Beacon Energy : Notice of AGM (agm notice 2025 beacon energyv5 final)

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the contents of this document, before taking any action, you should immediately consult an independent financial adviser authorised under the Financial Services and Markets Act 2000 if you are in the UK or another appropriately authorised independent financial adviser who specialises in advising in connection with dealing in shares and other securities if you are in a territory outside the UK.

If you have sold or transferred all of your ordinary shares of no par value in the capital of Beacon Energy Plc ("Ordinary Shares"), please send this document, together with the accompanying Form of Proxy, immediately to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee. However, this document should not be forwarded or transmitted in or into any jurisdiction in which such act would constitute a violation of relevant laws. If you have sold or transferred part only of your holding of Ordinary Shares, you are advised to consult your stockbroker, bank or other agent through whom the sale or transfer was effected.

BEACON ENERGY PLC

(Incorporated and registered in the Isle of Man with registered number 010493V)

Proposed Share Consolidation and Notice of Annual General Meeting

This document should be read in its entirety. Your attention is drawn to the letter from the Chairman which contains the Board's unanimous recommendation to vote in favour of the resolutions set out in the Notice of Annual General Meeting referred to below.

Notice of the Annual General Meeting of Beacon Energy Plc (the "Company") to be held at 55 Athol Street, Douglas, Isle of Man IM1 1LA on 24 December 2025 at 10.00am is set out at the end of this document.

The Form of Proxy for use at the Annual General Meeting accompanies this document and, to be valid, should be completed and returned in accordance with the instructions set out therein as soon as possible but, in any event, so as to reach the Company's Registrars, FIM Capital Limited, 55 Athol Street, Douglas, Isle of Man IM1 1LA by no later than 10.00am on 22 December 2025, being 48 hours before the time appointed for the holding of the meeting. Completion and return of a Form of Proxy will not prevent a shareholder from attending the meeting and voting in person if he or she so wishes.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

Circular posted to Shareholders	2 December 2025
Latest time and date for receipt of proxy appointments	10.00am on 22 December 2025
General Meeting	10.00am on 24 December 2025
Record Date for the Share Consolidation	5.00pm on 30 December 2025
Expected date on which New Ordinary Shares will replace the Existing Ordinary Shares	8.00am on 31 December 2025
Expected date on which CREST accounts will be credited with New Ordinary Shares	31 December 2025
Expected date by which definitive new share certificates are to be despatched	Week commencing 12 January 2026

The Company's SEDOL code is BKSCP79 and ISIN code is IM00BKSCP798.

DEFINITIONS

In this document and Form of Proxy, the following words and expressions shall, except where the context requires otherwise, have the following meanings:

"Act"	the Isle of Man Companies Act 2006, as amended
"Admission"	the admission of the New Ordinary Shares to trading on AIM becoming effective in accordance with the AIM Rules
"AIM"	the market operated by the London Stock Exchange
"AIM Rules"	the rules applicable to AIM companies, as published by the London Stock Exchange from time to time
"Articles"	the articles of association of the Company
"Board" or "Directors"	the board of directors of the Company
"Business Day"	means a day (other than a Saturday or Sunday) on which banks are generally open in London for the transaction of normal business
"certificated" or "in certificated form"	the description of a share or other security which is not in uncertificated form (that is, not in CREST)
"the Company"	Beacon Energy plc
"CREST"	the relevant system (as defined in the CREST Regulations) for the paperless settlement of share transfers and the holding of shares in uncertificated form operated by Euroclear UK & International Limited
"CREST Regulations"	the Uncertificated Securities Regulations 2001 (SI 2001 No.1/3755) (as amended)
"Excess Ordinary Shares"	the new Existing Ordinary Shares to be issued so that the aggregate nominal value of the ordinary share capital of the Company is exactly divisible by 1,000
"Existing Ordinary Shares"	the existing ordinary shares of no par value in the Company in issue at the date of this document
"General Meeting" or "GM"	the General Meeting of the Company to be held at 55 Athol Street, Douglas, Isle of Man IM1 1LA on 24 December 2025 at 10.00am, notice of which is set out at the end of this document

