MACRO METALS LIMITED — Proxy Solicitation & Information Statement 2005

May 18, 2005

19 May 2005

Company Announcements Australian Stock Exchange Limited 20 Bond Street SYDNEY NSW 2000

ADDRESS BY JAN ALLEN

CHAIRMAN

To the BRAINYTOYS GENERAL MEETING

19 MAY 2005

I would like to comment upon the rationale that the directors used in approaching the shareholders for approval of the resolutions.

As mentioned in the letter which accompanied the notice of General Meeting and on page 35 of the prospectus, the Board took a decision to limit director's fees during the start-up phase of the company to \$15,000 pa for non-executive Directors so as to conserve cash expenses during this critical phase.

In order to compensate for both the low level of fees and the initial heavy workload involved with the transformation and re-listing of Auto Enterprises/Brainvtovs Limited. the Board resolved to ask shareholders to approve the grant of options to them on the terms proposed in the notice of General Meeting.

In the Brainytoys prospectus, it clearly states that "The Directors have set the Directors fees for non-executive directors lower than market until the Company has achieved a satisfactory level of performance. It is intended to obtain shareholder approval in early 2005 to issue options to each of the non-executive Directors. the Company Secretary and key personnel of the Company."

I personally believe that the duties and responsibilities imposed upon directors these days will make it increasingly difficult to convince individuals to sit as non - executive directors on start up companies such as Brainytoys Limited.

I would like to take the opportunity to point out that the Board is cognisant of some criticism regarding the proposed resolutions. Assuming that resolutions $2 - 5$ are approved by shareholders, the Board has decided not to issue the maximum number of options, but to limit the actual amount issued to the persons referred to in resolution 2 to 5 to an amount of 500,000 options each.