Thomson Resources : Notice of AGM

Thomson Resources Ltd

ABN: 82 138 358 728

Suite 3, Level 1

80 Chandos Street

St Leonards NSW 2065

PO Box 956

Crows Nest NSW 1585

P: [phone]

F: [phone]

25 September 2020

Dear Shareholder,

2020 ANNUAL GENERAL MEETING - COVID-19 ARRANGEMENTS

Thomson Resources Ltd (ASX: TMZ) ("the Company") advises that the 2020 Annual General Meeting of the shareholders of the Company is scheduled to be held by virtual technology on Monday, 26 October 2020 at 11.00am AEDT ("the Meeting").

In accordance with temporary modifications to the Corporations Act under the Corporations (Coronavirus Economic Response) Determination (No. 1) 2020, hard copies of the Notice of the 2020 Annual General Meeting are not being mailed to shareholders. The Notice of the 2020 Annual General Meeting can be viewed and downloaded at https://www.thomsonresources.com.au/news-and-reports/announcementsit will also be available through the Company's announcement page on ASX, search code "TMZ".

The health and safety of members and personnel, and other stakeholders, is the highest priority and the Company is acutely aware of the current circumstances resulting from COVID-19. While the COVID-19 situation remains volatile and uncertain, based on the best information available to the Board at the time of the Notice of the 2020 Annual General Meeting, the Company intends to conduct the Meeting virtually via Zoom.

Shareholders are strongly encouraged to vote by lodging a directed proxy appointing the Chairman before 11.00am (AEDT), on 24 October 2020. A personalised proxy form is enclosed. Proxies can be lodged in accordance with the instructions in the personalised proxy form enclosed with this letter.

Arrangements for attendance by Zoom, with the ability to ask questions, can be made by contacting the Company by email to [e-mail] least two business days before the meeting.

Arrangements will be made for direct voting at the virtual Meeting by shareholders, proxies, corporate representatives and holders of powers of attorney. Please see the Notice of Meeting.

A representative of the Company's auditor will be available at the meeting to answer questions relevant to the audit of the annual accounts for the year ended 30 June 2020. In addition, the Company is happy to accept and answer questions submitted by no later than 5.00pm, Thursday, 22 October 2020 (Sydney, NSW time). by email to [e-mail].

Because the conditions and potential restrictions and other requirements for meetings relating to COVID-19 are rapidly changing, if it becomes necessary or appropriate to make alternative arrangements to those set out in this Notice of 2020 Annual General Meeting the Company will announce the alternative arrangements to ASX. Shareholders are encouraged to check for announcements at the ASX website www.asx.com.au, search code "TMZ".

The Company thanks shareholders for their ongoing support.

Richard Willson

Non-Executive Director & Company secretary

THOMSON RESOURCES LTD

NOTICE OF 2020 ANNUAL GENERAL MEETING

EXPLANATORY MEMORANDUM

PROXY FORM

ACN 138 358 728

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Shareholders of Thomson Resources Limited

will be held virtually, on Monday 26 October 2020 commencing at 11.00 am (Sydney, NSW time), no

physical meeting will take place.

IMPORTANT INFORMATION REGARDING COVID-19:Due to the COVID-19pandemic, the Meeting will be held as a virtual meeting. If you are a shareholder and you wish to attend the Meeting virtually, you will need to pre-registerin advance. Details on how to pre-registerare contained within this Notice of Meeting.

Shareholders are strongly encouraged to lodge their proxy form in accordance with the instructions within this Notice of Meeting even if they intend to participate in the Meeting online. Should you wish to discuss any matter relating to this Notice of Meeting please contact the Company Secretary, Richard Willson on + 61 411 411 485 or via email to [e-mail]

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting (Meeting) of the Shareholders of Thomson Resources Limited ACN 138 358 728 (Company) will be held by virtual technology on Monday, 26 October 2020, commencing at 11.00am (Sydney, NSW time).

Due to the COVID-19 restrictions on public gatherings and the temporary modifications to the Corporations Act 2001 (Cth). (Corporations Act) under the Corporations (Coronavirus Economic Response) Determination (No. 1) 2020, (Cth) the Meeting will be held virtually and there will not be a physical meeting where shareholders can attend.

Arrangements for attendance by Zoom, with the ability to ask questions, can be made by contacting the Company by email to [e-mail] least two business days before the meeting.

Shareholders can participate in the Meeting via the online platform by using:

• Computer, by entering the following URL in your browser:https://web.lumiagm.com
• Mobile device, by entering the following URL in your browser:https://web.lumiagm.comor by using the Lumi AGM app.

The meeting ID for the Meeting is: 378-552-484

The username is your Boardroom Shareholder reference number (which can be located on the back of your Voting Form on your Notice of Meeting email).

Your password is your postcode registered on your holding if you are an Australian shareholder. Overseas shareholders should refer to the Online Voting User Guide attached to this Notice of Meeting.

If you have been nominated as a third party proxy, or for any enquires relating to virtual participation, please contact the Company's share registry on 1300 737 760 (within Australia) and + 61 2 9290 9600 (outside Australia).

Shareholders will be able to log in to the online platform from 10.30 am (AEST) on the date of the Meeting.

Further information on how to participate virtually is set out in the Notice of Meeting and in the Online Voter User Guide attached.

If it becomes necessary to make further alternative arrangements for holding the Meeting, the Company will ensure that shareholders are given as much notice as possible. Further information will be made available on the Company's website at www.thomsonresources.com.auby clicking on the 'Investors' tab or the ASX.

Shareholders are invited to lodge questions in advance of the Meeting by sending an email containing their question(s) and a reference to which Resolution the question relates to, to the Company Secretary, Richard Willson, at [e-mail] ensure they are received by no later than 5.00pm, Thursday, 22 October 2020 (Sydney, NSW time). Please use the email subject "TMZ AGM Question". As many of the emailed questions as possible that relate to the subject matter of the Resolutions will be addressed during the Meeting. Shareholders in attendance at the Meeting will also be provided with the opportunity to ask questions.

All resolutions at the Meeting will be decided on a poll. Shareholders are encouraged to record their vote by proxy in advance of the Meeting using the personalised Proxy Form which has been sent to shareholders. Further details on how to vote via Proxy are set out in this Notice, following the description of the business of the Meeting. Shareholders in attendance at the Meeting will be asked to register when joining the Meeting and will then be provided with an opportunity to vote on each resolution.

This Notice of Meeting incorporates, and should be read together with, the Explanatory Statement and Proxy Form.