"Form of Proxy"	the form of proxy for use by Shareholders in connection with the General Meeting
"Fractional Shareholder"	has the meaning ascribed to that expression in the letter from the Chairman on page 6 of this document
"London Stock Exchange"	London Stock Exchange plc
"New Ordinary Shares"	the new ordinary shares of nil par value each in the Company arising on consolidation of the Existing Ordinary Shares
"Optionholders"	holders of options over Existing Ordinary Shares
"Record Date"	5.00pm on 30 December 2025 (or such other time and date as the Directors may determine)
"Resolution"	the resolution to be proposed at the GM as set out in the Notice of GM at the end of this document
"Share Consolidation"	the proposed consolidation of the Company's ordinary share capital resulting in every 1,000 Existing Ordinary Shares being consolidated into 1 New Ordinary Share

LETTER FROM THE CHAIRMAN BEACON ENERGY PLC

("Beacon Energy" or the "Company")

(Incorporated and registered in the Isle of Man with registered number 010493V)

Mark Rollins (Non-Executive Chairman) Stewart MacDonald (Chief Executive Officer) Leo Koot (Non-Executive Director)

Ross Warner (Non-Executive Director)

Registered Office: 55 Athol Street

Douglas Isle of Man IM1 1LA

2 December 2025

To Shareholders and, for information only, to Optionholders and holders of Warrants Dear Shareholder

PROPOSED SHARE CONSOLIDATION

1. INTRODUCTION

   The Company is proposing to implement a consolidation of the Company's ordinary share capital on the basis of 1 New Ordinary Share of nil par value for every 1,000 Existing Ordinary Shares of nil par value each. The purpose of this document is to provide you with information about the background to and reasons for the proposed Share Consolidation, to explain why the Board considers the Share Consolidation to be in the best interests of the Company and its Shareholders as a whole, and why the Directors unanimously recommend that you vote in favour of the Resolutions to be proposed at the Annual General Meeting, notice of which is set out at the end of this document.

2. GENERAL UPDATE

   During the year, the Board has worked tirelessly to stabilise the Company's financial position and has made good progress in delivering the Company's strategy which is to pursue the acquisition of value enhancing opportunities to develop and grow a self-funding upstream oil and gas company.

   On 7 October 2025, the Company announced it had entered into a binding, conditional share purchase agreement with Reabold Resources plc ("Reabold") (the "SPA") in relation to a significant strategic investment in LNEnergy Limited ("LNEnergy"), (the "Proposed Transaction").

   This Proposed Transaction is considered by the Board of Beacon Energy (the "Board") to represent a transformational, value enhancing transaction for Shareholders, which is fully aligned with Beacon Energy's growth strategy.

   Beacon Energy will be seeking to carry out a placing to new and existing investors ("Placing") to raise approximately £3.5 million (gross) to finance the Colle Santo project through final investment decision ("FID") and towards first production and required working capital. Reabold has agreed to support the Placing by participating in the Placing with an investment of £750,000. The Directors of Beacon Energy also intend to participate in the Placing.

   The Proposed Transaction is classified as a reverse takeover pursuant to the AIM Rules. The Company's Ordinary Shares will remain suspended from trading on AIM until such time as the Proposed

   Transaction is completed, which is anticipated will be the second business day following the satisfaction or waiver of the final condition which the SPA is subject to.

   Completion of the Proposed Transaction is subject to, inter alia:

   • the publication of a positive opinion by the VIA Commission related to a Colle Santo development;

   • finalisation of the Placing;

   • the publication of an AIM Admission Document; and

   • approval of the Proposed Transaction by Shareholders at a general meeting to be convened in due course ("General Meeting")

   The Admission Document, which will include a notice of General Meeting, is expected to be issued in due course.

