 1-800-474-7501, or by mail using the business reply envelope provided. Forms of Proxy from Registered Holders or on-line, telephone or postal voting from Non-Registered Holders must be received not later than forty-eight (48) hours (excluding Saturdays, Sundays and statutory holidays in the City of Toronto, Ontario) prior to the time set for the Meeting or any adjournments or postponements thereof.

Outside of Canada:

Pursuant to Regulation 41(1) of the Uncertificated Securities Regulations 2001, the record date for the determination of Shareholders based outside of Canada is 48 hours (excluding non-working days) before the Meeting, or, if the meeting is adjourned, Shareholders entered on the Company's register of shareholders forty-eight (48) hours before the time fixed for the adjourned meeting, shall be entitled to attend and vote at the meeting. Such Shareholders who become holders of record of shares of the Company after such date and who wish to vote at the Meeting must make arrangements with the person(s) from whom they acquired the shares to direct how such shares are to be voted at the Meeting.

A Form of Proxy is enclosed with this document for use in relation to the Meeting. To be valid, the Form of Proxy must be completed in accordance with the instructions set out in the form and returned as soon as possible to the offices of our Registrars, Computershare Investor Services (Ireland) Limited, Heron House, Corrig Road Sandyford Industrial Estate, Dublin 18, Ireland, so as to be received no later than 2:30 p.m. (London time) on 21 April 2017.