JCURVE SOLUTIONS LTD — Proxy Solicitation & Information Statement 2009

Aug 31, 2009

Stratatel Limited ABN 63 088 257 729

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Level 4 22 Atchison Street St Leonards NSW 2065

[T] +61 2 9467 9200 [F] +61 2 9467 9201 [W] stratatel.com.au

31 August 2009

Manager of Company Announcements ASX Limited Level 6, 20 Bridge Street SYDNEY NSW 2000

By E‐Lodgement

Entitlement Issue – Letter to Shareholders and Notice of Meeting

Stratatel Limited advises that the attached documents have been posted to Shareholders today.

• 1) Letter to Shareholders relating to the Company’s non‐renounceable entitlement issue; and

• 2) Notice of the Shareholder Meeting to be held on 2 October 2009.

Yours faithfully

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Emma McCormack Company Secretary

Stratatel Limited ABN 63 088 257 729

31 August 2009

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Level 4 22 Atchison Street St Leonards NSW 2065 [T] +61 2 9467 9200 [F] +61 2 9467 9201 [W] stratatel.com.au

049 / 123 Sam Sample Unit 9 9 Sample Street SAMPLETOWN WA 6789

Dear Shareholder

Enti tlement Issue – Share Holders

On 31 August 2009 Stratatel Limited ( Stratatel ) lodged a prospectus for a pro rata non-renounceable enti tlement issue to eligible shareholders of 1 New Shares and 1 att aching New Opti on for every 5 Shares held at the record date at an issue price of $0.05 per New Share, to raise approximately $1.15 million before costs ( Enti tlement Issue ). The New Opti ons are exercisable at $0.10 on or before 30 September 2011. The Enti tlement Issue is fully underwritt en by Max Capital Pty Ltd.

All Shareholders whose registered address is in Australia or New Zealand and are registered at close of business on 9 September 2009 ( Record Date ) will be enti tled to parti cipate in the non-renounceable enti tlements issue of New Shares and New Opti ons on the basis of 1 New Share for every 5 Shares then held. Shareholders whose registered address is outside of Australia or New Zealand are not enti tled to parti cipate in the off er.

The Company’s Shares will commence trading ‘Ex’ Enti tlement on 3 September 2009. Generally Shares purchased on market in the period from 3 September 2009 to 9 September 2009 are NOT enti tled to parti cipate in the Enti tlement Issue. If you have any doubt, please consult your stock broker.

The New Shares will be issued at a cost of $0.05 per New Share with 1 att aching New Opti on. The latest trading price on ASX of the ordinary fully paid shares prior to the date of this lett er was 8 cents on 27 August 2009.

Full details of the Enti tlement Issue are contained in the Prospectus dated 31 August 2009, which was lodged with the Australian Securiti es & Investments Commission and ASX Limited on 31 August 2009. The Prospectus is available on ASX’s website and the Company’s website at www.stratatel.com.au.

The Prospectus together with an Acceptance Form will be mailed to all eligible shareholders on or about 11 September 2009. Other key dates which shareholders should note are as follows:

Ordinary Shares trade Ex-Ent tlements on ASX Record Date for determining Ent tlements Closing date for acceptances Expected date for allotment of New Shares and New Opt ons	3 September 2009 9 September 2009 2 October 2009 7 October 2009

Applicati on for New Shares and New Opti ons under the Enti tlements Issue may only be made by completi ng the Acceptance Form which accompanies the Prospectus. Shareholders eligible to parti cipate in the Enti tlements Issue should read the Prospectus carefully. For further informati on on the Stratatel Enti tlements Issue you should contact your professional advisor.

Yours faithfully

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Mike Fairclough Managing Director Stratatel Limited

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STRATATEL LIMITED ABN 63 088 257 729

NOTICE OF MEETING

TIME : 12:00pm (WST) DATE : 2 October 2009 PLACE : The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on (08) 9322 7600 .

