Target Energy : Notice Of Meeting

to be held at 2.30pm (WST) on

25 November 2016 at

The Vic Boardroom, 226 Hay Street Subiaco, Western Australia, 6008.

This Notice of Annual General Meeting and Explanatory Statement should be read in its entirety. Shareholders in doubt as to how they should vote should seek advice from their professional advisers.

If you are unable to attend the Annual General Meeting, please complete the proxy form enclosed and return it in accordance with the instructions set out on that form.

1

The 2016 Annual General Meeting of Target Energy Limited will be held at 2.30pm (WST) on 25 November 2016 at The Vic Boardroom, 226 Hay Street, Subiaco, Western Australia. The Explanatory Statement which forms part of this Notice of Annual General Meeting describes the various matters to be considered. Shareholders are asked to refer to the Glossary at the end of the Explanatory Statement which contains definitions of the terminology used in this Notice of Annual General Meeting and the Explanatory Statement.

To receive and consider the financial statements, declaration of the Directors, Directors' Report,

Remuneration Report and Auditor's Report for the financial year ended 30 June 2016.

Note: A copy of the Company's 2016 Annual Report, including the Financial Statements declaration of the Directors, the Directors' Report, the Remuneration Report and the Auditor's Report for the year ended 30 June 2016, may be accessed by visiting the Company's website at www.targetenergy.com.au.

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:

"That Stephen Mann, being a Director of the Company, who retires by rotation in accordance with clause 11.3 of the Company's constitution and for all other purposes, and being eligible, is re‐elected as a Director of the Company."

To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non‐binding resolution:

"That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, the Remuneration Report for the year ended 30 June 2016 (as set out in the Company's 2016 Annual Report) be adopted."

A vote on Resolution 2 must not be cast (in any capacity) by or on behalf of either of the following persons:

1. a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or

2. a Closely Related Party of such a member.

However, a person (the voter) described above may cast a vote on Resolution 2 if either:

1. both of the following apply:

2. the voter does so as a proxy appointed by writing that specifies how the proxy is to vote on the proposed resolution; and

3. the vote is not cast on behalf of a person described in subparagraphs (a) or (b) above; or

4. all of the following apply:

6. the voter is the Chairman of the meeting; and

7. the Chairman does so as a proxy appointed by writing that does not specify the way the Chairman is to vote on this Resolution; and

8. the vote is not cast on behalf of a person described in subparagraphs (a) or (b) above; and

9. the member(s) on whose behalf the Chairman is acting expressly authorises the Chairman to exercise the proxy even though this Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel.

The Chairman of the meeting intends to vote all available proxies in favour of the adoption of the Remuneration Report.

Resolution 3: Approval of Additional Placement Capacity

To consider and, if thought fit, to pass the following resolution as a special resolution:

"That, for the purposes of Listing Rule 7.1A and for all other purposes, approval is given for the Company to issue up to that number of Equity Securities equal to 10% of the issued capital of the Company at the time of issue, calculated in accordance with the formula prescribed in Listing Rule 7.1A.2 and otherwise on the terms and conditions set out in the Explanatory Statement."

Voting exclusion

The Company will disregard any votes cast on this Resolution by any person who may participate in the issue of Equity Securities under this Resolution and a person who might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if this Resolution is passed (and any associates of those persons).

However, a person described above may cast a vote on Resolution 3 if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, it is cast by the Chairman 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.

At the date of this Notice, the Company has not approached any persons to participate in an issue of Equity Securities. No existing Shareholder's votes will therefore by excluded under the voting exclusion in this Notice.

Voting eligibility:

For the purposes of determining voting entitlements at the Annual General Meeting the Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 4pm WST on 23 November 2016.

Voting in Person

To vote in person, attend the Meeting at the time, date and place set out in this Notice.

Proxies:

To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.

Please note that:

1. each Shareholder entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy;

2. a proxy need not be a Shareholder of the Company; and

3. a Shareholder of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the Shareholder appoints 2 proxies and the appointment does not specify the proportion or number of the Shareholder's votes, each proxy may exercise one‐half of the votes.

The enclosed proxy form provides further details on appointing proxies and lodging proxy forms.

Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular resolution and, if it does:

(a) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (ie as directed); and

1. if the proxy has 2 or more appointments that specify different ways to vote on the resolution, the proxy must not vote on a show of hands; and

2. if the proxy is the chair of the meeting at which the resolution is voted on, the proxy must vote on a poll, and must vote that way (ie as directed); and

3. if the proxy is not the chair, the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (ie as directed).

Transfer of non‐chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

1. an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at a meeting of the Company's members; and

2. the appointed proxy is not the chair of the meeting; and

3. at the meeting, a poll is duly demanded on the resolution; and

4. either of the following applies:

5. the proxy is not recorded as attending the meeting; or

6. the proxy does not vote on the resolution,

7. the chair of the meeting is taken, before voting on the resolution closes, to have been appointed as the proxy for the purposes of voting on the resolution at the meeting.

   Corporate Representative

   Any corporate Shareholder who has appointed a person to act as its corporate representative at the meeting should provide that person with a certificate or letter executed in accordance with Section 250D of the Corporations Act authorising him or her to act as that company's representative. The authority may be sent to the Company and/or registry in advance of the meeting or handed in at the meeting when registering as a corporate representative.

   Enquiries

   Shareholders who have any queries relating to this Notice and the accompanying documents should contact the Company Secretary, Rowan Caren on +61 (08) 9476 9000.

   Signed in accordance with a resolution of the Directors Rowan Caren

   Company Secretary Dated 20 October 2016