3. BACKGROUND TO AND REASONS FOR THE PROPOSED SHARE CONSOLIDATION

   As at 1 December 2025 (being the latest practicable date prior to the publication of this document), the Company had 18,511,679,620 Existing Ordinary Shares in issue. With shares of low denominations, small absolute movements in the share price can represent large percentage movements resulting in volatility. The Board also believes that the bid-offer spread on shares priced at low absolute levels can be disproportionate to the share price and therefore serve to the detriment of Shareholders. The Board is of the view that it would benefit the Company and Shareholders to reduce the number of Existing Ordinary Shares in issue with a resulting adjustment in the market price of such shares, by consolidating the Existing Ordinary Shares on the basis of 1 New Ordinary Share of nil par value for every 1,000 Existing Ordinary Shares of nil par value each. This is expected to assist in reducing the volatility in the Company's share price and enable a more consistent valuation of the Company, making the Company's shares more attractive to institutional investors.

4. DETAILS OF THE PROPOSED SHARE CONSOLIDATION

   Upon implementation of the Share Consolidation, Shareholders on the register of members of the Company on the Record Date, which is expected to be 5.00 pm on 30 December 2025, will exchange every 1,000 Existing Ordinary Shares they hold for 1 New Ordinary Share. The proportion of the issued ordinary share capital of the Company held by each Shareholder following the Share Consolidation will, save for fractional entitlements and subject to the exercise of share options and warrants, be unchanged.

   To effect the Share Consolidation it may be necessary to issue such minimum number of additional Excess Ordinary Shares (not exceeding 380 in total) so that the aggregate nominal value of the ordinary share capital of the Company is exactly divisible by 1,000. It is therefore proposed that in order to facilitate the Share Consolidation, 380 Excess Ordinary Shares will be issued to the Company Secretary so that, prior to the Share Consolidation, the Company's issued share capital will be exactly divisible by 1,000.

   These Excess Ordinary Shares will be issued at market value and sold to the market along with the aggregation of any fractional entitlements at the best price reasonably obtainable for the Company. The Share Consolidation will result in an adjustment to the number of existing Warrants and Options.

   As of 1 December 2025, there were 1,694,704,458 Existing Warrants and 1,304,107,958 Existing Options. After the Share Consolidation which will exchange every 1,000 Existing Ordinary Shares for 1 New Ordinary Share there will be 1,694,704 outstanding Warrants and 1,304,107 outstanding Options.

   The New Ordinary Shares arising on implementation of the Share Consolidation will have the same rights as the Existing Ordinary Shares, including voting, dividend and other rights. All other classes of shares in the Company are unaffected by the Share Consolidation.

   No Shareholder will be entitled to a fraction of a New Ordinary Share and where, as a result of the consolidation of Existing Ordinary Shares described above, any Shareholder would otherwise be entitled to a fraction of a New Ordinary Share in respect of their holding of Existing Ordinary Shares at the Record Date (a "Fractional Shareholder"), such fractions shall be aggregated with the other fractions of New Ordinary Shares to which other Fractional Shareholders of the Company may be entitled so as to form full New Ordinary Shares and sold in the market. The costs, including the associated professional fees and expenses, that would be incurred in distributing such proceeds are likely to exceed the total net proceeds distributable to such Fractional Shareholders.

   The Board is therefore of the view that, as a result of the disproportionate costs in such circumstances, it would not be in the Company's best interests to distribute such proceeds of sale and the proceeds will instead be retained for the benefit of the Company in accordance with the Resolution. Furthermore, any Shareholders holding fewer than 1,000 Existing Ordinary Shares as at 5.00pm on the Record Date will cease to be a Shareholder of the ordinary shares in the Company. The minimum threshold to receive New Ordinary Shares will be 1,000 Existing Ordinary Shares.

   If you hold a share certificate in respect of your Existing Ordinary Shares in the Company, your certificate will no longer be valid from the time the proposed Share Consolidation becomes effective. If you hold 1,000 or more Existing Ordinary Shares on the Record Date you will be sent a new share certificate evidencing the New Ordinary Shares to which you are entitled under the Share Consolidation. Such certificates are expected to be despatched no later than week commencing 12 January 2025. The certificates will be despatched by 1st class post, at the risk of the Shareholder. Upon receipt of the new certificate, you should destroy any old certificates. Pending the despatch of the new certificates, transfers of certificated New Ordinary Shares will be certified against the Company's share register.

