PLATINA RESOURCES LIMITED — AGM Information 2007

Oct 28, 2007

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26 October 2007

Dear shareholder,

RE: Notice of Annual General Meeting of Shareholders

Please find enclosed the Notice of Annual General Meeting of shareholders (AGM), which has been scheduled as follows:

Date: Wednesday, 28 November 2007

Time: 12.00pm (Brisbane time)

Venue: Hopgood Ganim Lawyers, Level 8, Waterfront Place, 1 Eagle Street, Brisbane

Please note the following:

• If you have elected to receive a printed version of the Annual Report, this is enclosed for your reference;

• If you have elected to receive shareholder communications electronically, an email containing the Annual Report will be sent to you shortly.

Please note that the Platina Resources Limited Annual Report can be viewed online at www.platinaresources.com.au

We look forward to seeing you at the AGM.

On behalf of the board DP Cornish Company Secretary

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PLATINA RESOURCES LIMITED ABN 25 119 007 939

NOTICE OF ANNUAL GENERAL MEETING

AND

EXPLANATORY MEMORANDUM

Date of Meeting: 28 November 2007 Time of Meeting: 12.00pm (Brisbane time) Place of Meeting: Level 8, Waterfront Place, 1 Eagle Street, Brisbane

This Notice of Annual General Meeting should be read in its entirety. If shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional adviser prior to voting.

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of shareholders of PLATINA RESOURCES LIMITED ABN 25 119 007 939 (" Company ") will be held at the offices of Hopgood Ganim Lawyers, Level 8, Waterfront Place, 1 Eagle Street, Brisbane, on 28 November 2007 at 12.00pm (Brisbane time).

AGENDA

ORDINARY BUSINESS

Financial Reports

To receive and consider the Company’s Annual Report comprising the Directors’ Report and Auditors’ Report, Directors’ Declaration, Income Statements, Balance Sheets, Statements of Changes in Equity, Cash Flow Statements and notes to and forming part of the accounts for the Company and its controlled entities for the financial year ended 30 June 2007.

1. RE‐ELECTION OF MR ROBERT MOSIG AS A DIRECTOR

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“That Mr Robert Mosig, who retires by rotation in accordance with Rule 13.2 of the Company’s Constitution and, being eligible, offers himself for re‐election, be re‐elected as a Director.”

2. ELECTION OF DR JOHN FERGUSON AS A DIRECTOR

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“That Dr John Ferguson, who retires by rotation in accordance with Rule 13.2 of the Company’s Constitution and, being eligible, offers himself for re‐election, be elected as a Director.”

3. ELECTION OF MR BRIAN MOLLER AS A DIRECTOR

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“That Mr Brian Moller, who retires by rotation in accordance with Rule 13.2 of the Company’s Constitution and, being eligible, offers himself for re‐election, be elected as a Director.”

4. REMUNERATION REPORT

To consider and, if thought fit, pass the following Advisory Resolution:

“That, the Remuneration Report for the year ended 30 June 2007 (as set out in the Directors Report) is adopted.”

The vote on this Resolution 4 is advisory only and does not bind the Directors of the Company.

SPECIAL BUSINESS

5. RATIFICATION OF PREVIOUS ISSUE OF SHARES

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“That in accordance with the provisions of Listing Rule 7.4 of the Official Listing Rules of ASX Limited ( ASX ), and for all other purposes, the shareholders ratify the previous issue of four million (4,000,000) fully paid ordinary shares in the Company ( Previous Shares ) for a consideration of $2,800,000 (representing an issue price of 70 cents per Previous Share) to certain investors described in the Explanatory Memorandum ( the Placees ) on the terms and conditions described in the Explanatory Memorandum which accompanies this Notice of Meeting.”

VOTING EXCLUSION STATEMENT

• The Company will disregard any votes cast on this Resolution by:

• The Placees and

• o any associate of The Placees.

• However, the Company need not disregard a vote if:

• it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• o it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

6. ISSUE OF OPTIONS TO MR ROBERT MOSIG

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“In accordance with the provisions of Listing Rule 10.11 of the ASX Listing Rules and Part 2E of the Corporations Act and for all other purposes, the Company be authorised to issue two million (2,000,000) options to subscribe for ordinary shares in the Company exercisable at one dollar and forty cents ($1.40) each on or before 31 December 2010 ( Options ) to Mr Robert Mosig ( Mr Mosig ) being a Director of the Company or his nominee on the terms and conditions as contained in this Notice and attached Explanatory Memorandum.”

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NOTE

A copy of this Notice of Meeting and the accompanying Explanatory Memorandum has been lodged with the Australian Securities & Investments Commission in accordance with section 218 of the Corporations Act.

