Identitii : Notice of Annual General Meeting/Proxy Form

For personal use only

6 December 2021

Dear Shareholder

2021 Annual General Meeting

The Annual General Meeting (the AGM or Meeting) of Identitii Limited (Company or Identitii) will be held virtually on Wednesday, 19th January 2022 at 11.00am Sydney time via GoToWebinar.

To register in advance or join the meeting, please visit:

https://attendee.gotowebinar.com/register/5747215867522933774

When registering, please ensure to include the full name of your holding of Identitii shares. Shareholders will have the ability to ask questions and direct vote at the meeting, however we do encourage prior lodgement of proxies and submission of questions. Questions can be sent to the Company Secretary at [e-mail].

Notice of Meeting

The full Notice of Meeting, which sets out the agenda (including details of all resolutions being put to the meeting, voting information and Explanatory Memorandum), and the Annual Report, are available on the Company's website at: https://identitii.com/investors/fy21-agm/.We will not be posting any printed copies. This approach is consistent with the relief provided by the Commonwealth Treasurer in response to the COVID-19 pandemic.

It is also available through the Company's market announcement page on ASX (search ID8).

VOTING IS NOW OPEN: Shareholders are strongly encouraged to vote by lodging a directed proxy appointing the Chairman before 11.00am, 17 January 2022 using the following instructions:

STEP 1: Visithttps://www.votingonline.com.au/id8agm2021

STEP 2: Enter your Postcode (if within Australia) OR Country of Residence (if outside Australia)

STEP 3: Enter your Voting Access Code (VAC) - as contained in attached proxy

STEP 4: Follow the prompts to vote on each resolution.

Shareholder emails

Receiving your communications by email is the best way to stay informed and keep in touch about your shareholding, so I encourage you to take this opportunity to switch to paperless communications. To make the switch to paperless communications, simply complete the enclosed form and return it in the reply-paid envelope provided.

We thank you for your continued support in the Company. In the meantime, should you have any queries regarding your holding, or the upcoming Meeting, please contact Boardroom Pty Limited on 1300 737 760 (within Australia), [phone] (outside Australia) or email [e-mail].

Yours sincerely

IDENTITII LIMITED

Elissa Hansen

Company Secretary

For personal use only

IDENTITII LIMITED (ASX: ID8)

ACN 603 107 044

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting will be held at:

TIME: 11.00am (Sydney time)

DATE: Wednesday, 19th January 2022

VIA:GoToWebinar. To register or join the webcast, please visit:

https://attendee.gotowebinar.com/register/5747215867522933774

2021 Annual Report

A copy of Identitii Limited's 2021 Annual Report, including the financial report, directors' report and auditors report for the year ended 30 June 2021 is available on the Company's website at https://identitii.com/investors/fy21_annual_report/

For personal use only

IDENTITII LIMITED

ABN 83 603 107 044

NOTICE OF ANNUAL GENERAL MEETING

Wednesday, 19th January 2022

Notice is hereby given that the Annual General Meeting of Shareholders (AGM) of Identitii Limited (Company or Identitii) (ASX:ID8) will be held virtually on Wednesday, 19th January 2022 at 11.00am Sydney time at via GoToWebinar. To register or join the webinar please visit https://attendee.gotowebinar.com/register/5747215867522933774

The Explanatory Statement that accompanies and forms part of this Notice of Meeting describes in more detail the matters to be considered at the AGM. Please ensure you read the Explanatory Statement in full.

