ELEVRA LITHIUM LIMITED — AGM Information 2008

Oct 28, 2008

DiamonEx Limited ABN 26 091 951 978

Notice of Annual General Meeting and Explanatory Statement

Annual General Meeting to be held at Level 1, 349 Coronation Drive, Milton Queensland on Friday 28 November 2008 commencing at 4.00 pm Brisbane time.

This Notice of Annual General Meeting and Explanatory Statement should be read in its entirety. If shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser without delay.

Notice of Annual General Meeting

Notice is hereby given that an Annual General Meeting of shareholders of DiamonEx Limited ( Company ) will be held at Level 1, 349 Coronation Drive, Milton, Queensland on Friday 28th November 2008 commencing at 4.00pm (Brisbane time).

BUSINESS

Receive and Consider the Financial Statements

To receive and consider:

• (a) the financial report;

• (b) the Directors’ Report; and

• (c) the auditor’s report

of the Company for the year ended 30 June 2008.

Resolution 1 – Adoption of Remuneration Report

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

“That the Remuneration Report of the Company’s 2008 Annual Report be considered and adopted.”

Please note that the vote on this resolution is advisory only and does not bind the Company or its Directors.

Resolution 2 – Re-election Mr D J Duncan as a Director

Mr Don Duncan retires as a Director pursuant to the provisions of the Constitution of the Company.

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

“That Mr Don Duncan, who retires as a Director of the Company in accordance with the provisions of the Constitution, and being eligible offers himself for re-election, be appointed as a Director of the Company.”

Resolution 3 – Ratification of Issue of Shares

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

“That in accordance with the provisions of the ASX Listing Rules ( Listing Rules ), Listing Rule 7.4 and for all other purposes the shareholders ratify the issue of 18,000,000 fully paid ordinary shares at an issue price of 20 cents per share to Investec Asset Management Botswana, Botswana Insurance Fund Management and Mr Robert Michael Whillier ( Institutional Investors ).

Voting Exclusion

The Company will disregard any votes cast on this resolution by the Institutional Investors and any associate of the Institutional Investors. 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.

Resolution 4 – Ratification of Issue of Shares

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

“That in accordance with the provisions of Listing Rule 7.4 and for all other purposes the shareholders ratify the issue of 5,300,000 fully paid ordinary shares at an issue price of 10 cents per share to Hartco Nominees Pty Ltd.”

Voting Exclusion

The Company will disregard any votes cast on this resolution by Hartco Nominees Pty Ltd and any associate of Hartco Nominees Pty Ltd. 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.

Resolution 5 – Authorise the Issue of Shares

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

“That in accordance with the provisions of Listing Rule 7.1 and for all other purposes, the Company is hereby authorised to issue 14,700,000 fully paid ordinary shares to Hartco Nominees Pty Ltd.”

Voting Exclusion

The Company will disregard any votes cast on this resolution by Hartco Nominees Pty Ltd and any associate of Hartco Nominees Pty Ltd. 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.

Resolution 6 – Authorise the Issue of 30,000,000 Shares

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

“That in accordance with the provisions of Listing Rule 7.1 and for all other purposes, the Company is hereby authorised to issue 30,000,000 fully paid ordinary shares on the terms and conditions as contained in the attached Explanatory Statement”.

Voting Exclusion

The Company will disregard any votes cast on this resolution by a person or entity that may participate in the issue and allotment of the shares and any associate of that person or entity. 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.

Point at Which Voting Rights are Determined

The regulations of the Corporations Act permit the Company to specify a time, not more than 48 hours before the meeting, at which a “snap-shot” of shareholders will be taken for the purposes of determining shareholder entitlements to vote at the meeting.

The Company’s Directors have passed a resolution to the effect that all shares of the Company that are quoted on the ASX at 26 November 2008 at 7.00pm shall, for the purposes of determining voting entitlements at the Annual General Meeting, be taken to be held by the persons registered as holding the shares at that time.

Proxies

Please note that:

• (a) a member of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint not more than two proxies;

• (b) a proxy need not be a member of the Company; and

• (c) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion is not specified each proxy is entitled to cast half of the number of votes.

The enclosed proxy form provides further details on appointing proxies and lodging proxy forms.

Corporate Representative

In order to vote on behalf of a company that is a shareholder in the Company, a valid Appointment of Corporate Representative form must be either lodged with the Company prior to the Annual General Meeting or be presented at the meeting before registering on the Attendee Register for the Annual General Meeting.

Paul Crawford

Company Secretary DiamonEx Limited

Dated 27 October 2008.

Explanatory Statement

Purpose of this Explanatory Statement

This Explanatory Statement is provided to shareholders of DiamonEx Limited to explain the resolutions to be put to shareholders at the Annual General Meeting to be held at Level 1, 349 Coronation Drive, Milton, Queensland on Friday, 28 November 2008 commencing at 4.00pm (Brisbane time).

The Directors recommend shareholders read the accompanying Notice of Meeting and this Explanatory Statement in full before making any decision in relation to the resolutions.

