MINDAX LIMITED — Capital/Financing Update 2011

Jul 3, 2011

PRINCIPAL OFFICE

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Level 2, 25 Richardson Street, West Perth Western Australia PO Box 92, West Perth, WA, 6872 Telephone 08 9485 2600 Facsimile 08 9485 2500 Website www.mindax.com.au

ABN 28 106 866 442

4 July 2011

Company Announcements Platform ASX Limited

Via Electronic Lodgement

Dear Sir/ Madam

ENTITLEMENTS ISSUE – NOTIFICATION LETTERS TO SHAREHOLDERS

Please find attached the following shareholder notification letters, which will be despatched on 4 July 2011:

1. letter to eligible shareholders registered in Australia, New Zealand and Singapore providing them with the information required in relation to the pro-rata renounceable entitlements issue (“Rights Issue”); and

2. letter to shareholders registered in countries outside of Australia, New Zealand and Singapore advising them that the Company will not be extending the Rights Issue to them.

Yours sincerely

Angelo Francesca Company Secretary

PRINCIPAL OFFICE

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Level 2, 25 Richardson Street, West Perth Western Australia PO Box 92, West Perth, WA, 6872 Telephone 08 9485 2600 Facsimile 08 9485 2500 Website www.mindax.com.au

ABN 28 106 866 442

4 July 2011

[Shareholder Details] [Shareholder Address]

Dear Shareholder

RENOUNCEABLE ENTITLEMENTS ISSUE – DETAILS

On 30 June 2011 Mindax Limited (“Mindax” or “the Company”) announced details of a pro-rata renounceable entitlements issue (“Rights Issue”) on the basis of one (1) new share (“New Share”) for every five (5) shares held on the record date of 18 July 2011 (“Record Date”) at an issue price of 25 cents per New Share, together with one (1) free attaching new „piggyback‟ option (“New Option”) for every New Share issued. The Rights Issue is partially underwritten by Patersons Securities Limited (“Underwriter”) to the extent of $4.75 million and will seek to raise gross proceeds of approximately $7,575,000 (assuming no existing options presently on issue are exercised prior to the Record Date).

On 1 July 2011, Mindax lodged a prospectus with the Australian Securities and Investments Commission setting out the details of the Rights Issue. A copy of the Prospectus was also lodged with the Australian Securities Exchange (“ASX”) on the same date and is available on the websites for ASX ( www.asx.com.au ) and Mindax ( www.mindax.com.au ).

It is anticipated that the Prospectus will be sent to all shareholders in Australia, New Zealand and Singapore on 22 July 2011.

Proposed Timetable*

The current proposed timetable for the Rights Issue is set out below. The dates are indicative only and Mindax reserves the right to vary the dates subject to the Corporations Act 2001, the Listing Rules of the ASX (“Listing Rules”) and other applicable law.

Prospectus lodged with ASIC and ASX	1 July 2011
Securities quoted on an “Ex” basis	12 July 2011
Rights trading commences	12 July 2011
Record Date to determine Entitlements pursuant to the Rights Issue	18 July 2011
Prospectus with Entitlements and Acceptance form dispatched to Shareholders	22 July 2011
Rights trading ends	29 July 2011
Closing date for acceptance and receipt of applications under the Rights Issue	8 August 2011
Notify ASX of under subscriptions	10 August 2011
Despatch of holding statements	15 August 2011

*The Directors reserve the right to vary the key dates without prior notice, subject to the Corporations Act 2001, the Listing Rules, and other applicable law.

Dealing with Entitlements

Shareholders have the following alternatives available in relation to the Rights Issue:

• 1) Accept their entitlement in full;

• 2) Partially accept their entitlement;

• 3) Transfer part or all of their entitlement to another party;

• 4) Sell all or part of their entitlement; or

• 5) Allow their entitlement to lapse.

Information required to be given to you in accordance with Listing Rules:

Pursuant to the Listing Rules, the Company is required to provide to you certain information before proceeding with the Rights Issue. This letter contains all the information required by Appendix 3B of the Listing Rules.

1. Up to a maximum of 30,302,913 New Shares and 30,302,913 New Options will be issued pursuant to the Rights Issue (assuming no presently existing options are exercised).

2. The New Shares will rank equally in all respect from the date of allotment with the existing class of quoted ordinary shares. The New Options will represent a new class of options and will comprise a primary option with an exercise price of 30 cents exercisable during April 2012, and expiring on 30 April 2012. The primary option is exercisable into one ordinary share and also a secondary option with an exercise price of 35 cents and an expiry date of 31 May 2015.