VOTING EXCLUSION STATEMENT

• The Company will disregard any votes cast on this Resolution by:

• Mr Mosig;

any associate of Mr Mosig.

• However, the Company need not disregard a vote if:

it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions 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 the direction on the proxy form to vote as the proxy decides.

7. ISSUE OF OPTIONS TO DR JOHN FERGUSON

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“In accordance with the provisions of Listing Rule 10.11 of the ASX Listing Rules and Part 2E of the Corporations Act and for all other purposes, the Company be authorised to issue one million (1,000,000) options to subscribe for ordinary shares in the Company exercisable at one dollar and forty cents ($1.40) each on or before 31 December 2010 ( Options ) to Dr John Ferguson ( Dr Ferguson ) being a Director of the Company or his nominee on the terms and conditions as contained in this Notice and attached Explanatory Memorandum.”

NOTE

A copy of this Notice of Meeting and the accompanying Explanatory Memorandum has been lodged with the Australian Securities & Investments Commission in accordance with section 218 of the Corporations Act.

VOTING EXCLUSION STATEMENT

• The Company will disregard any votes cast on this Resolution by:

Dr Ferguson;

any associate of Dr Ferguson.

• However, the Company need not disregard a vote if:

it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions 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 the direction on the proxy form to vote as the proxy decides.

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8. ISSUE OF OPTIONS TO MR BRIAN MOLLER

To consider and, if thought fit, pass the following Ordinary Resolution, without amendment:

“In accordance with the provisions of Listing Rule 10.11 of the ASX Listing Rules and Part 2E of the Corporations Act and for all other purposes, the Company be authorised to issue two hundred and fifty thousand (250,000) options to subscribe for ordinary shares in the Company exercisable at one dollar and forty cents ($1.40) each on or before 31 December 2010 ( Options ) to Mr Brian Moller, ( Mr Moller ) being a Director of the Company or his nominee on the terms and conditions as contained in this Notice and attached Explanatory Memorandum.”

NOTE

A copy of this Notice of Meeting and the accompanying Explanatory Memorandum has been lodged with the Australian Securities & Investments Commission in accordance with section 218 of the Corporations Act.

VOTING EXCLUSION STATEMENT

• The Company will disregard any votes cast on this Resolution by:

Mr Moller;

any associate of Mr Moller.

• However, the Company need not disregard a vote if:

it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions 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 the direction on the proxy form to vote as the proxy decides.

GENERAL BUSINESS

To consider any other business as may be lawfully put forward in accordance with the Constitution of the Company.

BY ORDER OF THE BOARD

Mr Duncan Cornish

Company Secretary

26 October 2007

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EXPLANATORY MEMORANDUM

1. INTRODUCTION

This Explanatory Memorandum is provided to shareholders of PLATINA RESOURCES LIMITED ABN 25 119 007 939 ( Company ) to explain the resolutions to be put to Shareholders at the Annual General Meeting to be held at the offices of Hopgood Ganim Lawyers, Level 8, Waterfront Place, 1 Eagle Street, Brisbane on 28 November 2007 commencing at 12.00pm (Brisbane time).

The Directors recommend shareholders read the accompanying Notice of Meeting and this Explanatory Memorandum in full before making any decision in relation to the resolutions.

2. CONSIDER THE COMPANY’S ANNUAL REPORT

The Corporations Act requires the financial report, the directors’ report and the auditor’s report to be laid before the Annual General Meeting. There is no requirement either in the Corporations Act or in the Constitution of the Company for Shareholders to approve the financial report, the directors’ report or the auditor’s report. The Company’s Annual Report is placed before the shareholders for discussion. No voting is required for this item.

3. RESOLUTION 1 – ELECTION OF MR ROBERT MOSIG AS A DIRECTOR

Mr Robert Mosig retires in accordance with the Company’s Constitution and, being eligible, offers himself for re‐election as an Executive Director.

Mr Mosig was appointed on 28 March 2006.

Mr Mosig is a geologist with over 30 years experience in platinum group metals, gold and diamond exploration. His experience includes exploration using geology, geochemistry, geophysics and drilling, ore resource drilling and calculation, metallurgical and engineering evaluation and environmental and economic evaluations, mining and processing. Mr Mosig is a founding director of Platina Resources Limited.

Mr Mosig resigned as Executive Chairman of Helix Resources on 31 March 2006. Mr Mosig resigned as non‐ Executive Chairman of Helix Resources on 18 July 2006. Mr Mosig holds no other directorships.

The Directors (with Mr Mosig abstaining) recommend that you vote in favour of this Ordinary Resolution.