   If you hold your Existing Ordinary Shares in uncertificated form, you should expect to have your CREST account credited with the New Ordinary Shares to which you are entitled on implementation of the Share Consolidation on 31 December 2025 or as soon as practicable after the Share Consolidation becomes effective.

5. ADMISSION TO AIM

   Application for such Admission of the New Ordinary shares to trading will be made so as to enable the New Ordinary Shares to be admitted to trading on AIM as soon as practicable following the Record Date.

   It is noted that the Company is currently an AIM Rule 15 Cash Shell, with effect from 6 January 2025, and that its Existing Ordinary Shares are currently suspended from trading pursuant to AIM Rule 40 as the Company has been a cash shell on AIM for more than 6 months. As an AIM Rule 15 Cash Shell, the Company is required to (i) make an acquisition, or acquisitions, which constitutes a reverse takeover under AIM Rule 14 (including seeking re-admission under the AIM Rules) within six months from 6 January 2025; alternatively, (ii) within such time period, the Company can seek to become an investing company pursuant to AIM Rule 8, which requires, inter alia, the raising of at least £6 million and publication of an admission document (either (i) or (ii) being, a "Re-admission Transaction").

   The Company's New Ordinary Shares will remain suspended from trading on AIM until such time as the Proposed Transaction announced by the Company on 7 October 2025 or an alternative Re-

   admssion Transaction is completed and the Ordinary Shares will resume trading on AIM on completion of the transacton.

   If a Re-admission Transaction has not been completed within a further six month period, admission to trading on AIM of the Company's Ordinary Shares would be cancelled.

6. EFFECTS OF THE PROPOSED SHARE CONSOLIDATION ON SHARE OPTIONS AND WARRANTS

   The terms of the Company's existing share options and warrants provide that in the event of any consolidation or sub-division of the share capital of the Company, then the number of shares subject to an option or warrant instrument and the exercise price payable on exercise of an option may be adjusted by the Board in such manner and with effect from such date as the Board may determine to be appropriate subject to the written confirmation of the auditors of the Company that the adjustments are, in their opinion, fair and reasonable.

   The effect of these provisions will be that, following the Share Consolidation, the number of shares subject to any option held under share options will decrease broadly to one thousanth of their number prior to the Share Consolidation whilst the price payable for the exercise of each option will increase broadly by a multiple of 1,000.

   Likewise, the number of warrants will decrease broadly to one thousanth in number, and the price will increase broadly by a multiple of 1,000.

   There should, therefore, subject to the relevant consents, be no material alteration to the current potentially dilutive effects of the options granted under share options. Notice of the adjustments to the options will be sent to individual Optionholders as soon as reasonably practicable following the Share Consolidation.

7. TAXATION

   The following statements are intended only as a general guide to the current tax position under UK taxation law and practice. They relate only to certain limited aspects of the UK tax position of Shareholders who are the beneficial owners of Existing Ordinary Shares and who are resident or (in the case of individuals) ordinarily resident in the UK for tax purposes and who hold their shares in the Company beneficially as an investment (and not as securities to be realised in the course of a trade). The following is not, and is not intended to be, an exhaustive summary of the tax consequences of acquiring, holding and disposing of Existing Ordinary Shares or New Ordinary Shares.

   A Shareholder who is in any doubt as to his or her tax position or is subject to tax in any jurisdiction other than the UK should consult his or her duly authorised professional adviser without delay. The proposed Share Consolidation should constitute a reorganisation of the Company's share capital and, for the purposes of UK taxation of chargeable gains, to the extent that you receive New Ordinary Shares under the proposed Share Consolidation, you should not be treated as making a disposal of any of your Existing Ordinary Shares or an acquisition of New Ordinary Shares.

   The New Ordinary Shares will be treated as the same asset as, and as having been acquired at the same time and for the same aggregate cost as, the holding of Existing Ordinary Shares from which they derive. No liability to stamp duty or stamp duty reserve tax will be incurred by a holder of Existing Ordinary Shares as a result of the proposed Share Consolidation.

