Bass Oil : Notice of Annual General Meeting and Proxy Form

Dear fellow Bass Oil shareholder,

2021 provided Bass with a number of significant opportunities as sentiment and commodity prices continued to improve as the world recovered from the COVID-19 pandemic.

Bass Oil assessed a number of high-quality strategic acquisitions during the period, aiming to leverage its existing Indonesian portfolio and industry relationships to build a true, multinational oil and gas producer.

This search resulted in the proposed acquisition of three non-operated Cooper Basin assets from Cooper Energy Limited, including its 30% non-operating interest in the producing Worrior oilfield. In addition, the Company progressed a second transaction to acquire Beach Energy Limited's operating interest in the same portfolio together with the Padulla oilfield, which was subsequently announced to market on 2 March 2022. The transactions are expected to contemporaneously complete in Q2 CY2022.

This reflects your Company's tight due diligence and adherence to an expansion policy based on identifying projects with significant growth potential, proven economics and profitability.

On behalf of the Board of Directors of Bass Oil Limited, I am pleased to invite you to attend the 2022 Annual General Meeting.

The meeting will be held on Tuesday, 24th May commencing at 11.00am CST in Johnson, Winter & Slattery's Boardroom, Level 9, 211 Victoria Square, Adelaide.

Due to the ongoing COVID-19 pandemic the Company has taken steps to ensure attendance in person is in adherence to COVID-19 protocols. If the situation in relation to COVID-19 changes in a way that affects the Company's ability to facilitate an in-person Meeting as currently proposed, the Company will provide a further update ahead of the Meeting by releasing an announcement on the ASX markets announcement platform.

In the meantime, the Board encourages shareholders to submit their proxies as early as possible, even if they intend to attend the Meeting as the situation may change.

Enclosed are the Notice of Annual General Meeting and Proxy Form setting out the AGM's items of business. I encourage you to:

• 1. Read the enclosed Notice of Annual General Meeting and Explanatory Statement; and

• 2. To complete the enclosed voting form.

The Shareholder voting form should be lodged with the Company's share registry in accordance with the instructions set out in the voting form so that it is received not less than 48 hours before the scheduled start of the meeting.

Yours faithfully

Peter F Mullins Chairman

22 April 2022

BASS OIL LIMITED

ABN 13 008 694 817

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Annual General Meeting ("AGM") of the Members of Bass Oil Limited ("Company" or "BAS") will be held in Johnson, Winter & Slattery's Boardroom, Level 9, 211 Victoria Square, Adelaide on Tuesday, 24 May 2022 commencing at 11.00am ACST.

The Explanatory Statement that accompanies this Notice forms part of it and provides additional information regarding the business of the meeting.

AGENDA

ORDINARY BUSINESS

Financial Accounts and Reports

To receive and consider the Financial Report, the Directors' Report and the Auditor's Report for the financial year ended 31 December 2021 (as set out in the Annual Report 2021).

Resolution 1: Adoption of Remuneration Report

To consider and if thought fit, pass the following resolution as an ordinary resolution:

"To adopt the Remuneration Report for the financial year ended 31 December 2021, as set out in the Directors' Report section of the Annual Report."

Note - the vote on this resolution is advisory only and does not bind the Directors or the Company.

Voting Exclusion

In accordance with the Corporations Act 2001 (Cth) ("Corporations Act"), a vote must not be cast on this resolution in any capacity (and will be taken not to have been cast if contrary to this restriction) by or on behalf of a member of the Key Management Personnel (KMP), details of whose remuneration are included in the Remuneration Report, and any closely related party of such a member. However, the member or closely related party of such a member may vote if:

• • it is cast by a person as a proxy appointed by writing that specifies how the proxy is to vote on the resolution, or by a person who is the chair of the meeting at which the resolution is voted on and the appointment does not specify the way the proxy is to vote on the resolution and expressly authorises the chair to exercise the proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the KMP; and

• • it is not cast on behalf of the member of any closely related party of such a member.

Resolution 2: Approval of Additional 10% Placement Capacity - Shares

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

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

Voting Exclusion

The Company will disregard any votes cast in favour of this Resolution by any person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue of Equity Securities (except a benefit solely by reason of being a holder of ordinary securities) if the Resolution is passed and any associates of those persons. However, this does not apply to a vote cast in favour of the resolution by a person as a proxy or attorney for a person who is entitled to vote on the resolution, in accordance with directions given to the proxy or attorney to vote on the resolution in that way, or, the chair of the meeting as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the chair to vote on the resolution as the chair decides, or, a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (1) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the resolution; and (2) the holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

Note - The Directors of the Company RECOMMEND that Shareholders vote in favour of this Resolution.

Resolution 3: Re-election of Hector MacKenzie Gordon as a Director

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

"That Hector MacKenzie Gordon, being a Director of the Company, who retires by rotation at the close of the Annual General Meeting in accordance with Clause 35(c) of the Company's

Constitution and being eligible, is hereby re-elected as a Director of the Company."

