MARVEL GOLD LIMITED — AGM Information 2018

Nov 25, 2018

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26 November 2018

GRAPHEX MINING LIMITED 2018 ANNUAL GENERAL MEETING

Chairman’s Address and Presentation

Please find attached the Chairman’s Address and presentation that will be delivered at the Graphex Mining Limited annual general meeting in Perth today.

Yours sincerely,

STUART McKENZIE Company Secretary

For further information, please contact: Stuart McKenzie – Commercial Manager and Company Phil Hoskins – Managing Director Secretary Tel: +61 8 9200 4960 Tel: +61 8 92004960

Chairman’s Address

Ladies and gentlemen

As you are aware, Graphex has had a clear strategy of developing the Chilalo Project in Tanzania and supplying coarse flake graphite to the high-value Chinese expandable graphite market. This strategy was the result of a great deal of effort committed to understanding the graphite market – Phil has spent an enormous amount of time in China over recent years and has a comprehensive understanding of the Chinese graphite market.

The recently announced finance transaction with international US private investment firm Castlelake, gives us a great deal of confidence in our strategy. Castlelake completed extensive due diligence and the transaction is testament to the quality of the Chilalo Project and our team, both here and in Tanzania. The Castlelake financing involves an interim loan facility of US$5 million and on satisfaction of agreed conditions, up to US$80 million that will see Chilalo fully funded to production. While we still have some work to do to satisfy those conditions, this is a significant milestone for Graphex and is the first of its kind among ASX graphite development companies.

I won’t go into detail on the conditions to availability of the full project finance but did want to touch on two of those conditions that I expect are of particular interest to shareholders – completion of a bankable feasibility study and resolution of legislative and regulatory issues in Tanzania.

The bankable feasibility study will expand on the pre-feasibility study completed in September which highlighted the exceptional opportunity at Chilalo. A drilling program is nearing completion, and this will underpin important aspects of the bankable feasibility study, including upgrading the classification of the mineral resource, variability testwork and pit design. A Project Steering Committee that will be made up of Graphex and Castlelake representatives is expected to be formed early in the new year and will oversee the study.

For the past 12 months, we have undertaken a process of extensive engagement across a number of fronts with the Tanzanian Government in a bid to resolve issues associated with legislative changes made in 2017 that have affected all existing and new mining projects in Tanzania. This has included meetings with the Prime Minister, the Minister of Minerals, local government authorities and various other public officials. In August, following a request by the Minister of Minerals, we provided a comprehensive submission that identified 10 key issues that are central to the ability of resources companies operating in Tanzania to obtain project finance. It included input from independent experts, comparison with other African countries and proposals to address the identified issues in a manner that allows for the development of new mines that delivers benefits to all stakeholders. Our submission has provided a framework for subsequent discussions with the Government. Resolving these issues requires persistence, patience and tact and with a shared purpose, progress is being made and I remain confident that we will see Chilalo developed.

I would like to thank Phil and his team for their efforts throughout the past year. Despite the challenges we face, we remain absolutely committed to developing Chilalo. It is an exceptional project that produces a high value product for which there is considerable demand across a range of applications, particularly flameretardant building materials. With supply restrictions in China taking effect, there is a major shortage of feedstock for the production of expandable graphite. This represents an exciting market opportunity for Chilalo, and Phil will talk more about this in his presentation.

Finally, I would also like to thank you, our shareholders, for the confidence you have shown in us by investing in Graphex and I look forward to keeping you updated on our progress.

Thank you

2

AGM PRESENTATION

26 November 2018

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DISCLAIMER

This presentation (the “Presentation”) has been prepared by Graphex Mining Limited (“Graphex”). No party other than Graphex has authorised or caused the issue of this document, or takes responsibility for, or makes any statements, representations or undertakings in this Presentation. This Presentation does not constitute an offer, invitation or recommendation to subscribe for or purchase any securities and neither this Presentation nor anything contained in it shall form the basis of any contract or commitment.

This Presentation contains summary information about Graphex and its activities, which is current as at the date of this Presentation. The information in this Presentation is of a general nature and does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possible investment in Graphex that would be required in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act 2001 (Cth). This Presentation should be read in conjunction with Graphex’s other disclosures and announcements lodged with the ASX, which are available at www.asx.com.au.

