Announcement PDF IMPORTANT NOTE The Notice of Annual General Meeting, Explanatory Statement and Proxy Form should be read in their entirety. If you are in doubt as to how you should vote, you should seek advice from your accountant, solicitor or other professional adviser prior to voting. Notice of Annual General Meeting, Explanatory Statement and Proxy Form Coda Minerals Ltd ACN 625 763 957 Meeting Format The Meeting is to be held as a physical meeting. Venue The Park Business Centre 45 Ventnor Avenue West Perth, Western Australia Time and Date 11:00am (WST) Wednesday, 11 November 2026 CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 1 Contents Item Page Notice of Annual General Meeting 2 Meeting and Voting Information 5 Explanatory Statement 7 Glossary 17 Schedule 1 – Summary of Employee Incentive Plan 19 Schedule 2 – Previous issues of Equity Securities under Listing Rule 7.1A 21 Proxy Form Attached Important Dates An indicative timetable of key proposed dates is set out below. These dates are indicative only and are subject to change. Event Date Last day for receipt of Proxy Forms – Proxy Forms received after this time will be disregarded 11:00am (WST) on Monday, 9 November 2026 Snapshot date for eligibility to vote 4:00pm (WST) on Monday, 9 November 2026 Annual General Meeting 11:00am (WST) on Wednesday, 11 November 2026 CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 2 Notice of Annual General Meeting Notice is hereby given that an Annual General Meeting of Coda Minerals Ltd (ACN 625 763 957) (Company) will be held at 11:00am (WST) on Wednesday, 11 November 2026 at The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia. Agenda Receive and Consider Reports To receive and consider the annual financial report, Directors’ report and Auditor’s report of the Company for the financial year ended 30 June 2026, as contained in the Company’s 2026 Annual Report. Resolution 1 Adoption of Remuneration Report (Advisory only) To consider and, if thought fit, to pass with or without amendment, the following resolution as an ordinary resolution: That for the purpose of section 250R(2) of the Corporations Act and for all other purposes, the Remuneration Report for the financial year ended 30 June 2026, as contained in the Company’s 2026 Annual Report, be adopted by the Company. Note: This Resolution is advisory only and does not bind the Company or the Directors. Resolution 2 Re-Election of Director – Keith Jones 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 14.5, article 47(b) of the Constitution, and for all other purposes, Keith Jones, a Director who retires in accordance with the Constitution and, being eligible, offers himself for re-election, is re-elected as a Director. Resolution 3 Ratification of issue of Shares to Cumulus Wealth Pty Ltd 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 approve and ratify the issue of 800,000 Shares to Cumulus Wealth Pty Ltd, for the purpose and on the terms set out in the Explanatory Statement. Resolution 4 Approval to issue Shares to Cumulus Wealth Pty Ltd 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 7.1, and for all other purposes, Shareholders approve the issue of up to 480,000 Shares to Cumulus Wealth Pty Ltd, for the purpose and on the terms set out in the Explanatory Statement. Resolution 5 Approval to issue Equity Securities under Employee Incentive Plan 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 7.2 exception 13(b) and for all other purposes, Shareholders approve the issue of up to 21,000,000 Equity Securities under the Employee Incentive Plan, a summary of which is set out in Schedule 1 to the Explanatory Statement, in the manner and on the terms and conditions described in the Explanatory Statement. Resolution 6 Approval of Additional Issuance Capacity To consider and, if thought fit, to pass with or without amendment, the following resolution as a special resolution: That for the purposes of Listing Rule 7.1A and for all other purposes, approval is given for the issue of Equity Securities up to 10% of the issued capital of the Company (at the time of the issue), calculated in accordance with the formula prescribed in Listing Rule 7.1A.2 and on the terms and conditions set out in the Explanatory Statement. