IGO LIMITED — Capital/Financing Update 2016

Aug 4, 2016

05/08/2016

==> picture [279 x 197] intentionally omitted <==

The Manager ASX Market Announcements Office ASX Limited

Dear Sir/Madam

SHARE PURCHASE PLAN – OFFER BOOKLET

Attached, please find the Offer Booklet and Application Form in respect of the Share Purchase Plan as announced to shareholders on 27 July 2016, which was mailed to shareholders today.

Yours faithfully Independence Group NL

==> picture [105 x 85] intentionally omitted <==

Joanne McDonald Company Secretary

PAGE 1

Independence Group NL ABN 46 092 786 304

==> picture [50 x 50] intentionally omitted <==

Offer Booklet

In relation to the offer ( Offer ) by Independence Group NL ABN 46 092 786 304 ( IGO ) to Eligible Shareholders to acquire up to A$15,000 of fully paid ordinary shares in IGO ( Shares ) under a share purchase plan ( Plan ).

IMPORTANT NOTICES

This document is not for release or distribution in the United States or elsewhere outside Australia and New Zealand.

This is an important document. If you are in any doubt about how to deal with this document, you should contact your broker, financial adviser or legal adviser.

You are encouraged to carefully read the terms and conditions of the Offer ( Offer Terms ) set out in this document, because if you apply for Shares under the Plan you will be agreeing to be bound by the Offer Terms. By applying for Shares under the Plan, you will confirm that you have read, understood and agreed to the Offer Terms.

If you apply for Shares under the Plan, there is a risk that the market price of Shares on ASX may change between the date that you accept the Offer and the date Shares are issued to you under the Plan. This means that, at the time of issue, you may be able to buy Shares on market at a lower price than the issue price under the Plan. By applying for Shares under the Plan, you will be acknowledging and accepting this risk.

Key dates

Event	Date and time
Record Date	7:00pm (Sydney time) on 26 July 2016
Opening Date	5 August 2016
Closing Date	5:00pm (Sydney time) on 19 August 2016
Allotment Date	29 August 2016
Quotation of Shares on ASX	30 August 2016

Dates and times shown above are indicative only and are subject to variation by IGO in its discretion at any time.

4 August 2016

==> picture [50 x 49] intentionally omitted <==

Dear Shareholder

OFFER TO PARTICIPATE IN SHARE PURCHASE PLAN

As you would’ve seen, Independence Group NL ( IGO ) recently announced a successful placement to institutional investors, raising approximately $250 million before costs – see the ASX announcement “Successful completion of $250 million placement” dated 28 July 2016 for further information.

On behalf of the Board of IGO, I am now pleased to offer you the opportunity to participate in a share purchase plan ( Plan ). Under the Plan, you can apply for up to $15,000 worth of ordinary shares in IGO at a price of $3.75 per share (free of brokerage).

The Plan provides IGO’s existing shareholders with the opportunity to increase their shareholding in IGO at the same price paid by institutional investors under the recent placement. This represents a 6.9% discount to the volume-weighted average price of IGO shares traded on ASX during the 5 days leading up to announcement of the placement.

Funds raised from the Plan and the placement will be used to:

• (a) strengthen IGO’s balance sheet and provide enhanced flexibility to fund IGO’s growth projects;

• (b) reduce the debt drawdown required to fund the remaining A$140–150 million initial capital expenditure to complete the Nova Project;

• (c) fund residual acquisition-related costs (stamp duty) of between A$50-55 million; and

• (d) provide funding for debt repayment and general corporate purposes including working capital.

Participation in the Plan is optional. The offer under the Plan is being made to IGO shareholders who were registered holders of ordinary shares in IGO with an address in Australia or New Zealand at 7:00pm (Sydney time) on 26 July 2016. Further details as to who is eligible to participate in the Plan are set out in the enclosed offer booklet.

To accept the offer, please follow the instructions in the enclosed offer booklet. Your application must be received by 5:00pm (Sydney time) on 19 August 2016.

A maximum of 8 million shares (representing $30 million) is available in total under the Plan. If IGO receives applications for more than this maximum number, it will apply a pro rata scale back and the excess application monies will be refunded to each applicant.