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CONTENTS PAGE
Notice of Meeting (setting out the Resolutions)	2
Explanatory Statement (explaining the Resolutions)	5
Glossary	12
Annexure A: Sub‐underwriting Options Terms and Conditions	14
Proxy Form
TIME AND PLACE OF MEETING AND HOW TO VOTE

VENUE

The meeting of the Shareholders of Stratatel Limited which this Notice of Meeting relates to will be held at 12:00pm (WST) on 2 October 2009 at:

Stratatel Limited, The Park Business Centre 45 Ventnor Avenue West Perth Western Australia

YOUR VOTE IS IMPORTANT

The business of the Meeting affects your shareholding and your vote is important.

VOTING IN PERSON

To vote in person, attend the Meeting on the date and at the place set out above.

VOTING BY PROXY

To vote by proxy, please complete and sign the proxy form enclosed with this Notice of Meeting as soon as possible and either:

• (a) send the proxy form by post to the Company – Stratatel Limited, PO Box 1263, West Perth, Western Australia 6872;

• (b) deliver the proxy form to the Company’s Registered Office – 945 Wellington Street, West Perth, Western Australia; or

• (c) by facsimile to the Company on facsimile number INT + 61 8 9322 7602,

so that it is received not later than 12:00pm (WST) on 30 September 2009.

Proxy forms received later than this time will be invalid.

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NOTICE OF MEETING

Notice is given that a meeting of Shareholders of Stratatel Limited will be held at The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia at 12:00pm (WST) on 2 October 2009.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders on 30 September 2009 at 5:00pm (WST).

Terms and abbreviations used in this Notice of Meeting and Explanatory Statement are defined in the glossary of the Explanatory Statement.

AGENDA

The Explanatory Statement to this Notice of Meeting describes the matters to be considered at the Meeting.

ORDINARY BUSINESS

RESOLUTION 1 – ISSUE OF SUB‐UNDERWRITING SECURITIES TO MR MICHAEL FAIRCLOUGH

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 10.11, and for all other purposes, approval is given for the Company to issue up to 1,000,000 Sub‐underwriting Shares and attaching 1,000,000 New Options to Mr Michael Fairclough (or his nominees) on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast on Resolution 1 by Mr Michael Fairclough and any of his associates, 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 discretion 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 2 – ISSUE OF SUB‐UNDERWRITING SECURITIES TO MR GRAHAM BAILLIE

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 10.11, and for all other purposes, approval is given for the Company to issue up to 1,000,000 Sub‐underwriting Shares and attaching 1,000,000 New Options to Mr Graham Baillie (or his nominees) on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast on Resolution 2 by Mr Graham Baillie and any of his associates, 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 discretion 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.

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RESOLUTION 3 – ISSUE OF SUB‐UNDERWRITING SECURITIES TO MR IAN MACLIVER

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purposes of ASX Listing Rule 10.11 and for all other purposes, approval is given for the Company to issue up to 500,000 Sub‐underwriting Shares and attaching 500,000 New Options to Mr Ian Macliver (or his nominees) on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast on Resolution 3 by Mr Ian Macliver and any of his associates, 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 discretion 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.

DATED: 31 AUGUST 2009

BY ORDER OF THE BOARD

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MR IAN MACLIVER CHAIRMAN

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EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of the Shareholders in connection with the business to be conducted at the Meeting.

The purpose of this Explanatory Statement is to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions in the Notice of Meeting.

BUSINESS OF THE MEETING

RESOLUTIONS 1, 2 AND 3 – ISSUE OF SUB‐UNDERWRITING SECURITIES TO A DIRECTOR

1. Background

On 19 August 2009, the Company announced it was undertaking a fully underwritten pro‐rata non‐renounceable entitlements issue at an issue price of 5 cents per share to raise approximately $1.15 million before issue costs ( Entitlement Issue ). Under the Entitlement Issue, Shareholders will be offered 1 New Share and 1 attaching New Option (10 cents, 30 September 2011) for every 5 Shares held at the record date. The Entitlement Issue offer will be made pursuant to a prospectus to be sent to Shareholders on or about 31 August 2009. Further details in regard to the Entitlement Issue and an entitlement and acceptance form in respect of the offer will be provided in the prospectus.

