DELOREAN CORPORATION LIMITED ACN 638 111 127 NOTICE OF ANNUAL GENERAL MEETING PROXY FORM AND EXPLANATORY STATEMENT Time of meeting: 9:00am (AWST) Date of meeting: 28 November 2025 Place of Meeting: Unit 1, 1205 Hay Street, West Perth WA 6005 The business of the Meeting affects your shareholding and your vote is important. This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting. 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 4:00pm AWST on 26 November 2025. Shareholders should ensure they have submitted their valid proxy forms within the time requirements stipulated in this Notice of Meeting, in addition to any questions they wish to have put to the meeting. 1 | BUSINESS OF THE ANNUAL GENERAL MEETING AGENDA 1. FINANCIAL STATEMENTS AND REPORTS To receive and consider the annual Financial Report for the Company for the financial year ended 30 June 2025 together with the declaration of the Directors, the Director’s report, the Remuneration Report and the Auditor's Report. 2. RESOLUTION 1: ADOPTION OF REMUNERATION REPORT To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution: “That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report contained within the Company’s annual Financial Report for the financial year ended 30 June 2025.” Note 1: The vote on this resolution is advisory only and does not bind the Directors of the Company. A voting prohibition statement applies to this Resolution. Please see below. 3. RESOLUTION 2: RE-ELECTION OF DIRECTOR – MR STEVE GOSTLOW To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of Article 14.2 of the Company’s Constitution, Listing Rule 14.4 and for all other purposes, Steve Gostlow, a Director, retires by rotation, and being eligible, is re-elected as a Director.” 4. RESOLUTION 3: RE-ELECTION OF DIRECTOR – MS SURENA HO To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purpose of Article 14.4 of the Company’s Constitution, Listing Rule 14.4 and for all other purposes, Surena Ho, a Director, retires, and being eligible, is re-elected as a Director.” 5. RESOLUTION 4: RATIFICATION OF PRIOR ISSUE OF OPTIONS TRANCHE 2 – TANARRA 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 4,000,000 unlisted options exercisable at $0.184 on or before 13 September 2028 on the terms and conditions set out in the Explanatory Statement. ” A voting exclusion statement applies to this Resolution. Please see below. 2 | 6. RESOLUTION 5: APPROVAL OF 7.1A MANDATE To consider and, if thought fit, to pass, with or without amendment, the following resolution as a special resolution: “That, for the purpose of ASX Listing Rule 7.1A and for all other purposes, approval is given for the issue of Equity Securities totalling up to 10% of the issued capital of the Company at the time of 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. ” A voting exclusion statement applies to this Resolution. Please see below. 7. RESOLUTION 6: APPOINTMENT OF AUDITOR To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution: “That, for the purposes of section 327B(1) of the Corporations Act and for all other purposes, BDO Audit Pty Ltd, having being duly nominated by a Shareholder of the Company and having being previously appointed as auditor by the Directors of the Company under section 327C of the Corporations Act and having consented in writing to act, be appointed as auditor of the Company. ” 3 | Voting Exclusion Statements However, this does not apply to a vote cast if it is cast by: (a) a person as a proxy or attorney for a person who is entitled to vote on this Resolution in accordance with the directions given to the proxy or attorney on this Resolution in that way on the Proxy form; or (b) it is cast by the Chair of the meeting as proxy for a person who is entitled to vote on this Resolution, in accordance with a direction to the Chair to vote on this Resolution as the Chair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of an Excluded Party excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. Voting Prohibition Statements Resolution 1: Adoption of Remuneration Report A vote on this Resolution must not be cast (in any capacity) by or on behalf of either of the following persons: (a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or (b) a Closely Related Party of such a member. However, a person (the voter) described above may cast a vote on these Resolutions as a proxy if the vote is not cast on behalf of a person described above and either: (a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on these Resolutions; or (b) the voter is the Chair and the appointment of the Chair as proxy: (i) does not specify the way the proxy is to vote on these Resolutions; and (ii) expressly authorises the Chair to exercise the proxy even though these Resolutions are connected directly or indirectly with the remuneration of a member of the Key Management Personnel. Resolution 4: Ratification of Prior Issue of Options The Company will disregard any votes cast in favour of this Resolution by or on behalf of a person who represents Tanarra, or an associate of those persons. Resolution 5: Approval of 7.1A Mandate The Company will disregard any votes cast in favour of this 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 ordinary securities in the Company), or an associate of those persons. At the date of this Notice, the Company has not approached any particular existing Shareholder or security holder or an identifiable class of existing security holder to participate in a proposed issue of Equity Securities under the proposed 7.1A Mandate. No existing Shareholders’ votes will therefore be excluded under the voting exclusion in the Notice. 