TANGIERS PETROLEUM LIMITED - Notice of General Meeting

13 January 2015

                          TANGIERS PETROLEUM LIMITED

                          NOTICE OF GENERAL MEETING

Tangiers Petroleum Limited ("Tangiers" or the "Company") advises that
it has today posted a circular to shareholders containing the Notice of
General Meeting ("Meeting") to be held on 12 February 2015 and a Proxy Form. A
Form of Voting Instruction will be distributed to Depository Interest holders.
Below is a summary of this notice. A copy of the full explanatory statement
and associated appendices is available from the Company's website at
www.tangierspetroleum.com.

IMPORTANT INFORMATION

Time and place of Meeting

The General Meeting ("Meeting") to which this notice relates will be held at
10:00am Perth time on 12 February 2015 at:

Celtic Club
48 Ord St
West Perth

Your vote is important

The business of the Meeting affects your shareholding and your vote is
important.

Voting eligibility

The Directors have determined pursuant to Regulation 7.11.37 of the
Corporations Regulations 2001 (Cth) that the persons eligible to vote at the
Meeting are those who are registered Shareholders at 10:00am on 10 February
2015.

DI Holders may attend the Meeting but will not be permitted to vote at the
Meeting. For their votes to be counted DI Holders must submit their CREST
Voting Instruction to the Company's agent by 12.00pm (GMT) 6 February 2015.
Alternatively DI Holders can vote using the enclosed Form of Instruction in
accordance with the instructions below.

Voting in person

To vote in person, attend the Meeting at the time, date and place set out
above.

Voting by proxy

To vote by proxy, please complete and sign the enclosed Proxy Form and return
by the time and in accordance with the instructions set out on the Proxy Form.

In accordance with section 249L of the Corporations Act, Shareholders are
advised that:

- each Shareholder has a right to appoint a proxy;

- the proxy need not be a Shareholder of the Company; and

- a Shareholder who is entitled to cast 2 or more votes may appoint 2 proxies
and may specify the proportion or number of votes each proxy is appointed to
exercise. If the member appoints 2 proxies and the appointment does not
specify the proportion or number of the member's votes, then in accordance
with section 249X(3) of the Corporations Act, each proxy may exercise one-half
of the votes.

Shareholders and their proxies should be aware that changes to the
Corporations Act made in 2011 mean that:

- if proxy holders vote, they must cast all directed proxies as directed; and

- any directed proxies which are not voted will automatically default to the
Chair, who must vote the proxies as directed.

Further details on these changes are set out below.

Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a
proxy may specify the way the proxy is to vote on a particular resolution and,
if it does:

- the proxy need not vote on a show of hands, but if the proxy does so, the
proxy must vote that way (i.e. as directed); and

- if the proxy has 2 or more appointments that specify different ways to vote
on the resolution, the proxy must not vote on a show of hands; and

- if the proxy is the chair of the meeting at which the resolution is voted
on, the proxy must vote on a poll, and must vote that way (i.e. as directed);
and

- if the proxy is not the chair, the proxy need not vote on the poll, but if
the proxy does so, the proxy must vote that way (i.e. as directed).

Transfer of non-chair proxy to chair in certain circumstances

Section 250BC of the Corporations Act provides that, if:

- an appointment of a proxy specifies the way the proxy is to vote on a
particular resolution at a meeting of the Company's members; and

- the appointed proxy is not the chair of the meeting; and

- at the meeting, a poll is duly demanded on the resolution; and

- either of the following applies:

- the proxy is not recorded as attending the meeting; or

- the proxy does not vote on the resolution,

the chair of the meeting is taken, before voting on the resolution closes, to
have been appointed as the proxy for the purposes of voting on the resolution
at the meeting.

United Kingdom (CREST Voting Instruction)

DI Holders in CREST may transmit voting instructions by utilising the CREST
voting service in accordance with the procedures described in the CREST
Manual. CREST personal members or other CREST sponsored members, and those
CREST members who have appointed a voting service provider, should refer to
their CREST sponsor or voting service provider, who will be able to take
appropriate action on their behalf.

In order for instructions made using the CREST voting service to be valid, the
appropriate CREST message (CREST Voting Instruction) must be properly
authenticated in accordance with Euroclear's specifications and must contain
the information required for such instructions, as described in the CREST
Manual (available via www.euroclear.com/CREST).