ITEMS OF BUSINESS

1. ANNUAL REPORT
   To receive and consider the Annual Financial Report of the Company and its controlled entities for the year ended 30 June 2021 which includes the Financial Report and the Directors' and Auditor's Reports.
2. RESOLUTION 1 - REMUNERATION REPORT
   To consider and, if thought fit, to pass, with or without amendment, the following Resolution as a non-bindingordinary resolution:
   "That, for the purpose of Section 250R(2) of the Corporations Act and for all other purposes, the Remuneration Report as contained in the Company's Annual Financial Report for the financial year ended 30 June 2021 be adopted."
   Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.
3. RESOLUTION 2 -ELECTION OF MR. TIMOTHY PHILLIPPS
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That Mr. Timothy Phillipps, who retires in accordance with Rule 6.2(b) of the Company's Constitution, and being eligible, be elected as a director of the Company."
   The Board recommends the Shareholders vote in favour of this resolution.

Identitii Limited Notice of General Meeting of Shareholders

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For personal use only

1. RESOLUTION 3 - RE-ELECTION OF MR. STEVEN JAMES
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That Mr. Steven James who retires in accordance with Rule 6.7(c) of the Company's Constitution, and being eligible, be re-elected as a director of the Company."
   The Board recommends the Shareholders vote in favour of this resolution.
2. RESOLUTION 4 - RATIFICATION OF PRIOR ISSUE - PLACEMENT (LR 7.1)
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 22,320,893 fully paid ordinary Shares on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder ratification for the issue of 22,320,893 Placement Shares to sophisticated and institutional investors on 1 November 2021, being part of the $6 million capital raise, which was managed by PAC Partners Securities Pty Ltd.
   The Board recommends the Shareholders vote in favour of this resolution.
3. RESOLUTION 5 - RATIFICATION OF PRIOR ISSUE - PLACEMENT (LR 7.1A)
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 15,179,107 fully paid ordinary Shares on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder ratification for the issue of 15,179,107 Placement Shares to sophisticated and institutional investors on 1 November 2021, being the second part of the $6 million capital raise, which was managed by PAC Partners Securities Pty Ltd.
   The Board recommends the Shareholders vote in favour of this resolution.
4. RESOLUTION 6 - ISSUE OF NEW SHARES TO PAC PARTNERS SECURITIES PTY LTD
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 1,131,250 fully paid ordinary Shares to PAC Partners Securities Pty Ltd (or their nominee) on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder approval for the issue of 1,131,250 Shares to PAC Partners Securities Pty Ltd in consideration for 50% of the total capital raising fee payable to PAC

Identitii Limited Notice of General Meeting

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For personal use only

Partners Securities Pty Ltd for managing the $6 million Placement. The payment of 50% of PAC's invoice in shares, ensures strong alignment between PAC Partners, the Company and all Shareholders.

The Board recommends the Shareholders vote in favour of this resolution.

1. RESOLUTION 7 - ISSUE OF BROKER OPTIONS TO PAC PARTNERS SECURITIES PTY LTD
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 5,000,000 Options to PAC Partners Securities Pty Ltd (or their nominee) on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder approval for the issue of 5 million Options to PAC Partners Pty Ltd for successfully managing the $6 million capital raise on behalf of the Company. The Options will be exercisable at $0.24, being a 50% premium to the Placement price of $0.16 and expiring two years from issue.
   The Board recommends the Shareholders vote in favour of this resolution.
2. RESOLUTION 8 - ISSUE OF NEW SHARES TO DAVID REDHILL
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue 375,000 fully paid ordinary Shares to David Redhill (or his nominee) on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder approval for the issue of 375,000 Shares to David Redhill in consideration for the provision of marketing and brand consulting services to the Company.
   The Board recommends the Shareholders vote in favour of this resolution.
3. RESOLUTION 9 - ISSUE OF NEW SHARES TO PAT PROPERTY PTY LTD
   To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:
   "That, for the purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 562,500 fully paid ordinary Shares to Pat Property Pty Ltd (or its nominee) on the terms and conditions set out in the Explanatory Statement."
   This resolution seeks Shareholder approval for the issue of up to 562,500 Shares to Pat Property Pty Ltd in consideration for the provision of investor relations consulting services to the Company.
   The Board recommends the Shareholders vote in favour of this resolution.

Identitii Limited Notice of General Meeting

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