NOTICE OF EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that an Extraordinary General Meeting of Australasia Gold Limited will be held at 64 Greenhill Road WAYVILLE SA, on Tuesday 24^th July 2007 at 11.00 am.

Business

Resolution 1. Approval for an issue of securities

That for the purpose of Listing Rule 7.1 of the listing rules of ASX Limited, and for all other purposes the issue of 1,100,000 ordinary shares in the capital of the Company, in accordance with the attached Explanatory Memorandum, be approved.

The Company will disregard any votes cast on this resolution by members of the Muminnie Mine Syndicate or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or
It is cast by a 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 2. Ratification of an issue of securities

That for the purpose of Listing Rule 7.4 of the listing rules of ASX Limited, and for all other purposes the issue of 4.545.453 ordinary shares in the capital of the Company, in accordance with the attached Explanatory Memorandum, be approved.

The Company will disregard any votes cast on this resolution by Taycol Nominees Pty Ltd or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or
It is cast by a 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 3. Approval for an issue of securities

That for the purpose of Listing Rule 7.1 of the listing rules of ASX Limited, and for all other purposes the issue of 1,000,000 options to acquire ordinary shares in the capital of the Company, in accordance with the attached Explanatory Memorandum, be approved.

The Company will disregard any votes cast on this resolution by Taycol Nominees Pty Ltd or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or
It is cast by a 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.

By order of the Board

M R Billing Company Secretary Dated this 19^th Day of June 2007

Voting Entitlements

Pursuant to the Corporations Regulations 2001.7.11.37 made pursuant to Section 1074E(2)(g) of the Corporations Act 2001, the Directors have determined that the shareholding of each shareholder for the purposes of ascertaining the voting entitlements for the Extraordinary General Meeting will be as it appears in the share register at close of business on 20 July 2007.

Proxies

A shareholder has the right to appoint a proxy, who need not be a shareholder of the Company. If a shareholder is entitled to cast two or more votes they may appoint two proxies and may specify the percentage of votes each proxy is appointed to exercise. The Proxy form must be deposited at the share registry of the Company, Computershare Investor Services Pty Limited, located at Level 5, 115 Grenfell Street, Adelaide SA 5000, or by facsimile to Computershare on 61 8 8236 2305 not later than 48 hours before the commencement of the meeting.

AUSTRALASIA GOLD LIMITED ARN 93 104 757 904 EXPLANATORY MEMORANDUM

This Explanatory Memorandum has been prepared to assist shareholders in consideration of resolutions proposed for the Extraordinary General Meeting of the Company to be held on 24 July 2007 at 64 Greenhill Road WAYVILLE, SA commencing at 11.00am.

It should be read in conjunction with the Notice of Meeting.

Resolution 1 - Approval for an issue of securities

Resolution 1 seeks approval, pursuant to Australian Securities Exchange ASX Listing Rule 7.1 for the issue of 1,100,000 shares to members of the Murninnie Mine syndicate, notified to the ASX on 28 May 2007.

The effect of this resolution will be the granting of authority to the Directors to issue the above securities at any time within 3 months of the Extraordinary General Meeting (or a longer period if approved by ASX) without impacting the Company's 15% capacity.

Listing Rule 7.3 requires the following information be provided to Shareholders when seeking approval for the purposes of Listing Rule 7.1:

1. The maximum number of securities to be issued pursuant to this resolution is 1,100,000 ordinary shares.
1. The Directors intend to issue the securities within 1 week of securing approval.
1. The securities will be issued to members of the Murninnie Mine syndicate, none of whom are related parties of the Company.
1. The shares will rank equally with all other ordinary shares in the Company.
1. The securities are issued as consideration for the acquisition of additional equity in the Murninnie Mine PM156 and exploration licence EL3542, taking the Company's equity in these tenements from 45% to 90%.
1. Allotment of the securities is scheduled for 25^th July 2007.

The Company will disregard any votes cast on this resolution by members of the Murninnie Mine syndicate or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or
It is cast by a 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 2 - Ratification of an issue of securities

Resolution 1 seeks ratification, pursuant to Australian Securities Exchange ASX Listing Rule 7.4 for the issue of 4.545.453 shares to Taycol Nominees Pty Ltd, notified to the ASX on 16 March 2007 and subsequently issued on 30th March 2007.

Under ASX Listing Rule 7.1, a company may not issue more than 15% of issued capital in any 12 month period without obtaining shareholder approval or being within certain exceptions set out in ASX Listing Rule 7.2. ASX Listing Rule 7.4 states that an issue of securities made without approval under Listing Rule 7.1 will be made with approval for the purposes of Listing Rule 7.1 if the issue did not breach Listing Rule 7.1 and holders of ordinary shares subsequently approve the issue.

Shareholder approval is therefore retrospectively sought pursuant to ASX Listing Rule 7.4 for the issue of 4.545.453 shares to Taycol Nominees Pty Ltd at 16.5 cents per share. The shares shall be issued on the same terms as all existing shares in the Company.

Funds raised from this issue are directed at the Company's exploration program, in particular towards the Murninnie project in South Australia.

Although the issue of these securities was not in excess of the limits prescribed by ASX Listing Rule 7.1. shareholder approval is sought to ensure the Company maintains flexibility during the upcoming 12 month period to supplement the Company's working capital requirements, should the Board determine this to be in the best interests of the Company.

The Company will disregard any votes cast on this resolution by Taycol Nominees Pty Ltd or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or
It is cast by a 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 3 - Approval for an issue of securities

Resolution 3 seeks approval, pursuant to Australian Securities Exchange ASX Listing Rule 7.4 for the issue of 1,000,000 options to acquire shares at 25 cents per share expiring 31 March 2011, to Taycol Nominees Pty Ltd.

