PRL GLOBAL LTD — Audit Report / Information 2010

May 26, 2010

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8 St Georges Terrace Perth WA 6000 GPO Box R1253 Perth WA 6844 T +61 8 9261 9100 F +61 8 9261 9102 www.rsmi.com.au

E-mail: andy.gilmour@rsmi.com.au Direct line: 9261 9447 AJG/NEM/911204

24 May 2010

The Directors CI Resources Limited 13 Mount Eden Lane OAKFORD WA 6121

Dear Sirs

Independent Expert’s Report and Financial Services Guide

1. Introduction

• 1.1. This report has been prepared to accompany the Notice of General Meeting for Shareholders for the General Meeting of CI Resources Limited (“CI Resources” or “the Company”) to be held on 25 June 2010 at which Shareholder approval will be sought for Resolution 1 (“the Proposed Transaction”) as follows:

Resolution 1 – Disposal of a Substantial Asset by a Child Entity of the Company

“To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution:

That for the purpose of ASX Listing Rule 10.1 and for all other purposes, approval is given for the Company’s subsidiary, Phosphate Resources Limited, to supply Phosphate Product to CCM Agri-Max Sdn Bhd pursuant to the terms and conditions of the Phosphate Supply and Distribution Agreement, on the terms and conditions set out in the Explanatory Statement accompanying this Notice.”

• 1.2. The Directors have requested that RSM Bird Cameron Corporate Pty Ltd (“RSMBCC”) provide an Independent Expert Report as to the fairness and reasonableness of the Proposed Transaction to the Non-Associated Shareholders in the Company.

• 1.3. The Non-Associated Shareholders comprise all holders of ordinary shares in the Company other than CCM Agri-Max Sdn Bhd (“CCMA”) and any of its associates.

RSM Bird Cameron Corporate Pty Ltd ABN 82 050 508 024 Licensed Investment Adviser No 255847

Major Offices in: Perth, Sydney, Melbourne, Adelaide and Canberra

Page 1 of 22 RSM Bird Cameron Corporate Pty Ltd is an independent member firm of RSM International, an affiliation of independent accounting and consulting firms.

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2. Summary and Conclusion

• 2.1 In our opinion and for reasons set out in Section 9 of this Report, the Proposed Transaction is Fair and Reasonable for the Non-Associated Shareholders of CI Resources.

Fairness

• 2.2 For the purpose of assessing whether the Proposed Transaction is fair to the NonAssociated Shareholders of CI Resources, we have considered whether the transaction is being conducted on commercial terms.

• 2.3 The terms of the Proposed Transaction do not appear to be more favourable than those offered to other customers, therefore we consider the Proposed Transaction to be fair to the Non-Associated Shareholders.

Reasonableness

• 2.4 In accordance with regulatory guidance provided by the Australian Securities and Investments Commission (“ASIC”), an offer is reasonable if it is fair. On this basis, in our opinion the Proposed Transaction is reasonable.

• 2.5 As a supplement to assessing the reasonableness of the Proposed Transaction to the Non-Associated Shareholders of CI Resources, we have also considered the likely advantages and disadvantages associated with the Proposed Transaction and the future prospects of the Company if the Proposed Transaction does not proceed.

• 2.6 The likely advantages include:-

• The contracted supply volume constitutes a significant share of PRL’s business;

• Securing of a major Malaysian fertiliser manufacturer as an important strategic customer and exclusive territorial distributor; and

• Continuation of a long-term trading partnership – PRL has traded with CCMA since 1991.

• 2.7 We have not identified any material disadvantages associated with the Proposed Transaction.

• 2.8 The agreement provides for an annual supply of up to 150,000 metric tonnes which represents a significant proportion of PRL’s total production output. If the Proposed Transaction does not proceed and comparable terms cannot be sourced from alternative buyers, the financial performance of PRL may be adversely affected.

• 2.9 PRL is the primary asset and profit generator of CI Resources, therefore the return on investment to the Non-Associated Shareholders may be diminished if PRL’s financial performance suffers as a result of the Proposed Transaction not proceeding.

• 2.10 It is therefore our view that the advantages of the Proposed Transaction outweigh the disadvantages, and consequently, that shareholders will not be any worse off if the Proposed Transaction proceeds than if it does not.

• 2.11 These opinions should be considered in conjunction with, and not independently of, the information set out in the remainder of this Report.