An offer booklet for the Plan is enclosed with this letter and I strongly recommend that you read the terms and conditions set out in the offer booklet carefully before deciding whether to participate in the Plan. If you are unsure whether to participate, you should contact your professional adviser.

Further details about IGO’s projects can be accessed by visiting IGO’s website, www.igo.com.au, and from the announcements lodged by IGO with ASX, also available on IGO’s website.

The Board encourages you to consider this opportunity to increase your investment and thanks you for your continued support of the Company.

Yours faithfully

==> picture [70 x 51] intentionally omitted <==

Peter Bilbe Chairman

1 Who is an Eligible Shareholder?

You are an Eligible Shareholder and may participate in the Offer if you were registered as a holder of Shares with an address on IGO’s share register in Australia or New Zealand as at 7:00pm (Sydney time) on 26 July 2016 ( Record Date ) unless:

• (a) you hold shares on behalf of another person who resides outside Australia or New Zealand, in which case you will not be eligible to participate in respect of the Shares held on behalf of that person; or

• (b) you are, or you are acting for the account or benefit of, a person in the United States.

IGO has determined that, regrettably, it is not practical for holders of Shares with addresses on IGO’s share register in other jurisdictions to participate in the Offer, having regard to the time and cost involved in extending the Offer into other jurisdictions.

2 Participation by Eligible Shareholders

• (a) Single holders: If you are the only registered holder of a holding of Shares, but you receive more than one offer under the Plan (for example, due to multiple registered holdings), you may only apply for up to a maximum of A$15,000 of Shares.

• (b) Joint holders: If you are recorded with one or more other persons as the joint holder of a holding of Shares, that joint holding is considered to be a single registered holding for the purposes of the Plan and the joint holders are entitled to participate in the Plan in respect of that single holding only. Certifications and representations given by a joint holder will be taken to have been given by all joint holders. If the same joint holders receive more than one offer under the Plan due to multiple identical holdings, the joint holders may only apply for a maximum of A$15,000 of Shares.

• (c) Custodians, trustees and nominees: If you are a custodian, trustee or nominee within the definition of ‘custodian’ in Australian Securities and Investments Commission ( ASIC ) Class Order [CO 09/425] (a Custodian ) and hold Shares on behalf of one or more persons (each a Beneficiary ), you may apply for up to a maximum of A$15,000 worth of Shares for each Beneficiary (but, as noted above, joint holders are taken to be a single holder), provided that you give IGO written certification of the matters set out in condition 9 of ASIC Class Order [CO 09/425] ( Custodian Certificate ). Custodians will not be entitled to participate in the Plan if their participation would be in breach of ASIC Class Order [CO 09/425].

However, Custodians may only apply for Shares under the Plan on behalf of a person who resides in Australia or New Zealand and who is not, and is not acting for the account or benefit of, a person in the United States or any other person outside Australia and New Zealand.

Copies of Custodian Certificates can be obtained from IGO’s share registry, Computershare Investor Services Pty Limited ( Computershare ). Applications from Custodians must be accompanied by a duly completed and signed Custodian Certificate.

If you hold Shares as a trustee or nominee for another person, but you are not a Custodian as defined above, you cannot participate for the persons on whose behalf you hold Shares in the manner described above. The rules for multiple single holdings (as set out above) apply.

3 Participation is optional

Participation in the Plan is optional. If you are an Eligible Shareholder, you can choose whether or not to participate.

The Offer is not a recommendation in relation to Shares.

Participation is subject to the Offer Terms.

page 1

4 Nature of the Offer

The Offer is non-renounceable and you may not transfer your rights under the Offer to another person.

The Offer under the Plan is made to each Eligible Shareholder on the same terms and conditions irrespective of the number of Shares which they held on the Record Date.

The Offer is open to all Eligible Shareholders from the Opening Date of 5 August 2016 until 5:00pm (Sydney time) on the Closing Date of 19 August 2016.