3. The issue price of the New Shares will be 25 cents each. The New Options will attach to the New Shares on a one (1) for one (1) basis and will be issued for nil consideration.

4. The Company will apply for quotation of the New Shares and New Options issued pursuant to the Rights Issue on the official list of the ASX.

5. The funds raised by the Rights Issue will be used principally to fund planned exploration and development of the Company‟s Mt Forrest Iron Project; to fund exploration at the Company‟s other prospects; towards the expenses of the Rights Issue; and to provide general working capital for the Company.

6. The securities will be entered into uncertificated holdings on 15 August 2011.

7. The total number and class of all securities quoted on ASX (including the maximum number of New Shares and New Options to be issued in the Rights Issue on an undiluted basis – i.e. assuming none of the Company‟s options currently on issue are exercised), will be as follows:

**Number **	Class
181,817,480	Ordinary shares
64,938,809	Listed Options exercisable at 75 cents each on or before 1 December 2011
30,302,913	Listed Options exercisable at 30 cents each during April 2012, expiring 30 April 2012. Each option then entitles the holder, upon exercise, to one (1) ordinary share and one (1) secondary option exercisable at 35 cents each on or before 31 May 2015

1. The following are the securities of the Company not quoted on ASX:

**Number **	Class
250,000	Unlisted Employee Options exercisable at 53 cents eachonorbefore1 August2012
300,000	Unlisted Employee and Consultant Options exercisable at 48 cents each on or before 12 October 2012
1,800,000	Unlisted Director and Consultant Options exercisable at 60 cents each on or before 31 March 2012
3,000,000	Unlisted Options exercisable at 75 cents each on or before1 December 2011

1. The Company currently has no dividend policy.

2. No shareholder approval for the Rights Issue is required.

3. The Rights Issue is renounceable . This means that shareholders who do not wish to subscribe for some or all of the New Shares and attaching New Options offered under the Rights Issue may sell their respective rights and also enables shareholders to purchase additional rights if they wish.

4. The New Shares in the Rights Issue will be offered on the basis of one (1) New Share for every five (5) shares held together with one (1) free attaching New Option for every New Share issued.

5. The offer under the Rights Issue relates to ordinary fully paid shares and options in the capital of the Company.

6. The record date to determine entitlements is 18 July 2011 .

7. Holdings on different registers (or subregisters) will not be aggregated for calculating entitlements.

8. In determining the entitlement of shareholders, any fractional entitlement will be rounded down to the nearest whole number.

9. The Company will not be sending an offer under the Rights Issue to any security holders who are not resident in Australia, New Zealand and Singapore as at the record date.

In compliance with Listing Rule 7.7.1 of the ASX Listing Rules, Mindax has appointed a nominee for excluded foreign holders of the Company‟s securities. The Company will transfer to the nominee the rights that would otherwise be granted to the foreign holders. The nominee must account to the foreign holder and sell the rights and distribute to each of those foreign holders their proportion of the proceeds of the sale (net of expenses), if any.

1. The closing date for receipt of acceptances or renunciations is 5.00pm WST 8 August 2011 .

2. The Rights Issue is partially underwritten by Patersons Securities Limited who will be paid a fee of 5% of the dollar amount underwritten and a corporate advisory fee of $60,000. All fees are quoted on a GST exclusive basis.

3. There is no other broker to the Rights Issue.

4. Brokers will receive no handling fee for acceptances lodged by them on behalf of security holders.

5. The Prospectus for the Rights Issue and the accompanying Entitlement and Acceptance Form will be sent to you on 22 July 2011 .

6. Existing option holders may participate in the Rights Issue upon exercise of their options. The Company has sent a notice to option holders on 1 July 2011 to notify option holders of their right to participate in the Rights Issue upon exercise of their options.

7. The latest date for despatch of shareholder holding statements is 15 August 2011 .

8. Rights trading will begin at commencement of trading on 12 July 2011 .

9. Rights trading will end at close of trading on 29 July 2011 .

10. If you wish to sell all of your entitlement on the ASX, you will need to complete the section at the back of the Entitlement and Acceptance Form, accompanying a copy of the Prospectus to be issued to you, marked “Sale of your Entitlement in full by your Stockbroker” and then forward the Form to your stockbroker. You must deal with your entitlement by close of trading on the ASX on 29 July 2011, when rights trading ceases.

