24 November 2015

Company Announcements Office Australian Securities Exchange 20 Bridge Street

SYDNEY NSW 2000

Dear Sir/Madam

Notice of General Meeting

Please find enclosed the Notice of General Meeting for the Shareholders' Meeting to be held at Suite 7, 7 The Esplanade, Mt Pleasant, WA 6153 at 10.00am on Wednesday, 23 December 2015.

The purpose of the meeting is to ratify the issue of 100,000,000 shares issued at 0.7 cents to raise $700,000 (before costs) pursuant to the share placement as announced to ASX on 28 October 2015.

Bell Potter Securities Limited acted as lead manager to the placement.

Yours sincerely

Alloy Resources Limited

Kevin Hart

Company Secretary

ABN 20 109 361 195

NOTICE OF GENERAL MEETING

& EXPLANATORY STATEMENT

To be held

at 10.00am on Wednesday, 23 December 2015

at

Suite 7, 7 The Esplanade, Mt Pleasant, WA 6153

23 November 2015

Dear Fellow Alloy Shareholder,

Please find enclosed the Notice of General Meeting for the Shareholders' Meeting to be held at Suite 7, 7 The Esplanade, Mt Pleasant, WA 6153 at 10.00am on Wednesday, 23 December 2015.

The purpose of the meeting is to ratify the issue of 100,000,000 shares issued at 0.7 cents to raise $700,000 (before costs) pursuant to the share placement as announced to ASX on 28 October 2015.

Bell Potter Securities Limited acted as lead manager to the placement.

Your Directors seek your support and look forward to your attendance at the meeting.

Yours sincerely

Andy Viner

Executive Chairman

ALLOY RESOURCES LIMITED

ABN 20 109 361 195

NOTICE OF GENERAL MEETING

Notice is hereby given that a General Meeting of Alloy Resources Limited will be convened at 10.00am on Wednesday, 23 December 2015 at Suite 7, 7 The Esplanade, Mt Pleasant WA 6153.

AGENDA

RESOLUTION 1 - RATIFICATION OF A PRIOR ISSUE OF EQUITY SECURITIES - LISTING RULE 7.1

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

'That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders ratify the issue of 68,900,094 Ordinary Fully Paid Shares on the terms and conditions set out in the Explanatory Statement.'

Voting Exclusion: The Company will disregard any votes cast on this Resolution by a person who participated in the issue, and any associates of such a person. However, the Company need not disregard a vote 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 person chairing the meeting 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.

RESOLUTION 2 - RATIFICATION OF A PRIOR ISSUE OF EQUITY SECURITIES - LISTING RULE 7.1A

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

'That, for the purpose of Listing Rule 7.4, and for all other purposes, Shareholders ratify the issue of 31,099,906 Shares on the terms and conditions set out in the Explanatory Statement'

Voting Exclusion: The Company will disregard any votes cast on this Resolution by a person who participated in the issue, and any associates of such a person. However, the Company need not disregard a vote 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 person chairing the meeting 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.