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3. Report Structure

• 3.1 The remainder of our report is divided into the following sections:-

Section Page 4. Summary of the Proposed Transaction .............................................. 4 5. Purpose of the Report ......................................................................... 5 6. Industry Profile ................................................................................... 7 7. Profile of CI Resources ...................................................................... 8 8. Profile of CCMA .............................................................................. 13 9. Evaluation of the Proposed Transaction ........................................... 14

Appendices

APPENDIX A Declarations and Disclosures……………………………… APPENDIX B Sources of Information………………………………......... APPENDIX C Financial Services Guide…………………………………...

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4. Summary of the Proposed Transaction

• 4.1 The Company’s 44.73% owned subsidiary, Phosphate Resources Limited (“PRL”) is proposing to enter into an agreement with CCM Agri-Max Sdn Bhd (“CCMA”), pursuant to which PRL will supply Phosphate Product to CCMA (“Phosphate Supply and Distribution Agreement”).

• 4.2 The Phosphate Supply and Distribution Agreement covers both the appointment of CCMA as an exclusive distributor in Malaysia and a supply agreement with CCMA and its associate companies. The material terms are as follows:

• PRL will appoint CCMA as exclusive and authorised distributor of Phosphate Product within Malaysia (“Territory”);

• the term of the agreement will be two years from the date of execution with an option to extend for a further year by mutual agreement of the parties (“Term”);

• PRL may sell directly to certain named parties within the Territory (and others by mutual agreement) (“Approved Recipients”);

• PRL must pay CCMA a commission of USD 0.75 per metric tonne (to be reviewed annually) for each tonne of Phosphate Product sold by PRL to the Approved Recipients;

• CCMA must not re-export the Phosphate Product from the Territory without the consent of PRL (which must not be unreasonably withheld);

• CCMA must give preference to the Phosphate Product in its own fertiliser operation and participate in tenders called within the Territory for the direct application of the Phosphate Product;

• PRL agrees to supply up to 150,000 metric tonnes of CIRP annually to CCMA and its associate companies in Malaysia and Indonesia;

• in the event of significant change in the market price of phosphate during the Term, CCMA or PRL can call for a review of the price and the parties must use best endeavours to negotiate for a new price; and

• the Phosphate Supply and Distribution Agreement shall be governed by, and construed in accordance with, the laws of Western Australia.

• 4.3 CCMA is an associated entity of CCM International Sdn Bhd (“CCMI”) which is a significant shareholder of CI Resources.

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5. Purpose of the Report

• 5.1 Australian Securities Exchange (“ASX”) Listing Rule 10.1 provides that an entity must ensure that neither it, nor any of its child entities, acquire a substantial asset from, or dispose of a substantial asset to a substantial holder without the prior approval of the entity’s shareholders.

• 5.2 PRL is a subsidiary of the Company as the Company holds 44.73% of the issued share capital of PRL. On the basis of this interest, the Board (together with the guidance of the Company’s auditors) have formed the view that the Company controls PRL. Therefore, PRL is deemed to be a “child entity” of the Company for the purposes of the ASX Listing Rules.

• 5.3 CCMI holds 16.47% of the issued share capital of CI Resources and, for the purposes of the ASX Listing Rules, is a “substantial holder” of the Company; CCMA is an associated entity of CCMI by virtue of both CCMI and CCMA being subsidiaries of Chemical Company of Malaysia Berhad (“CCM Berhad”).

• 5.4 For the purposes of ASX Listing Rule 10.1, a “substantial asset” is an asset valued at greater than 5% of the equity interests of a company. The value of the consideration to be received by PRL for the supply of Phosphate Product to CCMA over the term of the Phosphate Supply and Distribution Agreement is estimated to be greater than 5% of the Company’s equity interests as set out in the latest accounts given to ASX.

• 5.5 For the reasons set out above, the Proposed Transaction is considered to be a disposal of a substantial asset by a child entity of the Company to a substantial holder.

• 5.6 Accordingly, the Company is seeking shareholder approval for the purpose of ASX Listing Rule 10.1 to enter into the Proposed Transaction on the terms and conditions set out in Section 4.

• 5.7 Where ASX Listing Rule 10.1 approval is sought, shareholders must be presented with a report on the proposed transaction from an independent expert. The report must state whether the proposed transaction is “fair and reasonable” to non-associated shareholders.

Basis of Evaluation

• 5.8 In evaluating the Proposed Transaction we have given regard to the views expressed in the ASIC Regulatory Guide 111: Content of Expert Reports (“RG 111”).