8. GENERAL MEETING

   In order to give effect to the Share Consolidation, approval by Shareholders in a general meeting is needed. You will therefore find set out at the end of this document a notice convening the Annual

   General Meeting to be held at 55 Athol Street, Douglas, Isle of Man, IM1 1LA on 24 December 2025 at 10.00am (GMT) at which the requisite Resolution will be proposed.

9. ACTION TO BE TAKEN

   If you are a Shareholder, you are requested to submit a proxy appointment, whether or not you intend to be present at the meeting.

   Full details of how to vote are set out in the Notes to the Notice of Meeting. Please submit your proxy vote so as to reach the Company's registrar no later than 10.00am on 22 December 2025.

   The completion and submission of a proxy appointment will not prevent you from attending the meeting and voting in person should you subsequently wish to do so.

10. RECOMMENDATION

    The Directors consider that the proposed Share Consolidation is in the best interests of the Company and its Shareholders as a whole. Accordingly, the Directors unanimously recommend that you vote in favour of the Resolutions being proposed at the General Meeting, as they intend to do or procure to be done in respect of their own and their connected persons' beneficial holdings.

    Yours faithfully

    Mark Rollins

    Non-Executive Chairman

    BEACON ENERGY PLC

    ("Beacon Energy" or the "Company")

    (Incorporated and registered in the Isle of Man with registered number 010493V)

    NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the 2025 Annual General Meeting of the Company will be held at 55 Athol Street, Douglas, Isle of Man, IM1 1LA at 10.00am on 24 December 2025 for the following purposes: ORDINARY BUSINESS

    To consider and, if thought fit, to pass the following resolutions which will be proposed as Ordinary Resolutions:

    Resolution 1: Annual report and accounts

    To receive and adopt the annual report and audited accounts of the Company for the year ended 31 December 2024, together with the Directors' and Auditor's reports therein.

    Resolution 2: Auditor reappointment

    To re-appoint Lubbock Fine LLP as Auditor of the Company to hold office from the conclusion of the meeting to the conclusion of the next meeting at which the accounts are laid before the Company.

    Resolution 3: Auditor remuneration

    To authorise the Directors to determine the remuneration of Lubbock Fine LLP as Auditor of the Company.

    Resolution 4: Re-election of a Director

    To re-appoint as a Director Stewart MacDonald who retires by rotation at the commencement of the 2025 Annual General Meeting and submits himself for immediate reappointment to the Board.

    Resolution 5: Re-election of a Director

    To re-appoint as a Director Leo Koot who retires by rotation at the commencement of the 2025 Annual General Meeting and submits himself for immediate reappointment to the Board.

    SPECIAL BUSINESS

    To consider and, if thought fit, to pass the following resolutions which will be proposed as Ordinary Resolutions:

    Resolution 6: Share consolidation

    That all of the existing ordinary shares of nil par value each in the capital of the Company be consolidated into ordinary shares of nil par value each on the basis of 1 new ordinary share for every 1,000 existing ordinary share, each such new ordinary share having the rights and being subject to the restrictions set out in the Company's articles of association, provided that any fractions of ordinary shares of nil par value each to which any holder of ordinary shares would otherwise be entitled arising from such consolidation shall be aggregated and consolidated so far as is possible into

    ordinary shares of nil par value and sold for the benefit of the Company. Fractional entitlements will not be paid to individual shareholders. For the purposes of implementing the provisions of this paragraph the Board may appoint any other person to execute sales, transfers or renunciations on behalf of persons otherwise entitled to such fractions and generally may make all arrangements which appear to them to be necessary or appropriate for the settlement and disposal of new ordinary shares representing such fractions.

    Resolution 7: Authority to allot shares

    That the Directors be generally and unconditionally authorised in accordance with articles 5.1 and 5.2 of the Company's articles of association to exercise all of the powers of the Company to issue and allot an aggregate of 9,255,840 Ordinary Shares (in addition to the Ordinary Shares in issue at the date of the Annual General Meeting) representing approximately 50% of the current issued share capital; such authority to expire (unless and to the extent previously revoked, varied or renewed by the Company in general meeting) at the conclusion of the next Annual General Meeting of the Company or, if earlier, the date 15 months after the date of passing this Resolution, provided that this authority shall allow the Company, before such expiry, to make an offer or enter into an agreement which would or might require Ordinary Shares to be allotted after this authority expires and the directors may allot Ordinary Shares in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.