5 How much can you invest?

5.1 Parcels of Shares

Eligible Shareholders may apply for parcels of Shares of the following values:

$2,500 of Shares

(666 Shares at $3.75 per Share)

$5,000 of Shares

(1,333 Shares at $3.75 per Share)

$7,500 of Shares

(2,000 Shares at $3.75 per Share)

$10,000 of Shares

(2,666 Shares at $3.75 per Share)

$12,500 of Shares

(3,333 Shares at $3.75 per Share)

$15,000 of Shares – this is the Maximum Amount of Shares

(4,000 Shares at $3.75 per Share)

The amounts received under the Plan may be subject to a scale back – see further section 7 of these Offer Terms below.

5.2 Maximum Amount

The Offer must comply with ASIC’s class order relief for share purchase plans, ASIC Class Order [CO 09/425].

Under ASIC’s relief, Eligible Shareholders may only apply for up to the Maximum Amount, even if an Eligible Shareholder holds Shares in more than one capacity – for example, as a single holder and as a first (or subsequent) named holder of two or more joint holders (as set out in section 2 of these Offer Terms above). An Eligible Shareholder may apply for more than one parcel of Shares, but may not apply for Shares with an aggregate application price of more than the Maximum Amount. IGO may reject your application if it believes that you have not complied with this condition. The limit of the Maximum Amount applies irrespective of the number of Shares that the Eligible Shareholder held on the Record Date.

However, a Custodian may apply for up to the Maximum Amount for each Beneficiary subject to the arrangements set out in section 2 of these Offer Terms.

page 2

6 Issue Price

The Issue Price is $3.75 per Share.

This is the same as the price paid by institutional investors under the recent placement conducted by IGO.

The Issue Price represents a 6.9% discount to the 5-day volume weighted average price of $4.03 per Share up to 26 July 2016, being the last trading day prior to announcement of the placement.

You should note that the market price of the Shares may rise or fall between the date the Offer commences and the date when Shares are allotted, or otherwise allocated, to you under the Plan. This means that the price you pay per Share pursuant to the Offer may be either higher or lower than the market price of the Shares at the time of the Offer or at the time the Shares are allotted, or otherwise allocated, to you under the Plan. IGO recommends that you monitor the Share price and any IGO announcements, which can be found on IGO’s website at www.igo.com.au.

7 Applications may be scaled back

IGO has set a maximum aggregate number of Shares that may be issued under the Plan of 8,000,000, being a capped amount of $30 million divided by the Issue Price ( Offer Limit ).

If the aggregate number of Shares validly applied for by Eligible Shareholders exceeds the Offer Limit, then the number of Shares you will be issued will be scaled back to the whole number of Shares (rounded down) calculated as follows:

L P x

S

Where:

P = the relevant parcel applied for by you;

L = the Offer Limit; and

S = the actual aggregate number of Shares validly applied for by Eligible Shareholders.

If the number of Shares you applied for is scaled back, the excess application monies – calculated by multiplying the Issue Price by the difference between the number of Shares you are allocated and the number of Shares you applied for – will be refunded to you by direct credit to your nominated bank account or by cheque as soon as practicable following allocation. No interest will be paid on any application monies returned to you.

8 How to accept the Offer and apply for Shares

To apply for Shares under the Plan, Eligible Shareholders may either:

• (a) complete and return the Application Form; or

• (b) make a payment by BPAY[®] .

Payments must be made in Australian dollars.

8.2 Using the Application Form

You may apply for Shares under the Plan by completing the enclosed Application Form and returning it, together with a cheque, to Computershare in accordance with the instructions on the Application Form.

Your cheque must be payable to ‘Independence Group NL’ and crossed ‘Not Negotiable’. It must be in Australian dollars and drawn on an Australian bank.

page 3

Sufficient cleared funds should be held in your account. If your cheque does not clear, your application will not be accepted and you agree to be responsible for any dishonour fees or other costs incurred. If your cheque is dishonoured, it will not be re-presented.

8.3 Paying by BPAY[®]

Unless you are a Custodian, you may apply for Shares under the Plan by making a payment by BPAY[®] if you have an Australian bank account enabled for this purpose, using the unique customer reference number shown on the enclosed Application Form to identify your shareholding.

If you make a BPAY[® ] payment, you do not need to return your Application Form, but you will be taken to make the certifications and representations in section 9 of these Offer Terms.

Note that your financial institution may apply limits on your use of BPAY[®] , including as to the timing for processing payments, and that you should make enquiry about the limits that apply in your personal situation.