4. RESOLUTION 2 – ELECTION OF DR JOHN FERGUSON AS A DIRECTOR

Dr John Ferguson retires in accordance with the Company’s Constitution and, being eligible, offers himself for re‐election as a Non‐ Executive Director.

Dr Ferguson was appointed on 5 April 2006.

Dr Ferguson has been involved in the mineral industry, academia and geological surveys for the past 40 years. He has conducted extensive exploration activities in Australia, Southern Africa, Greenland, Canada, Chile, Mexico, Mongolia and China. In particular these activities involve diamonds, gold, platinum, uranium and heavy mineral sands.

Dr Feguson is a current Non‐Executive director of Hudson Resources Inc, appointed 10 December 2002.

The Directors (with Dr Ferguson abstaining) recommend that you vote in favour of this Ordinary Resolution.

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5. RESOLUTION 3 – ELECTION OF MR BRIAN MOLLER AS A DIRECTOR

Mr Brian Moller retires in accordance with the Company’s Constitution and, being eligible, offers himself for re‐election as a Non‐Executive Director.

Mr Moller was appointed on 31 January 2007.

Brian Moller is a corporate partner in the Brisbane‐based law firm Hopgood Ganim Lawyers, the Australian solicitors to the Company. He was admitted as a Solicitor in 1981 and has been a partner at Hopgood Ganim since 1983. He practices almost exclusively in the corporate area with an emphasis on capital raising, mergers and acquisitions.

Brian Moller holds an LLB Hons from the University of Queensland and is a member of the Australian Mining and Petroleum Law Association.

Brian Moller acts for many publicly‐listed resource and industrial companies and brings a wealth of experience and expertise to the board, particularly in the corporate regulatory and governance areas. He is a Non‐ Executive director of D’Aguilar Gold Ltd and Solomon Gold plc.

The Directors (with Mr Moller abstaining) recommend that you vote in favour of this Ordinary Resolution.

6. RESOLUTION 4 ‐ REMUNERATION REPORT

The Board has submitted its Remuneration Report to Shareholders for consideration and adoption by way of a non‐binding Advisory Resolution.

The Remuneration Report is set out in the Directors’ Report section of the Annual Report. The Report:

• explains the Board’s policy for determining the nature and amount of remuneration of executive directors and senior executives of the Company;

• explains the relationship between the Board’s remuneration policy and the Company’s performance;

• sets out remuneration details for each Director and the most highly remunerated senior executive of the Company; and

• details and explains any performance conditions applicable to the remuneration of executive directors and senior executives of the Company.

A reasonable opportunity will be provided for discussion of the Remuneration Report at the meeting.

The Board unanimously recommends that Shareholders vote in favour of adopting the Remuneration Report. A vote on this resolution is advisory only and does not bind the Directors of the Company.

7. RESOLUTION 5‐ RATIFICATION OF PREVIOUS ISSUE OF SHARES

Pursuant to Resolution 5, the Company is seeking shareholder approval to ratify the previous issue of four million (4,000,000) shares ( Previous Shares ) to the Placees in accordance with Listing Rule 7.4.

Under Listing Rule 7.4, an issue of securities made without approval under Listing Rule 7.1 is treated is having been made with approval if the issue did not breach Listing Rule 7.1 (ie the issue did not exceed the 15% limit under Listing Rule 7.1) and the holders of ordinary security subsequently approved the issue.

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The issue of the previous shares did not exceed the 15% limit imposed by Listing Rule 7.1. As such, and in accordance with Listing Rule 7.4, the Company now seeks shareholder approval to ratify the previous issue.

Terms of Previous Issue of Shares

In accordance with Listing Rule 7.5, the Company advises that the Previous Shares were issued to the Placees as follows:

Name of Shareholder	Number of Shares
Dalvin Pty Ltd	350,000
Tildi Pty Ltd (ATF The Quadrant Superannuation Fund)	350,000
James Dalland	50,000
Peter John Woodford	1,450,000
Yandal Investments Pty Ltd	1,800,000
TOTAL	4,000,000

The rights attaching to the Previous Shares are identical in all respects to the existing ordinary shares on issue in the Company.

The funds raised by the issue are being, and will be, used by the Company to provide working capital to the Company.

8. RESOLUTIONS 6, 7 AND 8 ‐ ISSUE OF OPTIONS TO DIRECTORS

Introduction

The Directors have resolved to refer to members for approval the proposed grant of 2,000,000 Options to Mr Robert Mosig, 1,000,000 Options to Dr John Ferguson and 250,000 Options to Mr Brian Moller, (or their respective nominees) each a Director of the Company, exercisable at $1.40 each ( Options ). The terms of the Options are set out in more detail below.