The Entitlement Issue is fully underwritten by Max Capital Pty Ltd ( Max Capital ) pursuant to an Underwriting Agreement between the Company and Max Capital. Max Capital is an entity controlled by Mr Ian Macliver, a Director of the Company. The Directors are of the view that Shareholder approval of the financial benefit provided pursuant to the Underwriting Agreement is not required under Chapter 2E of the Corporations Act as the Underwriting Agreement is on commercial arms length terms and therefore comes within the arms length exception in Section 210 of the Corporations Act.

Max Capital has entered into sub‐underwriting agreements with various parties including Messrs Michael Fairclough, Graham Baillie and Ian Macliver, each a Director of the Company ( Sub‐ underwriting Directors ). Messrs Michael Fairclough, Graham Baillie and Ian Macliver have each agreed to take up their full entitlements under the Entitlement Issue and in the event of a Shortfall, subscribe for additional Sub‐underwriting Securities pursuant to a general sub‐underwriting agreement with Max Capital.

2. ASX Listing Rule 10.11

ASX Listing Rule 10.11 requires the Company to obtain Shareholder approval by ordinary resolution prior to the issue of securities to a related party of the Company. Whilst the issue of securities under an underwriting agreement in relation to a pro‐rata issue is an exception to ASX Listing Rule 10.11, the Directors have decided it prudent to seek Shareholder approval under ASX Listing Rule 10.11 for the proposed issue of Sub‐underwriting Securities to the Sub‐underwriting Directors.

Messrs Michael Fairclough, Graham Baillie and Ian Macliver are considered to be related parties of the Company as they are each Directors of the Company. Accordingly, the Company is seeking Shareholder approval for the issue of Sub‐Underwriting Shares and attaching New Options to them or their nominees pursuant to Resolutions 1, 2 and 3.

It is the view of the Directors that Shareholder approval is not required under Chapter 2E of the Corporations Act as the issue of the Sub‐underwriting Securities to the Sub‐underwriting Directors will

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be on the same terms as the New Shares and New Options being offered under the Entitlement Issue and on the same terms as the Sub‐underwriting Securities being issued to other sub‐underwriters and will therefore come within the arm’s length terms exception in Section 210 of the Corporations Act.

3. ASX Listing Rule 10.13

ASX Listing Rule 10.13 sets out the matters which must be included in the notice of meeting convened to seek shareholder approval under ASX Listing Rule 10.11.

For the purposes of ASX Listing Rule 10.13, the following information is provided to Shareholders in relation to Resolutions 1, 2 and 3:

• (a) the Sub‐Underwriting Securities will be issued to Messrs Michael Fairclough, Graham Baillie and Ian Macliver or their nominees;

• (b) the maximum number if securities that may be granted to the Sub‐Underwriting Directors is:

• (i) 1,000,000 Sub‐Underwriting Shares and attaching 1,000,000 New Options to Mr Michael Fairclough or his nominee (Resolution 1);

• (ii) 1,000,000 Sub‐Underwriting Shares and attaching 1,000,000 New Options to Mr Graham Baillie or his nominee (Resolution 2); and

• (iii) 500,000 Sub‐Underwriting Shares and attaching 500,000 New Options to Mr Ian Macliver or his nominee (Resolution 3);

• (c) the Sub‐Underwriting Shares and attaching New Options will be issued on completion of the Entitlement Issue and in any event not later than one month after the date of this Meeting (or such later date as permitted by any ASX waiver or modification of the ASX Listing Rules);

• (d) the Sub‐Underwriting Shares will be issued for 5 cents each and the attaching New Options will be issued for nil consideration;

• (e) The Sub‐Underwriting Shares to be issued will be fully paid ordinary shares of the Company that rank equally with the Company’s current issued Shares. The New Options will be issued on the terms and conditions outlined in Annexure A; and

• (f) the Company will raise a total of up to $125,000 from the issue of Sub‐Underwriting Shares and attaching New Options. These funds will be used, together with the funds raised pursuant to the Entitlement Issue, to executive major sales and marketing initiatives to accelerate revenue growth by the Company.

