MINDAX LIMITED — Interim / Quarterly Report 2014

Jul 28, 2014

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ASX ANNOUNCEMENT

29 July 2014

ACTIVITIES FOR QUARTER ENDING

30 JUNE 2014

Updates on:

ASX Code: MDX

ABN: 28 106 866 442

Corporate Description

Mindax's Mt Forrest Iron Project is progressing through feasibility with a view to mining in 2016.

Mindax is also the greenfields discoverer of a new uranium province near Mukinbudin, Western Australia.

Mindax also has exploration projects based in Western Australia which involve Gold and Copper.

Through technically advanced exploration and an eye for detail, Mindax has successfully built a significant portfolio of 20 mineral exploration and mining tenements covering over 1,280 square kilometres. In addition, Mindax has tenure in place for water and infrastructure covering over 965 square kilometres in support of the Mt Forrest Iron Project development.

Mindax aims to develop strategic resources through innovative exploration. Projects will be moved to production including via strategic partnerships.

Key Projects

Mt Forrest Iron Yilgarn-Avon JV Sedimentary Uranium Mortlock JV Copper-Gold Meekatharra JV Gold

Principal Address and Registered Office Level 2, 25 Richardson Street West Perth WA 6005 Telephone: +61 8 9485 2600 Facsimile: +61 8 9485 2500 Email: info@mindax.com.au

• Mt Forrest Iron Project

• Yilgarn Avon JV Uranium Project

• Yilgarn Avon JV Mortlock Copper Project

• Meekatharra North JV Gold Project

• Tenure & Tenements

• Corporate

Highlights include:

• Shareholders and Development Agreement with Perpetual Mining Holding Limited successfully completed.

• Share Placement to sophisticated and private investors of up to 15M shares and 15M options to raise up to $1.2m (before costs).

• $1.112M cash received from the Company’s 2012/2013 Research and Development Rebate.

Investor Enquiries

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

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MINDAX LIMITED | www.mindax.com.au

ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

MT FORREST PROJECT

Overview

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Discussions with Perpetual Mining Holding Limited (PMHL) regarding the Mt Forrest iron project has resulted in a mutual agreement to extend the approvals period for satisfaction of the conditions precedent in the Shareholders and Development Agreement (SDA) between the parties from 31 May 2014 until 30 June 2014.

Administrative work for the Department of Mines including the monthly AXTAT reporting and the first Mineral Rehabilitation Fund online lodgement was completed. No technical work was completed this month. Field work was undertaken this

month including drill rehabilitation and securing of the camp. Several miscellaneous licences were surrendered. A couple of stakeholder meetings were held this quarter.

Geology

2014 Drill Rehabilitation

Extensive field work involving mechanized mining for the purpose of exploration rehabilitation. Figure 1 shows a map of all rehabilitation completed. All drill track rehabilitation undertaken (Green lines) over the past three years have essentially been completely rehabilitated. No safety incidents were recorded.

The access tracks still required to be rehabilitated (Pink Lines) will have a Program of Works (PoW) submitted to the Mines Department requesting these tracks remain open for future exploration. This will be completed next month.

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

Figure 1: Map of Mt Forrest Drill tracks and rehabilitation completed

Mindax have adapted to and utilized mechanized methods for its rehabilitation of exploration ground disturbance. A loader is fitted with a comb like rake and this method reinstates both vegetation and rock to help return the land to its previous state as well as ensuring any seed

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pods are captured thereby promoting new growth of vegetation. A rake method was also incorporated to line clear and in doing so helps retain plant root stock. Figures 2 and 3 illustrate the methodology and successful progress of native plant growth in Banded Iron Formations.

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

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Figure 2: Raking works very efficiently in this environment.

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Figure 3: Over several years, though slow, the vegetation eventually grows back.

Mining Rehabilitation Fund (MRF)

This year the Mines Department required all lease holders to submit a compulsory on line application that takes into consideration and accounts for any ground disturbance that remains un-rehabilitated at the end of financial year, June 30 for each individual lease held by the company. The company completed and submitted a total of thirteen applications including all seven Mining Leases and six Miscellaneous Licences. The MRF submission takes into account and estimates the amount of ground disturbance for each lease. One must estimate the surface area of ground disturbance made by the lease holder and report that amount. The on line calculator estimates a cash amount owing for the remaining non rehabilitated disturbance. On

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

completion of the lodgment, if a lease holder exceeds 50Ha of ground disturbance, then a levy is imposed. The company sits well under the threshold and has therefore avoided paying any levy this time.