• 5.9 RG 111 provides ASIC’s views on how an expert can help security holders make informed decisions about transactions. Specifically it gives guidance to experts on how to evaluate whether or not a proposed transaction is “fair and reasonable”.

• 5.10 RG 111 states that the expert report should focus on:

• The issues facing the security holders for whom the report is being prepared; and

• The substance of the transaction rather than the legal mechanism used to achieve it.

• 5.11 Although RG 111 does not indicate what is considered “fair and reasonable” in the specific context of a disposal by a company of a substantial asset, it does provide

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some guidance as to the considerations relevant in determining whether a proposed transaction is fair and reasonable.

• 5.12 In evaluating whether the Proposed Transaction is fair and reasonable to the NonAssociated Shareholders of CI Resources, we have considered the advantages and disadvantages of the Proposed Transaction in the event that it proceeds or does not proceed, including:

• Whether the Proposed Transaction is being conducted on normal commercial terms;

• The future prospects of the Company if the Proposed Transaction does not proceed; and

• Any other commercial advantages and disadvantages to the Non-Associated Shareholders as a consequence of the Proposed Transaction proceeding.

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6. Industry Profile

Phosphate Industry

• 6.1 Phosphate rock is a source of phosphorus, an essential nutrient for plants and therefore one of the key ingredients in the production of agricultural fertilisers. Approximately 90% of the phosphate rock mined around the world is processed into fertilisers.

• 6.2 Phosphate rock is a non-renewable resource produced in over forty countries, with China, the United States and Morocco being the largest producing nations.

• 6.3 Australia’s production of phosphate rock is forecast to be approximately 2.1 million tonnes in 2009-10 with phosphate prices expected to remain subdued and fairly flat over the year, following significant volatility in the previous two years.

• 6.4 Phosphate prices rose dramatically in 2007-08 on the back of strong global demand for agricultural inputs but then collapsed sharply in 2008-09 following the onset of the global financial crisis and as demand weakened.

• 6.5 The Australian industry performance is impacted by the volume of product sales, US dollar price movements and shifts in the value of the Australian dollar. Indications are that industry revenue will increase over the next 5 year period, as both demand and prices of commodities rise after 2009-10

• 6.6 There is relatively low competition in Australia for phosphate production, with the Queensland mine owned by Incitec Pivot accounting for a significant proportion of production; barriers to entry are high.

Fertiliser Industry

• 6.7 Global demand for food, feed, fibre and bio-energy has a major impact on fertiliser consumption. In 2008-09, world fertiliser demand fell by 5.1% compared with the previous year but underwent a modest recovery in 2009-10.

• 6.8 The International Fertilizer Industry Association issued an industry outlook paper in June 2009 stating that world fertiliser demand is expected to continue this recovery over the medium term, with annual growth rates of around 3% projected by 2013-14.

• 6.9 At the regional level, the bulk of the increase in demand over the next five years is expected to come from Asia, accounting for 62% of the forecast total growth.

• 6.10 In recent years the global fertiliser industry has been characterised by vertical integration and consolidation through acquisitions or joint ventures. Most projects for finished fertilisers occur in phosphate-rich countries. Incitec Pivot in Australia is an example of a vertically integrated phosphate mine and fertiliser producer.

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7. Profile of CI Resources

Overview

• 7.1 CI Resources is a Western Australian based public company listed on the Australian Securities Exchange (ASX code CII). CI Resources was admitted to the official list on 24 July 1987.

• 7.2 CI Resources has a portfolio of phosphate interests in Australia and China; its key assets are:

• 44.73% interest (1,531,480 shares out of 3,423,507 as at 31 March 2010) in Phosphate Resources Limited, a public unlisted Australian company whose principal activity is mining, processing and sale of phosphate rock and phosphate dust from its 100%-owned phosphate mine on Christmas Island; and

• 100% interest in XiFeng International Pte Ltd (“XiFeng”), a Singaporean company, which in turn holds an interest in Phosphate Resources (HuaLin) Pte Ltd, a Chinese company with interests in three phosphate mines in China.

Phosphate Resources Limited

• 7.3 PRL has mined and exported phosphate from Christmas Island since 1991 and is a leading producer of phosphate rock in the South East Asia region. It supplies Malaysia, Indonesia, Australia, New Zealand and Thailand with up to 800,000 tonnes per year.

• 7.4 PRL produces and markets its phosphate under the brand name Christmas Island Rock Phosphate (“CIRP”) both in the form of bulk and bagged dust. The phosphate is primarily sold as raw materials for fertiliser production or as a direct application product to Palm Oil plantations.