Approval for the issue of the Options is sought in accordance with the provisions of Listing Rule 10.11 and Part 2E of the Corporations Act. If approval is given under Listing Rule 10.11, approval will not be required under Listing Rule 7.1.

Option Terms

A summary of the material terms of the Options is set out below:

• The securities to be issued are Options to subscribe for fully paid ordinary shares in the capital of the Company ( Shares ).

• The Options are to be issued for no consideration.

• The exercise price of each Option is one dollar and forty cents ($1.40) ( Exercise Price );

• The Options will expire on 31 December 2010 ( Expiry Date ) unless earlier exercised;

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• Shares issued on exercise of the Options will rank pari passu with all existing Shares of the Company from the date of issue.

• The Options may be exercised at any time wholly or in part by delivering a duly completed form of notice of exercise together with a cheque for the Exercise Price per Option to the Company at any time on or after the date of issue of the Options and on or before the Expiry Date;

• The number of Options that may be exercised at one time must be not less than 1,000;

• The Options shall be unlisted.

• Option holders do not participate in dividends unless the Options are exercised.

• While the Option holders do not have any right to participate in new issues of securities in the Company to shareholders generally, the Option holders will be afforded the period of at least ten (10) business days’ notice prior to and inclusive of the books record date (to determine entitlements to the issue) to exercise the Options;

• Following the issue of the Options, in the event of any reconstruction (including consolidation, subdivision, reduction or return) of the issued capital of the Company:

• (a) The number of Options, the exercise price of the Options, or both will be reconstructed (as appropriate) in a manner consistent with the ASX Listing Rules, but with the intention that such reconstruction will not result in any benefits being conferred on the holders of the Options which are not conferred on shareholders; and

• (b) Subject to the provisions with respect to rounding of entitlements as sanctioned by a meeting of shareholders approving a reconstruction of capital, in all other respects the terms for the exercise of the Options will remain unchanged.

If there is a pro rata issue (except a bonus issue), the Exercise Price of an Option may be reduced according to the following formula:

O[n] = O – E [P‐(S + D)]

N + 1

Where:

• O[n] = the new exercise price of the Option;

• O = the old exercise price of the Option;

• E = the number of underlying securities into which one Option is exercisable;

• P = the average market price per security (weighted by reference to volume) of the underlying securities during the 5 trading days ending on the day before the ex right date or the ex entitlements date;

• S = the subscription price for a security under the pro rata issue;

• D = dividend due but not yet paid on the existing underlying securities (except those to be issued under the pro rata issue);

• N = the number of securities with rights or entitlements that must be held to receive a right to one new security.

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• If there is a bonus issue to the holders of shares in the Company, the number of shares over which the Option is exercisable may be increased by the number of shares which the Option holder would have received if the Option had been exercised before the record date for the bonus issue;

• The terms of the Options shall only be changed if holders (whose votes are not to be disregarded) of ordinary shares in the Company approve of such a change. However, the terms of the Options shall not be changed to reduce the Exercise Price, increase the number of Options or change any period for exercise of the Options;

• The Company does not intend to apply for listing of the Options on the ASX; and

• The Company shall apply for listing of the resultant shares of the Company issued upon exercise of any Option.

Regulatory Requirements

Chapter 2E of the Corporations Act

Chapter 2E of the Corporations Act prohibits a public company from giving a financial benefit to a related party of a public company unless the benefit falls within one of various exceptions to the general prohibition. One of the exceptions includes where the company first obtains the approval of its shareholders in general meeting in circumstances where the requirements of Chapter 2E in relation to the convening of that meeting have been met.

A “related party” for the purposes of the Corporations Act is defined widely and includes a director of a public company.

A “financial benefit” for the purposes of the Corporations Act has a very wide meaning. It includes the public company paying money or issuing securities to the related party. In determining whether or not a financial benefit is being given, it is necessary to look to the economic and commercial substance and effect of what the public company is doing (rather than just the legal form). Any consideration which is given for the financial benefit is to be disregarded, even if it is full or adequate.

The proposed resolutions, if passed, will confer financial benefits to Mr Mosig, Dr Ferguson and Mr Moller and the Company seeks to obtain shareholder approval in accordance with the requirements of Chapter 2E of the Corporations Act and for this reason and for all other purposes the following information is provided to shareholders.

(a) The related party to whom resolutions 6, 7 and 8 would permit the financial benefit to be given

Each of Mr Mosig, Dr Ferguson and Mr Moller (or their respective nominees), being Directors of the Company.