4 | 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 2001, 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 two (2) or more votes may appoint two (2) proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints two (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 2001, each proxy may exercise one-half of the votes. Shareholders and their proxies should be aware 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. Voting in person To vote in person, attend the Meeting at the time, date and place set out above. You may still attend the meeting and vote in person even if you have appointed a proxy. If you have previously submitted a Proxy Form, your attendance will not revoke your proxy appointment unless you actually vote at the meeting for which the proxy is proposed to be used, in which case, the proxy’s appointment is deemed to be revoked with respect to voting on that resolution. Please bring your personalised Proxy Form with you as it will help you to register your attendance at the meeting. If you do not bring your Proxy Form with you, you can still attend the meeting but representatives of the Company will need to verify your identity. You can register from 8:30 am AWST on the day of the meeting. Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary by email on CompanySecretarial@deloreancorporation.com.au or telephone on +61 8 6147 7575. By Order of the Board Aidan Flynn Company Secretary Dated: 28 October 2025 5 | EXPLANATORY STATEMENT This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions which are the subject of the business of the Meeting. ASX takes no responsibility for the contents of this notice. 1. FINANCIAL STATEMENTS AND REPORTS The business of the Annual General Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 June 2025, together with the declaration of the Directors, the Directors’ report, the Remuneration Report and the auditor's report. A copy of the Company’s 2025 Annual Report is available on the Company’s ASX platform (ASX:DEL) and on the website deloreancorporation.com.au Alternatively, a hard copy will be made available upon request. The Company’s auditor, BDO, will be present at the Annual General Meeting and Shareholders will have the opportunity to ask the auditor questions in relation to the conduct of the audit, the auditor’s report, the Company’s accounting policies, and the independence of the auditor. In addition to taking questions at the Meeting, written questions to the Chair about the management of the Company, or to the Company’s auditor about: (a) the preparation and content of the auditor’s report; (b) the conduct of the audit; (c) accounting policies adopted by the Company in relation to the preparation of the Annual Financial Statements; and (d) the independence of the auditor in relation to the conduct of the audit, may be submitted no later than 5 business days before the meeting date to the Company Secretary. 2. RESOLUTION 1: ADOPTION OF REMUNERATION REPORT 2.1 General The Corporations Act requires that at a listed company’s Annual General Meeting, a resolution that the Remuneration Report be adopted must be put to the Shareholders. However, such a resolution is advisory only and does not bind the Directors or the Company. The Remuneration Report sets out the Company’s remuneration arrangements for the Directors and senior management of the Company. The Remuneration Report is part of the Directors’ report contained in the annual financial report of the Company for a financial year. The Chair of the meeting must allow a reasonable opportunity for its shareholders to ask questions about or make comments on the Remuneration Report at the Annual General Meeting. 2.2 Voting consequences A company is required to put to its shareholders a resolution proposing the calling of another meeting of shareholders to consider the appointment of directors of the company (Spill Resolution) if, at consecutive annual general meetings, at least 25% of the votes cast on a remuneration report resolution are voted against adoption of the remuneration report and at the first of those annual general meetings a Spill Resolution was 6 | not put to vote. If required, the Spill Resolution must be put to vote at the second of those annual general meetings. If more than 50% of votes cast are in favour of the Spill Resolution, the company must convene a shareholder meeting (Spill Meeting) within 90 days of the second annual general meeting. All of the Directors of the Company who were in office when the Directors' report (as included in the Company’s annual financial report for the most recent financial year) was approved, other than the Managing Director of the Company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting. Following the Spill Meeting those persons whose election or re-election as Directors of the company is approved will be the Directors of the Company. 