ELEMENTOS LIMITED — Share Issue/Capital Change 2012

Nov 22, 2012

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.

Ordinary Shares 1. 1,399 2. 60,892 As per existing ordinary shares Yes 1. $0.060 2. $0.043 1. Exercise of Options 2. Executive Staff Salary Sacrifice Plan 1. 22 November 2012 2. 22 November 2012

• 8 Number and class of all securities quoted on ASX

Number	Class
148,352,638 32,952,052	Ordinary Shares Options

Appendix 3B – New Issue Announcement

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

• 10 Dividend policy on the increased capital (interests)

Number Class	Number Class
4,500,000 1,500,000 1,200,000 500,000 1,000,000	Options exercisable at $0.226 expiring 23 October 2015 Options exercisable at $0276 expiring 31 December 2013 Options exercisable at $0.226 expiring 7 September 2015 Options exercisable at $0.226 expiring 30 November 2015 Options exercisable at $0.326 expiring 18 January2017
Not Applicable

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

Appendix 3B – New Issue Announcement

25	If the issue is contingent on security holders’
	approval, the date of the meeting
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) X Securities described in Part 1

(b) 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

Appendix 3B – New Issue Announcement

• 39 Class of securities for which quotation is sought

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

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

Number Class

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.

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Sign here: Company Secretary

Date: 22 November 2012

Print name: Paul Crawford