    To consider and, if thought fit, to pass the following resolutions which will be proposed as Special Resolutions:

    Resolution 8: Partial disapplication of pre-emption rights

    That subject to and conditional upon the passing of Resolution 7, the provisions of article 5.5 of the Company's articles of association requiring shares proposed to be issued for cash first to be offered to the members of the Company in proportions as near as may be to the number of the existing shares held by them respectively be and are hereby disapplied in relation to:

    1. the issue and allotment of Ordinary Shares pursuant to a rights issue and otherwise pursuant to a rights issue, open offer, scrip dividend scheme or other pre-emptive offer or scheme which is in each case in favour of holders of Ordinary Shares and any other persons who are entitled to participate in such issue, offer or scheme where the equity securities offered to each such holder and other person are proportionate (as nearly as may be) to the respective numbers of Ordinary Shares held or deemed to be held by them for the purposes of their inclusion in such issue, offer or scheme on the record date applicable thereto, but subject to such exclusions or other arrangements as the directors may deem fit or expedient to deal with fractional entitlements, legal or practical problems under the laws of any overseas territory, the requirements of any regulatory body or stock exchange in any territory, shares being represented by depositary receipts, directions from any holders of shares or other persons to deal in some other manner with their respective entitlements or any other matter whatever which the directors consider to require such exclusions or other arrangements with the ability for the directors to allot equity securities not taken up to any person as they may think fit; and

    2. the issue and allotment of Ordinary Shares for cash otherwise than pursuant to subparagraph (a) above up to an aggregate maximum number of 9,255,840 Ordinary Shares, representing approximately 50% of the Ordinary Share capital as at the date of this notice, such disapplication to expire on the same date as the expiration of any authority given in Resolution 8, provided that this disapplication shall allow the

Company, before such expiry, to make an offer or enter into an agreement which would or might require Ordinary Shares to be allotted after this disapplication expires and the directors may allot such Ordinary Shares in pursuance of such an offer or agreement and in pursuance of any agreement existing prior to the passing of this Resolution as if the disapplication conferred hereby had not expired.

Resolution 9: Amend the company's Articles

That the Articles of Association of the Company be amended by deleting the existing Article 133.2 in its entirety and replacing it with the following:

133.2 Limitations on person who may be appointed as Secretary No person shall be appointed to hold office as Secretary who is:

(a) the sole Director of the Company.

AND THAT the amended Articles of Association incorporating this change be approved and adopted with immediate effect.

By order of the Board

David Bushe Company Secretary 2 December 2025

Action to be taken

A Form of Proxy for use at the Annual General Meeting is enclosed. Whether or not you intend to be present at the meeting, you are requested to complete, sign and return the Form of Proxy in accordance with the instructions printed on it to the Company's Registrars, FIM Capital Limited, 55 Athol Street, Douglas, Isle of Man IM1 1LA, as soon as possible but, in any event, so as to be received no later than 10.00am on 22 December 2025, being 48 hours before the time of the Annual General Meeting. The completion and return of a Form of Proxy will not prevent you from attending the Annual General Meeting and voting in person if you wish to do so.

Recommendation

Your directors believe that the resolutions to be considered at the Annual General Meeting are in the best interests of the Company and its shareholders as a whole and unanimously recommend that you vote in favour of each of the resolutions, as those directors who are shareholders intend to do in respect of their beneficial shareholdings representing, in aggregate, approximately 3.8 percent. of the current issued share capital of the Company.

Notes

1. A member who is entitled to attend and vote at the above-mentioned meeting is entitled to appoint a proxy or proxies to attend and, on a poll, vote instead of him or her in respect of such shares. A proxy need not be a member of the Company.

2. A Form of Proxy is enclosed which, to be valid, must be completed and delivered, sent by post or sent by facsimile to [phone] or to [e-mail] together with the power of attorney or other authority (if any) under which it is signed (or a certified copy of such authority) to the Company's Registrar, 55 Athol Street, Douglas, Isle of Man, IM1

   1LA so as to arrive not later than 10.00am on 22 December 2025, being 48 hours before the time of the meeting.