This Presentation is not a prospectus, product disclosure statement or other offering document under Australian law (and will not be lodged with the Australian Securities and Investment Commission) or any other law.

This presentation includes certain “forward‐looking statements”. Forward-looking statements and forward-looking information are frequently characterised by words such as “plan,” “expect,” “project,” “intend,” “believe,” “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may”, “will” or “could” occur. All statements other than statements of historical fact included in this presentation are forward‐looking statements or constitute forward-looking information. Although the Company believes the expectations expressed in such statements and information are based on reasonable assumptions, there can be no assurance that such information or statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such information. Important factors that could cause actual results to differ materially from those in forward-looking statements include the market price of graphite, exploitation and exploration successes, capital and operating costs, changes in project parameters as plans continue to be evaluated, continued availability of capital and financing and general economic, market or business conditions, as well as those factors disclosed in the Company’s filed documents. Accordingly, readers should not place undue reliance on “forward looking information”. There can be no assurance that a transaction for offtake and finance will be concluded, or that development of the Chilalo Graphite Project will proceed as planned or that the resources at Chilalo can be economically exploited.

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and any other person involved in the preparation of the Presentation disclaim all liability and responsibility (including, without limitation, any liability arising from fault or negligence) for any direct or indirect loss or damage which may arise or be suffered through use of or reliance on anything contained in, or omitted from, this Presentation.

MineralResources

The information in this Presentation that relates to in situ Mineral Resources for the Chilalo Project was announced on 20 September 2018. Graphex confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 20 September 2018 and that all material assumptions and technical parameters underpinning the estimates in the announcement of 20 September 2018 continue to apply and have not materially changed.

Ore Reserves

The information in this Presentation that relates to the Ore Reserve at the Chilalo Project was announced on 20 September 2018. Graphex confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 20 September 2018 and that all material assumptions and technical parameters underpinning the estimates in the announcement of 20 September 2018 continue to apply and have not materially changed.

Forecast financial information

The forecast financial information (and the production target on which such forecast financial information is based) in this Presentation was announced on 20 September 2018. All material assumptions underpinning the forecast financial information (and the production target on which such forecast financial information is based) in the announcement of 20 September 2018 continue to apply and have not materially changed.

Exploration Target

The information in this Presentation that relates to the Exploration Target was announced by IMX Resources Limited (now Indiana Resources Limited) on 2 September 2015). Graphex confirms that it is not aware of any new information or data that materially affects the information included in the announcement of 2 September 2015. The potential quantity and grade of an exploration target is conceptual in nature, there has been insufficient exploration to determine a mineral resource and there is no certainty that further exploration work will result in the determination of mineral resources or that any associated production target will be realised.

This Presentation has been prepared in good faith, but no representation or warranty, express or implied, is made as to the fairness, accuracy, completeness, correctness, reliability or adequacy of any statements, estimates, opinions or other information, or to the reasonableness of any assumption or other statement, contained in the Presentation (any of which may change without notice). To the maximum extent permitted by law, Graphex and its professional advisers and their related bodies corporate, affiliates and each of their respective directors, officers, partners, employees, advisers and agents

GRAPHEX MINING / 2

UNLOCKING VALUE Financed for graphite delivery

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US$80M FUNDING PACKAGE

expected to fully fund mine construction to production[1]

UNRIVALLED GRAPHITE MARGIN

larger flake sizes attract premium prices

MARKET INSIGHT

price premium provides competitive cashflow advantage

EXPANDABLE GRAPHITE OPPORTUNITY

first mover in an emerging market

NPV US$349M & 131% IRR fully permitted Chilalo delivers exceptional economics

GRAPHEX MINING / 3

1 Subject to agreed conditions per ASX announcement dated 29 October 18 and slides 4, 19, 20 in this presentation.

GLOBAL INVESTMENT FIRM STAKES GRAPHEX POSITION

US$80M is an independent validationof

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Chilalo Project quality Market opportunity for large flake product Potential for resolution in Tanzania

PRINCIPAL CONDITIONS to unlock Senior Funding Package

Available immediately

Completion of BFS UNDERWAY

Funds used to satisfy UNDERWAY Senior Funding Package conditions Resolution of issues in Tanzania 2 year term UNDERWAY

(can be capitalised into Senior Funding Package)

Execution of material contracts UNDERWAY

Funding for development, construction and ramp-up of the Chilalo Project

50/50 debt equity ratio

Castlelake Funds to potentially become 40% shareholder of GPX

Existing shareholders will be provided opportunity to participate on the same terms

Global Investment Firm with US$13.7B under management

Specialising in discovering and pursuing complex small and mid sized asset based opportunities.