• 7.5 Phosphate mining commenced on Christmas Island over 100 years ago; PRL was founded in 1990 by the workforce of the previous mining company and commenced operations the following year after re-opening the mine.

• 7.6 Current resources held by PRL on Christmas Island indicate approximately five years of mine production can be maintained. The company is seeking an additional eight mining leases which would extend phosphate export operations to between 10 and 12 years. The application for environmental approval is currently before the Minister for the Environment.

• 7.7 In addition to the phosphate business, PRL has wholly owned subsidiaries involved in fuel and earthmoving operations on Christmas Island.

• 7.8 PRL’s financial results for the year ended 30 June 2009 show revenue of $142.6 million (2008: $75.0 million) and a net profit of $47.5 million (2008: $7.6 million). This reflects the impact of high global phosphate prices at the start of the financial year.

• 7.9 PRL had net assets of $69.4 million as at 30 June 2009, an improvement of $42.6 million from the previous financial year-end.

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Statement of Financial Position

7.10 The table below sets out the statement of financial position for CI Resources as at 30 June 2008 and 30 June 2009 (audited) and as at 31 December 2009 (reviewed).

Ref. Current Assets Cash and cash equivalents 7.12 Trade and other receivables Non-Current Assets Plant and equipment Investments accounted for using the equity method 7.15 Total Assets Current Liabilities Trade and other payables Total Liabilities NET ASSETS Equity Contributed equity Reserves Retained earnings Parent interest Non-controlling interests TOTAL EQUITY 7.11	Reviewed As at Audited As at Audited As at 31-Dec-09 30-Jun-09 30-Jun-08 $'000s $'000s $'000s 7,885.6 6,738.2 5,059.6 40.3 17.2 54.4
	7,925.9 6,755.4 5,114.0 - - 0.5 26,633.3 25,076.4 9,808.9
	26,633.3 25,076.4 9,809.4
	34,559.2 31,831.8 14,923.4 132.5 123.6 225.2
	132.5 123.6 225.2
	34,426.7 31,708.2 14,698.2
	17,970.3 17,970.3 17,970.3 348.5 364.0 (165.8) 16,107.7 13,373.9 (4,257.4)
	34,426.5 31,708.2 13,547.1 - - 1,151.1
	34,426.5 31,708.2 14,698.2

Table 1: CI Resources Statement of Financial Position

• 7.11 Shareholders equity has more than doubled in the eighteen month period to 31 December 2009 from approximately $14.7 million to $34.4 million. This is due primarily to the equity accounted profit and dividends from PRL, which had an exceptionally strong performance in the 2008/09 financial year.

• 7.12 The only assets held by CI Resources with significant carrying values are cash reserves and the investment in PRL. The investment in XiFeng is fully impaired for accounting purposes.

• 7.13 On 8 February 2010, the Company declared an unfranked dividend of 2 cents per share with a payment date of 22 March 2010.

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Statement of Comprehensive Income

• 7.14 The statement of comprehensive income for CI Resources is set out in the table below providing the results for the six months ended 30 June 2008 (audited), year ended 30 June 2009 (audited) and six months ended 31 December 2009 (reviewed).

	Ref. Continuing operations Revenue 7.16 Directors remuneration and employee expenses Professional fees Impairment of investment in associates 7.17 Administration expenses Depreciation expense Net foreign exchange losses Other expenses Share of net profits of associates 7.15 Share of net losses in associates Profit for the period Income tax expense Net profit for the period 7.15	Reviewed 6 Mths ended Audited Year ended Audited 6 Mths ended 31-Dec-09 30-Jun-09 30-Jun-08 $'000s $'000s $'000s 105.1 175.6 152.4 (110.0) (235.0) (85.1) (102.8) (283.5) (333.5) - (3,013.1) - (122.9) (139.6) (87.5) - (0.5) (0.4) (21.5) - (4.2) - - (265.4) 2,986.1 19,976.3 1,797.4 - - (111.0)
		2,734.0 16,480.2 1,062.7 -
		2,734.0 16,480.2 1,062.7
	Other comprehensive income
	Foreign currency translation	(15.5) 529.8 (67.0)
	Total comprehensive income for the period	2,718.5 17,010.0 995.7
	Memo: Net profit attributable to members of CI Resources Basic and diluted earnings per share (cents)	2,734.0 17,631.3 1,137.2 3.15 24.19 1.56

Table 2: CI Resources Statement of Comprehensive Income

• 7.15 Net profit in the year ended 30 June 2009 was significantly increased by the equity accounted profit from PRL of approximately $20 million. The phosphate price escalated to unprecedented levels early in the 2008-09 financial year, resulting in a strong performance by PRL. However, demand and prices subsequently fell rapidly during the global financial crisis therefore the results for the six months to 31 December 2009 were reduced.

