TIVAN LIMITED — AGM Information 2003

Oct 9, 2003

10 October 2003

Dear Shareholder

ANNUAL GENERAL MEETING - Wednesday 12 November 2003

Enclosed for your consideration is a Notice of Meeting together with an Explanatory Memorandum and a proxy form for the forthcoming Annual General Meeting to be held on Wednesday 12 November 2003.

Your Directors encourage you to read this information and participate in the meeting by either attending personally, or by completing the proxy form and returning it to the Company in accordance with the instructions.

If, after reading the enclosed documents, you have any queries you should feel free to contact the Directors or Company Secretary at the Company's office during normal business hours.

Yours faithfully HALLMARK CONSOLIDATED LIMITED

JOHN W BARR Chairman

NOTICE OF ANNUAL GENERAL MEETING

The Annual General Meeting of the Company will be held at the Celtic Club, 48 Ord Street, West Perth, Western Australia on Wednesday 12 November 2003 at 9:30 am.

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.

Should you wish to discuss any matter please do not hesitate to contact the Company Secretary by telephone on (08) 9327 0900.

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of Shareholders of Hallmark Consolidated Limited ("Company") for 2003 will be held at the Celtic Club, 48 Ord Street, West Perth, Western Australia on 12 November 2003 at 9.30 am (WST) ("AGM").

The Explanatory Memorandum to this Notice of Meeting provides additional information on matters to be considered at the AGM. The Explanatory Memorandum and the Proxy Form are part of this Notice of Meeting.

The Directors have determined pursuant to regulation 7.11.38 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the AGM are those who are registered as Shareholders of the Company on 10 November 2003 at 5.00pm.

Terms and abbreviations used in this Notice of Meeting are defined in the schedule.

AGENDA

$\mathbf{1}$ . Financial Reports

To receive the financial statements of the Company for the year ended 30 June 2003 together with the Statement of the Directors, the Directors' Report and the Auditors' Report.

$\overline{2}$ . Re-election of Neil G Biddle as a Director

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

"That, Neil G Biddle, being a Director of the Company, retire in accordance with Article 17 of the Company's Constitution and being eligible, is hereby re-elected as a Director of the Company."

By Order of the Board

Christopher Bath Company Secretary Perth, Western Australia 10 October 2003

EXPLANATORY MEMORANDUM

$\mathbf{1}$ . Introduction

This Explanatory Memorandum has been prepared for the information of Shareholders of the Company in connection with the business to be conducted at the AGM to be held at the Celtic Club, 48 Ord Street, West Perth, Western Australia on 12 November 2003 at 9:30 am.

The purpose of this Explanatory Memorandum is to provide information which the Board of Directors believe material to Shareholders in deciding whether or not to pass the Resolution set out in the Notice of Annual General Meeting.

BACKGROUND TO RESOLUTION

Re-election of Neil G Biddle as a Director

Article 17.1(a) of the Constitution requires that if the Company has three or more Directors, one third of those Directors must retire at each AGM.

The Company currently has three Directors and accordingly one must retire.

The Constitution provides that a Director who retires under Article 17.1(a) is eligible for re-election.

Pursuant to these Articles Neil G Biddle will retire by rotation and seeks re-election.

Mr Biddle is a geologist and company director with over 16 years professional and management experience in listed public companies involved in mining and exploration, and was formerly managing director of Border Gold Ltd (1995-1999) and Consolidated Victorian Mines NL (1991-1995).

He has been a Director of the Company since 1998, and is also a Director of Batavia Mining Limited.

The Board fully supports the re-election of Neil G Biddle.

Schedule

Definitions

In this Explanatory Memorandum the following words and expressions have the following meanings:

"Company" and "Hallmark" means Hallmark Consolidated Limited ABN 12 000 817 023.

"Corporations Act" means the Corporations Act (Cth) 2001.

"Directors" means the directors of the Company from time to time.

"Explanatory Memorandum" means this explanatory memorandum.

"Meeting" and "Annual General Meeting" means the annual general meeting of shareholders in the Company or any adjournment thereof, convened by the Notice.

"Notice" and "Notice of Annual General Meeting" means the notice of annual general meeting which accompanies this Explanatory Memorandum.

"Resolution" means a resolution referred to in the Notice of Annual General Meeting.

Hallmark Consolidated Limited

ABN 12 000 817 023

Proxy Form

All correspondence to:

Hallmark Consolidated Limited PO Box 1176 West Perth, Western Australia 6872 Telephone +618 9327 0900 Facsimile +618 9327 0901

Mark this box with an "X" if you have made any changes to your address details (see reverse)

Appointment of Proxy

I/We being a member of Halimark Consolidated Limited and entitled to attend and vote hereby appoint

the Chairman of the Meeting (mark with an 'X')

Write here the name of the person you are appointing if this person is someone other than the Chairman of the Meeting.

or failion 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 yote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Hallmark, Consolidated Limited to be held at the Celtic Club on 12 November 2003 at 9:30 am and at any adjournment of that meeting.

IMPORTANT: FOR ITEM 1 BELOW

OR

If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote on item 1 below, 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 The has an interest in the outcome of that item and that votes cast by him, other than as proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how t item 1 and your votes will not be counted in computing the required majority if a poll is called on this item. The Chairman of the Meeting intends to vote undirected proxies in favour of item 1.

Voting directions to your proxy - please mark

1 Re-election of Neil G Biddle as a Director

to indicate your directions

For	Against	Abstain*

* 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, or if your votes entitlement
cannot be voted by the Chairman of the Meeting, you

Appointing a second Proxy

I/We wish to appoint a second proxy

Individual/Sole Director and Sole Company Secretary

Director

,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
والمتراجم والمتوافق والمراجع والمراجع والمتعاون والمتوافق والمتوافق والمتوافق والمتوافق والمتوافق والمتوافق والمتوافق

Director/Company Secretary

Contact Name

How to complete the Proxy Form

$\mathbf{1}$ Your Address

This is your address as it appears on the company's share register. If this information is incorrect, please mark the box and make the correction on the form. Securityholders sponsored by a broker should advise your stockbroker of any changes. Please note, you cannot change ownership of your securities using this form.

$\overline{\phantom{a}}$ 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.

$\overline{\mathbf{z}}$ 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 box or boxes. 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.

$\boldsymbol{A}$ 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 office or you may copy this form.

To appoint a second proxy you must:

• indicate that you wish to appoint a second proxy by marking the box. $(a)$
• on each of the first Proxy Form and second Proxy Form state the percentage of your voting rights or $(b)$ 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 disreparded.
• return both forms. $(c)$

5 Signing Instructions

You must sign this form as follows in the space provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holdina: 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.

If a representative of the corporation is to attend the meeting the appropriate "Certificate of Appointment of Corporate Representative" should be produced prior to admission. A form of the certificate may be obtained from the company's share registry.

Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below no later than 48 hours before the commencement of the meeting at 9:30 on 12 November 2003. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Documents may be lodged by:

• By post:
• By delivery to the registered office:
• By facsimile:

PO Box 1176 WEST PERTH WA 6872. Level 3 30 Richardson Street WEST PERTH WA 6005. 08 9327 0901