Listing Rule 7.3 requires the following information be provided to Shareholders when seeking approval for the purposes of Listing Rule 7.1:

1. The maximum number of securities to be issued pursuant to this resolution is 1,000,000 options to acquire ordinary shares.
$2₁$ The Directors intend to issue the securities within 1 week of securing approval.
The options are issued for no consideration. They are issued pursuant to the underwriting agreement for a $3.$ Shareholder Share Purchase Plan.
The securities will be issued to Taycol Nominees Pty Ltd, who are not related parties of the Company. $4.$
1. The options are exercisable at 25 cents at any time until 31 March 2011.
1. The shares, on exercise of the options will rank equally with all other ordinary shares in the Company.
Allotment of the securities is scheduled for 25^th July 2007. $7.$

The Company will disregard any votes cast on this resolution by Taycol Nominees Pty Ltd or any associate of that entity.

However the company will not disregard a vote if:

It is cast by a person as proxy for a person who is entitled to vote in accordance with the directions on the $\blacksquare$ proxy form; or
It is cast by a person chairing the meeting as proxy for a person who is entitled to vote in accordance with a $\blacksquare$ direction on the proxy form to vote as the proxy decides.

ustralasia( LIMITEE

ABN 93 104 757 904

000001

FLAT 123

MR JOHN SMITH 1

123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

I/We being a member/s of Australasia Gold Limited and entitled to attend and vote hereby appoint

000 AAO

Appointment of Proxy

the Chairman

of the Meeting

(mark with an 'X')

All correspondence to:

Computershare Investor Services Pty Limited GPO Box 1903 Adelaide SA 5001 Australia Enquiries (within Australia) 1300 556 161 (outside Australia) 61 3 9415 4000 Facsimile 61 8 8236 2305 www.computershare.com

Mark this box with an 'X' if you have made any changes to your address details (see reverse)

հվվելվելվելվել հունիսային

Securityholder Reference Number (SRN)

I 1234567890 IND

If you are not appointing the Chairman of the Meeting as your proxy please write here the full name of the individual or body corporate (excluding the registered Securityholder) you are appointing as your proxy.

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 for if no directions have been given, as the proxy sees fit) at the Extraordinary General Meeting of Australasia Gold Limited to be held at 64 Greenhill Road, Wayville
SA on Tuesday

Voting directions to your proxy - please mark

to indicate your directions

To approve the issue of 1,100,000 ordinary shares $\uparrow$ .
$\overline{2}$ To ratify the issue of 4,545,453 ordinary shares
$\overline{3}$ To approve the issue of 1,000,000 options

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

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

Appointing a second Proxy

We wish to appoint a second proxy

	Mark with an 'X' if you
	wish to appoint a sec
.	DIOXV.

second	AND	X
		333

State the percentage of your voting rights or the number of securities for this Proxy Form.

PLEASE SIGN HERE This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented.

Individual or Securityholder 1





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Securityholder 2

Director

Securityholder 3

Director/Company Secretary

Individual/Sole Director and Sole Company Secretary

In addition to signing the Proxy Form in the above box(es) please provide the information below in case we need to contact you.

Contact Name

$A A$

Contact Daytime Telephone

Date

How to complete the Proxy Form

1 Your Address

This is your address as it appears on the company's share register. If this information is incorrect, please mark the box and make the correction on the form. Securityholders sponsored by a broker (in which case your reference number overleaf will commence with an 'x') should advise your broker of any changes. Please note, you cannot change ownership of your securities using this form.

$\overline{2}$ Appointment of a Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If the individual or body corporate you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the full name of that individual or body corporate in the space provided. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a securityholder of the company. Do not write the name of the issuer company or the registered securityholder in the space.

3 Votes on Items of Business

You may direct your proxy how to vote by placing a mark in one of the three boxes opposite each item of business. All your securities will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of securities you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item your yote on that item will be invalid.

$\boldsymbol{A}$ Appointment of a Second Proxy

You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the company's share registry or you may copy this form.

To appoint a second proxy you must:

indicate that you wish to appoint a second proxy by marking the box. $(a)$
$(b)$ on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.
$(c)$ return both forms together in the same envelope.

5 Signing Instructions

You must sign this form as follows in the spaces provided:

Individual:	where the holding is in one name, the holder must sign.
Joint Holding:	where the holding is in more than one name, all of the security holders should sign.
Power of Attorney:	to sign under Power of Attorney, you must have already lodged this document with the registry. If you have not previously lodged this document for notation, 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 indicate the office held by signing in the appropriate place.

If a representative of a corporate Securityhoider or proxy is to attend the meeting the appropriate "Certificate of Appointment of Corporate Representative" should be produced prior to admission. A form of the certificate may be obtained from the company's share registry or at www.computershare.com.

Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below no later than 48 hours before the commencement of the meeting at 11.00 am on Tuesday 24th July 2007. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Documents may be lodged using the reply paid envelope or:

IN PERSON	Registered Office - Suite 12, Stirling Tiers, 49 Mount Barker Road, STIRLING SOUTH AUSTRALIA 5152 AUSTRALIA
	Share Registry - Computershare Investor Services Pty Limited, Level 5, 115 Grenfell Street, Adelaide SA 5000 Australia
BY MAIL	Registered Office - PO Box 46, STIRLING SOUTH AUSTRALIA 5152 AUSTRALIA
	Share Registry - Computershare Investor Services Pty Limited, GPO Box 1903, Adelaide SA 5001 Australia
BY FAX	61 8 8236 2305

AI assistant

EML PAYMENTS LIMITED Proxy Solicitation & Information Statement 2007

64847_rns_2007-06-21_a92abd94-8af5-4a47-afcc-8f216769f224.pdf

NOTICE OF EXTRAORDINARY GENERAL MEETING