IMAGE RESOURCES NL — Regulatory Filings 2008

Apr 16, 2008

ASX Limited ABN 98 008 624 691 Level 8 Exchange Plaza 2 The Esplanade Perth WA 6000

GPO Box D187 Perth WA 6840

Telephone 51 08 9224 0000 Facsimile 61 (08) 9221 2020 Internet http://www.asx.com.au

Mr Robert Lewis Company Secretary Image Resources NL 2^nd Floor 35 Outram Street WEST PERTH WA 6005

By fax: 9485 2840

Dear Mr Lewis

Director's Margin Loan

ASX Ltd ("ASX") refers to the Announcements by Image Resources NL ("Company") dated 2 April 2008 titled "Orderly Off-Market Buyout" and 7 April 2008 titled "Opes Prime Overhang Eradicated" ("Announcements").

The Announcements confirm that Mr George Sakalidis, had margin lending arrangements with "Opes Prime" under which approximately 5,500,000 shares of the Company were pledged as collateral ("Opes Margin Loan"). As the Company currently has 79,599,241 ordinary shares quoted on the official list of ASX, this equates to 6.9% of the Company's shares.

Disclosure of Margin Loans

ASX listing rule 3.1 requires an entity to disclose immediately to the ASX any information that it is aware of concerning itself that a reasonable person would expect to have a material effect on the price or value of its securities.

On 29 February 2008, ASX issued Companies Update 02/08 reminding listed entities of their obligations under listing rule 3.1 and in particular stated that where a director has entered into a margin loan or similar funding arrangements for a material number of securities this may be required to be disclosed under listing rule 3.1. Companies Update 02/08 also stated that listing rule 3.1 may require the entity to disclose the key terms of the arrangements, including the number of securities involved, the trigger points, the rights of the lender to sell unilaterally and any other material details.

We wish to draw your attention to the definition of "aware" in Chapter 19 of the listing rules which states that:

"an entity becomes aware of information if a director or executive director (in the case of a trust, director or executive officer of the responsible entity or management company) has, or ought reasonably to have, come into possession of the information in the course of the performance of their duties as a director or executive officer of that entity".

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Furthermore, paragraph 18 of Guidance Note 8 - "Continuous Disclosure" states:

"Once a director or executive becomes aware of information, he or she must immediately consider whether that information should be given to the ASX. An entity cannot delay giving information to ASX pending formal signoff or adoption by the board, for example."

The exceptions to this requirement are set out in listing rule 3.1A provided each of the following are satisfied:

• "3.1A.1 A reasonable person would not expect the information to be disclosed.
• 3.1A.2 The information is confidential and ASX has not formed the view that the information has ceased to be confidential.
• 3.1A.3 One or more of the following applies:
• It would be a breach of the law to disclose the information.
• The information concerns an incomplete proposal or negotiation.
• The information comprises matters of supposition or insufficiently definite to warrant disclosure.
• The information is generated for internal management purposes of the entity.
• The information is a trade secret."

Queries to be responded to

Having regard to listing rule 3.1, Guidance Note 8 - "Continuous Disclosure" and Companies Update 02/08, ASX requires the Company to respond to the following questions.

• 1. At the time the Companies Update 02/08 was released to the market:
• 1.1. Was the Company aware of margin lending arrangements of any, or all, of the Directors (the "Information")?
• 1.2. If the Company was aware of the Information in respect of any, or all, of the Directors' margin lending arrangements, did the Company consider that the Information was material to the Company?
• 1.3. If the answer to question 1.2, is the Company did not consider that the Information was material, please provide the basis on which the Company did not consider it material.
• 1.4. If the answer to question 1.2 was that the Company did consider that Information was material, please advise why the Information was not released to the market at that time?
• If the answer to question 1.1 is "no", please advise whether subsequent to the release of Companies Update 02/08: $2.$
• 2.1. The Company became aware of the Information in relation to margin lending arrangements of any, or all of the Directors?

• 2.2. If the Company became aware of the Information in relation to margin lending arrangements of any, or all of the Directors:

  • 2.2.1. Please advise when it became aware of the Information?
  • 2.2.2. In light of the guidance contained in the Companies Update, please advise what steps were taken by the Company in order to ascertain whether the Information in relation to the margin lending arrangements of the Directors, whether considered individually or collectively, was material to the Company?
  • 2.2.3. Please advise whether the Company considered the Information to be material to the Company?

• 2.2.4. If the answer to question 2.2.3 is the Company did not consider that the Information was material, please provide the basis on which the Company did not consider it material.

• 2.2.5. If the answer to question 2.2.3 was that the Company did consider that Information was material, please advise why the Information was not released to the market at that time?
• In relation to the Opes Margin Loan to Mr Sakalidis: $\mathbf{3}$
• 3.1. When was the loan entered into by Mr Sakalidis?
• 3.2. Who are the parties to the loan?
• 3.3. How many of the Company's securities are provided as security for the loan?
• 3.4. What are the key terms of the loan?
• 3.5. Does the loan set out the rights of the lender to sell unilaterally the securities involved?

Unless the information is required to be immediately released under listing rule 3.1, the response to this letter is required by no later than 5.00pm W. S.T on Wednesday 16 April 2008.

Please note the ASX reserves its right under listing rule 18.7 to release this letter and the Company's response to the market. Accordingly the Company's response should address each question separately and be in a format suitable for release to the market.

Please also note the Company's response should be sent to me either by email to elizabeth.harris@asx.com.au or by facsimile to (08) 9221 2020. It should not be sent to Company Announcements Office.

The ASX reserves all its rights and remedies in relation to this matter.

If you have any concerns regarding the contents of this letter, please contact me on (08) 9224 0011 or James Rowe on (08) 9224 0001.

Yours sincerely

Elizábeth Harris Senlor Adviser, Issuers (Perth)