Resource Generation Limited ACN 059 950 337 Minutes of the Annual General Meeting held at Radisson Blu Plaza Hotel, 27 O'Connell St, Sydney NSW on Friday 29 November 2013

The Chairman advised that the Company Secretary confirmed that there was a quorum present and opened the meeting. The Managing Director made a presentation updating shareholders on the activities of the company.
The results of the resolutions were as follows:

Item Result

1. To receive the financial report Received

Resolution

1. To adopt the remuneration report (non-binding) Adopted
2. To re-elect Mr Brian Warner Elected
3. To approve the issue of shares previously made to
Barsington Limited Approved
4. To approve the issue of shares to Lukale Mining Company
(Pty) Limited Approved
5. To approve the issue of shares to Blumont Group Limited Approved
6. To approve the issue of shares to Berne No 132 Nominees
Pty Limited Approved
7. To approve the issue of performance rights to Paul Jury Approved
8. To approve the issue of performance rights to Stephen Matthews Approved
All items were carried by a show of hands as an ordinary resolution.

Proxies received in relation to each of the resolution items were as follows:

Item

For

Against

Open

Abstain

Total

1. To adopt the remuneration report

374,640,560

771,814

16,846

193,457

375,622,677

2. To re-elect Mr Brian Warner

403,830,740

329,260

1,660,763

270,108

406,090,871

3. To approve the issue of shares

previously made to Barsington

Limited

301,681,278

271,524

1,660,763

140,100

303,753,665

4. To approve the issue of shares to

Lukale Mining Company (Pty) Limited

402,660,484

271,524

1,660,763

148,100

404,740,871

5. To approve the issue of shares to

Blumont Group Limited

403,616,117

665,891

1,660,763

148,100

406,090,871

6. To approve the issue of shares to

Berne No 132 Nominees Pty

Limited

404,005,484

276,524

1,660,763

148,100

406,090,871

7. To approve the issue of

performance rights to Paul Jury

371,468,880

4,145,334

1,660,763

9,809,700

387,084,677

8. To approve the issue of

performance rights to Stephen

Matthews

371,155,481

4,452,833

1,660,763

9,815,600

387,084,677

30,468,194 proxy votes were lodged in relation to resolution 1 by shareholders who had an interest in the resolutions and were excluded from voting.
102,337,206 proxy votes were lodged in relation to resolution 3 by shareholders who had an interest in the resolutions and were excluded from voting.
1,350,000 proxy votes were lodged in relation to resolution 4 by shareholders who had an interest in the resolutions and were excluded from voting.
19,006,194 proxy votes were lodged in relation to resolution 7 by shareholders who had an interest in the resolutions and were excluded from voting.
19,006,194 proxy votes were lodged in relation to resolution 8 by shareholders who had an interest in the resolutions and were excluded from voting.

Signed as a correct record
Brian Warner
Chairman

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