MINDAX LIMITED

ABN 28 106 866 442

Prospectus

Bonus issue of 1 Bonus Option to Eligible Shareholders for every 2 Shares held as at the Record Date, 5pm AWST 3 February 2010

This is an important document. This Prospectus does not take into account the individual investment objectives financial situation or particular needs of each Eligible Shareholder. If you are in any doubt about the action you should take please consult your financial, taxation or other advisor.

331506

Important notices

Prospectus

This Prospectus is dated 22 January 2010.

A copy of this Prospectus has been lodged with ASIC on that date. ASIC takes no responsibility for the contents of this Prospectus.

No Bonus Options will be issued or allotted on the basis of this Prospectus later than 13 months after the date of this Prospectus.

Mindax Limited ( Mindax or Company ) will apply to ASX on the date of this Prospectus for quotation of the Bonus Options offered by this Prospectus. ASX takes no responsibility for the contents of this Prospectus. The fact that ASX may quote the Bonus Options is not to be taken in any way as an indication of the merits of the Company.

In making representations in this Prospectus, regard has been made to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult. Further information is provided in section 5.8 and 5.9 of this Prospectus.

Disclaimer

The information contained in this Prospectus is not investment advice. Before deciding to exercise any of the Bonus Options, you should consider the risk factors that could affect the Company’s performance. You should carefully consider these factors in light of your personal circumstances (including financial and taxation issues) and seek advice from your professional adviser before deciding to invest. Investing in the Company involves risks. See 'Risk Factors' in section 4 of this Prospectus for a discussion of certain risk factors that you should consider before deciding to invest in the Company.

Any reference to past performance of the Company is no guarantee of future performance.

No Representations other than this Prospectus

No person is authorised to give any information or to make any representation in connection with the Issue that is not contained in this Prospectus or has not been released to ASX with the authorisation of the Company.

Issue Restrictions on Distribution

This Prospectus does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. No action has been taken to lodge this Prospectus in any jurisdiction outside of Australia or to otherwise permit a public offering of Bonus Options in any jurisdiction outside Australia. This Prospectus is not to be distributed in, and no offer of Bonus Options is to be made in, countries other than Australia, New Zealand and Hong Kong. The Bonus Options have not been or will not be registered under the US Securities Act of 1933 and may only be offered, sold or resold in, or to persons in, the United States in accordance with an available exemption from registration. The contents of this Prospectus have not been reviewed by any regulatory authority in Hong Kong. Hong Kong residents are advised to exercise caution in relation to the offer. If you are in any doubt about any of the contents of this document, you should obtain independent professional advice.

Prospectus availability

ASIC has exempted compliance with certain provisions of the Corporations Act to allow distribution of an electronic prospectus on the basis of a paper prospectus lodged with the ASIC, and the publication of notices referring to an electronic prospectus subject to compliance with certain conditions.

This Prospectus is available in electronic form at www.mindax.com.au only for persons within Australia. Persons who access the electronic form of this Prospectus must ensure that they download and read the entire Prospectus. A printed copy of this Prospectus is available free of charge by calling the Company.

Definitions and glossary, financial amounts and time

Definitions of certain terms used in this Prospectus are contained in section 7. Unless otherwise indicated all references to currency are to Australian dollars and all references to time are to Perth, Western Australian time.

Prospectus | Bonus Options

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