MARVEL GOLD LIMITED — Director's Dealing 2020

Aug 20, 2020

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21 August 2020

CHANGE OF DIRECTOR’S INTEREST NOTICES

Graphex Mining Limited (ASX: GPX) (to be renamed Marvel Gold Limited)[i] ( Graphex or the Company ) advises that the following Appendices 3Y complete the changes in directors’ interests associated with the recently completed non-renounceable entitlement offer and transactions approved by shareholders at a general meeting held on 20 July 2020.

Certain of the securities referred to in the Appendices 3Y were issued on 30 July 2020, the late notification of those changes being due to an administrative oversight. The Company has arrangements in place with directors to ensure that it is able to meet its disclosure obligations under listing rule 3.19A, including:

 Each director is informed of ASX disclosure requirements upon their appointment;

 The Company has entered into agreements with each of its directors, which places an obligation on the directors to notify the Company of interests and any changes thereto. Notification of such changes is also required under the Company’s Continuous Disclosure Policy;

 A standing item on the agenda of board meetings is director’s interests. As and when required, the Company Secretary informs directors of their obligations under Listing Rule 3.19A in board meetings or otherwise and will follow up with interested directors to ensure compliance;

 Any director wishing to trade in the Company’s securities must first obtain the consent to do so from the Chairman and Company Secretary in accordance with the Company’s Securities Trading Policy. Where approved, the director must continue to comply with any other requirements set out in that policy in connection with the dealing; and

 The Company receives daily ‘flagged holding’ reports which alert the Company to any movement in director and executive’s security holdings.

This announcement was authorised for release by the Managing Director.

For further information, please contact: Stuart McKenzie – Company Secretary Tel: +61 8 9200 4960

For more information, visit www.graphexmining.com.au.

i The change to the Company’s name from Graphex Mining Limited to Marvel Gold Limited, as approved by shareholders at the general meeting held on 20 July 2020, took effect with the Australian and Securities Investment Commission on the same day. Please note that the change of name with ASX and new ASX ticker code (MVL) will however only take effect following completion of the Entitlement Offer.

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity: GRAPHEX MINING LIMITED ABN: 77 610 319 769

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Phil Hoskins
Date of last notice	18 November 2019

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Phil Hoskins Pty Ltd S/F>
Date of change	30 July 2020 and 21 August 2020

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change

Direct  396,284 Shares  596,261 Unquoted Options, with a nil exercise price, expiring 1 July 2022, vesting on 1 July 2020, conditional upon achievement of key project milestones linked to the development of the Chilalo Project  105,455 Unquoted Options, with a nil exercise price, expiring 1 July 2021,  580,000 Unquoted Options with a nil exercise price, expiring 1 July 2023, vesting on 1 July 2021, conditional upon completion of offtake arrangements, commencement of commercial production at Chilalo and share price performance  549,647 Unquoted Options issued as short-term incentives to the Managing Director, with a nil exercise price, expiring 1 July 2022, vesting on 1 July 2020 subject to performance against specific criteria including a final investment decision with respect to development of the Chilalo Project, drawdown of construction financing and commencement of construction  755,764 Unquoted Options issued as long-term incentives to the Managing Director, with a nil exercise rice, expiring 1 July 2024, vesting on 1 July 2022 subject to performance against specific criteria including completion of construction of the Chilalo Project on time and on budget, achievement of commercial graphite production and share price performance  130,093 Unquoted Options issued with a nil exercise price, exercisable to 1 July 2020 Indirect  481,444 Shares

Class

Unquoted Options

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Number acquired		Shares Direct: 2,602,925 Indirect: 3,750,675 Unquoted Options Direct:  5,125,000, exercisable at $0.035, expiring 29 July 2024  2,562,500, exercisable at $0.06, expiring 29 July 2024  2,562,500, exercisable at $0.10, expiring 29 July 2024
Number disposed		N/A
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Shares 3,377,728 at $0.02 per Share 769,231 at $0.065 per Share 2,206,641 Shares issued in lieu of annual leave that has been accrued by Mr Hoskins in excess of four weeks