GRAPHEX MINING /GRAPHEX MINING /4 4

Key terms outlined on slides 19-20

HIGH-GRADE LARGE FLAKE RESOURCE Chilalo Project

FULLY PERMITTED with Mining Licence and Environmental Approvals 16.9Mt GRAPHITE @ 10.2% TGC incl Ore Reserves 5.3Mt @ 10.9% TGC 100-350Mt @ 3-11% TGC[2] Exploration target tonnage - resource upside DRILLING UNDERWAY to upgrade resource classification

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1 Subject to agreed conditions per ASX announcement dated 29 October 2018 and slides 4, 19, 20 in this presentation.

2 IMX Resources ASX Announcement dated 2 September 2015.

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GRAPHEX MINING / 5

CHILALO DEVELOPMENT PLAN PFS highlights compelling economics

TONNES 58,000 (YRS 1-2)

100,000

TONNES (YRS 3+)

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Item	Measure	PFS
Life of mine	Years	8.5
Average annual production	tpa	93,000
Plant feed rate	tpa	883,000
Average head grade	% TGC	10.6%
Average annual EBITDA	US$m	112
Basket sales price FOB Mtwara	US$/t	1,777
Operating cost per tonne of product	US$/t	500
Operating margin	US$/t	1,277
Stage 1 capital cost	US$m	43.6
Stage 2 capital cost	US$m	32.5
Post-tax NPV (10% discount rate)	US$m	349
Post-tax internal rate of return (IRR)	%	131
Post-tax payback period	Yrs	0.84

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GRAPHEX MINING / 6

TANZANIA

Focus on building a strong foundation

Relationships

TIMELINE OF TANZANIAN GOVERNMENT ENGAGEMENT

WORKSHOP PLANNED with Multiple govt depts, willingness to work towards a mutually beneficial outcome

Introduction of new Minister of Minerals Met with the Hon. Prime Inauguration with Multiple govt depts, mining legislation takes extended leave Minister of Tanzania Mr. of the Mining willingness to work towards a JULY 2017 (5 months) Kassim Majaliwa Commission mutually beneficial outcome 2017 2018 First meeting with Publication of Appointment of Mining GPX provides detailed Engagement with senior new Minister of Mining Commission executives submission at request of government officials Minerals Regulations and commissioners Minister of Minerals ONGOING

STRONG CAPABILITY TO DELIVER IN AFRICA

PHIL HOSKINS

STUART MCKENZIE

7yrs GPX/IMX

+12yrs GPX/IMX & Anvil Mining

GRANT DAVEY

HEAVENLIGHT KAVISHE

Country Manager (Tanzanian Government liaison)

+10yrs Anglo Gold Ashanti & Cradle Resources

AIMING TO Mining contributes 4.8% to GDP with the government

GROW TO 10% BY 2025

Graphex is proud of the impact its programs have made to the local community

• Nachingwea Secondary School

• • Nditi Secondary School females’ dormitory project

• Nditi Secondary School project

• Lionja admin office project

• Lionja wells pumping system and repair project

Recognised by President for multiple CSR awards

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GRAPHEX MINING / 7
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BANKING ON FLAKE SIZE Graphex targets larger flakes in size vs purity trade-off

FLAKE SIZE (NOT PURITY) IS THE MOST IMPORTANT PRICE DETERMINANT Price premium for flake size exceeds purity

THE PRICE/SIZE RELATIONSHIP Our market insight is backed by our funding and offtake partners

GRAPHEX MINING / 8

CONVERTING MICRONS TO MARGINS Valuable product portfolio

US$1,777/t[3] US $1,277/t Basket sale Operating Margin price

57% OF GPX PRODUCT achieves premium price

PRICING SOURCE[3] Lower of BMI and Chinese market sources

GRAPHEX MINING / 9

3 The weighted average basket price is based on information obtained from CN Docking and reputable Chinese trading houses, with the most conservative estimates used