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 3 Voting Prohibitions and Exclusions Resolution Excluded Persons Exceptions Corporations Act voting prohibitions Resolution 1 In accordance with sections 250BD and 250R(4) of the Corporations Act, a vote on the Resolution must not be cast, and the Company will disregard votes cast: • by or on behalf of a member of Key Management Personnel the details of whose remuneration is included in the Remuneration Report or their Closely Related Parties, regardless of the capacity in which the vote is cast; or • by a proxy for a member of Key Management Personnel at the date of the Meeting or their Closely Related Parties. Any ineligible votes will not be counted in working out a percentage of votes cast or whether the Resolution is approved. A vote is not prohibited and will not be disregarded if the vote is cast by a proxy on behalf of a person entitled to vote on the Resolution: • in accordance with the directions on how the proxy is to vote, as specified in the proxy appointment; or • by the Meeting Chair in accordance with the express authorisation in the proxy appointment to exercise the proxy even though it is connected with the remuneration of a member of Key Management Personnel. Resolution 5 For the purposes of section 250BD of the Corporations Act, a vote on the Resolution must not be cast by a person appointed as a proxy, on the basis of that appointment, if: • the proxy is either a member of the Key Management Personnel, or a Closely Related Party of such a member; and • the appointment does not specify the way the proxy is to vote on the Resolution. The Company will disregard votes cast by such persons. Any ineligible votes will not be counted in working out a percentage of votes cast or whether the Resolution is approved. A vote is not prohibited and will not be disregarded if the vote is cast by the Meeting Chair as proxy on behalf of a person entitled to vote on the Resolution in accordance with the express authorisation in the proxy appointment to exercise the proxy even though it is connected with the remuneration of a member of Key Management Personnel. Listing Rule voting exclusion statements Resolution 3 For the purposes of Listing Rules 7.5.8 and 14.11, the Company will disregard any votes cast in favour of the Resolution by or on behalf of a person who participated in the issue or is a counterparty to the agreement being approved, or an ‘associate’ (as defined in the Listing Rules) of such persons. In relation to Resolution 3, this includes Cumulus Wealth Pty Ltd or an associate of that person or those persons. The Company need not disregard a vote cast in favour of the Resolution if it is cast by: • a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; • the Meeting Chair as proxy or attorney for a person who is entitled to vote on the Resolution, CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 4 Resolution 4 For the purposes of Listing Rules 7.3.9 and 14.11, the Company will disregard any votes cast in favour of the Resolution by or on behalf of a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issue (except a benefit solely by reason of being a holder of Shares), or an ‘associate’ (as defined in the Listing Rules) of such persons. In relation to Resolution 4, this includes Cumulus Wealth Pty Ltd or an associate of that person or those persons. in accordance with a direction given to the Meeting Chair on the Resolution as the Meeting Chair decides; or • a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: o the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an ‘associate’ (as defined in the Listing Rules) of a person excluded from voting, on the Resolution; and o the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. Resolution 5 For the purposes of Listing Rules 7.2 (exception 13) and 14.11, the Company will disregard any votes cast in favour of the Resolution by or on behalf of a person who a person who is eligible to participate in the Employee Incentive Plan, or an ‘associate’ (as defined in the Listing Rules) of such person. Resolution 6 At the date of this Notice, the Company is not proposing to make an issue of Equity Securities under Listing Rule 7.1A.2. Accordingly, a voting exclusion statement for the purposes of Listing Rules 7.3A.7 and 14.11 does not apply to the Resolution. Explanatory Statement For further information in relation to the items of business to be considered at the Meeting, please refer to the Explanatory Statement which accompanies this Notice. The Explanatory Statement forms part of this Notice. Glossary Unless inconsistent with the context, capitalised terms used in this Notice will have the meanings given to them in the Glossary set out in the Explanatory Statement. By order of the Company’s Board of Directors Susan Park Company Secretary 9 October 2026 CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 5 Meeting and Voting Information Voting entitlement The Board has determined that, for the purposes of voting at the Meeting, Shares will be taken to be held by persons who are registered as the holders of Shares at 4:00pm (WST) on Monday, 9 November 2026 Participation The Meeting will be a physical meeting held at The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia. Shareholders