ELEMENTOS LIMITED — Share Issue/Capital Change 2011

Jan 18, 2011

Appendix 3B – New Issue Announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

ELEMENTOS LIMITED ABN 49 138 468 756

We (the entity) give ASX the following information:

Part 1 - All issues

• 1 Class of securities issued or to be issued 2 Number of securities issued or to be issued (if known) or maximum number which may be issued

• 3 Principal terms of the securities

• 4 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?

• 5 Issue price or consideration 6 Purpose of the issue 7 Dates of entering securities into uncertificated holdings or despatch of certificates.

• 8 Number and class of all securities quoted on ASX

OrdinaryShares
8,100,000
As perexisting ordinary shares
Yes
26 centsper share
Acceleration of exploration programs and capacity to pursue new growth opportunities.
18 January 2011
Number	Class
56,785,454	Ordinary Shares

Appendix 3B – New Issue Announcement

• 9 Number and class of all securities not quoted on ASX

Number Class	Number Class
5,314,547 5,500,000 1,500,000 1,300,000 1,000,000	Ordinary Shares Options exercisable at 25 cents expiring 23 October 2015 Options exercisable at 30 cents expiring 31 December 2011 Options exercisable at 30 cents expiring 7 September 2015 Options exercisable at 25 cents expiring 30 November 2015

• 10 Dividend policy on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

• 11 Is security holder approval required?

12	Is the issue renounceable or non-renounceable?
13	Ratio in which the securities will be offered
14	Class of securities to which the offer relates
15	Record date to determine entitlements
16	Will holdings on different registers (or subregisters)
	be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to
	fractions
18	Names of countries in which the entity has security
	holders who will not be sent new issue documents
19	Closing date for receipt of acceptances or
	renunciations
20	Names of any underwriters
21	Amount of any underwriting fee or commission
22	Names of any brokers to the issue
23	Fee or commission payable to the broker to the issue
24	Amount of any handling fee payable to brokers who
	lodge acceptances or renunciations on behalf of
	security holders
25	If the issue is contingent on security holders’
	approval, the date of the meeting

Appendix 3B – New Issue Announcement

26	Date entitlement and acceptance form and prospectus
	or Product Disclosure Statement will be sent to
	persons entitled
27	If the entity has issued options, and the terms entitle
	option holders to participate on exercise, the date on
	which notices will be sent to option holders
28	Date rights trading will begin (if applicable)
29	Date rights trading will end (if applicable)
30	How do security holders sell their entitlements in full
	through a broker?
31	How do security holders sell part of their
	entitlements through a broker and accept for the
	balance?
32	How do security holders dispose of their entitlements
	(except by sale through a broker)?
33	Despatch date

Part 3 - Quotation of securities

• 34 Type of securities ( tick one )

• (a) Securities described in Part 1

• (b) X All other securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the securities are equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders

36 If the securities are equity securities, a distribution schedule of the additional securities setting out the number of holders in the categories

1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional securities

Entities that have ticked box 34(b)

• 38 Number of securities for which quotation is sought

• 39 Class of securities for which quotation is sought

Appendix 3B – New Issue Announcement

40 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities? If not, please state:

• the date from which they do

• the extent to which they participate for the next dividend, or interest payment

• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

41 Reason for request for quotation now

Number Class

42 Number and class of all securities quoted on ASX ( including the securities in clause 38)

Quotation agreement

• 1 Quotation of our additional securities is in ASX’s absolute discretion. ASX may quote the securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those securities should not be granted quotation.

• An offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any securities to be quoted and that no-one has any right to return any securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the securities be quoted.

• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the securities to be quoted, it has been provided at the time that we request that the securities be quoted.

• If we are a trust, we warrant that no person has the right to return the securities to be quoted under section 1019B of the Corporations Act at the time that we request that the securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before quotation of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date:19 January 2011 (Director/Company Secretary)

Print name: PAUL CRAWFORD