(b) The nature of the financial benefit

The nature of the proposed financial benefit to be given is:

• The grant of 2,000,000 Options to Mr Robert Mosig, 1,000,000 Options to Dr Ferguson and 250,000 Options to Mr Brian Moller as referred to in Resolutions 6, 7 and 8;

• The Options shall be granted for no cash consideration; and

• The Options shall be exercisable into fully paid Shares an exercise price of $1.40 each exerciseable on or before 31 December 2010.

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(c) Directors’ recommendation

With respect to Resolution 6, Dr Ferguson and Mr Moller ( the Disinterested Directors ) recommend that shareholders vote in favour of this resolution. The reasons for their recommendation include:

• (i) the grant of the Options as proposed to Mr Mosig will provide Mr Mosig with reward and incentive for future services he will provide to the Company to further the progress of the Company.

• (ii) the Options are not intended as a substitute for salary or wages or as a means for compensation for past services rendered; and

• (iii) in the Company’s circumstances as they existed as at the date of this Explanatory Memorandum, the Directors considered that the incentive provided a cost‐effective and efficient incentive as opposed to alternative forms of incentives (eg cash bonuses, increased remuneration). However, it must be recognised that there will be an opportunity cost to the Company, being the price at which the Company could grant the Options to a third party.

As Mr Mosig is interested in the outcome of Resolution 6, he accordingly makes no recommendation to shareholders in respect of this resolution.

With respect to Resolution 7, Mr Mosig and Mr Moller ( the Disinterested Directors ) recommend that shareholders vote in favour of this resolution. The reasons for their recommendation include:

• (i) the grant of the Options as proposed to Dr Ferguson will provide Dr Ferguson with reward and incentive for future services he will provide to the Company to further the progress of the Company.

• (ii) the Options are not intended as a substitute for salary or wages or as a means for compensation for past services rendered; and

• (iii) in the Company’s circumstances as they existed as at the date of this Explanatory Memorandum, the Directors considered that the incentive provided a cost‐effective and efficient incentive as opposed to alternative forms of incentives (eg cash bonuses, increased remuneration). However, it must be recognised that there will be an opportunity cost to the Company, being the price at which the Company could grant the Options to a third party.

As Dr Ferguson is interested in the outcome of Resolution 7, he accordingly makes no recommendation to shareholders in respect of this resolution.

With respect to Resolution 8, Mr Mosig and Dr Ferguson ( the Disinterested Directors ) recommend that shareholders vote in favour of this resolution. The reasons for their recommendation include:

• (i) the grant of the Options as proposed to Mr Moller will provide Mr Moller with reward and incentive for future services he will provide to the Company to further the progress of the Company.

• (ii) the Options are not intended as a substitute for salary or wages or as a means for compensation for past services rendered; and

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• (iii) in the Company’s circumstances as they existed as at the date of this Explanatory Memorandum, the Directors considered that the incentive provided a cost‐effective and efficient incentive as opposed to alternative forms of incentives (eg cash bonuses, increased remuneration). However, it must be recognised that there will be an opportunity cost to the Company, being the price at which the Company could grant the Options to a third party.

As Mr Moller is interested in the outcome of Resolution 8, he accordingly makes no recommendation to shareholders in respect of this resolution.

(d) Recipient’s interest and other remuneration

Mr Robert Mosig

Mr Robert Mosig has a material personal interest in the outcome of Resolution 6, as it is proposed that Options be granted to him (or his respective nominee) as set out in Resolution 6.

Excluding the Options, Mr Robert Mosig (and entities associated with him) holds 630,000 shares of the Company and 2,100,000 options to subscribe for ordinary shares in the Company, exercisable at 20 cents on or before 30 June 2010. Please refer to the table below which indicates the holdings of Mr Robert Mosig (and entities associated with him).

Other than the Options to be issued to Mr Mosig pursuant to Resolution 6 Mr Robert Mosig shall receive director's remuneration $272,696 (including superannuation) per annum from the Company for his services as Executive Director.

Dr John Ferguson

Dr John Ferguson has a material personal interest in the outcome of Resolution 7, as it is proposed that Options be granted to him (or his respective nominee) as set out in Resolution 7.

Excluding the Options, Dr John Ferguson (and entities associated with him) holds 50,000 shares of the Company and 1,000,000 options to subscribe for ordinary shares in the Company, exercisable at 32 cents on or before 30 June 2010 and 250,000 exercisable at 25 cents on or before 30 June 2010. Please refer to the table below which indicates the holdings of Dr John Ferguson (and entities associated with him).

Other than the Options to be issued to Dr John Ferguson pursuant to Resolution 7, Dr John Ferguson shall receive director's remuneration of $40,000 per annum plus $646 per day for additional geological consulting work from the Company for his services as a Non‐Executive Director.