will not be able to attend and participate online. Appointment of corporate shareholder representatives A Shareholder that is a corporation may appoint an individual to act as its representative in accordance with section 250D of the Corporations Act. The Shareholder must lodge a satisfactory and duly executed appointment document with the Securities Registry in accordance with the instructions below. Appointment of attorneys A Shareholder may appoint an attorney to act on the Shareholders’ behalf at the Meeting. To do so, the Shareholder must lodge a duly executed power of attorney with the Securities Registry in accordance with the instructions below. Appointment of proxies A Shareholder entitled to attend and vote at the Meeting is entitled to appoint up to two proxies. A proxy does not need to be a Shareholder. To appoint a second proxy, a Shareholder must state on each Proxy Form (in the appropriate box) the percentage of voting rights which are the subject of the relevant proxy. If both Proxy Forms do not specify that percentage, each proxy may exercise half of the Shareholder’s votes. Fractions of votes will be disregarded. Appointing the Meeting Chair as proxy Shareholders may appoint the Meeting Chair as their proxy by marking the relevant box on the Proxy Form. Proxy Forms submitted without specifying the name of the proxy or expressly nominating the Meeting Chair as proxy will be deemed an appointment of the Meeting Chair. The Meeting Chair will be deemed proxy for a Shareholder if the proxy named in the Proxy Form does not attend the Meeting. Directing a proxy how to vote Shareholders may direct a proxy whether to vote for or against, or to abstain from voting, on a Resolution by marking the relevant box on the Proxy Form. Shareholders may also specify the proportion or number of votes that a proxy may exercise. All votes must be cast in accordance with such directions. Directed proxies that are not voted on a poll at the Meeting by an appointed proxy will default to the Meeting Chair who will be required to vote proxies as directed on a poll. Subject to any legal restrictions on proxy voting, a proxy may vote on a Resolution at their discretion unless the Proxy Form directs the proxy how to vote on the Resolution. Voting restrictions that may affect proxy appointment Voting restrictions under the Corporations Act and/or Listing Rules apply to certain Resolutions. Please refer to the ‘Voting Exclusions’ section above for further details in this regard. Shareholders intending to appoint the Meeting Chair, a Director or any other member of Key Management Personnel or any of their Closely Related Parties as proxy are encouraged to direct them how to vote on all the Resolutions. A Shareholder who appoints a proxy but subsequently attends the Meeting may vote on the items of business at the Meeting. Any such vote by the Shareholder will invalidate the votes cast by their proxy. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 6 Lodgement of appointment documents Duly completed corporate representative appointment documents, powers of attorney and Proxy Forms (together with any power of attorney or other authority under which they are executed, if applicable) must be received by the Securities Registry on or before 11:00am (WST) Monday, 9 November 2026. Documents received after that time will be invalid. To appoint a proxy please complete and sign the enclosed Proxy Form and either: • deliver the Proxy Form: o by hand to c/- Automic, Level 5, 126 Phillip Street, Sydney NSW 2000; or o by post to c/- Automic, GPO Box 5193, Sydney NSW 2001; o by email to meetings@automicgroup.com.au; or o by fax to +61 8583 3040; or • lodge the Proxy Form online at https://investor.automic.com.au/#/loginsah or scan the QR code below using your smartphone and follow the prompts: Proxy voting intention of Meeting Chair The Meeting Chair intends to vote all undirected proxies FOR each of the Resolutions. In exceptional cases, the Meeting Chair may change his or her voting intention, in which case the Company will make an announcement to ASX in this regard. Voting procedure Voting on each Resolution at the Meeting will be conducted by way of a poll. Questions by Shareholders The Meeting Chair will allow a reasonable opportunity at the Meeting for Shareholders to ask questions or make comments on the management of the Company and the Remuneration Report. The Meeting Chair will also allow a reasonable opportunity for Shareholders to put questions to the representative of the Auditor about: • the conduct of the audit; • the preparation and content of the Auditor’s report; • the accounting policies adopted by the Company in relation to the preparation of financial statements; and • the independence of the Auditor in relation to the conduct of the audit. To assist the Board and the Auditor in responding to any questions that you may have, please submit any questions to the Company via email to info@codaminerals.com by 5:00pm (WST) Wednesday, 4 November 2026. The Company will make available at the Meeting questions directed to the Auditor which the Auditor considers relevant to the conduct of the audit of the 2026 Annual Report received in writing before this time. The Meeting Chair will allow a reasonable opportunity for the Auditor to respond to questions. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 7 Explanatory Statement This Explanatory Statement has been prepared for the information of Shareholders in relation to the business to be conducted at the Annual General Meeting. The purpose of this Explanatory Statement is to provide Shareholders with all information known to the Company which is material to a decision on how to vote on the Resolutions in the accompanying Notice of Annual General Meeting. This Explanatory Statement should be read in conjunction with the Notice of Annual General Meeting. Capitalised terms in this Explanatory Statement are defined in the Glossary or otherwise in the Explanatory Statement. 1. Annual Financial Report The Corporations Act requires that the annual financial statements, Directors’ report and Auditor’s report of the Company for the year ended 30 June 2026 be tabled at the Meeting. These reports are contained in the 2026 Annual Report which is available on the Company’s website, https://codaminerals.com/annual-reports. Shareholders will be given reasonable opportunity to raise questions on these reports and ask questions of the Auditor. 2. Resolution 1: Adoption of Remuneration Report 2.1 Background Resolution 1 is an ordinary resolution to approve the Remuneration Report. The Remuneration Report is set out in the Directors’ report which forms part of the 2026 Annual Report. The vote on Resolution 1 is advisory only and does not bind the Board or the Company. Notwithstanding, the Board will take the outcome of the vote into consideration when considering the remuneration policy of the Company going forward. On that basis, the Company encourages all Shareholders to cast their votes on Resolution 1. 2.2 Corporations Act requirements Section 250R(2) of Corporations Act requires a listed public company to put a resolution to its shareholders that the remuneration report set out in the directors’ report for the preceding financial year be adopted. The resolution is advisory only and does not bind the relevant company or its directors. If 25% or more of votes that are cast on the resolution are voted against the adoption of the remuneration report at two consecutive annual general meetings of a company, its shareholders will be required to vote at the second of those annual general meetings on a resolution (a Spill Resolution) that a further meeting be held within 90 days at which all of the offices of director are vacated (other than the office of managing director) and each such office will be put to a vote. It is noted that at the Company’s 2025 annual general meeting, the votes cast against the remuneration report represented less than 25% of the total votes cast and accordingly, a Spill Resolution will not under any circumstances be required for this year’s Annual General Meeting. 2.3 Directors’ recommendation The Directors decline to make a recommendation as to how Shareholders should vote in respect of Resolution 1 as they each have an interest in the outcome of the Resolution. 3. Resolution 2: Re-Election of Director – Keith Jones 3.1 Background Resolution 2 is an ordinary resolution to approve the re-election of Keith Jones as Director. Pursuant to article 46 of the Constitution, the Board appointed Mr Jones as Non-Executive Director and Chairman on 26 April 2018. Mr Jones will retire at the Meeting, and being eligible, submits himself for re-election. If Resolution 2 is passed, Mr Jones will be elected as a Director of the Company with effect from the conclusion of the Meeting If Resolution 2 is not passed, Mr Jones will not be re-elected to his current directorship position. The Resolution will not affect any other office or employment position which Mr Jones holds with the Company or its Related Bodies Corporate. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 8 3.2 Listing Rule requirements Listing Rule 14.5 requires that an entity which has directors must hold an election of directors at each annual general meeting. The note to the rule provides that if no director is required to stand for re-election under Listing Rule 14.4, an entity must select at least one director to stand for re-election by calling for a volunteer or by drawing lots. The rule does not apply to the entity’s managing director, unless there is more than one managing director, in which case only one is entitled not to be subject to re-election. Under Listing Rule 14.4, Andrew (Robin) Marshall would be required to stand for re-election as he was last elected at the Company’s 2023 annual general meeting. However, Mr Marshall has announced his intention to retire from the Board at this Meeting. Accordingly, Mr Jones will retire and stand for re-election. 3.3 Constitution requirements Article 47(b) of the Constitution substantially reflects the requirements of Listing Rule 14.5 and provides that, if no Director would otherwise be required to retire pursuant to article 47(a) of the Constitution (retirement by rotation) but the Listing Rules require that an election of Directors be held at an annual general meeting, the Director to retire at that meeting is the Director who has held office for the longest period since their election or appointment (other than the managing director), unless any other Director agrees to retire by rotation. As Mr Jones is the Director who has held office for the longest period since election or appointment, Mr Jones is required to retire pursuant to article 47(b) of the Constitution. 3.4 Biography Mr Keith Jones BBus, FCA, FAICD Non-Executive Chairman, Keith Jones is an experienced public company Chairman with a background of over 40 years professional experience providing advisory and consulting services to the mining and resources sector. Mr Jones is the former chairman of Deloitte Australia and served for 10 years on the board of Deloitte Australia. He is also the former chairman of Gindalbie Metals Limited and Cannings Purple, and former non-executive Director of Ora Banda Minerals Limited (ASX: OBM). Mr Jones has significant executive leadership experience serving for 15 years as the managing partner of Deloitte in Western Australia, and as leader of the National Chinese Services and National Energy and Resources groups. Mr Jones is considered to be independent for the purposes of the ASX Corporate Governance Principles and Recommendations (4th edition). 3.5 Directors’ recommendation The Directors (other than Keith Jones) support the re-election of Mr Jones and recommend that Shareholders vote in favour of Resolution 2. Mr Jones declines to make a voting recommendation noting his interest in the Resolution. 4. Resolution 3: Ratification of issue of Shares to Cumulus Wealth Pty Ltd 4.1 Background 800,000 Shares were issued by the Company to Cumulus Wealth in lieu of paying cash fees for investor relations services provided to the Company during the six month period from 17 October 2025 to 16 April 2026 pursuant to an investor relations mandate (IR Mandate). The issue of the 800,000 Shares to Cumulus Wealth was made pursuant to the Company’s Listing Rule 7.1 issuing capacity. 4.2 Resolution Resolution 3 is an ordinary resolution to ratify and approve the issue of the 800,000 Shares to Cumulus Wealth using the Company’s issuing capacity under Listing Rule 7.1, for the purpose of Listing Rule 7.4. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 9 4.3 Listing Rule requirements Subject to a number of exceptions, Listing Rule 7.1 limits the amount of Equity Securities that a listed entity can issue without the approval of its shareholders over any 12 month period to 15% of the fully paid ordinary securities it had on issue at the start of that period. Listing Rule 7.4 allows the shareholders of an entity to subsequently ratify and approve an issue of Equity Securities after it has been made or agreed to be made, provided that the issue did not breach Listing Rule 7.1. If they do, the issue is taken to have been approved under Listing Rule 7.1 and therefore does not reduce the listed entity’s capacity to issue further Equity Securities without shareholder approval under that rule. The issue of the 800,000 Shares to Cumulus Wealth does not fall within any of the exceptions to Listing Rule 7.1, as set out in Listing Rule 7.2. Accordingly, the issue effectively uses up part of the Company’s Listing Rule 7.1 capacity. 