Metallurgical Testwork

No work has been undertaken for this quarter.

Heritage

No work has been undertaken for this quarter.

Engineering

No work has been undertaken for this quarter.

Logistics and Stakeholder Engagement

Mindax continues to be very active with the Yilgarn Iron Producers Association (YIPA) with regard to logistics matters and also to work cooperatively with stakeholders in areas of common interest.

YIPA meetings included meeting with the new Transport Minister Nalder. This meeting provided the opportunity to voice concerns regarding the slow and inefficient process and progress of the Esperance Port expansion. Minister Nalder appreciated the groups concerns and ensured these matters were going to be investigated. He also assured that his team would not hold up any new projects that require their consideration.

Dom Gas indicated there is a potential shortage and could be a major impediment for the group’s future magnetite operations.

The West Australian Government announced the successful proponent for the Esperance Port expansion to be the YES Consortia. A brief preliminary meeting was held with one of the YES consortia members ASCIANO.

Environmental

No work has been undertaken for this quarter.

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MINDAX LIMITED | www.mindax.com.au

ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

YAJV URANIUM (Uranium)

Mindax Energy Pty Ltd (80.8%) and operator with Quasar Resources Pty Ltd (19.2%) (Position unchanged from the March quarter).

Mindax Energy Pty Ltd (80.8%) and operator with Quasar Resources Pty Ltd (19.2%) (unchanged from the March quarter).

Extensive field work was undertaken on the project during the quarter.

All capped drill holes were completely rehabilitated.

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Background readings were collated and this information will be submitted to the Mines Department for the Annual Report.

An Information Memorandum (IM) and data pack was prepared and the IM was sent to several companies interested in Uranium.

The MRF on line lodgement was completed for all 10 Exploration Licences. No levy is required to be paid.

Exemptions for expenditure for tenements E77/1337, E77/1405 and E70/2986 were lodged.

YAJV MORTLOCK (Copper, Gold)

Mindax Energy Pty Ltd (80.8%) and operator with Quasar Resources Pty Ltd (19.2%) (Position unchanged from the March quarter).

The MRF on line lodgement was completed for the Exploration Licence. No levy is required to be paid.

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MINDAX LIMITED | www.mindax.com.au

ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

MEEKATHARRA NORTH JV (Gold)

Mindax 100% and operator (JV earnin phase commenced - position unchanged from the March quarter).

The 2014 Annual Exploration Report was submitted to the Mines Department.

All exploration rehabilitation was completed.

The MRF on line lodgement was completed for the Exploration Licence. No levy is required to be paid.

A technical report was provided to the JV partners for their review and their feedback is pending.

The Extension of term lease document has been prepared and will be submitted next quarter.

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TENURE

A total of 26 tenements, licences and applications covering 2,241 km2 were held as at 30 June 2014. A list of the tenements and their locations are set out at Annexure “A”.

26 are granted titles: 7 mining leases, 13 exploration licences and 6 miscellaneous licences.

A total of 11 Miscellaneous Licences were surrendered.

TENEMENTS

Tenements Applications:

Nil.

Tenements Granted:

Nil.

Tenements Surrendered:

Eleven miscellaneous licences relating to the Mt Forrest Iron Project were surrendered three water licences including L57/38, L57/39 and L37/208 and eight for the access corridor including; L29/86, L29/87, L29/89, L29/90, L29/103, L29/108, L30/45 and L30/46.

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MINDAX LIMITED | www.mindax.com.au

ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

CORPORATE

Company Reorganisation

On 1 May 2014 the Company announced to the ASX its plans to reorganise Company activities. These changes were designed to streamline activities and minimise costs whilst preserving key projects in response to a period of very challenging economic conditions and uncertainty for junior explorers and project developers such as Mindax. The reorganisation included reducing the size of the Board from six to four and was completed at the end of June 2014.