To be effective, the CREST Voting Instruction must be transmitted so as to be
received by the Company's agent (Computershare UK) no later than 6 February
2015 at 12.00pm (GMT). For this purpose, the time of receipt will be taken to
be the time (as determined by the timestamp applied to the CREST Voting
Instruction by the CREST applications host) from which the Company's agent is
able to retrieve the CREST Voting Instruction by enquiry to CREST in the
manner prescribed by CREST. DI Holders in CREST and, where applicable, their
CREST sponsors or voting service providers should note that Euroclear does not
make available special procedures in CREST for any particular messages. Normal
system timings and limitations will therefore apply in relation to the
transmission of CREST Voting Instructions. It is the responsibility of the DI
Holder concerned to take (or, if the DI Holder is a CREST personal member or
sponsored member or has appointed a voting service provider, to procure that
the CREST sponsor or voting service provider takes) such action as shall be
necessary to ensure that a CREST Voting Instruction is transmitted by means of
the CREST voting service by any particular time.

In this connection, DI Holders and, where applicable, their CREST sponsors or
voting service providers are referred, in particular, to those sections of the
CREST Manual concerning practical limitations of the CREST system and timings.

Form of Instruction

DI Holders are invited to attend the Meeting but are not entitled to vote at
the Meeting. In order to have votes cast at the Meeting on their behalf, DI
Holders must complete, sign and return the Forms of Instruction sent to them
together with this Notice to the Company's agent, Computershare UK, by no
later than 6 February 2015 at 12.00pm (GMT).

CONDITIONAL RESOLUTIONS

Resolutions 1 to 9 are inter-conditional (Conditional Resolutions), meaning
that each of them will only take effect if all of them are approved by the
requisite majority of Shareholders' votes at the Meeting. If any one of the
Conditional Resolutions is not approved at the Meeting, none of them will take
effect and the Acquisition and other matters contemplated by those Resolutions
will not be completed.

BUSINESS OF THE MEETING

AGENDA

1. RESOLUTION 1 - DISPOSAL OF MAIN UNDERTAKING

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

"That, subject to the passing of the other Conditional Resolutions, for the
purposes of ASX Listing Rule 11.2 and for all other purposes, approval is
given for the disposal of the Company's 25% interest in the Tarfaya Project,
being the main undertaking of the Company, 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 might obtain a benefit, except a benefit solely in the
capacity of a holder of ordinary securities if the Resolution is passed and
any associates of those persons. 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.

2. RESOLUTION 2 - SIGNIFICANT CHANGE TO SCALE OF ACTIVITIES

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

"That, subject to the passing of the other Conditional Resolutions, for the
purposes of ASX Listing Rule 11.1.2 and for all other purposes, approval is
given for the Company to complete the Acquisition as described in the
Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by any person who might obtain a benefit, except a benefit solely in the
capacity of a holder of ordinary securities if the Resolution is passed and
any associates of those persons. 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.

3. RESOLUTION 3 - CAPITAL RAISING

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

"That, subject to the passing of the other Conditional Resolutions, for the
purposes of ASX Listing Rule 7.1 and for all other purposes, approval is given
for the Company to issue up to that number of Shares which, when multiplied by
the Issue Price, will raise up to $6,000,000, together with up to one (1)
free-attaching Option for every one (1) Share issued, on the terms and
conditions set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by any person who may participate in the proposed issue and a person who might
obtain a benefit, except a benefit solely in the capacity of a holder of
ordinary securities if the Resolution is passed and any associates of those
persons. 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.

4. RESOLUTION 4 - PARTICIPATION OF DIRECTOR IN CAPITAL RAISING - MICHAEL EVANS

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

"That, subject to and conditional on the passing of all Conditional
Resolutions, for the purposes of ASX Listing Rule 10.11 and section 195(4) of
the Corporations Act and for all other purposes, approval is given for the
Company to issue up to that number of Shares which, when multiplied by the
Issue Price, will raise up to $50,000, together with up to one (1)
free-attaching Option for every one (1) Share issued, to Michael Evans (or his
nominee) as part of the Capital Raising on the terms and conditions set out in
the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by Michael Evans and any of his associates. 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.