MINE THE GAP

Growing price inequality between premium and traditional markets (EXPANDABLE) (REFRACTORY)

GRAPHEX MINING / 10

FLAME RETARDANT REVOLUTION China stepping stone to the global market

CHINA DRIVES GLOBAL FLAME RETARDANT BUILDING (FRBM) MATERIAL INDUSTRY

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GPX HAS THE RIGHT PRODUCT FOR THE RIGHT MARKET

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GRAPHEX MINING / 11

CHINA GRAPHITE SUPPLY UNDER THREAT Issues facing graphite production

China has historically produced +70% OF THE WORLD’S GRAPHITE

Chinese production of graphite is under threat due to CHINESE GOVERNMENT ENVIRONMENTAL CRACKDOWN causing mine closures and threatening an industry already impacted by diminished large flake graphite reserves

Structural change will see EAST AFRICA REPLACING CHINA as the world’s leading supplier of graphite

GRAPHEX MINING / 12

BUILDING THE PIPELINE

China offtake interest

5 SIGNED 80,000 TONNES statements of per annum of sales intent Chilalo Graphite

Final offtake partners and tonnages to be matched with STAGE 1 PRODUCTION

Building offtake relationships inChina

PHIL HOSKINS

5yrs in-country experience (Regular in-China interaction with offtake partners)

GRAPHEX MINING /GRAPHEX MINING /13 13

THE UNDERSTATED OVERACHIEVER Surging large flake graphite price obscured by EV story

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Large flake graphite prices have risen over 60% since early 2017

GRAPHEX MINING / 14

FUNDING CONDITIONS UNLOCKING PATHWAY TO PRODUCTION Strategy targeting 2020 production

US $5M Interim Loan Note Bankable Feasibility Resolution of Execution of up to US $80M OF Commencement Production AVAILABLE Study Tanzania Issues material contracts EQUITY + DEBT[1] of Construction IMMEDIATELY UNDERWAY UNDERWAY UNDERWAY 2019

2018

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FULLY FUNDED [1 ] FROM BFS THROUGH TO PRODUCTION
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2020
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GRAPHEX MINING / 15

1 Subject to agreed conditions per ASX announcement dated 29 October 18 and slides 4, 19, 20 in this presentation.

GRAPHEX MINING / 16

Suite 4, Level 1, 2 Richardson Street West Perth WA 6005 Australia

Telephone: +61 8 9200 4960 Facsimile: +61 8 9200 4961 Email: info@graphexmining.com.au

CORPORATE OVERVIEW

CAPITAL STRUCTURE MAJOR SHAREHOLDERS Market Cap A$22.5M J P Morgan Nominees Australia Limited 6.6% Stephen Dennis Shares on Issue 78.8M MMG Exploration Holdings 4.5% Grant Davey One Managed Investment FundsLimited 3.7% Phil Hoskins BNP Paribas Nominees 3.5%

BOARD & MANAGEMENT

Non-executive Chairman Non-executive Director Managing Director

JORC TABLE

DOMAIN	CLASSIFICATION	TONNES (MT)	TGC%	CONTAINED GRAPHITE (KT)
High-grade zone	Probable Reserve	5.3	10.9	576
Total ore reserves	Probable Reserve	5.3	10.9	576
High-grade zone	Indicated	5.2	11.9	622
High-grade zone	Inferred	11.7	9.4	1,100
Total high-grade resource	Indicated and Inferred	16.9	10.2	1,722
Low-grade zone	Inferred	36.6	3.5	1,265
Total resource	Indicated and Inferred	53.5	5.6	2,987

GRAPHEX MINING / 18

INTERIM LOAN NOTES – SUMMARY TERMS

AMOUNT	US$5 million
USE OF FUNDS	Funding activities that will satisfy the conditions precedent to the Senior Funding Package
TERM	Two years
INTEREST	• 15% on drawn funds, 4% commitment fee on undrawn funds
RATE	• Graphex can elect to capitalise
FEES	• Structuring fee of 2% of the Amount and an issuer discount of 7.5% on drawn funds • Graphex can elect to capitalise
SHARES	1.645M GPX.ASX shares, at no cost
SECURITY	Security over shares in subsidiary company that indirectly owns the Chilalo Project
BOARD SEAT	1 Board representative