Mr Brian Moller

Mr Brian Moller has a material personal interest in the outcome of Resolution 8, as it is proposed that Options be granted to him (or his respective nominee) as set out in Resolution 8.

Excluding the Options, Mr Brian Moller (and entities associated with him) holds Nil shares of the Company and 250,000 options to subscribe for ordinary shares in the Company exercisable at 32 cents on or before 30 June 2010. Please refer to the table below which indicates the holdings of Mr Brian Moller (and entities associated with him).

Other than the Options to be issued to Mr Brian Moller pursuant to Resolution 8, Mr Brian Moller shall receive director's remuneration of $40,000 per annum from the Company for his services as a Non‐Executive Director.

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If all of the Options granted are exercised by Mr Rob Mosig, Dr John Ferguson and Mr Brian Moller, the following will be the effect on their holdings in the Company:

Director	Current Share Holding	% of Total Share Capital (37,252,000 **shares on issue1) **	Shares held Upon Exercise	% of Total Share Capital **(40,502,000 on issue1 ,2) **
Mr Robert Mosig	630,000	1.69	2,630,000	6.49
Dr John Ferguson	50,000	0.13	1,050,000	2.59
Mr Brian Moller	Nil	Nil	250,000	0.62

Notes:

1. Assuming that none of the 4,038,000 current options on issue (being 2,100,000 to Mr Robert Mosig, 1,250,000 to Dr John Ferguson, 250,000 to Mr Brian Moller expiring on 30 June 2010 and 438,000 other options on issue to non‐related parties) are all exercised;

2. Assuming each of Mr Mosig, Dr Ferguson and Mr Moller exercise all of their Options.

In the event that all Options granted are exercised by Mr Robert Mosig, Dr John Ferguson and Mr Brian Moller as well as all other outstanding issued options, the following will be the effect on their holdings in the Company:

Director	Current Share Holding	% of Total Share Capital (37,252,000 **shares on issue1) **	Shares held Upon Exercise of all Options	% of Total Share Capital (44,540,000 on issue)
Mr Robert Mosig	630,000	1.69	4,730,000	10.62
Dr John Ferguson	50,000	0.13	2,300,000	5.16
Mr Brian Moller	Nil	Nil	500,000	1.12

Notes:

1. Assuming that all of the 4,038,000 current options on issue are exercised.

(e) Valuation

The Options are not currently quoted on the ASX and as such have no market value. The Options each grant the holder thereof a right of grant of one ordinary share in the Company upon exercise of the Option and payment of the exercise price of the Option described above. Accordingly, the Options may have a present value at the date of their grant.

The Options may acquire future value dependent upon the extent to which the Shares exceed the exercise price of the Options during the term of the Options.

As a general proposition, options to subscribe for ordinary fully paid shares in a company have value. Various factors impact upon the value of options including things such as:

• the period outstanding before the expiry date of the options;

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• the exercise price of the options relative to the underlying price or value of the securities into which they may be converted;

• the proportion of the issued capital as expanded consequent upon exercise represented by the shares issued upon exercise (ie whether or not the shares that might be acquired upon exercise of the options represent a controlling or other significant interest);

• the value of the shares into which the options may be converted; and

• whether or not the options are listed (ie readily capable of being liquidated);

and so on.

The Company sought an independent valuation of the Options. The method used to value the options was the Black‐Scholes Model, which is the most widely used and recognised model for pricing options. The value of an option calculated by the Black‐Scholes Model is a function of the relationship between a number of variables, being the share price, the exercise price, the time to expiry, the risk‐free interest rate and the volatility of the Company’s underlying share price.

Inherent in the application of the Black‐Scholes Model are a number of inputs, some of which must be assumed. The data relied upon in applying the Black‐Scholes Model was:

• The exercise price of the options being $1.40;

• Exercise date being on or before 31 December 2010;

• A volatility measure of 108.513%;

• A risk‐free interest rate of 6.49%; and

• A nil dividend yield

(assumed data).

Some relatively minor variables were included in the calculation to estimate the value of Option as “American style” options (being exercisable at any time prior to the stated expiry date). Theoretically, the Black‐Scholes Model prices “European style” options (being exercisable only on this exercise date).

Based on this information, the Company has adopted an indicative value for the Options of $0.9707 each.

On that basis, the respective value of the Options to be issued pursuant to Resolutions 6, 7 and 8 are as follows:

• Mr Robert Mosig‐ $1,941,421

• Dr John Ferguson – $970,711

• Mr Brian Moller– $242,678

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(f) Any other information that is reasonably required by shareholders to make a decision and that is known to the Company or any of its Directors

There is no other information known to the Company or any of its Directors save and except as follows:

Market Price movements:

The option valuation noted above is based on a market price of the Shares at the time of the valuation (8 October 2007).