Note - Mr Gordon is a current Director of the Company. The Directors of the Company (excluding Mr

Gordon) RECOMMEND that Shareholders vote in favour of this Resolution.

Resolution 4: Re-election of Mark Llewellyn Lindh as a Director

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

"That Mark Llewellyn Lindh, being a Director of the Company, who retires by rotation at the close of the Annual General Meeting in accordance with Clause 35(c) of the Company's Constitution and being eligible, is hereby re-elected as a Director of the Company."

Note - Mr Lindh is a current Director of the Company. The Directors of the Company (excluding Mr

Lindh) RECOMMEND that Shareholders vote in favour of this Resolution.

By order of the Board

VOTING INFORMATION AND NOTES

• 1. Proxies

  Online:www.linkmarketservices.com.au Login to the Link website using the holding details as shown on the Proxy Form. Select 'Voting' and follow the prompts to lodge your vote. To use the online lodgement facility, securityholders will need their "Holder Identifier" (Securityholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the Proxy Form).

  by mail:

  Bass Oil Limited

  C/- Link Market Services Limited Locked Bag A14

  Sydney South NSW 1235 Australia by fax: +61 2 9287 0309

  delivering it to Link Market Services Limited, Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150 or Level 12, 680 George Street, Sydney NSW 2000

  Chairman acting as proxy

  Shareholders may appoint the Chairman of the meeting as their proxy.

  Where the Chairman is appointed as a proxy by a shareholder entitled to cast a vote on a particular resolution and the proxy form specifies how the Chairman is to vote on the resolution (that is, a directed proxy), the Chairman must vote in accordance with that direction.

  In respect of proxies where no voting direction has been given (undirected proxies), the Chairman intends to vote all available proxies in favour of each resolution.

  In relation to resolution 1, if the shareholder has appointed the Chairman as their proxy and no voting direction has been given, the shareholder will be expressly authorising the Chairman to exercise the undirected proxy in respect of resolution 1 even though the resolution is connected with the remuneration of members of the KMP of the Company. Please read the directions on the proxy form carefully, especially if you intend to appoint the Chairman of the meeting as your proxy.

• 2. Entitlement to vote at the meeting

  For the purpose of the meeting, shares in the Company will be taken to be held by those persons who are registered holders at 11.30am AEST on Sunday 22rd May 2022. Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the meeting.

• 3. Quorum

  The Constitution of the Company provides that five or more members present at the meeting and entitled to vote on a resolution at the meeting will constitute a quorum.

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the resolutions which are the subject of the business of the Meeting.

The Financial Report, the Directors' Report and the Auditor's Report for the financial year ended 31 December 2021 (contained in the Annual Report 2021).

Shareholders have been notified that the Company's Annual Report for the year ended 31

December 2021 ("Annual Report December 2021") can be found on the Company's website(www.bassoil.com.au)under 'Investors - Annual Reports' and have been given the option of having a printed copy of the Report sent to them. The Annual Report 2021 has been sent to those Shareholders who requested it.

Resolution 1 - To adopt the Remuneration Report for the financial year ended 31 December 2021

The Company is required under the Corporations Act to include, in the business of its AGM, a resolution that the Remuneration Report for the financial year ended 31 December 2021 be adopted. The resolution is advisory only and does not bind the Directors. However, the Directors will take into account the outcome of the vote when reviewing the Company's remuneration policies and practices.

The Remuneration Report which forms part of the Directors Report is set out on pages 19 to 24 of the Annual Report 2021.

Directors' Recommendation

Acknowledging that each Director has a personal interest in his or her own remuneration from the Company, as described in the Remuneration Report, the Directors unanimously RECOMMEND the adoption of the Remuneration Report.

Resolution 2 - Approval of Additional 10% Placement Capacity - Shares

ASX Listing Rule 7.1A provides that an 'Eligible Entity' may seek Shareholder approval at its annual general meeting to allow it to issue Equity Securities up to 10% of its issued capital over a period up to 12 months after the annual general meeting (10% Placement Capacity).

The Company is an Eligible Entity.

If Shareholders approve Resolution 2, the number of Equity Securities the Eligible Entity may issue under the 10% Placement Capacity will be determined in accordance with the formula prescribed in ASX Listing Rule 7.1A.2 (as set out below).

The effect of Resolution 2, if passed, will be to allow the Company to issue Equity Securities up to 10% of the Company's fully paid ordinary securities on issue under the 10% Placement

Capacity during the period up to 12 months after the Meeting, without subsequent Shareholder approval and without using the Company's 15% annual placement capacity granted under Listing Rule 7.1.

Resolution 2 is a special resolution. Accordingly, at least 75% of votes cast on Resolution 2 by Shareholders eligible to vote at the Meeting must be in favour of Resolution 2 for it to be passed.

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