• 7.16 Revenue primarily relates to interest received on cash balances.

• 7.17 The impairment charge in the year ended 30 June 2009 related to the full impairment of a joint venture interest in a Chinese fertiliser manufacturing company, Guizhou Tianfeng Chem-Phos Company Ltd, which was held by CI Resources’ subsidiary XiFeng.

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Capital structure

• 7.18 The share structure of CI Resources as at 30 September 2009 is outlined below.

Shareholders	No of shares
Total ordinary shares on issue	72,874,102
Top 20 shareholders	67,326,843
Top 20 shareholders - % of shares on issue	92.38%

Table 3: Top 20 Shareholders - CI Resources

• 7.19 The five largest shareholders held 77% of the shares on issue as at 30 September 2009 as set out in the Table below.

	Name UOB Kay Hian Private Limited CCM International Sdn Bhd Prosper Trading Sdn Bhd Mr Willy See Khiang Teo DMG & Partners Securities Pte Ltd Total Top 5 Others Total Ordinary Shares on Issue	No. of Shares 27,949,652 12,000,000 11,616,000 2,339,190 2,218,450 56,123,292 16,750,810 72,874,102	Percentage of Issued Shares (%) 38.52 16.47 15.94 3.20 3.04
			77.00 23.00
			100.00

Table 4: Largest Shareholders - CI Resources

• 7.20 The distribution of shareholders in CI Resources as at 30 September 2009 is as follows:

Range	No. of Ordinary
	Shareholders
1 – 1000	74
1001 – 5,000	89
5001 – 10,000	114
10,001 – 100,000	71
100,001 +	37
	385

Table 5: Distribution of Shareholders - CI Resources

• 7.21 CI Resources does not have any unlisted securities or share options on issue.

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Share Price Performance

• 7.22 The chart below depicts CI Resources’ daily closing share price between 1 July 2009 and 7 May 2010 and the volumes of shares traded.

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1.10 1,200,000
1.00 1,000,000
0.90 800,000
0.80 600,000
0.70 400,000
0.60 200,000
0.50 -
Daily Volume Share Price
Share Price $
Daily Volume Traded
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Figure 1: CI Resources share price and volume trading history

• 7.23 The CI Resources share price has fluctuated between $0.78 and $0.90 over the last eight months of trading, with a closing share price at 7 May 2010 of $0.79.

• 7.24 Daily trading in CI Resources is relatively low with a daily average of approximately 22,000 over the current financial year (1 July 2009 to date).

• 7.25 A significant trade of 1.1 million shares occurred on 3 February 2010, on which date Liow Boon Seng notified ASX of becoming a substantial holder with 3.75 million shares acquired on and off market, representing a 5.14% interest in the Company.

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8. Profile of CCMA

CCM Group

• 8.1 CCMA is a subsidiary of CCM Berhad, a public company listed since 1966 on the Malaysian stock exchange operated by Bursa Malaysia Securities Berhad.

• 8.2 The CCM Group is one of Malaysia’s largest chemicals, fertilisers and healthcare companies, manufacturing products for both the domestic and international markets.

• 8.3 The latest financial results for CCM Berhad are audited figures for the year to 31 December 2009 which show consolidated revenue of RM 1.6 billion (2008: RM 2.2 billion) and a net profit of RM 5.1 million (2008: RM 85.5 million). The decline in revenue was due to poor market conditions exacerbated by an overall decline in prices and demand, with the Fertilizers and Chemicals businesses suffering 36.2% and 28.8% reductions in revenue year-on-year.

• 8.4 At 31 December 2009, the audited consolidated total assets of CCM Berhad were RM 2.0 billion and the consolidated net assets were RM 0.84 billion. At the date of this report, the exchange rate for RM to Australian dollars was approximately 3:1.

CCMA

• 8.5 CCMA is one of four key trading entities in the CCM Fertilizers Division of the CCM Group.

• 8.6 CCM Fertilizers Division began production in 1967 and has factories in both Malaysia and Indonesia. The division has a large domestic dealer network and also exports its fertilisers to other countries in South East Asia.

• 8.7 CCMA is a trading company which mainly trades and distributes straight, mixture and other compound fertilisers locally. Its clients consist of plantation companies, dealers and other key fertiliser manufacturers and traders in Malaysia.