GRAPHEX MINING / 19

SENIOR FUNDING PACKAGE – SUMMARY TERMS

• Up to US$40 million in secured debt and up to US$40 million equity

• SENIOR • GPX able to undertake market capital

• FUNDING raising however Castlelake Funds’

• PACKAGE shareholding will be not less than 40%

• • Debt/equity ratio not to exceed 50/50

Construction and ramp-up of Chilalo USE OF FUNDS Project DEBT TERM Three years from drawdown 15% capitalised until the earlier of: INTEREST • 18 months from drawdown TERM RATE • Commercial production

• Structuring fee of 2% of the Loan

• FEES Amount and an issuer discount of 7.5% on drawn funds

• • Graphex can elect to capitalise fees

WARRANTS

EQUITY ISSUE PRICE

CONDITIONS PRECEDENT

2 x 6.705M 5 year warrants with exercise price lower of:

• A$0.20

• 30% discount to 5 day VWAP at time of issue

Lower of:

• Any equity raising between now and the Castlelake Funds’ investment

• • 10% discount to 15 day VWAP

• • A$0.28 per share

• Resolution of Tanzania issues

• Completion of bankable feasibility study

• Execution of material contracts

• • Entry into full form documentation

• • Confirmatory due diligence in relation to the above

SECURITY Security over all assets and accounts • RELATIONSHIP 2 Board representatives AGREEMENT • Anti-dilute rights

GRAPHEX MINING / 20

ANNUAL GENERAL MEETING – ITEMS OF BUSINESS

1 2018 Annual Report

2 Adoption of Remuneration Report

• 3 Re-Election of Director – Stephen Dennis

• 4 Approval of additional 10% capital raising capacity

• 5 Approval of prior issues of securities to refresh the Company’s 15% placement capacity

• 6 Issue of shares to Stephen Dennis

• 7 Issue of shares to Grant Davey

• 8 Issue of shares to Phil Hoskins

10 Approval of the issue of long-term incentives to Phil Hoskins

11 Approval of the issue of short-term incentive options to Phil Hoskins

GRAPHEX MINING / 21

ITEM 1. 2018 ANNUAL REPORT

To table and consider the AnnualReportof the Company andits controlledentities for the financial year ended 30 June 2018, which includes the Financial Report, the Directors' Report and the Auditor's Report.

GRAPHEX MINING / 22

ITEM 2. ADOPTION OF 2018 REMUNERATION REPORT

Resolution 1: “That, for thepurpose ofsection 250R(2) of the Corporations Act, and for all other purposes, approval is given for the adoption of the Remuneration Report of the Company.”

Voting Summary:

For 5,763,989 Against 99,825 Open usable 657,980 Abstain 12,659 Excluded 475,000

641,941 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 23

ITEM 3. RE-ELECTION OF DIRECTOR – STEPHEN DENNIS

Resolution 2: “That, for thepurpose ofListing Rule 14.4, clause 46ofthe Constitution and for all other purposes, Mr Stephen Dennis, retires, and being eligible for reelection, is re-elected as a Director.”

Voting Summary:

For 6,265,191 Against 86,285 Open usable 657,952

Abstain 25

Excluded 0

641,913 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 24

ITEM 4. APPROVAL OF ADDITIONAL 10% CAPITAL RAISING CAPACITY

Resolution 3: “That, pursuant to and in accordance with Listing Rule 7.1A and for all other purposes, Shareholders approve the Company having the additional capacity to issue Equity Securities in an amount up to 10% of the issued capital of the Company (at the time of the issue) calculated in accordance with the formula prescribed in Listing Rule 7.1A.2 and on the terms and conditions in the Explanatory Memorandum withoutthe need to seek further Shareholder approval.”