RESPONSIBILITY FOR INFORMATION

The information concerning the Company contained in this Explanatory Statement, including information as to the views and recommendations of the Directors has been prepared by the Company and is the responsibility of the Company.

The Explanatory Statement does not take into account the individual investment objectives, financial situation and particular needs of individual Shareholders. If you are in doubt as to what you should do you should consult your legal, financial or professional adviser prior to voting.

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GLOSSARY

ASX means ASX Limited.

ASX Listing Rules means the Listing Rules of ASX.

Board means the current board of directors of the Company.

Company means Stratatel Limited (ABN 63 088 257 729).

Corporations Act means the Corporations Act 2001 (Cth).

Directors mean the current directors of the Company.

Explanatory Statement means this explanatory statement to the Notice of Meeting.

Meeting means the general meeting of Shareholders convened by the Notice of Meeting.

New Option means an option to acquire one fully paid ordinary share in the Company at an exercise price of $0.10 per Share at any time up to 5.00pm (WST) 30 September 2011 on the terms and conditions outlined in Annexure A.

New Share means a fully paid ordinary share in the Company issued pursuant to the Entitlement Issue.

Notice of Meeting means the notice of meeting which forms part of this Explanatory Statement.

Resolutions means the resolutions set out in the Notice of Meeting, or any one of them, as the context requires.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a holder of a Share.

Shortfall means the number of New Shares (with attaching New Options) comprising the difference between the New Shares (with attaching New Options) the subject of the Entitlement Issue offer and the number of New Shares (with attaching New Options) for which valid applications have been received and accepted by the Company by the closing date.

Sub‐Underwriting Share means those New Shares subscribed for under the Shortfall in accordance with the sub‐underwriting agreements.

Sub‐Underwriting Securities means Sub‐Underwriting Share and attaching New Options.

Underwriter or Max Capital means Max Capital Pty Ltd ABN 97 106 553 244.

Underwriting Agreement means the agreement between the Company and the Underwriter for the management and underwriting of the Offer dated 19 August 2009.

WST means Western Standard Time.

$ means Australian dollars

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ANNEXURE A: NEW OPTIONS TERMS AND CONDITIONS

The terms and conditions of the New Options are as follows:

• (a) each New Option entitles the holder, when exercised, to one (1) Share in the issued capital of the Company;

• (b) a holding statement will be issued for the New Options;

• (c) the Company will make an application to ASX for official quotation of the New Options;

• (d) the exercise price of the New Options is $0.10 per New Option;

• (e) the New Options will expire on 30 September 2011 (5pm WST);

• (f) the New Options are transferable subject to the Corporations Act, ASX Listing Rules, the constitution of the Company and any other applicable laws;

• (g) the New Options are exercisable by delivering to the registered office of the Company a notice in writing stating the intention of the option holder to exercise a specified number of New Options together with a cheque or electronic funds transfer for the exercise price for the number of New Options being exercised. The exercise of only a portion of the Option held does not affect the holder’s right to exercise the balance of any New Options remaining;

• (h) all Shares issued upon exercise of the New Options will rank pari passu in all respects with the Company’s then issued Shares. The Company will apply for official quotation by ASX of all Shares issued upon exercise of the New Options within the timeframe prescribed by the ASX Listing Rules;

• (i) there are no participating rights or entitlements inherent in the New Options and holders will not be entitled to participate in new issues of capital offered to shareholders of the Company during the currency of the New Options. However, the Company will ensure that, for the purpose of determining entitlements to any issue, Option holders will be notified of the proposed issue at least seven (7) business days before the record date of any proposed issue. This will give the Option holders the opportunity to exercise the New Options prior to the date for determining entitlements to participate in any such issue;

• (j) in the event of any reorganisation (including consolidation, subdivision, reduction or return) of the issued capital of the Company prior to the expiry date of the New Options, all rights of the New Option holder will be varied in accordance with the ASX Listing Rules; and

• (k) in the event of a pro rata issue or bonus issue of securities by the Company, the exercise price and the number of underlying securities over which the New Options may be exercised (as applicable) will be varied in accordance with ASX Listing Rule 6.22.