There is a possibility that the market price of the Shares will change up to the date of the Annual General Meeting.

The effect on the valuation per option of movements in the market price of the Shares is set out below:

Market Price	Valuation per option
$0.60	$0.3263
$0.80	$0.4775
$1.00	$0.6366
$1.20	$0.8015
$1.40	$0.9707
$1.60	$1.1434
$1.80	$1.3188
$2.00	$1.4965
$2.20	$1.6761

Opportunity Costs

The opportunity costs and benefits foregone by the Company issuing the Options to Mr Mosig, Dr Ferguson and Mr Moller is the potentially dilutionary impact on the issued share capital of the Company (in the event that the Options are exercised). Until exercised, the issue of the Options will not impact upon the number of Shares on issue in the Company. To the extent that upon their exercise the dilutionary impact caused by the issue of Shares will be detrimental to the Company, this is more than offset by the advantages accruing from the Company securing the services of an experienced and skilled director on appropriate incentive terms.

It is also considered that the potential increase in the value of the Options is dependent upon a concomitant increase in the value of the Company generally.

Taxation Consequences

No stamp duty will be payable in respect of the grant of the Options. No GST will be payable by the Company in respect of the grant of the Options (or if it is then it will be recoverable as an input credit).

AASB 2 “Share Based Payments” requires that these payments shall be measured at the more readily determinable fair value of the equity instrument. Under the accounting standards this amount will be expensed in the statement of financial performance. Where the grant date and the vesting date are different the total expenditure calculated will be allocated between the two dates taking into account the terms and conditions attached to the instruments and the counterparties as well as management’s assumptions about probabilities of payments and compliance with and attainment of the set out terms and conditions.

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Dilutionary Effect

If all of the Options granted are exercised by Mr Mosig, Dr Ferguson and Mr Moller the following will be the effect on the current issued capital of the Company:

Shareholder	Current Shareholding	% of Total Share Capital¹	Shareholding upon Exercise of Options¹	% of Total Share Capital
Current Shareholders (other than Mr Mosig, Dr Ferguson and Mr Moller)	36,572,000	98.17	36,572,000	90.30
Mr Mosig	630,000	1.69	2,630,000	6.49
Dr Ferguson	50,000	0.13	1,050,000	2.59
Mr Moller	Nil	Nil	250,000	0.62
TOTAL	37,252,000	100.00	40,502,000	100.00

Notes:

1. Assuming that none of the 4,038,000 current options on issue (being 2,100,000 to Mr Robert Mosig, 1,250,000 to Dr John Ferguson, 250,000 to Mr Brian Moller all expiring on 30 June 2010 and 438,000 other options on issue to non‐related parties) are not exercised;

In the event that, in addition to the above, all other existing options on issue (being 4,038,000 options) are exercised, current shareholders would hold 83.09% of 44,540,000 shares then on issue.

Save as set out in this Explanatory Memorandum, the Directors are not aware of any other information that will be reasonably required by shareholders to make a decision in relation to benefits contemplated by resolutions 6, 7 and 8.

Listing Rule 10.11

Listing Rule 10.11 requires an entity to obtain the approval of shareholders to an issue of securities to a related party. Each of Mr Mosig, Dr Ferguson and Mr Moller, being a Director of the Company, is a related party. Accordingly, because the issue of the Options will result in the Company issuing securities to a related party, approval under Listing Rule 10.11 is required.

For the purposes of Listing Rule 10.13, the Company advises as follows:

• The maximum number of Options to be issued to Mr Mosig, Dr Ferguson and Mr Moller is 3,250,000 Options.

• The Options are intended to be granted as soon as possible following the Meeting, but in any event, within 1 month of the date of the Meeting.

• The Options are being issued for nil consideration.

• No funds are being raised by the grant of the Options.

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‐oo0oo‐

Any inquiries in relation to the Resolutions or the Explanatory Memorandum should be directed to Mr Duncan Cornish (Company Secretary):

Level 1/7 Baroona Road

MILTON QLD 4064

Telephone: +61 (0) 7 3369 5255

Facsimile: +61 (0) 7 3369 5066

PROXY, REPRESENTATIVE AND VOTING ENTITLEMENT INSTRUCTIONS

Shareholders are entitled to appoint one or more proxies. A Proxy Form and instructions are attached.

Shareholders who are a body corporate are able to appoint representatives to attend and vote at the meeting under Section 250D of the Corporations Act 2001 (Cwlth).

