EMBELTON LIMITED — AGM Information 2007

Oct 3, 2007

EMBELTON LIMITED

ACN 004 401 496

Registered Office: 147-149 Bakers Road COBURG Vic 3058

Telephone: + 61 3 9353 4811 Facsimile: + 61 3 9353 4855

Appointment of Proxy

for

Annual General Meeting

to be held on Tuesday 30 October 2007 at 11am.

I/We………………………………………………………….……………of……………………………………………………..……… being Member/s of Embelton Limited, and entitled to attend and vote, hereby appoint write here the name of the person or The Chairman of body corporate (excluding the registered the Meeting (mark OR security holder) you are appointing if this with an “X”) person is someone other than the Chairman of the Meeting

or failing the person named, or if no person 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

OR

I hereby appoint the abovenamed as my proxy to represent Company

percent (insert %) of the voting rights attached to my shares in the

PLEASE SIGN HERE :

Individual or Securityholder 1 Securityholder 2

A member entitled to attend and vote is entitled to appoint not more than two proxies. A proxy need not be a member. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the Company’s registered office or you may copy this form.

Where more than one proxy is appointed, each proxy must be appointed to represent a specified portion of the member's voting rights.

Voting directions to your proxy – please mark to indicate your directions, otherwise your proxy may vote as he/she thinks fit, or abstain from voting.

ORDINARY BUSINESS	ORDINARY BUSINESS	For	Against
A.	To receive and consider the Consolidated Income Statement, Consolidated Balance Sheet,
	Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity for the
	year ended 30 June 2007, and the reports of the Directors and Auditors.
B.	To re-elect the following Directors:Mr J M Harrison
	Mr G R Embelton
C.	To adopt the Remuneration Report
D.	To consider, and if thought fit, pass the following as ordinary resolutions:
	i)That the Company accepts the resignation of DTT Victoria (formerly BDO) as auditor
	of the Company.
	ii)That the Company accepts the written consent of Deloitte Touche Tohmatsu to act as
	auditor of the Company and appoint Deloitte Touche Tohmatsu as auditor of the
	Company.
E.	Any other business which may be brought forward in conformity with the Constitution.
SPECIAL BUSINESS
	That the total aggregate amount available for remuneration of non-executive Directors be
	increased to $170,000 per annum as from 1 July 2007, with the actual sum paid in any year
	to be divided amongst Directors as the Board may determine from time to time in conformity
	with the Company’s Constitution.

If you so desire, kindly fill in and sign this proxy form and return it to the Secretary at the Company's registered office either by mail to 147-149 Bakers Road, Coburg, 3058, or by facsimile to 9353 4855, not later than forty-eight hours prior to the time for which the meeting is convened.

EMBELTON LIMITED

ACN 004 401 496

Registered Office: 147-149 Bakers Road COBURG Vic 3058 Telephone: + 61 3 9353 4811 Facsimile: + 61 3 9353 4855

NOTICE OF MEETING

NOTICE IS HEREBY GIVEN that the ANNUAL GENERAL MEETING of Shareholders of EMBELTON LIMITED will be held at the Registered Office of the Company, 147 - 149 Bakers Road, Coburg, Victoria at 11am on Tuesday 30 October 2007.

ORDINARY BUSINESS:

• A. To receive and consider the Consolidated Income Statement, Consolidated Balance Sheet, Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity for the year ended 30 June 2007, and the reports of the Directors and Auditors.

• B. To re-elect Directors

  • i. Mr J M Harrison retires by rotation in accordance with the Company’s Constitution and, being eligible, offers himself for re-election

  • ii. Mr G R Embelton retires by rotation in accordance with the Company’s Constitution and, being eligible, offers himself for re-election

• C. To adopt the Remuneration Report of the Company to 30 June 2007.

• D. To consider, and if thought fit, pass the following as ordinary resolutions

  • i. That the Company accepts the resignation of DTT Victoria (formerly BDO) as auditor of the Company.

  • ii. That the Company accepts the written consent of Deloitte Touche Tohmatsu to act as auditor of the Company and appoint Deloitte Touche Tohmatsu as auditor of the Company.

• E. Any other business which may be brought forward in conformity with the Company’s Constitution.

In accordance with Section 205R of the Corporations Act 2001, the vote on Resolution C will be advisory only and does not bind the Directors or the Company.

SPECIAL BUSINESS

That the total aggregate amount available for remuneration of non-executive Directors be increased to $170,000 per annum as from 1 July 2007, with the actual sum paid in any year to be divided amongst Directors as the Board may determine from time to time in conformity with the Company’s Constitution.

By Order of the Board.

C H Palm, Secretary

PROXIES:

A shareholder who is entitled to attend and vote can appoint a proxy (an individual or a body corporate) to attend and vote at the Meeting on their behalf. A proxy need not be a member.

A member entitled to attend and vote is entitled to appoint not more than two proxies. If you wish to appoint a second proxy, an additional proxy form may be obtained by telephoning the Company’s registered office.

Completed proxy forms may be sent to the Company’s registered office by either mail, or facsimile to 03 9353 4855.

15 Millicent Avenue TOORAK 3142

6 September 2007

The Secretary Embelton Limited P O Box 207 COBURG VIC 3058

Dear Mrs Palm

I, George Embelton, being a member of Embelton Limited hereby nominate Deloitte Touche Tohmatsu of 180 Lonsdale Street, Melbourne for appointment as auditor of the company and its controlled entities at the annual general meeting convened for 30 October. The office of auditor will then become vacant by virtue of the resignation of DTT Victoria.

Please distribute copies of this notice as required by section 328B(3) of the Corporations Act 2001.

Yours faithfully

==> picture [113 x 30] intentionally omitted <==

G R Embelton