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

Direct  2,999,209 Shares  5,125,000 Unquoted Options exercisable at $0.035, expiry 29 July 2024  2,562,500 Unquoted Options exercisable at $0.06, expiry 29 July 2024  2,562,500 Unquoted Options exercisable at $0.10, expiry 29 July 2024  105,455 Unquoted Options, with a nil exercise price, expiring 1 July 2021,  580,000 Unquoted Options with a nil exercise price, expiring 1 July 2023, vesting on 1 July 2021, conditional upon completion of offtake arrangements, commencement of commercial production at Chilalo and share price performance  549,647 Unquoted Options issued as short-term incentives to the Managing Director, with a nil exercise price, expiring 1 July 2022, vesting on 1 July 2020 subject to performance against specific criteria including a final investment decision with respect to development of the Chilalo Project, drawdown of construction financing and commencement of construction  755,764 Unquoted Options issued as long-term incentives to the Managing Director, with a nil exercise rice, expiring 1 July 2024, vesting on 1 July 2022 subject to performance against specific criteria including completion of construction of the Chilalo Project on time and on budget, achievement of commercial graphite production and share price performance Indirect  4,232,119 Shares

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

As approved by shareholders on 20 July 2020:  Grant of Unquoted Options;  Participation in Share Placements; and  Shares acquired in lieu of annual leave.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 5

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity: GRAPHEX MINING LIMITED ABN: 77 610 319 769

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Stephen Dennis
Date of last notice	26 February 2019

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Mr Stephen Bruce Dennis & Mrs Alison Jill Dennis
Date of change	30 July 2020 and 21 August 2020
No. of securities held prior to change	Direct • 200,000 Shares. Indirect • 573,799 Shares.
Class	Shares
Number acquired	Direct • 200,000 Shares Indirect • 3,073,799 Shares • 1,150,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 • 575,000 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 • 575,000 Unquoted Options, exercisable at $0.10, expiry 29 July 2024

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.02 per Share
No. of securities held after change	Direct • 400,000 Shares Indirect • 3,647,598 Shares • 1,150,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 • 575,000 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 • 575,000 Unquoted Options, exercisable at $0.10, expiry 29 July 2024
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Participation in Share Placement as approved by shareholders on 20 July 2020. Participation in Entitlement Offer

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

Part 3 –[+] Closed period

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity: GRAPHEX MINING LIMITED ABN: 77 610 319 769

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Andrew Pardey
Date of last notice	17 June 2020 (Appendix 3X)

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	N/A
Date of change	30 July 2020
No. of securities held prior to change	Nil
Class	Shares Unquoted Options
Number acquired	2,000,000 Shares 2,250,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 1,125,000 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 1,125,000 Unquoted Options, exercisable at $0.10, expiry 29 July 2024
Number disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.02 per Share

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	2,000,000 Shares 2,250,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 1,125,000 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 1,125,000 Unquoted Options, exercisable at $0.10, expiry 29 July 2024
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Participation in Share Placement as approved by shareholders on 20 July 2020. Unquoted Options as approved by shareholders on 20 July 2020.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity: GRAPHEX MINING LIMITED ABN: 77 610 319 769

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Chris van Wijk
Date of last notice	17 June 2020 (Appendix 3X)

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	N/A
Date of change	30 July 2020
No. of securities held prior to change	Nil
Class	Shares Unquoted Options
Number acquired	250,000 Shares 4,375,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 2,187,500 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 2,187,500 Unquoted Options, exercisable at $0.10, expiry 29 July 2024
Number disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.02 per Share

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	250,000 Shares 4,375,000 Unquoted Options, exercisable at $0.035, expiry 29 July 2024 2,187,500 Unquoted Options, exercisable at $0.06, expiry 29 July 2024 2,187,500 Unquoted Options, exercisable at $0.10, expiry 29 July 2024
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Participation in Share Placement as approved by shareholders on 20 July 2020. Unquoted Options as approved by shareholders on 20 July 2020.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3