5. RESOLUTION 5 - PARTICIPATION OF DIRECTOR IN CAPITAL RAISING - DAVID WALL

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

"That, subject to and conditional on the passing of Resolution 3, for the
purposes of ASX Listing Rule 10.11 and section 195(4) of the Corporations Act
and for all other purposes, approval is given for the Company to issue that
number of Shares which, when multiplied by the Issue Price, will raise up to
$50,000, together with one (1) free-attaching Option for every one (1) Share
issued, to David Wall (or his nominee) as part of the Capital Raising on the
terms and conditions set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by David Wall and any of his associates. 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.

6. RESOLUTION 6 - PARTICIPATION OF DIRECTOR IN CAPITAL RAISING - STEPHEN
STALEY

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

"That, subject to and conditional on the passing of all Conditional
Resolutions, for the purposes of ASX Listing Rule 10.11 and section 195(4) of
the Corporations Act and for all other purposes, approval is given for the
Company to issue up to that number of Shares which, when multiplied by the
Issue Price, will raise up to $50,000, together with up to one (1)
free-attaching Option for every one (1) Share issued, to Stephen Staley (or
his nominee) as part of the Capital Raising on the terms and conditions set
out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by Stephen Staley and any of his associates. 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.

7. RESOLUTION 7 - PARTICIPATION OF DIRECTOR IN CAPITAL RAISING - BRENT
VILLEMARETTE

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

"That, subject to and conditional on the passing of all Conditional
Resolutions, for the purposes of ASX Listing Rule 10.11 and section 195(4) of
the Corporations Act and for all other purposes, approval is given for the
Company to issue up to that number of Shares which, when multiplied by the
Issue Price, will raise up to $50,000, together with up to one (1)
free-attaching Option for every one (1) Share issued, to Brent Villemarette
(or his nominee) as part of the Capital Raising on the terms and conditions
set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by Brent Villemarette and any of his associates. 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.

8. RESOLUTION 8 - ECP OPTIONS

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

"That, subject to and conditional on the passing of all Conditional
Resolutions and completion of the Icewine Acquisition, for the purposes of ASX
Listing Rule 7.1 and for all other purposes, approval is given for the Company
to issue up to 30,000,000 Options to Energy Capital Partners (ECP) or its
nominees on the terms and conditions set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by any person who may participate in the proposed issue and a person who might
obtain a benefit, except a benefit solely in the capacity of a holder of
ordinary securities, if the Resolution is passed and any associates of those
persons. 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.

9. RESOLUTION 9 - HARTLEYS OPTIONS

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

"That, subject to and conditional on the passing of all Conditional
Resolutions and completion of the Icewine Acquisition, for the purposes of ASX
Listing Rule 7.1 and for all other purposes, approval is given for the Company
to issue, subject to satisfaction of the Fund Raising Condition, up to
20,000,000 Options to Hartleys Limited (Hartleys) or its nominees on the terms
and conditions set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by any person who may participate in the proposed issue and a person who might
obtain a benefit, except a benefit solely in the capacity of a holder of
ordinary securities, if the Resolution is passed and any associates of those
persons. 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.

10. RESOLUTION 10 - ADOPTION OF INCENTIVE OPTION SCHEME

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

"That, for the purpose of ASX Listing Rule 7.2 (Exception 9) and for all other
purposes, approval is given to adopt an employee incentive scheme, being the
Company's Incentive Option Scheme, and to issue securities under that scheme,
on the terms and conditions summarised in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this Resolution
by a Director (except one who is ineligible to participate in any employee
incentive scheme in relation to the Company) and any associate of that person.
However, the Company need not disregard a vote if it is cast by a person as
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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

11. RESOLUTION 11 - ISSUE OF OPTIONS TO DIRECTOR UNDER SCHEME - MICHAEL EVANS

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to Resolution 10 being approved, for the purposes of ASX
Listing Rule 10.14 and sections 195(4) and 208 of the Corporations Act and for
all other purposes, approval is given for the Directors to grant up to
8,000,000 Options to Michael Evans (or his nominee) under the Company's
Incentive Option Scheme 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 director of the Company (except one who is ineligible to participate in
any employee incentive scheme in relation to the Company) and any associate of
that person. However, the Company need not disregard a vote if it is cast by a
person as 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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