8.4 Payments that don’t meet the set parcel values

If the amount of the cheque tendered with the Application Form or your BPAY[®] payment is:

• (a) less than $2,500 – IGO will not allocate any Shares to you and will refund your application money to you;

• (b) greater than $15,000 – subject to scale back, IGO will allocate to you the Maximum Amount of Shares and will refund the excess application monies to you; and

• (c) for an amount that is between $2,500 and $15,000 but is not $2,500, $5,000, $7,500, $10,000, $12,500 or $15,000 – subject to scale back, IGO will allocate to you the number of Shares that would have been allocated to you had you applied for the amount of $2,500, $5,000, $7,500, $10,000, $12,500 or $15,000 that is nearest to but less than the amount of your cheque or BPAY[®] payment, and will refund the excess application monies to you.

Closing Date for applications

All payments and applications must be received no later than 5.00pm (Sydney time) on 19 August 2016. Applications received after this time will not be accepted.

General information regarding applications for Shares

IGO will not accept applications accompanied by cash payments.

Receipts for payment will not be issued.

You will not be able to withdraw or revoke your application once you have submitted your Application Form or BPAY[®] payment.

IGO may, in its absolute discretion, accept or reject your application for Shares under the Plan, including without limitation if:

• (a) your Application Form is incorrectly completed, incomplete or otherwise determined by IGO to be invalid or defective;

• (b) the cheque that you enclose with your Application Form is not made out for the exact amount that you have selected on the Application Form or is dishonoured or otherwise incorrectly completed;

• (c) your BPAY[®] payment is not received, or is incomplete or invalid;

• (d) IGO believes that you are applying to buy more than A$15,000 (in aggregate) worth of Shares;

• (e) if you are a Custodian, IGO is not satisfied with your certification; or

• (f) IGO believes that you are not an Eligible Shareholder (subject to compliance with any applicable ASIC or ASX requirements).

page 4

IGO must reject applications if required to do so under ASIC Class Order [CO 09/425].

IGO reserves the right to return your cheque or refund your BPAY[®] payment and not allot you any Shares.

Any application monies refunded to you will be paid by direct credit to your nominated bank account or by cheque as soon as practicable following allocation.

No interest will be paid on any application monies returned to you.

9 Effect of applying for Shares under the Plan

By completing and returning the Application Form to IGO or by making a BPAY[®] payment, you will be giving the following certifications and representations on behalf of each person on whose account you are acting:

• (a) you certify that you are, and each person on whose account you are acting, is an Eligible Shareholder and are lawfully permitted to accept the Offer and participate in the Plan in accordance with the Offer Terms and all applicable laws;

• (b) you acknowledge that the Shares have not been and will not be registered under the US Securities Act of 1933, as amended ( US Securities Act ) and may not be offered or sold, directly or indirectly in the United States, except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws;

• (c) you represent that have not and will not send this booklet or any other materials relating to the Offer or the Plan to any person in the United States or any other person outside Australia and New Zealand;

• (d) you agree that your application is made on, and you agree to be bound by, the Offer Terms set out in this booklet and on the Application Form, and you agree to be bound by IGO’s constitution;

• (e) you declare that all details and statements in your Application Form are true and complete and not misleading;

• (f) you agree that your application is irrevocable and unconditional;

• (g) you certify that the aggregate of the application price for the following does not exceed A$15,000:

• (1) Shares the subject of your Application Form or BPAY[®] payment;

• (2) any other Shares applied for by you under the Offer or any other Shares issued under similar arrangements operated by IGO in the 12 months prior to the date of submission of the Application Form or BPAY[®] payment;

• (3) any Shares which you have instructed a Custodian to acquire on your behalf under the Offer; and

• (4) any other Shares issued to a Custodian acting on your behalf under any similar arrangements operated by IGO in the 12 months prior to the date of submission of the Application Form or BPAY[®] payment,

even though you may have received more than one offer under the Plan or received offers in more than one capacity under the Plan;

• (h) if you are a Custodian and are applying for Shares with an aggregate application price of more than A$15,000, you are providing with your Application Form certification, or agree to certify, the matters required by condition 9 of ASIC Class Order [CO 09/425], in accordance with the Custodian Certificate which can be obtained from Computershare;

