QUESTE COMMUNICATIONS LIMITED — AGM Information 2004

Oct 17, 2004

Queste Communications Limited

A.B.N 58 081 688 164

NOTICE OF ANNUAL GENERAL MEETING

TO SHAREHOLDERS

Date and Time of Meeting:	11:00 am (Perth time)Wednesday, 17 November 2004
Place of Meeting:	The Forrest Centre Conference SuitesLevel 14, The Forrest Centre221 St Georges TerracePerth, Western Australia

www.queste.com.au

QUESTE COMMUNICATIONS LIMITED

A.B.N. 58 081 688 164

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Annual General Meeting of shareholders of Oueste Communications Limited A.B.N. 58 081 688 164 ("Oueste" or "Company") will be held at The Forrest Centre Conference Suites, Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia at 11:00 am (Perth time) on Wednesday, 17 November 2004

AGENDA

ORDINARY BUSINESS

$1.$ Annual Reports

To consider and receive the 2004 Directors' Report, Financial Statements and Audit Report of the Company.

$2.$ Resolution 1 Re-Election of Yagoob Khan as Director $\sim$ $-$

To consider, and if thought fit, to pass the following resolution as an ordinary resolution:

"That Mr Yagoob Khan, having retired pursuant to the Constitution of the Company, being eligible, be re-elected as a Director of the Company."

Short Explanation: Under the constitution, one-third of Directors must retire at each annual general meeting and are eligible for re-election.

DATED THIS 18th DAY OF OCTOBER 2004

BY ORDER OF THE BOARD

VICTOR HO COMPANY SECRETARY

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared to assist shareholders of the Company in understanding the business to be put to shareholders for their consideration at the Annual General Meeting (AGM) of the Company

ORDINARY RESOLUTION 1 - RE-ELECTION OF YAQOOB KHAN AS DIRECTOR

The Company's Constitution requires one third of the Directors (or if that is not a whole number, the whole number nearest to one third) to retire at each AGM. This rule does not apply to the Managing Director.

The Director(s) who retire under this rule are those who have held office the longest since last being elected or appointed. If two or more Directors have been in office for the same period, those Directors may agree which of them will retire.

Mr Yagoob Khan retires at the AGM under this rule. However, being eligible, he has offered himself for re-election as a Director of the Company.

Mr Yagoob Khan is currently a Non-Executive Director. He was appointed Director on 10 August 1998 and was most recently re-elected a Director at the 2001 Annual General Meeting. His experience and qualifications are set out below:

Yaqoob Khan

Age 39

Mr Khan is a founding Director of the Company. Mr Khan holds a Bachelor of Commerce degree from the University of Western Australia and a Master of Industrial Administration degree from Carnegie Mellon University, Pittsburgh, Pennsylvania, USA. After working for several years in the Australian Taxation Office, Mr Khan completed his postgraduate Masters degree and commenced work as a senior executive responsible for product marketing, costing systems and production management. Mr Khan is also founding Executive Director of ASX Fast Scout Limited and Non-Executive Director of ASX listed Central Exchange Limited. Mr Khan brings considerable international experience in key aspects of corporate finance, production and strategic marketing.

TIME AND PLACE OF ANNUAL GENERAL MEETING AND HOW TO VOTE

Venue

The Annual General Meeting of the shareholders of Queste Communications Limited will be held at:

The Forrest Centre Conference Suites Level 14. The Forrest Centre 221 St Georges Terrace Perth, Western Australia

commencing

11:00 am (Perth time) Wednesday, 17 November 2004

How to Vote

You may vote by attending the meeting in person, by proxy or authorised representative.

Voting in Person

To vote in person, attend the meeting on the date and at the place set out above.

Voting by Proxy

To vote by proxy, please complete and sign the proxy form enclosed with this Notice of Annual General Meeting as soon as possible and either:

• send the proxy by facsimile to the Company on facsimile number +61 8 9322 1515; or
• deliver to the registered office of the Company at Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia 6000.

so that it is received not later than 11:00 am (Perth time) on Monday, 15 November 2004.

Your proxy form is enclosed.

Snapshot Date

In accordance with regulation 7.11.37 of the Corporations Regulations 2001, the Directors have set a snapshot date to determine the identity of those entitled to attend and vote at the meeting.

The snapshot date is 5:00 pm (Perth time) on Monday, 15 November 2004.

Bodies corporate

A body corporate may appoint an individual as its authorised corporate representative to exercise any of the powers the body may exercise at meetings of a company's shareholders. A properly executed original (or certified copy) of an appropriate "Appointment of Corporate Representative" should be produced for admission to the meeting. Previously lodged Appointments of Corporate Representative will be disregarded by the Company.

