IMEXHS LIMITED — Proxy Solicitation & Information Statement 2007

23 April 2007

biodiesel doesn't cost the earth

Australian Biodiesel Group Limited ACN 096 687 839

Dear fellow shareholder

I am pleased to invite you to attend the Annual General Meeting (AGM) of Australian Biodiesel Group Limited (ABG) and have enclosed the Notice of Meeting, which sets out the items of business. The meeting will be held at the offices of Grant Thornton at Level 17, 383 Kent Street, Sydney NSW 2000 on Friday 25 May at 11.00am.

The enclosed Notice of Meeting and Explanatory Memorandum detail resolutions for consideration by shareholders that are critical to the future of the Company.

In particular, following a request from a substantial shareholder, being Mr and Mrs Muirhead, we have had nominations for three people to be elected to the Board and for the existing Board to be removed. To comply with the requests, Resolutions 1 to 3 relate to the election of the "Muirhead Board" nominees. Your existing Directors strongly recommend that you vote against each of these candidates. Resolutions 4, 5, 6, 7 & 8 deal with the re-election of all existing Directors, and the Board strongly recommends that you vote in favour of all five of these resolutions.

You should note in particular that, in order to conform with the Muirhead's requests, if any of the Muirhead Directors are elected as a result of the carriage of Resolutions 1, 2 and or 3 then Resolutions 4, 5, 6, 7 & 8 will not be considered at the meeting and the existing Directors will retire at the end of the AGM.

I would urge all shareholders to vote on these resolutions and I particularly seek shareholder support for the existing Directors so we can continue to rebuild the company after a difficult year.

I also draw your attention to the fact that whilst the substantial shareholder has made reference in his submission to shareholders of an alternative funding arrangement, the ABG Board has not received any formal offer or any evidence that the proposed alternative is financially credible. In addition the outlined plan does not address the immediate cash requirements of the Company if the rights issue is not to proceed. This would mean that an appointment of an administrator would require serious consideration.

The Board urges all shareholders to carefully read the enclosed material and participate in the voting process.

If you are unable to attend the meeting, you are encouraged to complete the enclosed proxy form. The proxy form should be faxed to our registry on (02) 9287 0309 or returned in the envelope provided so that is received by 11:00am on Wednesday 23 May 2007.

Corporate shareholders will be required to complete a "Certificate of Appointment of Representative" to enable a person to attend on their behalf. A form of this certificate may be obtained from the Company's share registry.

I look forward to your attendance at the meeting.

Yours sincerely

A Kening

John Keniry Chairman