• (i) you represent that you are in compliance with all relevant laws and regulations (including, without limitation, section 1043A of the Corporations Act 2001 (Cth) (insider trading) and laws and regulations designed to restrict terrorism financing and/or money laundering;

page 5

• (j) you are not a “designated person” or “designated entity” (or other like term) for the purpose of any domestic or international law or regulation implementing United Nations sanctions;

• (k) you agree that IGO may determine that your Application Form is valid and in accordance with these Offer Terms even if it is incomplete, contains errors or is otherwise defective;

• (l)

• you agree that your application is only effective when received and not when posted;

• (m) you accept the risk associated with any refund that may be sent to you by direct credit to your nominated bank account or by cheque to the address shown on IGO’s share register;

• (n) you acknowledge and accept the risk that the market price of Shares may rise or fall between the date this Offer commences and the date when Shares are allotted, or otherwise allocated, to you under the Plan and that the price you pay per Share pursuant to this Offer may exceed the market price of Shares at the time the Shares are allotted, or otherwise allocated, to you under the Plan;

• (o) you agree that if you have previously provided IGO or its share registry with bank account details for the purposes of direct credit of dividends, any refund to be paid to you under the Plan may be directed to that nominated account;

• (p) you acknowledge that IGO is not liable for any exercise of its discretion referred to in these Offer Terms;

• (q) you agree to be responsible for any dishonour fees or other costs IGO may incur in presenting a cheque for payment that is dishonoured;

• (r) you agree that if there is a rounding of Shares and no scale back, any remaining balance of your payment after your allotment will be retained by IGO;

• (s) you accept that IGO, in its discretion, may make reduction in allotments of Shares under a scale back;

• (t) you acknowledge that no interest will be paid on any application monies held pending the allotment of the Shares or subsequently refunded to you for any reason; and

• (u) you acknowledge that you have not been provided with investment advice or financial product advice by IGO or its share registry.

10 Allotment and quotation of Shares

IGO expects to issue and allot Shares under the Plan on or about 29 August 2016. IGO will apply for Shares issued under the Plan to be quoted on ASX and expects quotation to commence on 30 August 2016.

Shares issued under the Plan will rank equally with existing fully paid ordinary shares in IGO.

IGO will send you a holding statement in respect of any Shares issued to you under the Plan. IGO recommends that Eligible Shareholders who apply for Shares under the Plan do not trade in the Shares applied for until they have received a holding statement for the Shares allotted to them under the Plan.

11 Foreign offering restrictions

This document does not constitute an offer of Shares in any jurisdiction in which it would be unlawful and has been prepared for distribution in Australia and New Zealand only and may not be released or distributed elsewhere.

New Zealand

The Shares under the Plan are not being offered or sold to the public in New Zealand other than to existing shareholders of IGO with registered addresses in New Zealand to whom the offer of

page 6

Shares under the Plan is being made in reliance on the Securities Act (Overseas Companies) Exemption Notice 2013 (New Zealand).

This document has not been registered, filed or approved by any New Zealand regulatory authority. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

United States

This document does not constitute an offer to sell, or the solicitation of an offer to buy, securities in the United States. The Shares have not been and will not be registered under the US Securities Act and may not be offered or sold, directly or indirectly in the United States, except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

Because of these restrictions, and consistent with the representations set out in section 9 of these Offer Terms, you must not:

• (a) send copies of this booklet or any other material relating to the Offer or the Plan to any person in the United States or to any other person outside Australia and New Zealand; or

• (b) submit an Application Form or make a BPAY[®] payment or otherwise apply for Shares under the Plan if you are in the United States or for any person in the United States or who is, or is acting for the account or benefit of, a person in the United States.

Failure to comply with these restrictions may result in violations of applicable securities laws.

12 Additional information

12.1 No brokerage

No brokerage will be payable by Eligible Shareholders in respect of the application for, and issue and allotment of, Shares under the Plan.

12.2 Not investment advice

In preparing this booklet, IGO has not taken into account the individual objectives, financial situation or needs of individual Shareholders. Accordingly, before making a decision whether or not to accept the Offer and participate in the Plan, you may wish to consult with your financial or other professional adviser.