The proxy form must be signed by the shareholder or his/her attorney duly authorised in writing or, if the shareholder is a corporation, in a manner permitted by the Corporations Act.

VOTING ENTITLEMENT

For the purposes of determining voting entitlements at the Meeting, shares will be taken to be held by the persons who are registered as holding the shares at 7.00pm on 26 November 2007. Accordingly, transactions registered after that time will be disregarded in determining entitlements to attend and vote at the Meeting.

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PLATINA RESOURCES LIMITED PROXY FORM

APPOINTMENT OF PROXY

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being a member/s of Platina Resources Limited and entitled to attend and vote hereby appoint � the Chairman of the Meeting OR Write here the name of the person you are (mark with an “X”) appointing if this person is someone other than the Chairman of the Meeting or failing the person named, or if no person is named, the Chairman of the Meeting, as my/our proxy to 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 Annual General Meeting of Platina Resources Limited to be held at Level 8, Waterfront Place, 1 Eagle Street Brisbane, Qld on 28 November 2007 at 12.00pm and at any adjournment of that meeting.

� If you do not wish to direct your proxy how to vote please place a mark in this box. 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 resolution and votes cast by him other than as proxy holder will be disregarded because of that interest. The Chairman of the meeting intends to vote undirected proxies in favour of the resolutions. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman will not cast your votes on the resolution and your votes will not be counted in calculating the required majority if a poll is called on the resolution.

If no directions are given, the Proxy may vote as the Proxy thinks fit or may abstain. By signing this appointment you acknowledge that the Proxy (whether voting in accordance with your directions or voting in their discretion under an undirected Proxy) may exercise your proxy even if he/she has an interest in the outcome of the resolution and even if votes cast by him/her other than as proxy holder will be disregarded because of that interest.

Voting directions to your proxy – please mark

			For	Against	Abstain*
Resolution	1	Election of Mr Robert Mosig	�	�	�
Resolution	2	Election of Dr John Ferguson	�	�	�
Resolution	3	Election of Mr Brian Moller	�	�	�
Resolution	4	Remuneration Report	�	�	�
Resolution	5	Ratification of Previous Issue of Shares	�	�	�
Resolution	6	Issue of Options to Mr Robert Mosig	�	�	�
Resolution	7	Issue of Options to Dr John Ferguson	�	�	�
Resolution	8	Issue of Options to Mr Brian Moller	�	�	�

*** If you mark the Abstain box for a particular item, 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.**

Execution

This section must be signed in accordance with the instructions below to enable your directions to be implemented.

Individual or Security holder 1 Sole Director and Sole Company Secretary (If appointed) _______ Contact Name	Security holder 2 Security holder 3 Director Director/Company Secretary ___ _____ / / Contact Daytime Telephone Date	Security holder 3

Appointment of Multiple Proxies

A member may appoint more than one proxy. If two (or more) proxies are appointed, the proportion of voting rights this proxy is authorised to exercise is [ ]%. (An additional proxy form will be supplied by the Company on request or you may copy this form.)

Exercising voting power over only part of your shares

If you wish to appoint the proxy to exercise voting power over only some of your shares, the number of shares in respect of which this proxy is to operate is ……………….. shares (Note: proxy will be over all shares if left blank)

How to Complete the Proxy Form

1. 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 security holder of the Company.

2. Votes on Items of Business

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

3. 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’s share registry or you may copy this form.

Where more than one proxy is appointed, each proxy may be appointed to represent a specific proportion or number of votes the shareholder may exercise. If the appointment does not specify the proportion or number of votes each proxy may exercise, each proxy may exercise half of the votes.

To appoint on a second proxy you must:

• (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.

(b) Return both forms together in the same envelope.

4. 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 security holders should sign.
Power of Attorney:	to sign under Power of Attorney, you must have already lodged this document with
	the 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 2001) 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.

Lodgement of a Proxy

The proxy form (and the power of attorney or other authority, if any, under which the proxy form is signed) or a copy or facsimile which appears on its face to be an authentic copy of the proxy form (and the power of attorney or other authority) must be deposited at, posted to, or sent by facsimile transmission to the address listed below, or the Share Registry, Link Market Services Limited, Level 12, 300 Queen Street, Brisbane, Qld, Australia, 4000 not less than 48 hours before the time for holding the meeting, or adjourned meeting as the case may be, at which the individual named in the proxy form proposes to vote.

PLATINA RESOURCES LIMITED ABN 25 119 007 939

Level 1 7 Baroona Road Milton QLD 4064

Phone: +61 (0) 7 3369 5255 Fax: +61 (0) 7 3369 5066