Chairman and founding director Gilbert George retired on 31 May 2014 after almost ten years’ service to the Company. Managing Director and CEO Dr Steve Ward stepped down on 31 May 2014. Other existing directors continue as Board members. All Perth based staff left the Company by 30 June 2014. Mr John Vinar’s current role as General Manager Exploration ceased on 31 May. He has agreed to act as a consultant to Mindax and provide certain technical and project services as required. John is Mindax’s technical and project representative in Western Australia.

Cash Reserves

As at 30 June 2014 the Company held cash reserves of approximately $0.243M to apply to the Company’s project activities and to provide working capital.

On 15 April 2014 the Company received $1.112M (before costs) from a research and development (R&D) rebate for the 2012/2013 financial year. The rebate related to expenditure on development of a process flowsheet capable of optimising high grade iron ore production for the Company’s Mt Forrest Iron Ore Project.

Fund Raisings and Movements in Capital Structure

Share Placement

On 27 June 2014 the Company announced that it had resolved to proceed with a share placement to sophisticated and professional investors of up to 15M shares at $0.08 each (with a free attaching unlisted option exercisable at $0.12 per option with an exercise period of 2 years) to raise $1.2M (before costs). The placement will be completed in two tranches. The placement will be made under the Company’s 15% placement capacity pursuant to ASX Listing Rule 7.1.

Tranche 1 was completed on 30 June 2014. The Company issued 2,500,000 fully paid ordinary shares at an issue price of $0.08 per share and 2,500,000 free attaching unlisted options. Gross proceeds received were $0.2M.

Subsequent to the end of the quarter, on 17 July 2014, as part of Tranche 2, the Company issued 5,000,000 fully paid shares at an issue price of $0.08 per share and 5,000,000 free attaching unlisted options. Gross proceeds received were $0.4M.

The proceeds from the placement are being applied to the Company’s project activities and for general working capital.

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

Changes in associated holdings

On 1 April 2014, the Company was notified by two of its substantial shareholders that they, along with a third non-substantial shareholder, were no longer to be considered ‘associates’ in relation to Mindax’s affairs. The associated shareholding was originally declared 12 months earlier, on 3 April 2013.

The respective shareholdings in the Company as at the date of cessation of the association are summarised as follows:

Name	No of Shares	% of issued capital
Mr Qi Lin	5,900,000	2.29%
Mr Chenfei Zhuang	19,844,956	7.71%
Mr Zhensheng Zhuang	23,295,522	9.05%

Capital Structure

The current issued capital of the Company is as follows:

Number Quoted	Class
264,803,570	Fully paid ordinary shares.
Number Not Quoted	Class
1,100,000	Employee options with an exercise price of $0.60 per option, expiring 30 September 2014.
2,321	Options with an exercise price of $0.35 per option, expiring 31 May 2015.
4,000,000	Employee options issued to the Company’s Managing Director & CEO, with an exercise price of $0.108 per option, expiring 9 November 2015.
2,500,000	Non-executive director options, with an exercise price of $0.11 per option, expiring 10 December 2015.
7,500,000	Free attaching options, with an exercise price of $0.12 per option, expiring 31 July 2016.

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

Top 20 Shareholders

The current top 20 shareholders of the Company are as follows:

Rank	Name	Units	% of Units
1	LAP Exploration Pte Ltd	32,034,616	12.098
2	Mr Andrew Tsang	30,794,133	11.629
3	Mr Zhensheng Zhuang	23,295,522	8.797
4	HSBC Custody Nominees (Australia) Limited	22,663,105	8.558
5	Ms Lai You	20,534,431	7.755
6	Mr Chenfei Zhuang	19,844,956	7.494
7	Jupiter Mines Limited	13,213,579	4.990
8	Mr Guo Xiong Zeng	6,148,971	2.322
9	Mr Qi Lin	5,900,000	2.228
10	Citicorp Nominees Pty Ltd	5,719,643	2.160
11	Ms Lici Zeng	5,097,151	1.925
12	Mr Jian Cai Chen	5,000,000	1.888
13	Zhenbin Jian	5,000,000	1.888
14	Chipingi Pty Ltd	3,905,766	1.475
15	Netwealth Investments Limited	3,639,413	1.374
16	Mr Yuanwen Zhu	3,139,706	1.186
17	Sherryland Investments Pty Ltd	3,000,000	1.133
18	Ms Lin Shi	3,000,000	1.133
19	Mr Zhangxi Zeng	2,500,000	0.944
20	Mr Chengze Yu	2,398,789	0.906
Total		216,829,781	81.883