3. Completion and return of a Form of Proxy does not preclude a member from attending and voting in person should they wish to do so.

4. The Company, pursuant to Regulation 22 of the Uncertificated Securities Regulations 2006 (Isle of Man), specifies that only those members registered in the register of members as at 10.00am on 22 December 2025 (or in the event that the meeting is adjourned, on the register of members 48 hours before the time of any adjournment meeting) shall be entitled to attend or vote at the meeting in respect of the Ordinary Shares registered in their name at that time. Changes to entries on the register of members after 10.00am on 22 December 2025 (or, in the event that the meeting is adjourned, on the register of members less than 48 hours before the time of any adjourned meeting) shall be disregarded in determining the rights of any person to attend or vote at the meeting.

5. As at the date of this notice (i) the Company's issued share capital consists of 18,511,679,620 Ordinary Shares, all carrying one vote each; and (ii) the total voting rights in the Company are 18,511,679,620.

APPENDIX A - EXPLANATORY STATEMENT TO THE NOTICE OF ANNUAL GENERAL MEETING

The 2025 Annual General Meeting of Beacon Energy Plc will be held at 55 Athol Street, Douglas, Isle of Man, IM1 1LA at 10.00am on 24 December 2025 to consider the following matters:

RESOLUTION 1

The Board is required to present to the meeting the audited accounts, and the reports of the Directors and the auditors, for the year ended 31 December 2024 (the "Accounts").

RESOLUTIONS 2 TO 3 (INCLUSIVE)

These two resolutions request Shareholders to vote on the re-appointment of Lubbock Fine LLP as Company auditor (Resolution 2) and to authorise the Directors to fix the remuneration of the Company auditor (Resolution 3).

RESOLUTIONS 4 TO 5 (INCLUSIVE)

These two resolutions request Shareholders to vote on the re-election of a Director pursuant to the requirements of the Company's Articles of Association. Details of the relevant Director are shown on the Company's website: https://beaconenergyplc.com/about-us/board-management

Article 92 of the Company's Articles of Association requires one third of the Directors (excluding any Directors which have been appointed by the Board since the last Annual General Meeting) to retire by rotation at every Annual General Meeting. Accordingly, Stewart MacDonald and Leo Koot are retiring by rotation and are offering themselves for re-election.

RESOLUTION 6

This resolution requests Shareholders to vote on the Share Consolidation. Full explanation can be found in the Chairman's Letter.

RESOLUTION 7

The Directors of a Company may only allot unissued shares in the capital of the Company or grant rights to subscribe for, or convert any security into, shares in the Company if they are authorised to do so by the shareholders at a general meeting or by the Company's articles of association.

The Company has no power to issue warrants stating the bearer's entitlement to shares, however the Company may create warrants to subscribe for shares.

This resolution requests Shareholders to grant the Directors authority to allot shares, or grant rights to subscribe for, or convert any security into shares, in the capital of the Company, up to an aggregate of 9,255,840 Ordinary Shares (in addition to the Ordinary Shares in issue at the date of the Annual General Meeting). Unless renewed, revoked, varied or extended, this authority will expire at the conclusion of the next Annual General Meeting of the Company or, if earlier, the date 15 months after the date of passing this Resolution.

RESOLUTION 8

This resolution renews the authority of the Directors to allot equity securities for cash other than in accordance with the statutory pre-emption rights (which require a Company to first offer all equity securities to be allotted for cash to existing shareholders in proportion to their holdings). This authority is limited up to a maximum aggregate amount of 9,255,840 Ordinary Shares (in addition to the Ordinary Shares in issue at the date of the Annual General Meeting). Unless renewed, revoked,

varied or extended, this authority will expire at the conclusion of the next Annual General Meeting of the Company or, if earlier, the date 15 months after the date of passing this Resolution.

RESOLUTION 9

This resolution requests Shareholders to vote on an amendment to the Company's Articles of Association such that the Company has greater flexibility on who can be appointed as Company Secretary.