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STRATATEL LIMITED

ABN 63 088 257 729

Shareholder Details

Name: ………………………………………………………………………………………………………………………………………………………………….

Address: ………………………………………………………………………………………………………………………………………………………………..

Contact Telephone No: ………………………………………………………………………………………………………………………………………….

Contact Name (if different from above): ………………………………………………………………………………………………………………..

Appointment of Proxy

I/We being a shareholder/s of Stratatel Limited and entitled to attend and vote hereby appoint

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The Chairman Write here the name of the person you of the Meeting OR are appointing if this person is someone other than the Chairman of (mark with an ‘X’) the Meeting.

or failing the person named, or if no person is named, the Chairman of the Meeting, as my/our proxy to attend and 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 Meeting of Stratatel Limited to be held at the The Park Business Centre, 45 Ventnor Avenue, West Perth, Western Australia on 2 October 2009 at 12.00pm (WST) and at any adjournment of that Meeting.

IMPORTANT

If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote, please place a mark in this box with an ‘X’. By marking this box you acknowledge that the Chairman of the Meeting may exercise your proxy even if he has an interest in the outcome of the resolutions and that votes cast by him, other than as a proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on the resolutions and your votes will not be counted in computing the required majority if a poll is called. The Chairman of the Meeting intends to vote undirected proxies in favour of each resolution.

Voting directions to your proxy – please mark to indicate your directions

For Against Abstain*

Resolution 1. Issue of Sub‐underwriting Securities to Mr Michael Fairclough Resolution 2. Issue of Sub‐underwriting Securities to Mr Graham Baillie Resolution 3. Issue of Sub‐underwriting Securities to Mr Ian Macliver

*If you mark the Abstain box for a particular Resolution, 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. Appointment of a second proxy (see instructions overleaf)

If you wish to appoint a second proxy, state the % of your voting rights applicable to the proxy appointed by this form

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

Individual or Shareholder 1 Sole Director and Sole Company Secretary	Shareholder 2 Director	Shareholder 3
		Director/Company Secretary

STRATATEL LIMITED ABN 63 088 257 729

HOW TO COMPLETE THIS PROXY FORM

Your Name and Address

Please print your name and address as it appears on your holding statement and the Company’s share register. If shares are jointly held, please ensure the name and address of each joint shareholder is indicated. Shareholders should advise the Company of any changes. Shareholders sponsored by a broker should advise their broker of any changes. Please note, you cannot change ownership of your securities using this form.

Appointment of a Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person. 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 shareholder of the Company.

Votes on Resolutions

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

Appointment of a Second Proxy

You are entitled to appoint up to two persons as 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 Secretary on (08) 9322 7600 or you may photocopy this form.

To appoint a second proxy you must on each Proxy Form state (in the appropriate box) the percentage of your voting rights which are the subject of the relevant proxy. If both Proxy Forms do not specify that percentage, each proxy may exercise half your votes. Fractions of votes will be disregarded.

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 shareholders should sign.
Power of Attorney:	to sign under Power of Attorney, you must have already lodged a copy of the Power of Attorney with
	the Company’s share 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) 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 the corporation is to attend the Meeting a “Certificate of Appointment of Corporate Representative” should be produced prior to admission. A form of the certificate is either included in the Notice of Meeting or may be obtained from the Company’s share registry.

Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at the address given below not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.

This Proxy Form (and any Power of Attorney and/or second Proxy Form) may be sent or delivered to the Company’s registered office at Stratatel Limited, 945 Wellington Street, West Perth, WA or sent by facsimile to the registered office on (08) 9322 7602.