Receive and Consider the Financial Statements

The Corporations Act 2001 ( Corporations Act ) requires the Financial Report, Directors’ Report and auditor’s report for the past financial year to be tabled before the Annual General Meeting ( Meeting ), and the Company’s Constitution provides for such Reports to be received and considered at that Meeting. Neither the Corporations Act nor the Company’s Constitution requires a vote of shareholders on the Reports. The Annual General Meeting provides a forum for shareholders to ask questions and make comment on the Company’s Reports and Accounts and on the business and operations of the Company for the year ended 30 June 2008.

In addition shareholders may at the Meeting ask questions of the auditor in relation to the following matters – the conduct of the audit, the preparation and content of the auditor’s report, the accounting policies adopted by the Company for the preparation for the financial statements and the auditor’s independence in relation to the conduct of the audit. Members may submit written questions to the auditor in relation to the above items. Any written questions to the auditor must be submitted to the Company 5 business days before the Annual General Meeting.

Resolution 1: Adoption of Remuneration Report

The remuneration report of the Company for the period ended 30 June 2008 is set out in the Directors’ Report of the 2008 Annual Report to shareholders (the Remuneration Report ).

The Remuneration Report sets out the Company’s remuneration arrangements for the Managing Director, executives and non-executive Directors. A reasonable opportunity will be provided for discussion of the Remuneration Report at the Meeting. In addition, the Corporations Act requires that Resolution 1, to adopt the Remuneration Report, be put to the vote. However, the vote on this resolution is only advisory and does not bind the Company or its Directors.

Resolution 2: Re-elect Mr D J Duncan as a Director

In accordance with the provisions of the Company’s Constitution, Mr Don Duncan retires as a Director of the Company and offers himself for re-election.

Mr Duncan is a geologist with 25 years experience worldwide in diamond exploration and development. He worked with the De Beers group for some 20 years, involved in all facets of diamond exploration principally in southern Africa but also in China and Australia. His last position with De Beers was as Exploration Manager for Botswana and Tanzania where he was responsible for all aspects of De Beers exploration work. Mr Duncan has operated his own independent diamond consultancy since 2000.

Resolution 3: Ratification of Issue of Shares

An issue of shares made without specific approval under Listing Rule 7.1 is treated as having been made with approval for the purpose of Listing Rule 7.1 if the original issue did not breach Listing Rule 7.1 and is subsequently approved by shareholders pursuant to the provisions of Listing Rule 7.4.

This resolution seeks shareholder approval to ratify the issue of 18,000,000 fully paid ordinary shares on 21 August, 2008 to the Institutional Investors. The shares were issued at 20 cents each and raised A$3,600,000. The issue of the shares was announced to the ASX on 22 August 2008.

With respect to Resolution 3, each of the Directors of the Company recommend that shareholders vote in favour of this resolution.

Pursuant to the provisions of Listing Rule 7.5, the following information is supplied to shareholders in respect of Resolution 3

in respect of Resolution 3
Number of Securities allotted:	18,000,000
Price at which the Securities were issued:	20 cents per share
Terms of the Securities:	Fully Paid Ordinary Shares
Name of the allottees:	Investec Asset Management Botswana (10,000,000 shares) Botswana Insurance Fund Management (7,500,000 shares) Mr Robert Michael Whillier (500,000 shares)
Use of the funds:	Working capital for the development of Company’s existing projects
Date of Allotment:	21 August 2008

Resolution 4: Ratification of Issue of Shares

An issue of shares made without specific approval under Listing Rule 7.1 is treated as having been made with approval for the purpose of Listing Rule 7.1 if the original issue did not breach Listing Rule 7.1 and is subsequently approved by shareholders pursuant to the provisions of Listing Rule 7.4.

A Placement Agreement ( Placement Agreement ) between the Company and Hartco Nominees Pty Ltd ( Hartco Nominees ) was executed on 17 October 2008 and announced to the ASX on 21 October 2008. This resolution seeks shareholder approval to ratify the issue of 5,300,000 fully paid ordinary shares on 22 October 2008 to Hartco Nominees Pty Ltd ( Hartco Nominees ) under the Placement Agreement. The shares were issued at 10 cents each and raised A$530,000.

With respect to Resolution 4, each of the Directors of the Company recommend that shareholders vote in favour of this resolution.

Pursuant to the provisions of Listing Rule 7.5, the following information is supplied to shareholders in respect of Resolution 4:

in respect of Resolution 4:
Number of Securities allotted:	5,300,000
Price at which the Securities were issued:	10 cents per share

Terms of the Securities:	Fully Paid Ordinary Shares
Name of the allottee:	Hartco Nominees Pty Ltd
Use of the funds:	Working capital for the development of Company’s existing projects
Date of Allotment:	22 October 2008

Resolution 5 – Authorise the Issue of Shares

Listing Rule 7.1 prohibits a listed company, except in certain cases, from issuing new shares equivalent in number to more than 15% of its capital in any 12 month period without the prior approval of its shareholders ( 15% Rule ).

