IMPEDIMED LIMITED — Board/Management Information 2007

Oct 21, 2007

Minute of a Circulating Resolution of the Directors of ImpediMed Ltd A.C.N. 089 705 144 dated Monday 1 October 2007

1. AUTHORISING:

Mel Bridges (“MB”) Director / Chair Greg Brown (“GB”) Director Jim Hazel (“JH”) Director Cherrell Hirst (“CH”) Director Martin Kriewaldt (“MK”) Director

2. XITRON ACQUISITION:

It is noted that at a meeting on 6[th] September 2007 the board approved the closing of the acquisition of the shares of Xitron Technologies, Inc, to follow the opening of ImpediMed Limited’s Initial Public Offer.

Consequently management has proceeded to attend to the closing of the acquisition.

Following an inventory count, and several days of reviewing and refining an estimated Balance Sheet as at 30[th] Sep 2007, the initial working capital adjustment has been calculated, and it has been agreed with the Xitron shareholders that it should allow for a provision for unexpected issues that might emerge in preparing the final balance sheet at closing. That provision has been made for just in excess of $US 100,000, and the up front consideration shares have been adjusted from 2,132,509 shares to 2,041,318.

The board resolve to issue 2,041,318 shares subject to the ASX Mandatory Escrow agreements that have been signed by the Xitron Vendors as follows:

Stephen Conway Apartment 1802 700 Front Street San Diego CA 92126 United States of America 325,773 ordinary ImpediMed Limited shares

Dennis Bourque 10370 Rue Mont Grenoble San Diego CA 92131 United States of America 564,061 ordinary ImpediMed Limited shares

Stephen Smith 13,401 Stone Canyon Road, Poway CA 92064 United States of America 538,927 ordinary ImpediMed Limited shares

Mike Drotar 920 Stratford Court Del Mar CA 92014 United States of America 154,347 ordinary ImpediMed Limited shares Dennis Schlaht 2320 Ranchview Place

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Escondido CA 92027 United States of America 121,964 ordinary ImpediMed Limited shares

Bruce Cairney 7747 Margerum Avenue Apartment 227 San Diego CA 92120 United States of America 195,432 ordinary ImpediMed Limited shares

Alan Armstrong 9825 Via Rita Santee CA 92071 United States of America 18,850 ordinary ImpediMed Limited shares

Steve St Amand 8065 Berwyn Road San Diego CA 92126 United States of America 35,284 ordinary ImpediMed Limited shares

Chelsea Services, Inc Mr Deyan Spiridonov 2244 Fort Stockton San Diego CA 92103 United States of America 42,212 ordinary ImpediMed Limited shares

Carl Sanchez 4951 Cuncannon Ct. San Diego CA 92130 United States of America 42,212 ordinary ImpediMed Limited shares

Matthew Leitner 11117 Blythe Road San Diego CA 92126 United States of America 2,256 ordinary ImpediMed Limited shares

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SIGNED BY ALL DIRECTORS AS A TRUE AND CORRECT RECORD OF THE RESOLUTION

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Mel Bridges Director & Chairman

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Greg Brown Director & CEO

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Martin Kriewaldt Director

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Dr Cherrell Hirst Director

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Jim Hazel Director

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Dr Michael Panaccio Director

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