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

ASX Announcements

The announcements lodged by the Company with the ASX since the commencement of the last quarter are listed as follows:

Date	Title
01/04/2014	Notice of change of interests of substantial holder
01/04/2014	Notice of change of interests of substantial holder
15/04/2014	1m fire-assay results returned for Meekatharra North
15/04/2014	Mindax receives $1.12 million R&D Rebate
16/04/2014	Change of address of Company Share Registry
17/04/2014	Quarterly Activities Report
17/04/2014	Quarterly Cashflow Report
1/05/2014	Reorganisation of Company activities
1/05/2014	Letter to Shareholders
06/05/2014	Update on discussions with Perpetual Mining Holding Limited
23/05/2014	Appointment of Company Secretary
29/05/2014	Extension to Shareholders & Development Agreement
03/06/2014	Appendix 3Z x2
03/06/2014	Change of Director's Interest Notice
27/06/2014	Share Placement
30/06/2014	Appendix 3B
30/06/2014	Section 708A Notice
17/07/2014	Trading Halt
17/07/2014	Appendix 3B and Section 708A Notice
21/07/2014	Shareholders and Development Agreement Concluded
25/07/2014	Appendix 3B (amended)

ASX Codes

MDX – listed ordinary shares.

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ASX Announcement Activities for Quarter Ending 30 June 2014 29 July 2014

Annexure “A”

Tenements held by the Company at the end of the quarter

	Tenement Project Locality Status Interest %
	M29/257 Bulga Downs Mount Forrest - Bulga Downs Granted 100
	M29/258 Bulga Downs Mount Forrest - Bulga Downs Granted 100
	M29/314 Bulga Downs Mount Forrest Granted 100
	M29/348 Bulga Downs Toucan - Bulga Downs Granted 100
	M29/349 Bulga Downs Macaw North - Bulga Downs Granted 100
	M29/350 Bulga Downs Macaw - Bulga Downs Granted 100
	M29/351 Bulga Downs Bulga Downs Granted 100
	E70/3266 Yilgarn-Avon Mortlock CanternattingPool Granted 81
	E77/1336 Yilgarn-Avon Mukinbudin Mukinbudin Granted 81
	E70/2986 Yilgarn-Avon Mukinbudin Mukinbudin Granted 81
	E70/2920 Yilgarn-Avon Mukinbudin Bonnie Rock Granted 81
	E77/1337 Yilgarn-Avon Mukinbudin Mukinbudin Granted 81
	E77/1405 Yilgarn-Avon Mukinbudin Jinadarra Granted 81
	E70/3661 Yilgarn-Avon Mukinbudin Mukinbudin Granted 81
	E77/1709 Yilgarn-Avon Mukinbudin Nierguine Granted 81
	E77/1710 Yilgarn-Avon Mukinbudin Geeranning Granted 81
	E70/3887 Yilgarn-Avon Mukinbudin Mukinbudin Granted 81
	E77/1918 Yilgarn-Avon Mukinbudin Jinadarra Granted 81
	E51/1034 Meekatharra North Sherwood Granted 100
	E29/809 Fred’s Bore Panhandle Bore Granted 100
	L29/85 Mt Forrest to Menzies Corridor Menzies Sandstone Road Granted 100
	L29/88 Mt Forrest to Menzies Corridor Menzies Sandstone Road Granted 100
	L29/102 Mt Forrest Water Licence Menzies Sandstone Road(Perrinvale) Granted 100
	L29/104 Mt Forrest to Menzies Corridor Menzies Sandstone Road Granted 100
	L30/47 Mt Forrest to Menzies Corridor Menzies Sandstone Road Granted 100
	L30/52 Mt Forrest Water Licence Evanstone Menzies Road(Riverina) Granted 100
	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