Under the Placement Agreement the Company has agreed to allot 14,700,00 fully paid ordinary shares to Hartco Nominees subject to the Company obtaining the required approvals under the Listing Rules. The Directors are seeking shareholder approval to the issue of 14,700,000 shares to Hartco Nominees in accordance with Listing Rule 7.1. The effect of the shareholders approving this resolution will be that the allotment of shares to Hartco Nominees will not be counted for the purposes of the 15% Rule, giving the Company a greater capacity to issue securities for any subsequent requirements that may arise.

Under the Placement Agreement, the Company has allotted 5,300,000 ordinary shares to Hartco Nominees on 22 October 2008, ratification for this allotment was sought under Resolution 4.

With respect to Resolution 5, each of the Directors of the Company recommend that shareholders vote in favour of this resolution.

In accordance with Listing Rule 7.3, the Company advises as follows in respect of Resolution 5:

Number of Securities to be allotted:	14,700,000
Price at which the Securities will be issued:	10 cents per share
Terms of the Securities:	Fully Paid Ordinary Shares
Name of the allottee:	Hartco Nominees Pty Ltd
Use of the funds:	Working capital for the development of Company’s existing projects
Date of issue and allotment:	No later than 5 days after the date of the Meeting.

Resolution 6 – Authorise the Issue of 30,000,000 Shares

Listing Rule 7.1 restricts the number of securities which a listed entity may issue in any 12 month period without the approval of shareholders to 15% of the number of shares on issue, subject to certain exemptions and adjustments. The passing of this resolution will allow the Company to issue up to 30,000,000 new fully paid ordinary shares ( New Shares ) at a minimum price that is at least 80% of the average market price of its shares over the last 5 trading days for a period of three months after the resolution is passed without impacting on the 15% Rule.

With respect to Resolution 6, each of the Directors of the Company recommend that shareholders vote in favour of this resolution.

In accordance with Listing Rule 7.3, the Company advises as follows in respect of Resolution 6:

Number of Securities to be allotted:	Up to 30,000,000
Price at which the Securities will be issued:	Minimum price will be at least 80% of the average market price of the Company’s shares over the last 5 trading days on which sales in the shares were recorded before the date the issue is made.
Terms of the Securities:	Fully Paid Ordinary Shares
Basis upon which allottees will be identified:	Investors who fall within one or more classes of exemptions specified in section 708 of the Corporations Act
Use of the funds:	Funds will be used for working capital and continuing plant optimisation at the Lerala Diamond Mine.
Date of issue and allotment:	New Shares will be issued and allotted no later than 3 months from the date of the Meeting.

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000001 000 DON MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

Lodge your vote:

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By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia

Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For all enquiries call:

(within Australia) 1300 552 270 (outside Australia) +61 3 9415 4000

Proxy Form

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For your vote to be effective it must be received by 4.00 pm (Brisbane time) Wednesday 26 November 2008

How to Vote on Items of Business

Signing Instructions

All your securities will be voted in accordance with your directions.

Individual: Where the holding is in one name, the securityholder must sign.

Appointment of Proxy

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote as they choose. If you mark more than one box on an item your vote will be invalid on that item.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate securityholder or proxy is to attend the meeting you will need to provide the appropriate ''Certificate of Appointment of Corporate Representative'' prior to admission. A form of the certificate may be obtained from Computershare or online at www.computershare.com.

A proxy need not be a securityholder of the Company.

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

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Turn over to complete the form

View your securityholder information, 24 hours a day, 7 days a week:

www.investorcentre.com

Your secure access information is:

Review your securityholding

SRN/HIN: I9999999999

Update your securityholding

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

999999_SAMPLE_0_0_PROXY/000001/000001/i

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

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I9999999999
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Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ' X ') should advise your broker of any changes.

I 9999999999 I ND

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Proxy Form

Please mark

to indicate your directions

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Appoint a Proxy to Vote on Your Behalf

XX

I/We being a member/s of Diamonex Limited hereby appoint

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the Chairman of the meeting

OR

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PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Diamonex Limited to be held at Level 1, 349 Coronation Drive, Milton , Queensland on Friday 28 November 2008 commencing at 4.00pm (Brisbane time) and at any adjournment of that meeting.

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Items of Business

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PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

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1.	Adoption of Remuneration Report
2.	Re-election of Mr D J Duncan as a Director
3.	Ratification of Issue of Shares to Institutional Investors
4.	Ratification of Issue of Shares to Hartco Nominees Pty Ltd
5.	Authorise the Issue of Shares to Hartco Nominees Pty Ltd
6.	Authorise the Issue of 30,000,000 Shares

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

Signature of Securityholder(s) This section must be completed. Individual or Securityholder 1 Securityholder 2 Securityholder 3 Sole Director and Sole Company Secretary Director Director/Company Secretary Contact Contact Daytime Name Telephone Date / /

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D O N

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