4.4 Information required by Listing Rule 14.1A If Resolution 3 is passed, the issue will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1, effectively increasing the number of equity securities it can issue without shareholder approval under that rule. If Resolution 3 is not passed, the issue will be included in calculating the Company’s 15% limit in Listing Rule 7.1 , effectively decreasing the number of equity securities it can issue without shareholder approval under that rule. 4.5 Listing Rule information requirements The following information is provided in relation to Resolution 3, as required by Listing Rule 7.5: Information required Details Names of persons to whom securities were issued or agreed to be issued, or the basis on which those persons were identified/selected Cumulus Wealth Pty Ltd. Cumulus Wealth is not a ‘related party’ of the Company for the purposes of the Listing Rules. Number and class of securities issued or agreed to be issued 800,000 Shares. Summary of material terms of the securities Fully paid ordinary shares that rank equally with all other Shares on issue. Date the securities were or will be issued 25 August 2026 Price or consideration the Company received or will receive for the issue In lieu of $60,000 cash fees payable to Cumulus Wealth for investor relations services provided to the Company during the six month period 17 October 2025 to 16 April 2026 quarter under the IR Mandate. Under the terms of the IR Mandate, the Shares have a deemed issue price of $0.075 per Share. Purpose of the issue, including the use or intended use of any funds raised by the issue To satisfy the Company’s obligation to pay fees of $60,000 under the IR Mandate which were otherwise payable in cash. The Company did not receive any cash consideration for the issue of the 800,000 Shares. Summary of any other material terms of the agreement the securities are or will be issued under The IR Mandate was entered into for the purpose of Cumulus Wealth providing investor relations services to the Company for fees of $10,000 per month, which may be payable by the Company in Shares. The other terms of the IR Mandate and not material to the issue of the 800,000 Shares, and the nature of the terms are customary for an agreement of this nature. Voting exclusion statement Included in the Notice preceding this Explanatory Statement. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 10 4.6 Directors’ recommendation The Directors unanimously recommend that Shareholders vote in favour of Resolution 3 so that the Company’s 15% issuing capacity under Listing Rule 7.1 is restored to the extent of 800,000 Equity Securities. This will give the Company the flexibility to raise additional working capital through the offer and issue of Equity Securities, if and as required. 5. Resolution 4: Approval to issue Shares to Cumulus Wealth Pty Ltd 5.1 Background The Company proposes to issue up to 480,000 Shares to Cumulus Wealth in lieu of paying cash fees for investor relations services provided to the Company for the 6 month period starting 17 April 2026 to 16 October 2026 pursuant to the IR Mandate. 5.2 Resolution Resolution 4 is an ordinary resolution to approve the issue of the 480,000 Shares to Cumulus Wealth for the purpose of Listing Rule 7.1. 5.3 Listing Rule requirements A summary of Listing Rule 7.1 can be found at Section 4.3. The agreement to issue the 480,000 Shares to Cumulus Wealth pursuant to Resolution 4 is conditional upon Shareholder approval being obtained under Listing Rule 7.1, in accordance with the exception under in Listing Rule 7.2 exception 17. 5.4 Information required by Listing Rule 14.1A If Resolution 4 is passed, the Company will be able to issue the 480,000 Shares, and those Shares will be excluded in calculating the Company’s 15% limit in Listing Rule 7.1. If Resolution 4 is not passed, the Company will not issue the 480,000 Shares, and will be required to pay Cumulus Wealth a cash fee of $60,000 for its advisory services. 5.5 Listing Rule information requirements The following information is provided in relation to Resolution 4, as required by Listing Rule 7.5: Information required Details Names of persons to whom securities will be issued or the basis on which those persons were or will be identified/selected Cumulus Wealth Pty Ltd. Cumulus Wealth is not a ‘related party’ of the Company for the purposes of the Listing Rules. Number and class of securities to be issued Up to 480,000 Shares. Summary of material terms of the securities The 480,000 Shares are fully paid ordinary shares that will rank equally with all other Shares on issue. Date(s) on or by which the securities will be issued The 480,000 Shares will be issued as soon as possible following approval of Resolution 4 by Shareholders but, in any case, not later than 3 months after that date or such later date as approved by ASX. Price or other consideration to be received for the issue In lieu of $60,000 cash fees otherwise payable to Cumulus Wealth for investor relations services provided to the Company for the 6 month period 17 April 2026 to 16 October 2026 under the IR Mandate. Under the terms of the IR Mandate, the Shares will have a deemed issue price of $0.125 each. CODA MINERALS LTD – NOTICE OF ANNUAL GENERAL MEETING, EXPLANATORY STATEMENT AND PROXY FORM 11 Purpose of the issue, including the intended use of any