• 8.8 CCM Fertilizers Sdn Bhd, another entity in the division, was a pioneer company in the manufacturing of NPK compound fertilisers in Malaysia.

• 8.9 PRL has been supplying CCMA with phosphate since 1991 for use in the CCM Group’s fertiliser operations.

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9. Evaluation of the Proposed Transaction

• 9.1 As previously stated, in assessing whether the Proposed Transaction is fair and reasonable to the Non-Associated Shareholders we have considered:

• Whether the Proposed Transaction is being conducted on normal commercial terms;

• The future prospects of the Company if the Proposed Transaction does not proceed; and

• Any other commercial advantages and disadvantages to the Non-Associated Shareholders as a consequence of the Proposed Transaction proceeding.

Rationale for the Proposed Transaction

• 9.2 PRL has been supplying CCMA with Phosphate since its operations began at Christmas Island in 1991.

• 9.3 The Phosphate Supply and Distribution Agreement is a renewal of the previous agreement between PRL and CCMA which was in force for three years from 1 January 2007.

Fairness

• 9.4 The basis of our evaluation is to consider whether the Proposed Transaction is being conducted on commercial terms.

• 9.5 Various supply agreements between PRL and other customers were reviewed to compare the terms offered to CCMA with third parties; these agreements included both a distributor agreement and standard supply agreements.

• 9.6 The agreement terms compared included pricing, exclusivity restrictions, buyer and seller covenants, discharge terms and rates, and payment terms. For reasons of commercial confidentiality, the details of these terms cannot be disclosed.

• 9.7 The terms offered to CCMA under the Proposed Transaction do not appear to be more favourable than those offered to other customers, after allowing for standard commercial negotiation. We have therefore concluded that the Proposed Transaction is being conducted on commercial terms.

Conclusion - Fairness

• 9.8 Therefore, for the above reasons, in our opinion, the Proposed Transaction is Fair to the Non-Associated Shareholders of CI Resources.

Reasonableness

• 9.9 In accordance with RG 111 an offer is reasonable if it is fair. Therefore, in our opinion the Proposed Transaction is reasonable.

• 9.10 However, we have also considered the future prospects of the Company if the Proposed Transaction is not approved, and have taken into account the likely advantages and disadvantages of the Proposed Transaction in this assessment.

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Future Prospects of CI Resources if the Proposed Transaction does not Proceed

• 9.11 The Phosphate Supply and Distribution Agreement provides for a maximum supply of 150,000 metric tonnes of Phosphate Product per annum for a two-year term, with an option to extend for a further year. This accounts for approximately 20% of PRL’s estimated total annual production and therefore represents a significant contract.

• 9.12 If the Proposed Transaction does not proceed then PRL would not receive the potential revenue for that product, and would need to source alternative buyers on similar terms if profitability levels were to be maintained. Given the relative size of CCMA in Malaysia, with four NPK fertiliser production plants in operation, the Company considers that it could take time to replace this market.

• 9.13 PRL is currently the primary asset and profit generator for CI Resources, therefore any downturn in PRL’s financial performance would also affect CI Resources. If the Proposed Transaction does not proceed and alternative buyers cannot be sourced on similar terms, then the return on investment to Non-Associated Shareholders of CI Resources may be diminished.

Advantages and Disadvantages

• 9.14 In assessing whether the Non-Associated Shareholders are likely to be better off if they approve the Proposed Transaction, we have compared the various advantages and disadvantages that are likely to accrue to the Non-Associated Shareholders.

Advantages

• 9.15 The Proposed Transaction provides for an annual supply of up to 150,000 metric tonnes of Phosphate Product, which represents a significant contract for PRL.

• 9.16 CCMA is a long-term term trading partner of PRL; the Proposed Transaction would secure this relationship for a further 2 to 3 years.

• 9.17 CCMA is also part of a major Malaysian manufacturing group and therefore an important strategic customer for PRL in Malaysia.

Disadvantages

• 9.18 We have not identified any material disadvantages of approving the Proposed Transaction.

Conclusion - Reasonableness

• 9.19 We consider the Proposed Transaction is Reasonable for the Non-Associated Shareholders of CI Resources taking into account our assessment that the Proposed Transaction is fair, that the advantages outweigh the disadvantages and consequently, that the Non-Associated Shareholders will not be any worse off if the Proposed Transaction proceeds than if it does not.

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Overall Conclusion

• 9.20 In our opinion, the Proposed Transaction is Fair and Reasonable for the NonAssociated Shareholders of CI Resources.

