IRESS LIMITED — Capital/Financing Update 2013

Aug 5, 2013

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6 August 2013

ASX Limited Level 4 North Tower, Rialto 525 Collins Street MELBOURNE VIC 3000

Attention: The Manager, Company Notice Section

Dear Sir or Madam

IRESS LIMITED – NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001

This notice is given by IRESS Group Limited (ASX Code: IRE) (“IRESS”) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (“Act”) as modified by the Australian Securities and Investments Commission (“ASIC”) Class Order 08/35 (“Class Order”).

IRESS has announced an accelerated renounceable entitlement offer (“Entitlement Offer”) of 2 fully paid ordinary share in IRESS (“New Share”) for every 9 IRESS ordinary shares held as at 7.00pm (Melbourne time) on 9 August 2013 by shareholders with a registered address in Australia, New Zealand and certain other jurisdictions in which IRESS decides to extend the Entitlement Offer.

A Retail Offer Booklet for the Entitlement Offer is expected to be dispatched to eligible retail shareholders on 15 August 2013.

IRESS confirms that:

• (a) the New Shares will be offered for issue without disclosure under Part 6D.2 of the Act;

• (b) this notice is being given under section 708AA(2)(f) of the Act as modified by the Class Order;

• (c) as at the date of this notice, IRESS has complied with:

  • (i) the provisions of Chapter 2M of the Act as they apply to IRESS; and

  • (ii) section 674 of the Act;

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• (d) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Act that is required to be set out in this notice under section 708AA(7) of the Act; and

• (e) the potential effect the issue of New Shares will have on the control of IRESS, and the consequences of that effect, will depend on a number of factors, including investor demand and existing shareholdings. Given:

  • (i) the Entitlement Offer is structured as a pro-rata issue and is fully underwritten;

  • (ii) ASX Limited has provided a commitment to subscribe for its full entitlement under the Entitlement Offer based on its current shareholding of 19.1% of the issued shares in IRESS, and may participate in the shortfall bookbuilds under the Entitlement Offer together with other institutional investors, but only to the maximum extent permitted by applicable law, which would only entitle it to increase its shareholding to approximately 22.2%; and

  • (iii) the current level of holdings of other substantial holders (based on substantial holding notices that have been given to IRESS and lodged with ASX on or prior to the date of this notice),

the issue of the New Shares under the Entitlement Offer is not expected to have a material effect or consequence on the control of IRESS.

Yours sincerely,

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Peter Ferguson Group General Counsel & Company Secretary

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