12.3 Amendment, suspension and termination of the Plan

IGO reserves the right to waive strict compliance with any provisions of the Offer Terms, to amend or vary those terms and conditions and to suspend, extend or terminate the Offer at any time. Any such amendment, variation, suspension or termination will be binding on all Eligible Shareholders even where IGO does not notify you of that event.

12.4 Dispute resolution

IGO may settle, in any manner it thinks fit, any difficulties, anomalies or disputes which may arise under or in connection with the operation of the Plan, whether generally or in relation to any participant or class of participants, offer, application or Shares, and the decision of IGO shall be conclusive and binding on all participants and other persons to whom the determination relates. IGO’s rights may be exercised by the IGO Board or any delegate of the Board.

page 7

12.5 Interpretation

The term ‘Offer Terms’ includes the terms and conditions contained in this document and the Application Form.

A reference to ‘$’ and ‘dollars’ is to Australian currency unless denominated otherwise.

12.6 Notices

Notices and statements to participating shareholders may be given in any manner determined by the Board from time to time.

12.7 Governing law

The Offer and these Offer Terms are governed by the laws of Western Australia. By accepting the Offer, you submit to the non-exclusive jurisdiction of the courts of Western Australia.

13 Questions and further information

If you have any questions please contact Computershare any time between 8.30am to 5.00pm (Melbourne time), Monday to Friday, on 1300 850 805 (inside Australia) or +61 3 9415 4000 (outside Australia).

page 8

==> picture [73 x 64] intentionally omitted <==

For all enquiries:

Phone:

==> picture [15 x 15] intentionally omitted <==

[Inside Australia] 1300 850 805 [Outside Australia] +61 3 9415 4000

Web:

www.investorcentre.com/contact

IGO

MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

Make your payment:

See overleaf for details of the Offer and how to make your payment

Share Purchase Plan Application Form

 [Your payment must be received by 5:00pm (Sydney Time) Friday 19 August 2016]

This is an important document that requires your immediate attention.

It can only be used in relation to the shareholding represented by the details printed overleaf. If you are in doubt about how to deal with this form, please contact your financial or other professional adviser.

By making payment you agree to be bound by the Constitution of Independence Group NL and that the submission of this payment constitutes an irrevocable offer by you to subscribe for Independence Group NL shares on the terms of the Share Purchase Plan (Plan).

In addition, by submitting the slip below, or making payment by BPAY , you certify that you have not applied for new Independence Group NL shares with an aggregate application price in excess of $15,000 under the Plan and any similar arrangement in the 12 months prior to your application (including by instructing a Custodian to apply for New Shares on your behalf), even though you may have received more than one offer under the Plan or received offers in more than one capacity under the Plan.

Independence Group NL may make determinations in any manner it thinks fit, in relation to any difficulties which may arise in connection with the Plan whether generally or in relation to any participant or application.

Any determinations by Independence Group NL will be conclusive and binding on all Eligible Shareholders (as defined in the Plan) and other persons to whom the determination relates. Independence Group NL reserves the right to waive strict compliance with any provision of the terms and conditions of the Plan, to amend or vary those terms and conditions or to suspend, extend or terminate the Plan at any time. Any such amendment, suspension or termination will be binding on all Eligible Shareholders even where Independence Group NL does not notify you of that event.

If you are a Custodian (as defined in the Plan) you must submit a Custodian Certificate to Independence Group NL. Please contact Computershare Investor Services Pty Ltd if you require a Custodian Certificate.

Step 1: Registration Name & Offer Details

Details of the shareholding and the Offer are shown overleaf.

Please check the details provided and update your address via www.investorcentre.com if any of the details are incorrect.

If you have a CHESS sponsored holding, please contact your Controlling Participant to notify a change of address.

Step 2: Make Your Payment

Your payment must correspond to one of the options detailed overleaf. You may choose one option only. Note that the amount chosen may be subject to scale back in accordance with the terms of the Plan.

Choose one of the payment methods shown below.

BPAY[®] : See overleaf. Do not return the payment slip with BPAY payment.

By Mail: Complete the reverse side of this payment slip and detach and return with your payment. Make your cheque, payable in Australian dollars to " Independence Group NL " and cross " Not Negotiable ". The cheque must be drawn from an Australian bank. Cash is not accepted.

