Fortescue Metals : Notice of Annual General Meeting 2020

9 October 2020

The Companies Officer

Australian Securities Exchange Ltd

Level 40, Central Park

152-158 St Georges Terrace

Perth WA 6000

Dear Madam or Sir

NOTICE OF ANNUAL GENERAL MEETING

In accordance with Listing Rule 3.17, please find attached a copy of the Notice of Meeting, proxy form and online platform guide in relation to the upcoming Annual General Meeting to be held on Wednesday 11 November 2020 at 10am AWST.

The above mentioned documents will be available on the Company's website https://www.fmgl.com.au/investors/annual-general-meeting.

Yours sincerely

Fortescue Metals Group Ltd

Authorised by

Cameron Wilson

Company Secretary

Media contact:

Michael Vaughan, Fivemark Partners

1. [e-mail]

1. [phone]

Investor Relations contact:

Andrew Driscoll, GM Investor Relations

1. [e-mail]

1. [phone]

Fortescue Metals Group Ltd ABN 57 002 594 872	Level 2, 87 Adelaide Terrace, East Perth, Western Australia 6004
PO Box 6915, East Perth, Western Australia 6004	P [phone] [e-mail]
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Notice of

General Meeting

ABN 57 002 594 872

Y20 F

Thriving communities | Global force

Notice of General Meeting

Your invitation to attend our

Annual General Meeting of Shareholders and to vote

on key issues

Dear Valued Shareholders,

It is my pleasure to invite you to the Company's 2020 Annual General Meeting to be held on Wednesday, 11 November 2020 at 10:00am (Perth time) in the BelleVue Ballroom 2 on Level 3 at the Perth Convention and Exhibition Centre, 21 Mounts Bay Rd, Perth, Western Australia (Meeting). Attached is the Notice of Meeting that sets out the business of the Meeting. In addition to being able to attend the Meeting in person, this year Fortescue will be making participation in the Meeting available to Shareholders through an online platform provided by Link Market Services Limited. Further details on how to participate in the Meeting via the online platform are set out in the attached Notice of Meeting and in the Annual General Meeting Online Platform Guide.

Since our last Annual General Meeting, Fortescue has once again delivered excellent performance across our core safety, cost and production targets. Despite the unprecedented disruption presented by the COVID-19 pandemic, the entire team has worked together to sustain our business, achieving record production for the financial year. Most importantly, our unwavering focus on safety has seen us end the year with our lowest annual TRIFR of 2.4, which is testament to the hard work and commitment of everyone at Fortescue and a reflection of the unique culture that defines our Company.

During FY20, Fortescue continued to invest in growth which will support Australia's economic recovery post-COVID-19, as we maintain our commitment to ensuring balance sheet strength and flexibility, investing in the long-term sustainability of our core business while pursuing growth and development options to deliver outstanding returns to our Shareholders.

In March, the Board farewelled Non-Executive Director Ms Sharon Warburton and we thank her for her service.

At this year's Meeting, we will be seeking Shareholder approval of the reappointment of:

• Dr Andrew Forrest AO;
• Mr Mark Barnaba AM;
• Ms Penny Bingham-Hall; and
• Ms Jennifer Morris OAM.

In addition, Shareholders will be asked to approve the grant of Performance Rights to Fortescue Chief Executive Officer (CEO), Ms Gaines, under the Fortescue Metals Group Ltd Performance Rights Plan and the renewal of the proportional takeover approval provisions set out in the Company's constitution.

The following pages contain details on the items of business to be conducted at the Meeting and voting procedures. Your Directors believe that each of the resolutions are in the best interests of the Company and its Shareholders.

Voting on the resolutions at the Meeting is important, and if you are not able to attend the Meeting in person or participate in the Meeting via the online platform, I recommend that you exercise your voting rights either by completing and returning the enclosed proxy form or by lodging it online at www.linkmarketservices.com.au and following the directions in

the Notice of Meeting and on the proxy form.

Your Directors and Management team look forward to seeing you at the Meeting.

Yours sincerely

Dr Andrew Forrest AO

Chairman,

Fortescue Metals Group Ltd

2 Fortescue Metals Group Ltd Notice of General Meeting FY20

Notice of Annual General Meeting

Wednesday,

11 November 2020

10:00 am (Perth time)

Perth Convention and

Exhibition Centre

(BelleVue Ballroom 2, Level 3)

21 Mounts Bay Road, Perth,

Western Australia

Notice is hereby given that the Annual General Meeting of Fortescue Metals Group Ltd (ABN 57 002 594 872)

(Fortescue or the Company) will be held in the BelleVue Ballroom 2 on Level 3 at the Perth Convention and Exhibition Centre, 21 Mounts Bay Rd, Perth, Western Australia on Wednesday, 11 November 2020 at 10:00am (Perth time).

In order to facilitate Shareholder participation in the Meeting, the Chairman has determined, in accordance with rule 8.4 of the Company's constitution, that Shareholders shall also be able to participate in the Meeting through the online platform provided by Link Market Services Limited at https://agmlive.link/FMG20 (Online Platform). Shareholders who participate in the Meeting via the Online Platform will be able to view the Meeting live, lodge a direct vote in real time and ask questions online (please see further information in this regard below).

Only those Shareholders present at the Meeting in person (including by proxy, attorney or by corporate representative appointed under the Corporations Act 2001 (Cth) (Corporations Act) and excluding those participating via the Online Platform) will be considered as attending the Meeting for all purposes (including for the purposes of any provision of the Company's constitution).

The Online Platform will go live from 9:30am (Perth time) on Wednesday,

11 November 2020. It is recommended that Shareholders log in to the Online Platform at least 15 minutes prior

to the commencement time for the Meeting following the instructions listed below:

• enter https://agmlive.link/FMG20 into a web browser on your desktop or tablet device;
• Shareholders will then need to enter their Shareholder Reference Number (SRN) or Holder Identification Number (HIN), which is printed at the top of their proxy form or holding statement; and
• proxy holders will then need to enter their proxy code, which will be provided by Link Market Services Limited via email no later than 24 hours prior to the Meeting.

Please read the Annual General Meeting Online Platform Guide carefully before the Meeting to ensure that your internet browser is compatible with the Online Platform. The Annual General Meeting Online Platform Guide also includes a step by step guide on how to successfully log in and navigate the site. The Annual General Meeting Online Platform Guide has been lodged with the ASX and is also available at www.fmgl.com.au.

If you are unable to attend the Meeting in person, or participate in the Meeting via the Online Platform, you are encouraged to complete and

return the proxy form attached to this Notice of Meeting. The completed proxy form must be received at the office of the Company's share registry, Link Market Services Limited, by no later than 10:00 am (Perth time) on Monday,

9 November 2020. Details of how to submit your proxy form are listed below.

All Shareholders participating in the Meeting, whether through the Online Platform or attending the Meeting in person, will have a reasonable opportunity to ask questions during the Meeting including an opportunity to ask questions of the Company's external auditors. To ensure that as many Shareholders as possible have the opportunity to ask questions, the Company requests that Shareholders observe the following:

• all Shareholder questions should be stated clearly and should be relevant to the business of the Meeting, including matters arising from the Financial Report, the reports of the Directors (including the Remuneration Report) and the report of the auditors of the Company and its controlled entities for the year ended 30 June 2020 as well as general questions about the performance, business or management of the Company;
• if a Shareholder has more than one question on an item of business, all questions should be asked at the one time; and
• Shareholders should not ask questions at the Meeting relating to any matters that are personal to the Shareholder or commercial in confidence.

Fortescue Metals Group Ltd Notice of General Meeting FY20 3