12. RESOLUTION 12 - ISSUE OF OPTIONS TO DIRECTOR UNDER SCHEME - DAVID WALL

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to Resolution 10 being approved, for the purposes of ASX
Listing Rule 10.14 and sections 195(4) and 208 of the Corporations Act and for
all other purposes, approval is given for the Directors to grant up to
25,000,000 Options to David Wall (or his nominee) under the Company's
Incentive Option Scheme 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 director of the Company (except one who is ineligible to participate in
any employee incentive scheme in relation to the Company) and any associate of
that person. However, the Company need not disregard a vote if it is cast by a
person as 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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

13. RESOLUTION 13 - ISSUE OF OPTIONS TO DIRECTOR UNDER SCHEME - STEPHEN STALEY

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to Resolution 10 being approved, for the purposes of ASX
Listing Rule 10.14 and sections 195(4) and 208 of the Corporations Act and for
all other purposes, approval is given for the Directors to grant up to
6,000,000 Options to Stephen Staley (or his nominee) under the Company's
Incentive Option Scheme 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 director of the Company (except one who is ineligible to participate in
any employee incentive scheme in relation to the Company) and any associate of
that person. However, the Company need not disregard a vote if it is cast by a
person as 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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

14. RESOLUTION 14 - ISSUE OF OPTIONS TO DIRECTOR UNDER SCHEME - BRENT
VILLEMARETTE

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to Resolution 10 being approved, for the purposes of ASX
Listing Rule 10.14 and sections 195(4) and 208 of the Corporations Act and for
all other purposes, approval is given for the Directors to grant up to
6,000,000 Options to Brent Villemarette (or his nominee) under the Company's
Incentive Option Scheme 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 director of the Company (except one who is ineligible to participate in
any employee incentive scheme in relation to the Company) and any associate of
that person. However, the Company need not disregard a vote if it is cast by a
person as 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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

15. RESOLUTION 15 - APPROVAL OF AMENDED SHARE PLAN

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 7.2 (Exception 9) and for all
other purposes, approval is given for the Company to amend the terms of the
Share Plan 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 Director (except one who is ineligible to participate in any employee
incentive scheme in relation to the Company) and any associate of that person.
However, the Company need not disregard a vote if it is cast by a person as
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.

Voting Prohibition Statement: A person appointed as a proxy must not vote, on
the basis of that appointment, on this Resolution if:

a. the proxy is either:

i. a member of the Key Management Personnel; or

ii. a Closely Related Party of such a member; and

b. the appointment does not specify the way the proxy is to vote on this
Resolution.

However, the above prohibition does not apply if:

c. the proxy is the Chair; and

d. the appointment expressly authorises the Chair to exercise the proxy even
though this Resolution is connected directly or indirectly with remuneration
of a member of the Key Management Personnel.

16. RESOLUTION 16 - RATIFICATION OF PRIOR ISSUE - 86,883 SHARES

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 86,883 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 those persons.
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.

17. RESOLUTION 17 - RATIFICATION OF PRIOR ISSUE - 2,279,712 SHARES

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 2,279,712 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 those persons.
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.

18. RESOLUTION 18 - RATIFICATION OF PRIOR ISSUE - 1,000,000 OPTIONS

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 1,000,000 Options 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 those persons.
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.

19. RESOLUTION 19 - RATIFICATION OF PRIOR ISSUE - 6,200,000 OPTIONS

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 6,200,000 Options 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 those persons.
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.

20. RESOLUTION 20 - RATIFICATION OF PRIOR ISSUE - 12,000,000 OPTIONS

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 12,000,000 Options 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 those persons.
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.

21. RESOLUTION 21 - CHANGE OF COMPANY NAME

To consider and, if thought fit, to pass the following Resolution as a special
resolution:

"That, for the purposes of section 157(1)(a) of the Corporations Act and for
all other purposes, approval is given for the name of the Company to be
changed to `88 Energy Limited'.

Short Explanation: The Company proposes to change its name to more accurately
reflect the proposed future activities of the Company, subject to the
Acquisition completing.

A copy of the full explanatory statement of the notice of meeting is available
on the Company's website - www.tangierspetroleum.com

Dated: 8 January 2015

By order of the Board

Mr David wall
Managing Director

Contacts

RFC Ambrian Limited
As Nominated Adviser
Mr Oliver Morse / Ms Trinity McIntyre

+61 8 9480 2500

As Corporate Broker
Mr Charlie Cryer

+44 20 3440 6800