2.3 Previous voting results Greater than 75% of shares were voted in favour of the adoption of the remuneration report at the 2024 AGM. 3. RESOLUTION 2: Re-election of Director – Steve Gostlow 3.1 General ASX Listing Rule 14.4 provides that a director of an entity must not hold office (without re-election) past the third Annual General Meeting following the Director’s appointment or 3 years, whichever is longer. Clause 14.2 of the Company’s Constitution requires that at every Annual General Meeting of the Company one-third of the Directors excluding the Managing Director (rounded up to the nearest whole number) shall retire from office. The Directors to retire are those who have been longest in office since their last election. A Director who retires by rotation under clause 14.2 is eligible for re-election. Accordingly, Mr Gostlow, the Director longest in office since his last re-election, retires by rotation and seeks re-election as a Director. 3.2 Qualifications and other material directorships Mr Gostlow has over 20 years’ experience in the waste management industry. He was the Managing Director of Tox Free Solutions Ltd (Toxfree) for 16 years where he developed Toxfree into one of Australia’s largest waste management companies. Mr Gostlow has formal governance qualifications as a Graduate of the Australian Institute of Company Directors as well as significant expertise in waste treatment, waste treatment technologies and regulatory compliance. Mr Gostlow has also worked as an Environmental Scientist in the mining sector as well as the State Government of Western Australia. Mt Gostlow is Chair of the Remuneration and Nomination Committee and a member of the Audit and Risk Committee. Mr Gostlow is also currently the Chairman of Pure Environmental Pty Ltd, an industrial and hazardous management business with operations in Queensland and Western Australia. 3.3 Independence If re-elected, the Board considers Mr Gostlow will be an independent Director. 3.4 Technical information required by Listing Rule 14.1A If Resolution 2 is passed, Mr Gostlow will be re-elected to the Board as a Non-Executive Director. If Resolution 2 is not passed, Mr Gostlow will not be re-elected to the Board as a Non-Executive Director and the Board will have the capacity under its constitution of appointing another Director. This Director would be required under the constitution and ASX Listing Rules to stand for election at the next AGM. 3.5 Board recommendation The Board (with Mr Gostlow abstaining) unanimously supports the re-election of Mr Gostlow. 7 | 4. RESOLUTION 3: Re-election of Director – Surena Ho 4.1 General An overview of ASX Listing Rule 14.4 is provided in section 3.1 above. Clause 14.4 of the Company’s Constitution allows the Directors to appoint a person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors, and any Director appointed holds office only until the next following annual general meeting. A Director who retires under clause 14.4 is eligible for re-election. Accordingly, Ms Ho, a Director appointed in the intervening period since the last annual general meeting, retires and seeks re-election as a Director. 4.2 Qualifications and other material directorships Ms Ho brings extensive experience in both the Australian and international gas industries, having held senior leadership and governance roles at leading organisations including Osaka Gas, Chevron, Alinta, and Woodside. Ms Ho has over 20 years of experience, including 15 years in the oil and gas sector, Ms Ho has held senior executive roles in financial leadership, capital planning, commercial strategy, business performance improvement, business development (including mergers and acquisitions), and joint venture contract negotiations. Her expertise spans domestic gas retail, stakeholder engagement, and the development and commercialisation of gas projects in both domestic and international markets. Ms Ho has held directorships in joint venture entities and has engaged in regulatory and policy matters, including contributing to industry positions on the Federal Safeguard Mechanism. She has also contributed to industry governance through not- for-profit board roles and currently serves as Strategic Partnership Lead at Fortescue, contributing to strategic growth and decarbonisation initiatives across its mining and future energy portfolio. Ms Ho is the Chair of the Audit and Risk Committee and a member of the Remuneration and Nomination Committee. Ms Ho holds a Bachelor of Commerce and is a member of Chartered Accountants Australia and New Zealand. Ms Ho does not hold any other material directorships. 4.3 Independence If re-elected, the Board considers Ms Ho will be an independent Director. 4.4 Technical information required by Listing Rule 14.1A If Resolution 3 is passed, Ms Ho will be re-elected to the Board as a Non-Executive Director. If Resolution 3 is not passed, Ms Ho will not be re-elected to the Board as a Non-Executive Director and the Board will have the capacity under its constitution of appointing another Director. This Director would be required under the constitution and ASX Listing Rules to stand for election at the next AGM. 4.5 Board recommendation The Board (with Ms Ho abstaining) unanimously supports the re-election of Ms Ho. 5. RESOLUTION 4: Ratification of Prior Issue of Options Tranche 2 – Tanarra 5.1 General On 5 September 2024 it was announced that Delorean had executed a Facility Agreement and Option Deed for the provision of a 3-year term corporate finance facility package (Facility A & B) of up to $30m with Tanarra Restructuring Partners (Tanarra). On 16 September 2024, it was announced that first funds were received and all legal documents governing the facility