MINDAX LIMITED — Capital/Financing Update 2015

Oct 26, 2015

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ASX ANNOUNCEMENT

SHARE SUBSCRIPTION AGREEMENT

27 October 2015

ASX Code: MDX ABN: 28 106 866 442

Principal Address

Ground Floor, 20 Kings Park Road West Perth WA 6005 Telephone: +61 8 9485 2600 Facsimile: +61 8 9485 2500 Email: info@mindax.com.au

Registered Office

Mindax Limited (ASX: MDX )( Company ) is pleased to announce that it has entered into a share subscription agreement with Andrew Tsang, a director of the Company ( Share Subscription Agreement ).

Under the Share Subscription Agreement, Mr Tsang has agreed to subscribe for 40,000,000 shares to the value of $200,000 and procure the subscription for an additional 40,000,000 shares to the value of $200,000 by a third party investor. Another director of the Company, Mr Yonggang Li, has agreed to be the third party investor. The funds provided under the Share Subscription Agreement are intended to be used by the Company for corporate expenses and for general working capital.

Ground Floor, 20 Kings Park Road West Perth WA 6005

Investor Enquiries

Mr Benjamin Chow Chairman Telephone: +61 8 9485 2600 Email: info@mindax.com.au

The key terms of the Share Subscription Agreement, which is subject to shareholder approval, are set out on the following page.

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MINDAX LIMITED | www.mindax.com.au

ASX Announcement Shareholder Subscription Agreement Signed 28 October 2015

The Share Subscription Agreement was entered into between the Company and Andrew Tsang ( Investor ) on 27 October 2015. The key terms of the agreement are as follows.

1. The obligations of the parties are conditional on:

2. (a) the Company having agreed, subject to shareholder approval, that loans to the value of $800,000 owed by the Company to Ms Lai You, a shareholder of the company and the mother of Mr Andrew Tsang, a director ( Lai You Loans ) be converted into freely transferrable ordinary shares in the capital of the Company at the issue price of $0.005 ( Issue Price );

3. (b) the Company having obtained shareholder approval to issue shares and convert the Lai You Loans for the purposes of item 7 section 611 of the Corporations Act, Chapter 2E of the Corporations Act and the Listing Rules together with such other approvals as may be necessary or desirable; and

4. (c) the Lai You Loans having converted into that number of shares as is the product of $800,000 divided by the Issue Price.

Each party must use all reasonable endeavours within its own capacity to ensure that the conditions are satisfied by 5pm on 18 December.

1. A party may terminate the agreement by notice if a condition is or becomes incapable of being satisfied or does not remain satisfied prior to 18 December.

2. The Investor agrees to subscribe for $200,000 worth of Shares and to or procure the subscription for an additional $200,000 worth of Shares by a third party Investor ( Third Party Investor ), and Company agrees to allot and issue to the Investor and/or his nominee the shares on the date that is three business days after the conditions have been satisfied ( Completion Date ) in consideration of $400,000.

3. On the Completion Date, Company must issue a total of 80,000,000 shares ( Placement Shares ) to the Investor and the Third Party Investor.

4. On the Completion Date, the Company must procure that its share registry issues holding statements for the relevant Placement Shares to the Investor and the Third Party Investor and the Company must register the Investor and the Third Party Investor in its register of members in compliance with the Corporations Act.

5. The Company must on or before the Completion Date, apply to the ASX for the Placement Shares to be granted official quotation and ensure that all conditions of approval for official quotation are satisfied on or before the Completion Date.

6. The Company must take all such steps as shall be necessary to ensure that the Company Shares are freely transferrable on and from the date on which they are quoted on ASX.

End of Announcement

For further information contact: Benjamin Chow Chairman Mindax Limited Telephone: +61 8 9485 2600

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MINDAX LIMITED | www.mindax.com.au