QUANTUM GRAPHITE LIMITED — Capital/Financing Update 2013

Nov 27, 2013

Broker Code

Adviser Code

Strategic Graphite Limited ABN 41 008 101 979

Shortfall Application Form

This is an Application Form for Shares in Strategic Graphite Limited (“The Company”) under the terms set out in the Replacement Prospectus dated 15 November 2013 (“Prospectus”). By applying for Shortfall Shares, you will receive one free Attaching Option for every Shortfall Share subscribed for and allocated to you, on the terms and conditions set out in the Prospectus. Shortfall Shares are allotted at the Directors’ discretion. The Company cannot guarantee the availability of Shortfall Shares for all or any of the applications. This Application Form and your cheque or bank draft must be received by the Share Registry by 5:00pm (AEDT) on 5 December 2013.

If you are in doubt as to how to deal with this Shortfall Application Form, please contact your accountant, lawyer, stockbroker or other professional adviser. The Prospectus contains information relevant to a decision to invest in Shares and you should read the entire Prospectus carefully before applying for Shares.

A

Shortfall Shares applied for Price per Share Application Monies , , at A$0.20 B A$ , , . (must be for a minimum 10,000 Shares (A$2,000) and thereafter in multiples of 2,500 Shares (A$500))

PLEASE COMPLETE YOUR DETAILS BELOW (refer overleaf for correct forms of registrable names) Applicant Surname/Company Name

C

Title First Name Middle Name Joint Applicant #2 Surname Title First Name Middle Name

Designated account e.g. (or Joint Applicant #3)

D

TFN/ABN/Exemption Code	TFN/ABN/Exemption Code
First Applicant	Joint Applicant #2		Joint Applicant #3
TFN/ABN type – if NOT an individual, please mark the appropriate box		Company	Partnership	Trust	Super Fund

PLEASE COMPLETE ADDRESS DETAILS

PO Box/RMB/Locked Bag/Care of (c/-)/Property name/Building name (if applicable)

E

Unit Number/Level Street Number Street Name Suburb/City or Town State Postcode

Email address (only for purpose of electronic communication of shareholder information)

CHESS HIN (if you want to add this holding to a specific CHESS holder, write the number here)

F X

Please note: that if you supply a CHESS HIN but the name and address details on your Application Form do not correspond exactly with the registration details held at CHESS, your Application will be deemed to be made without the CHESS HIN and any Shares issued as a result of the Offer will be held on the issuer sponsored sub-register.

Telephone Number where you can be contacted during Business Hours Contact Name (PRINT)

G ( )

Cheques or bank drafts should be made payable to “Strategic Graphite Limited” in Australian currency and crossed “Not Negotiable”.

H

Cheque or Bank Draft Number BSB Account Number -

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Total Amount A$

LODGEMENT INSTRUCTIONS , , .

You must return your application so it is received before 5:00pm (AEDT) on 5 December 2013 to: Link Market Services Limited, Locked Bag A14, Sydney South NSW 1235.

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Your Guide to the Shortfall Application Form

Please complete all relevant white sections of the Shortfall Application Form in BLOCK LETTERS, using black or blue ink. These instructions are crossreferenced to each section of the form.

The Shares to which this Shortfall Application Form relates are Strategic Graphite Limited Shortfall Shares. Further details about the Shortfall Shares are contained in the Replacement Prospectus dated 15 November 2013 (“Prospectus”) issued by Strategic Graphite Limited.

The Australian Securities and Investment Commission requires that a person who provides access to an electronic application form must provide access, by the same means and at the same time, to the relevant Prospectus. This Shortfall Application Form is included in the Prospectus.

The Prospectus contains important information about investing in the Shortfall Shares. You should read the Prospectus before applying for Shortfall Shares.

• A Insert the number of Shortfall Shares you wish to apply for. You may be issued all of the Shortfall Shares applied for or a lesser number. The decision of Strategic Graphite Limited on the number of Shortfall Shares allocated to you will be final. No interest will be paid on any Application Monies returned.

• B Insert the relevant amount of Application Monies. To calculate your Application Monies, multiply the number of Shortfall Shares applied for by the issue price. Amounts should be in Australian dollars. Please make sure the amount of your cheque or bank draft equals this amount.

• C Write the full name you wish to appear on the register of Shares. This must be either your own name or the name of a company. Up to three joint Applicants may register. You should refer to the table below for the correct registrable title.