had been executed, with all conditions precedent for Financial Close having been satisfied on 13 September 2024. Under the terms of the Facility Agreement, on 13 September 2024, Delorean issued 23,968,991 unlisted options (Tranche 1) with an exercise price of $0.1264 to Tanarra, with an expiry date of 13 September 2028, 8 | and subject to a voluntary escrow period of 12 months from date of issue. The issue of these Tranche 1 options was then subsequently ratified by approval of the shareholders at the 2024 AGM. On 16 April 2025 it was announced that Delorean had executed an additional Facility Agreement (Facility C) and Option Deed for the provision of a 2.4-year term additional corporate finance facility package of up to $7m with Tanarra. Under the terms of the Facility C Agreement, on 16 April 2025, Delorean issued 4,000,000 unlisted options (Tranche 2) with an exercise price of $0.184 to Tanarra, with an expiry date of 13 September 2028 and subject to a voluntary escrow period of 12 months from date of issue. Resolution 4 seeks approval to ratify the prior issuance of the Tranche 2 Options to Tanarra. 5.2 Technical Information required by Listing Rule 7.4 ASX Listing Rule 7.1 provides that the Company must not issue or agree to issue, subject to specific exceptions, more equity securities during any 12-month period than an amount which, when aggregated with the number of other securities issued within that 12-month period, represents 15% of the number of ordinary shares on issue at the commencement of that 12-month period, unless the issue falls within one of the nominated exceptions, or the prior approval of members of the Company at a general meeting is obtained. ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1. It provides that where a company in a general meeting ratifies the previous issue of securities made pursuant to ASX Listing Rule 7.1 (and provided that the previous issue did not breach ASX Listing Rule 7.1) those securities will be deemed to have been made with Shareholder approval for the purposes of ASX Listing Rule 7.1. While the Options described in this Resolution 4 have been issued within the 15% limit, the Company seeks Shareholder ratification of the issue of these Options for the purposes of ASX Listing Rule 7.4 so that the Company may retain the flexibility to issue equity securities in the future, up to the 15% annual placement capacity set out in ASX Listing Rule 7.1, without the requirement to obtain prior Shareholder approval, should the need or opportunity arise. 5.3 Technical Information required by Listing Rule 14.1A If Resolution 4 is passed, the Tranche 2 Options issued will be excluded in calculating the Company’s 15% limit in ASX Listing Rule 7.1, effectively increasing the number of equity securities the Company can issue without Shareholder approval over the 12-month period following the date of issue of the Shares. If Resolution 4 is not passed, the Tranche 2 Options will be included in calculating the Company’s 15% limit in ASX Listing Rule 7.1, effectively decreasing the number of equity securities that the Company can issue without Shareholder approval over the 12-month period following the date of issue of the Options. 5.4 Technical Information required for Resolution 4 Pursuant to and in accordance with ASX Listing Rule 7.5, the information below is provided in relation to Resolution 4: (a) The Total number of Options Tranche 2 issued by the Company (allotment date 16 April 2025) was 4,000,000 under Listing Rule 7.1. The options are exercisable at $0.184 on or before 13 September 2028, and are subject to a 12-month voluntary escrow; (b) The Options were issued to a nominee of Tanarra Restructuring Partners; (c) The Options were issued as a component of the Corporate Finance Facility Package entered into with Tanarra. The value of the Options issued is $507,279 using a Black-Scholes valuation model as identified in Schedule 3; (d) A summary of the material terms and conditions of the options is contained at Schedule 2; (e) A summary of the material terms of the Facility Agreement with Tanarra is contained at Schedule 1; and (f) The purpose of the issue of the Options Tranche 2 was as a fee under the terms of an additional corporate debt finance facility package of up to $7 million with Tanarra. If the Options Tranche 2 are exercised the funds received on exercise will be used for general working capital purposes or to repay debt or a combination of both. 9 | 6. RESOLUTION 5: Approval of 7.1A Mandate 6.1 General Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of Equity Securities that a listed company 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. ASX Listing Rule 7.1A provides that an Eligible Entity may seek Shareholder approval at its annual general meeting to allow it to issue Equity Securities up to 10%, in addition to the 15% under ASX Listing Rule 7.1, of its issued capital over a period up to 12 months after the annual general meeting (10% Placement Facility). Any Equity Securities issued must be in the same class as an existing class of quoted Equity Securities. The Company currently has one class of quoted Equity Securities on issue, being the Shares (ASX Code: DEL). If Shareholders approve Resolution 5, the number of Equity Securities the Eligible Entity may issue under the 10% Placement Facility will be determined in accordance with the formula prescribed in ASX Listing