Yours faithfully

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A J GILMOUR Director

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APPENDIX A

Declarations and Disclosures

RSM Bird Cameron Corporate Pty Ltd holds Australian Financial Services Licence 255847 issued by ASIC pursuant to which they are licensed to prepare reports for the purpose of advising clients in relation to proposed or actual mergers, acquisitions, takeovers, corporate reconstructions or share issues.

Qualifications

RSM Bird Cameron Corporate Pty Ltd is beneficially owned by the partners of RSM Bird Cameron (RSMBC) a large national firm of chartered accountants and business advisors.

Mr Andrew Gilmour is a director of RSM Bird Cameron Corporate Pty Ltd. He is a Chartered Accountant with extensive experience in the field of corporate valuations and the provision of independent expert’s reports for transactions involving publicly listed and unlisted companies in Australia.

Reliance on this Report

This report has been prepared solely for the purpose of assisting the non-associated shareholders of CI Resources in considering the Proposed Transaction. We do not assume any responsibility or liability to any party as a result of reliance on this report for any other purpose.

Reliance on Information

Statements and opinions contained in this report are given in good faith. In the preparation of this report, we have relied upon information provided by the directors and management of CI Resources and we have no reason to believe that this information was inaccurate, misleading or incomplete. However, we have not endeavoured to seek any independent confirmation in relation to its accuracy, reliability or completeness. RSM Bird Cameron Corporate Pty Ltd does not imply, nor should it be construed that it has carried out any form of audit or verification on the information and records supplied to us.

The opinion of RSM Bird Cameron Corporate Pty Ltd is based on economic, market and other conditions prevailing at the date of this report. Such conditions can change significantly over relatively short periods of time.

In addition, we have considered publicly available information which we believe to be reliable. We have not, however, sought to independently verify any of the publicly available information which we have utilised for the purposes of this report.

We assume no responsibility or liability for any loss suffered by any party as a result of our reliance on information supplied to us.

Disclosure of Interest

At the date of this report, none of RSM Bird Cameron Corporate Pty Ltd, RSMBC, Andrew Gilmour, nor any other member, director, partner of employee of RSM Bird Cameron Corporate Pty Ltd and RSMBC has any interest in the outcome of the Proposed Transaction, except that RSM Bird Cameron Corporate Pty Ltd are expected to receive a fee of approximately $12,500 based on time occupied at normal professional rates for the preparation of this report. The fees are payable regardless of the outcome of the Proposed Transaction.

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Prior to accepting this engagement RSM Bird Cameron Corporate Pty Ltd considered its independence with respect to CI Resources and any of its associates with reference to ASIC Regulatory Guide 112 “Independence of Experts”. In RSM Bird Cameron Corporate Pty Ltd’s opinion it is independent of CI Resources and its associates.

Neither RSM Bird Cameron Corporate Pty Ltd, RSMBC, nor the signatory of this report, Mr Andrew Gilmour, has had within the past two years any relationship with the Company.

A draft of this report was provided to CI Resources and its advisors for confirmation of the factual accuracy of its contents. No significant changes were made to this report as a result of this review.

Consents

RSM Bird Cameron Corporate Pty Ltd consents to the inclusion of this report in the form and context in which it is included with the Notice of General Meeting. Other than this report, none of RSM Bird Cameron Corporate Pty Ltd, RSM Bird Cameron Partners or RSMBC has been involved in the preparation of the Notice of General Meeting. Accordingly, we take no responsibility for the content of the Notice of General meeting as a whole.

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APPENDIX B

Sources of Information

In preparing this report and arriving at our opinion, we have considered amongst others, the following principal sources of information:

• Audited consolidated financial statements for CI Resources in relation to the periods ended 30 June 2008 and 30 June 2009;

• Independently reviewed consolidated financial statements for CI Resources for the six months ended 31 December 2009;

• Audited consolidated financial statements for PRL for the year ended 30 June 2009;

• Agreements in relation to the Proposed Transaction being:-

• Phosphate Supply and Distribution Agreement dated February 2010 (not executed).

• o Phosphate Supply and Distribution Agreement dated January 2007 (executed).

• Various Supply and Distribution agreements between PRL and other customers;

• Sales and customer analysis from PRL;

• Announcements by CI Resources to the ASX;

• Discussions with CI Resources and PRL directors, management and advisors;

• CI Resources web site www.ciresources.com.au;

• PRL web site www.cirp.com;

• CCM web site www.ccm.com.my;

• IBISWorld Industry Report – Salt and Other Mineral Mining in Australia – B1429 (December 2009);

• The International Fertilizer Industry Association 77[th] Annual Conference “Fertilizer Outlook 2009-2013” paper (June 2009); and

• Information in the public domain.