Voting Summary:

For 6,229,243 Against 122,258 Open usable 657,952

Abstain 0 Excluded 0

641,913 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 25

ITEM 5. APPROVAL OF PRIOR ISSUES OF SECURITIES TO REFRESH THE COMPANY’S 15% PLACEMENT CAPACITY

Resolution 4: “That pursuant to and in accordance with Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 8,429,428 Shares at 28.0 cents per share on 27 March 2018 issued under Listing Rule 7.1, on the terms and conditions described in the Explanatory Memorandum to the Notice of Meeting.”

Voting Summary: For 4,827,370 Against 135,034 Open usable 657,952 Abstain 25,924 Excluded 1,363,016

642,070 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 26

ITEM 6. APPROVAL OF ISSUE OF SHARES TO STEPHEN DENNIS

Resolution 5: “That, for all purposes including for the purposes of ASX Listing Rule 10.11 and section 195(4) of the Corporations Act, Shareholders approve the issue of 71,000Shares to Mr Stephen Dennis or his nominee atan issueprice of$0.28(28.0c) pursuantto the placement of the Company’s shares completed on 27 March 2018, on the terms and conditions set out in the Explanatory Memorandum to the Notice of Meeting.”

Voting Summary:

For 5,157,996

Against 620,586 Open usable 657,952

Abstain 572,917

Excluded 0

641,913 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 27

ITEM 7. APPROVAL OF ISSUE OF SHARES TO GRANT DAVEY

Resolution 6: “That, for all purposes including for the purposes of ASX Listing Rule 10.11 and section 195(4) of the Corporations Act, Shareholders approve the issue of 178,572 Shares to Mr Grant Davey or his nominee at an issue price of $0.28 (28.0c) pursuantto the placement of the Company’s shares completed on 27 March 2018, on the terms and conditions set out in the Explanatory Memorandum to the Notice of Meeting.”

Voting Summary:

For 5,640,870 Against 612,714 Open usable 657,952

Abstain 97,917

Excluded 0

641,913 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 28

ITEM 8. APPROVAL OF ISSUE OF SHARES TO PHIL HOSKINS

Resolution 7: “That, for all purposes including for the purposes of ASX Listing Rule 10.11 and section 195(4) of the Corporations Act, Shareholders approve the issue of 71,000 Shares to Mr Phil Hoskins or his nominee at an issue price of $0.28 (28.0c) pursuantto the placement of the Company’s shares completed on 27 March 2018, on the terms and conditions set out in the Explanatory Memorandum to the Notice of Meeting.”

Voting Summary:

For 5,631,433 Against 620,529 Open usable 659,406 Abstain 98,085

Excluded 0

643,367 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 29

ITEM 9. APPROVAL OF ISSUE OF LONG-TERM INCENTIVE OPTIONS TO PHIL HOSKINS

Resolution 8: “That, for the purpose of Listing Rule 6.23.4, 10.14 and sections 200B and 200E ofthe Corporations Act andfor allotherpurposes, Shareholders approve thegrant of 580,000 Options, and any benefits under the grant of such Options (including the issue of Shares on the exercise of those Options) that may be given to Mr Hoskins in connection with future retirementfrom his office or withthe any employment Company, on the terms and conditions described in the Explanatory Memorandum to this Notice.”

Voting Summary:

For 5,309,889 Against 484,612 Open usable 659,406 Abstain 555,546

Excluded 0

643,367 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 30

ITEM 10. APPROVAL OF ISSUE OF SHORT-TERM INCENTIVE OPTIONS TO PHIL HOSKINS

Resolution 9: "That, for the purpose of Listing Rule 10.14 and sections 200B and 200E of the Corporations Act and for all other purposes, the grant of 421,818 Options, on the terms and conditions described in the Explanatory Memorandum to this Notice, and any benefits under thegrantofsuchOptions(including the issue ofShares on the exercise of those Options)thatmay begiven to Mr Hoskins in connection withany future retirement from his office or employmentwith the Company, are approved.”

Voting Summary:

For 5,176,884 Against 600,078 Open usable 659,406 Abstain 573,085

Excluded 0

643,367 OPEN USABLE PROXY VOTES ARE AVAILABLE TO THE CHAIRMAN

GRAPHEX MINING / 31

Suite 4, Level 1, 2 Richardson Street West Perth WA 6005 Australia

Telephone: +61 8 9200 4960 Facsimile: +61 8 9200 4961 Email: info@graphexmining.com.au