Powers of Attorney

A person appearing as Power of Attorney for a shareholder should produce a properly executed original (or certified copy) of an appropriate Power of Attorney for admission to the meeting. Previously lodged Powers of Attorney will be disregarded by the Company.

PROXY FORM Annual General Meeting

Oueste Communications Limited A.B.N. 58 081 688 164

COMPLETE AND RETURN TO:

The Company Secretary Oueste Communications Limited Level 14. The Forrest Centre 221 St Georges Terrace Perth Western Australia 6000

Mark this box with an 'X' if you want to make any changes to your address details (see reverse)

Facsimile: +61 8 9322 1515

Appointment of Proxy

I/We being a member/s of Queste Communications Limited and entitled to attend and vote hereby appoint

The Chairman of the Meeting (mark with an OR "Х")

Write here the name of the person you are 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 Queste Communications Limited to be held at The Forrest Centre Conference Suites, Level 14, The Forrest Centre, 221 St Georges Terrace, Perth, Western Australia at 11:00 am (Perth time) on Wednesday, 17 November 2004 and at any adjournment of such Annual General Meeting.

If you do not wish to direct your proxy how to vote, please place a mark in the box. If you have appointed the Chair of the meeting to exercise your proxy, 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 a particular resolution and votes cast by him other than as proxy holder will be disregarded because of that interest. The Chair intends to vote in favour of Resolution 1.

Voting directions to your proxy – please mark $\boxtimes$ to indicate your directions

RESOLUTIONS	For	Against	Abstain *
1. Re-Election of Yagoob Khan as Director

If to proxies are being appointed, the proportion of voting rights this proxy represents is:

* 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.

PLEASE SIGN HERE

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

Individual or Shareholder 1	Joint Shareholder 2	Joint Shareholder 3
Sole Director and Sole Company Secretary	Director	Director / Company Secretary
Contact Name	Contact Daytime Telephone	Date
Email Address

Please contact us at info@queste.com.au to join our email distribution list to receive the Company's latest ASX Market Announcements, Reports and Press Releases

INSTRUCTIONS FOR COMPLETING PROXY FORM

• $\mathbf{1}$ . Your pre-printed name and address is as it appears on the Company's share register. If this information is incorrect, please mark the box at the top of the proxy form and make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note that you cannot change ownership of your shares using this form.
• Completion of a proxy form will not prevent individual shareholders from attending the meeting in person if they $2.$ wish. Where a shareholder completes and lodges a valid proxy form and attends the meeting in person, then the proxy's authority to speak and vote for that shareholder is suspended while the shareholder is present at the meeting.
• $\overline{3}$ . A shareholder of the Company entitled to attend and vote is entitled to appoint not more than two proxies. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the shareholder's voting rights. If the shareholder appoints two proxies and the appointment do not specify this proportion, each proxy may exercise half of the votes.
• $\overline{4}$ . A proxy need not be a shareholder of the Company.
• 1. If you mark the abstain box for a particular item, you are directing your proxy not to yote on that item on a show of hands or on a poll and that your shares are not to be counted in computing the required majority on a poll.
• 1. If a representative of a company shareholder is to attend the meeting, a properly executed original (or certified copy) of the appropriate 'Appointment of Corporate Representative' should be produced for admission to the meeting. Previously lodged Appointments of Corporate Representative will be disregarded by the Company.
• $\overline{7}$ . If a representative as Power of Attorney of a shareholder is to attend the meeting, a properly executed original (or certified copy) of an appropriate Power of Attorney should be produced for admission to the meeting. Previously lodged Powers of Attorney will be disregarded by the Company.

8. 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 Shareholders should sign.
Power of Attorney:	If you are signing under a Power of Attorney, you must lodge an original orcertified photocopy of the appropriate Power of Attorney with your completedProxy Form.
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 nothave a Company Secretary, a Sole Director can also sign alone.
	Otherwise this form must be signed by a Director jointly with either anotherDirector or a Company Secretary. Please indicate the office held by signing in theappropriate place.

$Q_{\perp}$ Lodgment of a Proxy

This Proxy Form (and the original or certified copy of any Power of Attorney under which it is signed) must be received at the address below not later than 11:00 am (Perth time) on Monday, 15 November 2004 (48 hours before the commencement of the meeting). Any Proxy Form received after that time will not be valid for the meeting.

Proxy Forms may be lodged:

by posting, delivery or facsimile to the address below:

Queste Communications Limited Level 14, The Forrest Centre 221 St Georges Terrace Perth Western Australia 6000

Facsimile: +61 8 9322 1515