Rule 7.1A.2. The effect of Resolution 5 will be to allow the Directors to issue Equity Securities up to 10% of the Company’s fully paid ordinary securities on issue under the 10% Placement Facility during the period up to 12 months after the Meeting, without subsequent Shareholder approval and without using the Company’s 15% annual placement capacity granted under Listing Rule 7.1. Resolution 5 is a Special Resolution. Accordingly, at least 75% of votes cast by Shareholders present and eligible to vote at the Meeting must be in favour of Resolution 5 for it to be passed. If Resolution 5 is passed, the Directors will be able to issue up to 10% of the Company’s fully paid ordinary share securities on issue under the 10% placement capacity during the period of up to 12 months after the approval. If Resolution 5 is not passed, the Directors will not be able to issue up to 10% of the Company’s fully paid ordinary share securities on issue under the 10% placement capacity during the period of up to 12 months after the approval. The exact number of Equity Securities that the Company may issue under an approval of Listing Rule 7.1A will be calculated according to the following formula contained within that Listing Rule. 6.2 Technical information required by ASX Listing Rule 7.1A Pursuant to and in accordance with ASX Listing Rule 7.3A, the information below is provided in relation to this Resolution 5: (a) Eligible Entities An Eligible Entity is one that, as at the date of the relevant annual general meeting: - is not included in the S&P/ASX 300 Index; and - has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000. The Company is an Eligible Entity as it is not included in the S&P/ASX 300 Index and has a current market capitalisation of approximately $34 million. (b) Shareholder approval The ability to issue Equity Securities under the 10% Placement Facility is subject to Shareholder approval by way of a special resolution at the Annual General Meeting, which requires the approval of 75% of the votes cast by Shareholders present and eligible to vote (in person, by proxy, by attorney or, in the cast of a corporate Shareholder, by a corporate representative). A resolution under Listing Rule 7.1A cannot be put at any other Shareholder meeting. 1 0 | (c) Equity Securities Any Equity Securities issued under the 10% Placement Facility must be in the same class as an existing quoted class of Equity Securities of the Company. As at the date of the Notice, the Company has on issue one class of quoted Equity Securities, being Shares. (d) Formula for calculating 10% Placement Facility Listing Rule 7.1A.2 provides that eligible entities which have obtained shareholder approval at an annual general meeting may issue or agree to issue, during the 12-month period after the date of the annual general meeting, a number of Equity Securities calculated in accordance with the following formula: (A x D) – E Where: A is the number of fully paid ordinary securities on issue at the commencement of the relevant period: • plus, the number of fully paid ordinary securities issued in the relevant period under an exception in Listing Rule 7.2 other than exception 9, 16 or 17; • plus, the number of fully paid ordinary securities issued in the relevant period on the conversion of convertible securities within Listing Rule 7.2 exception 9 where: o the convertible securities were issued or agreed to be issued before the commencement of the relevant period; or o the issue of, or agreement to issue, the convertible securities was approved, or taken under the Listing Rules to have been approved, under Listing Rule 7.1 or Listing Rule 7.4; • plus, the number of fully paid ordinary securities issued in the relevant period under an agreement to issue securities within Listing Rule 7.2 exception 16 where: o the agreement was entered into before the commencement of the relevant period; or o the agreement or issue was approved, or taken under the Listing Rules to have been approved, under Listing Rule 7.1 or Listing Rule 7.4; • plus, the number of any other fully paid ordinary securities issued in the relevant period with approval under Listing Rule 7.1 or Listing Rule 7.4; • plus the number of partly paid ordinary securities that became fully paid in the relevant period; • less the number of fully paid ordinary securities cancelled in the relevant period. 1 1 | Note: “A” has the same meaning in Listing Rule 7.1 when calculating an entity’s 15% placement capacity. D is 10%. E is the number of Equity Securities issued or agreed to be issued under Listing Rule 7.1A.2 in the relevant period where the issue or agreement to issue has not been subsequently approved by the holders of its ordinary securities under Listing Rule 7.4; and “relevant period” means: • if the entity has been admitted to the official list for 12 months or more, the 12 month period immediately preceding the date of the issue or agreement; or • if the entity has been admitted to the official list for less than 12 months, the period from the date the entity was admitted to the official list to the date immediately preceding the date of the issue or agreement. 6.3 Listing Rule 7.1 and Listing Rule 7.1A The ability of an entity to issue Equity Securities under Listing Rule 7.1A is in addition to the entity’s 15% placement capacity under Listing Rule 7.1. At the date of this Notice, the Company has on issue 220,278,153 Shares.