QUANTUM GRAPHITE LIMITED — Director's Dealing 2014

May 29, 2014

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	Valence Industries Limited
ABN	41 008 101 979

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	Christopher SeanDARBY
Date of last notice	21 January 2014

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	Indirect
Nature of indirect interest	Crallan Pty Ltd as trustee for The Van Wyk
(including registered holder)	Trust. Mr Darby is a director and	shareholder
Note: Provide details of the circumstances giving rise to the relevant interest.	of the trustee and a beneficiary of	the trust.
Date of change	30 May 2014
No. of securities held prior to change	687,500 Shares restricted to 6 January 2016.
	500,000 Unlisted Options (vested) restricted
	to 6 January 2016.
	1,500,000 Unlisted Options	(unvested)
	restricted to 6 January 2016.
	2,062,500 Performance Rights restricted to 6
	January 2016.

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Class		1. Sh	ares - fully paid ordina	ry shares.
		2. Un pri	listed Options - with ce of $0.25 and expi	an exercise ry of 31 July
		20 pe re	16 with vesting subje rformance hurdles. A tricted to 6 January 2	ct to various ll options are 16
		3. Pe pe	rformance Rights rformance rights subje	. – unlisted ct to various
		performance hurdles. All rights are restricted to 6 January 2016.
Number acquired		Nil
Number disposed		687,500 Performance Rights 500,000 Unlisted Options
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		687,500 Shares restricted to 6 January 2016. 500,000 Unlisted Options (vested) restricted to 6 January 2016. 1,000,000 Unlisted Options (unvested)
		restricted t	o 6 January 2016.
		1,375,000 January 20	Performance Rights r 16.	estricted to 6
Nature of change Example: on-market trade, off-market trade, exercise	of options,	Lapse of Options -	Performance Rights performance hurdle	and Unlisted and vesting
issue of securities under dividend reinvestment plan, pa buy-back	rticipation in	conditions	not met.

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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	Not Applicable
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	No
above traded during a+closed period where prior written
clearance was required?
If so, was prior written clearance provided to allow the trade
to proceed during this period?
If prior written clearance was provided, on what date was this
provided?

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3