PHARMX TECHNOLOGIES LIMITED — Declaration of Voting Results & Voting Rights Announcements 2003

Nov 27, 2003

Cosmos

ASX Announcement, 28 November 2003

ANNUAL GENERAL MEETING

The Annual General Meeting of the company occurred at The Grace Hotel, 77 York Street, Sydney at which time the resolutions referred to in the Notice of Annual General Meeting were all passed by a show of hands.

Proxy votes required by Section 251AA of the Corporations Act are as follows:

• $\mathbf{L}$ The total number of proxy votes exercised by all proxies validly appointed for this resolution are 43.

• $2.$ The resolution was decided by a show of hands and the total number of proxy votes in respect of which the appointment specified where as follows:

  • Resolution 1 $(a)$
    • $(i)$ Proxy votes for the resolution were 32.
    • $(ii)$ Proxy votes against the resolution were 2.
    • The proxy to abstain was 1 and proxy votes at the proxies direction were 6. $(iii)$
  • (b) Resolution 2
    • $(i)$ Proxy votes for the resolution were 23.
    • $(ii)$ Proxy votes against the resolution were 11.
    • $(iii)$ The proxy to abstain was 1 and proxy votes at the proxies direction were 7.
  • $(c)$ Resolution 3
    • Proxy votes for the resolution were 25. $(i)$
    • $(ii)$ Proxy votes against the resolution were 8.
    • The proxy to abstain was 1 and proxy votes at the proxies direction were 7. $(iii)$
  • (d) Resolution 4
    • $(i)$ Proxy votes for the resolution were 26.
    • $(ii)$ Proxy votes against the resolution were 8.
    • $(iii)$ The proxy to abstain was 1 and proxy votes at the proxies direction were 6.

• $(e)$ Resolution 5

  • $(i)$ Proxy votes for the resolution were 26.
  • $(ii)$ Proxy votes against the resolution were 8.
  • $(iii)$ The proxy to abstain was 1 and proxy votes at the proxies direction were 6.

• Resolution 6 $(f)$

  • Proxy votes for the resolution were 25. $(i)$
  • $(ii)$ Proxy votes against the resolution were 10.
  • The proxy to abstain was 1 and proxy votes at the proxies direction were 6. $(iii)$

• $(g)$ Resolution 7

  • Proxy votes for the resolution were 25. $(i)$
  • Proxy votes against the resolution were 10. $(ii)$
  • The proxy to abstain was 1 and proxy votes at the proxies direction were 6. $(iii)$

• (h) Resolution 8

  • $(i)$ Proxy votes for the resolution were 26.
  • $(ii)$ Proxy votes against the resolution were 9.
  • $(iii)$ The proxy to abstain was 1 and proxy votes at the proxies direction were 6.

• Resolution 9 $(i)$

  • Proxy votes for the resolution were 26. $(i)$
  • $(ii)$ Proxy votes against the resolution were 9.
  • The proxy to abstain was 1 and proxy votes at the proxies direction were 6. $(iii)$

• $(i)$ Resolution 10

  • $(i)$ Proxy votes for the resolution were 25.
  • Proxy votes against the resolution were 8. $(ii)$
  • The proxy to abstain was 1 and proxy votes at the proxies direction were 8. $(iii)$

Resolution No. 6 which was passed at the Annual General Meeting were as follows:

This resolution did not comply with Listing Rule 10.13.3 and shares cannot be issued to Henry Preston and OE Pty Ltd as such share allotment would occur on 31 January 2004, more than month after the date of the Annual General Meeting.

Accordingly, this interest component will be paid to Henry Preston and OE Pty Ltd in cash or alternatively the company will convene an Extraordinary General Meeting of shares to approve alternative arrangements prior to 31 January 2004.

In addition, there were typographical errors in resolutions 4, 6, 8 and 10, in that the numbers referred to in those resolutions are the number of ordinary shares that the convertible note convert into, rather than the number of ordinary shares that need to be issued to satisfy the first interest payment. Of course, the number of shares required to satisfy the interest payment are substantially less than what was referred to in the proposed resolutions. The actual number of shares that are required to pay the interest components is identified in the following corrected resolutions in which the error has been crossed out the correct amount inserted:

The following resolution will be put as an ordinary resolution:

"That the Company approve under Listing Rule 7.1 the issue to Link Traders (Aust) Pty Limited (ACN 002 065 849) of $90,000,000$ 3,750,000 ordinary shares in the Company, each for an issue price of 2 cents per share, in lieu of the payment of cash due as interest to it on the first interest payment date under "Stage Two" 2 cent Convertible Redeemable Notes referred to in Resolution 3".

The following resolution will be put as an ordinary resolution:

"That the Company approve under Listing Rule 7.1 and Listing Rule 10.11 the issue to:

• OE Pty Limited (ACN 092 298 716), a company associated with Henry Preston, of $(a)$ 50,000,000 1,125,000 ordinary shares in the Company; and
• Henry Preston of 15,000,000 3.375.000 ordinary shares in the Company, each for an $(b)$ issue price of 2 cents per share, in lieu of the payment of cash due as interest to them, respectively, on the first interest payment date under "Stage Two" 2 cent Convertible Redeemable Notes referred to in Resolution 5".

The following resolution will be put as an ordinary resolution:

"That the Company approve under Listing Rule 7.1 the issue to Rodney Adler as trustee of the Tesla Investments Trust of $100,000,000$ 5,000,000 ordinary shares in the Company, each for an issue price of 2 cents per share, in lieu of the payment of cash due as interest to it on the first interest payment date under "Stage Two" 2 cent Convertible Redeemable Notes referred to in Resolution 7".

The following resolution will be put as an ordinary resolution:

"That the Company approve under Listing Rule 7.1 the issue to the other subscribers referred to in the explanatory memorandum accompanying this notice a total of $73,937,759$ 3,696,888 ordinary shares in the Company, each for an issue price of 2 cents per share, in lieu of the payment of the total amount of cash due as interest to them on the first interest payment date under the "Stage Two" 2 cent Convertible Redeemable Notes referred to in Resolution 9".

For further information please contact Bob Tynan, Managing Director on (02) 92995561.