11. If you wish to accept part of your entitlement and sell the balance on the ASX, you will need to complete the Entitlement and Acceptance Form, accompanying a copy of the Prospectus to be issued to you, for the part of your entitlement that you wish to accept and also complete the section on the back of the Form marked “Sale of part of your Entitlement” by your Stockbroker and take up of the balance, for the balance that you wish to sell on the ASX. The completed Form should then be forwarded together with a cheque for the amount due in respect of the New Securities you intend to accept. You must deal with that part on your entitlement which you do not intend to accept by close of trading on the ASX on 29 July 2011, when rights trading ceases.

12. If you wish to transfer all or part of your entitlement to another person other than on market using the ASX, then you will need to forward the following:

13. a) A completed renunciation form (obtainable from your stockbroker or the Company‟s share registry);

14. b) A completed Entitlement and Acceptance Form, accompanying a copy of the Prospectus to be issued to you; and

15. c) Transferee‟s cheque for the appropriate application monies.

The above information was provided to the ASX on 1 July 2011.

For further information on your entitlement please contact your stockbroker or Mindax‟s share register:

Advanced Share Registry Services

Telephone: (08) 9389 8033 (within Australia)

Facsimile: (08) 9389 7871 (within Australia)

and + 61 8 9389 8033 (outside Australia) and + 61 8 9389 7871 (outside Australia)

Yours sincerely

Angelo Francesca Company Secretary

PRINCIPAL OFFICE

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Level 2, 25 Richardson Street, West Perth Western Australia PO Box 92, West Perth, WA, 6872 Telephone 08 9485 2600 Facsimile 08 9485 2500 Website www.mindax.com.au

ABN 28 106 866 442

4 July 2011 [Overseas Shareholder Details] [Overseas Shareholder Address]

Dear Overseas Shareholder

RENOUNCEABLE ENTITLEMENTS ISSUE

As you may be aware, Mindax Limited (“Mindax” or “the Company”) is currently undertaking a pro-rata renounceable entitlements issue (“Rights Issue”) pursuant to a prospectus dated 1 July 2011 (“Prospectus”). The Company anticipates that the Rights Issue will close on 8 August 2011.

The Prospectus is for a renounceable rights issue to existing shareholders in Australia, New Zealand and Singapore on the basis of one (1) new share (“New Share”) for every five (5) existing shares held on the record date of 18 July 2011 (“Record Date”) at an issue price of 25 cents per New Share, together with one (1) free attaching new „piggyback‟ option (“New Option”) for every New Share issued. The New options will represent a new class of options and will comprise a primary option with an exercise price of 30 cents exercisable during April 2012, and expiring on 30 April 2012. The primary option is exercisable into one ordinary share and also a secondary option with an exercise price of 35 cents and an expiry date of 31 May 2015.

The Rights Issue is partially underwritten by Patersons Securities Limited (“Underwriter”) to the extent of $4.75 million and will seek to raise gross proceeds of approximately $7,575,000 (assuming no existing options presently on issue are exercised prior to the Record Date).

The Company determined, pursuant to Listing Rule 7.7.1 (a) of the Listing Rules of the Australian Securities Exchange (“ASX Listing Rules”), that it would be unreasonable to make offers under the Prospectus to all countries outside of Australia, New Zealand and Singapore. Accordingly, in compliance with ASX Listing Rule 7.7.1 (b), the Company wishes to advise you that it will not be extending the Rights Issue to you. The Company has appointed Patersons Securities Limited (“Nominee”), on normal commercial terms, as nominee for the excluded foreign shareholders to arrange the sale of the rights which would have been offered to the excluded shareholders. The Company will transfer the rights of the excluded shareholders to the Nominee who will account to those excluded shareholders for the proceeds (net of any expenses) of the sale of the rights (if any). The Nominee will have the absolute and sole discretion to determine the timing and the price at which the rights may be sold and the manner of any such sale. Neither the Company nor the Nominee will be subject to any liability for failure to sell the rights or to sell them at a particular price.

If, in the reasonable opinion of the Nominee, there is not a viable market for the rights or a surplus over the expenses of sale cannot be obtained for the rights that would have been offered to the excluded shareholders, then the rights will be allowed to lapse and they will form part of the shortfall. The contact number for the Nominee is +61 8 9263 1111.

Should you have any queries please contact the Company‟s Share Registry on +61 8 9389 8033.

Yours sincerely

Angelo Francesca Company Secretary