Payment will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques received may not be re-presented and may result in your application being rejected. Paperclip (do not staple) your cheque(s) to the payment slip. Receipts will not be forwarded. Funds cannot be debited directly from your account.

Entering your contact details is not compulsory, but will assist us if we need to contact you.

Independence Group NL Share Purchase Plan Application Form Payment must be received by 5:00pm (Sydney Time) Friday 19 August 2016

Turn over for details of the Offer è

® Registered to BPAY Pty Limited ABN 69 079 137 518

916CR_0_Sample_CA/000001/000001/i

X 9999999991

I ND

Share Purchase Plan Application Form

Registration Name & Offer Details

MR SAM SAMPLE Registration Name: 123 SAMPLE STREET SAMPLETOWN VIC 3000

[For your security keep your SRN/] HIN confidential.

Entitlement No: 12345678

Offer Details:

7:00pm (Sydney Time) Tuesday 26 July 2016

Record date: Minimum value $2,500 available to purchase: Maximum value $15,000 available to purchase:

Make Your Payment

Pay by Mail:

Biller Code: 153171 Ref No: 1234 5678 9123 4567 89 

Make your cheque payable to " Independence Group NL " and cross " Not Negotiable ". Return your cheque with the below payment slip to: Computershare Investor Services Pty Limited GPO BOX 505 Melbourne Victoria 3001 Australia

Contact your financial institution to make your payment from your cheque or savings account.

Lodgement of Acceptance

If you are applying for New Shares and your payment is being made by BPAY , you do not need to return the payment slip below. Your payment must be received by no later than 5:00pm (Sydney Time) Friday 19 August 2016. Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment. Neither Computershare Investor Services Pty Limited (CIS) nor Independence Group NL accepts any responsibility for loss incurred through incorrectly completed BPAY payments. It is the responsibility of the applicant to ensure that funds submitted through BPAY are received by this time.

If you are paying by cheque, the payment slip below must be received by CIS by no later than 5:00pm (Sydney Time) Friday 19 August 2016. You should allow sufficient time for this to occur. A reply paid envelope is enclosed for shareholders in Australia. Other Eligible Shareholders will need to affix the appropriate postage. Return the payment slip below with cheque attached. Neither CIS nor Independence Group NL accepts any responsibility if you lodge the payment slip below at any other address or by any other means.

Privacy Notice

The personal information you provide on this form is collected by Computershare Investor Services Pty Limited (CIS), as registrar for the securities issuers (the issuer), for the purpose of maintaining registers of securityholders, facilitating distribution payments and other corporate actions and communications. In addition, the issuer may authorise us on their behalf to send you marketing material or include such material in a corporate communication. You may elect not to receive marketing material by contacting CIS using the details provided above or emailing privacy@computershare.com.au. We may be required to collect your personal information under the Corporations Act 2001 (Cth) and ASX Settlement Operating Rules. We may disclose your personal information to our related bodies corporate and to other individuals or companies who assist us in supplying our services or who perform functions on our behalf, to the issuer for whom we maintain securities registers or to third parties upon direction by the issuer where related to the issuer’s administration of your securityholding, or as otherwise required or authorised by law. Some of these recipients may be located outside Australia, including in the following countries: Canada, India, New Zealand, the Philippines, the United Kingdom and the United States of America. For further details, including how to access and correct your personal information, and information on our privacy complaints handling procedure, please contact our Privacy Officer at privacy@computershare.com.au or see our Privacy Policy at http://www.computershare.com/au.

Detach here

Purchase Details for Independence Group NL (choose one option)

$2,500 worth of OR $5,000 worth of OR $7,500 worth of shares shares shares $10,000 worth of OR $12,500 worth of OR $15,000 worth of shares shares shares

12345678 Entitlement No: 12345678

Payment must be received by 5:00pm (Sydney Time) Friday 19 August 2016

MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

Contact Details

Contact Daytime Name Telephone Cheque Details Drawer Cheque Number BSB Number Account Number Amount of Cheque

==> picture [540 x 21] intentionally omitted <==

123456789123456789+0000000001-3051+14