• D Enter your Tax File Number (TFN) or exemption category. Business enterprises may alternatively quote their Australian Business Number (ABN). Where applicable, please enter the TFN or ABN for each joint Applicant. Collection of TFN(s) and ABN(s) is authorised by taxation laws. Quotation of TFN(s) and ABN(s) is not compulsory and will not affect your Application. However, if these are not provided, Strategic Graphite Limited will be required to deduct tax at the highest marginal rate of tax (including the Medicare Levy) from payments.

• E Please enter your postal address for all correspondence. All communications to you from Strategic Graphite Limited and the Share Registry will be mailed to the person(s) and address as shown. For joint Applicants, only one address can be entered.

• F If you are already a CHESS participant or sponsored by a CHESS participant, write your Holder Identification Number (HIN) here. If the name or address recorded on CHESS for this HIN is different to the details given on this form, your Shares will be issued to Strategic Graphite Limited’s issuer sponsored subregister.

• G Please enter your telephone number(s), area code and contact name in case we need to contact you in relation to your Application.

• H Please complete the details of your cheque or bank draft in this section. The total amount should agree with the amount shown in section B. Make your cheque or bank draft payable to “Strategic Graphite Limited” in Australian currency and cross it “Not Negotiable”. Your cheque or bank draft must be drawn on an Australian bank. Sufficient cleared funds should be held in your account, as cheques returned unpaid are likely to result in your Application being rejected.

• By returning the Shortfall Application Form with payment to the Share Registry:

• you represent and warrant that you have read and understood the Prospectus and that you acknowledge the matters, and make the warranties and representations there in;

• you provide authorisation to be registered as the holder of Shares acquired by you and agree to be bound by the Constitution of Strategic Graphite Limited.

LODGEMENT INSTRUCTIONS

This Shortfall Application Form and your cheque or bank draft must be mailed or delivered so that it is received before 5:00pm (AEDT) on 5 December 2013 at:

Strategic Graphite Limited Share Offer Strategic Graphite Limited Share Offer C/- Link Market Services Limited C/- Link Market Services Limited Locked Bag A14 1A Homebush Bay Drive Sydney South NSW 1235 Rhodes NSW 2138 (do not use this address for mailing purposes)

Link Market Services Limited advises that Chapter 2C of the Corporations Act 2001 requires information about you as a shareholder (including your name, address and details of the shares you hold) to be included in the public register of the entity in which you hold shares. Information is collected to administer your shareholding and if some or all of the information is not collected then it might not be possible to administer your shareholding. Your personal information may be disclosed to the entity in which you hold shares. You can obtain access to your personal information by contacting us at the address or telephone number shown on this form. Our privacy policy is available on our website (www.linkmarketservices.com.au).

CORRECT FORMS OF REGISTRABLE NAMES

Note that ONLY legal entities are allowed to hold Shares. Applications must be in the name(s) of natural persons or companies. At least one full given name and the surname is required for each natural person. The name of the beneficiary or any other non-registrable name may be included by way of an account designation if completed exactly as described in the examples of correct forms below.

Type of Investor	Correct Form of Registration	Incorrect Form of Registration
Individual Usegiven names in full,not initials	Mrs Katherine Clare Edwards	K C Edwards
Company Use Company’s full title,not abbreviations	Liz Biz Pty Ltd	Liz Biz P/L or Liz Biz Co.
Joint Holdings Use full and complete names	Mr Peter Paul Tranche & Ms Mary Orlando Tranche	Peter Paul & Mary Tranche
Trusts Use the trustee(s) personal name(s)	Mrs Alessandra Herbert Smith	Alessandra Smith Family Trust
Deceased Estates Use the executor(s) personal name(s)	Ms Sophia Garnet Post & Mr Alexander Traverse Post	Estate of late Harold Post or Harold Post Deceased
Minor (a person under the age of 18 years) Use the name of a responsible adult with an appropriate designation	Mrs Sally Hamilton	Master Henry Hamilton
Partnerships Use the partners’ personal names	Mr Frederick Samuel Smith & Mr Samuel Lawrence Smith	Fred Smith & Son
Long Names	Mr Hugh Adrian John Smith-Jones	Mr Hugh A J Smith Jones
Clubs/Unincorporated Bodies/Business Names Use offce bearer(s) personal name(s)	Mr Alistair Edward Lilley	Vintage Wine Club
Superannuation Funds Use the name of the trustee of the fund	XYZ Pty Ltd	XYZ Pty Ltd Superannuation Fund

Put the name(s) of any joint Applicant(s) and/or account description using < > as indicated above in designated spaces at section C on the Application Form.