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APPENDIX C

Financial Services Guide

Overview

RSM Bird Cameron Corporate Pty Ltd, ABN 82 050 508 024 (“RSM Bird Cameron Corporate Pty Ltd” or “we” or “us” or “ours” as appropriate) has been engaged to issue general financial product advice in the form of a report to be provided to you.

In the above circumstances we are required to issue to you, as a retail client, a Financial Services Guide (“FSG”). This FSG is designed to help retail clients make a decision as to their use of the general financial product advice and to ensure that we comply with our obligations as financial services licensees.

This FSG includes information about:

• Who we are and how we can be contacted;

• The services we are authorised to provide under our Australian Financial Services Licence, Licence No. 255847;

• Remuneration that we and/or out staff and any associates receive in connection with the general financial product advice;

• Any relevant associations or relationships we have; and

• Our complaints handling procedures and how you may access them.

Financial services we are licensed to provide

We hold an Australian Financial Services Licence, which authorises us to provide financial product advice in relation to:

• Deposit and payment products limited to:

• (a) basic deposit products;

• (b) deposit products other than basic deposit products.

• Interests in managed investments schemes (excluding investor directed portfolio services); and

• Securities (such as shares and debentures).

We provide financial product advice by virtue of an engagement to issue a report in connection with a financial product of another person. Our report will include a description of the circumstances of our engagement and identify the person who has engaged us. You will not have engaged us directly but will be provided with a copy of the report as a retail client because of your connection to the matters in respect of which we have been engaged to report.

Any report we provide is provided on our own behalf as a financial services licensee authorised to provide the financial product advice contained in the report.

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General Financial Product Advice

In our report we provide general financial product advice, not personal financial product advice, because it has been prepared without taking into account your personal objectives, financial situation or needs.

You should consider the appropriateness of this general advice having regard to your own objectives, financial situation and needs before you act on the advice. Where the advice relates to the acquisition or possible acquisition of a financial product, you should also obtain a product disclosure statement relating to the product and consider that statement before making any decision about whether to acquire the product.

Benefits that we may receive

We charge fees for providing reports. These fees will be agreed with, and paid by, the person who engages us to provide the report. Fees will be agreed on either a fixed fee or time cost basis.

Except for the fees referred to above, neither RSM Bird Cameron Corporate Pty Ltd, nor any of its directors, employees or related entities, receive any pecuniary benefit or other benefit, directly or indirectly, for or in connection with the provision of the report.

Remuneration or other benefits received by our employees

All our employees receive a salary.

Referrals

We do not pay commissions or provide any other benefits to any person for referring customers to us in connection with the reports that we are licensed to provide.

Associations and relationships

RSM Bird Cameron Corporate Pty Ltd is beneficially owned by the partners of RSM Bird Cameron, a large national firm of chartered accountants and business advisers. Our directors are partners of RSM Bird Cameron Partners.

From time to time, RSM Bird Cameron Corporate Pty Ltd, RSM Bird Cameron Partners, RSM Bird Cameron and/or RSM Bird Cameron related entities may provide professional services, including audit, tax and financial advisory services, to financial product issuers in the ordinary course of its business.

Complaints Resolution

Internal complaints resolution process

As the holder of an Australian Financial Services Licence, we are required to have a system for handling complaints from persons to whom we provide financial product advice. All complaints must be in writing, addressed to The Complaints Officer, RSM Bird Cameron Corporate Pty Ltd, PO Box R1253, Perth, WA 6844.

When we receive a written complaint we will record the complaint, acknowledge receipt of the complaint within 15 days and investigate the issues raised. As soon as practical, and not more than 45 days after receiving the written complaint, we will advise the complainant in writing of our determination.

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Referral to External Dispute Resolution Scheme

A complainant not satisfied with the outcome of the above process, or our determination, has the right to refer the matter to the Financial Industry Complaints Service Limited (“FICS”). FICS is an independent company that has been established to provide free advice and assistance to consumers to help in resolving complaints relating to the financial services industry.

Further details about FICS are available at the FICS website www.fics.asn.au or by contacting them directly via the details set out below.

Financial Industry Complaints Service Limited P O Box 579 Collins Street West MELBOURNE VIC 8007 Toll Free: 1300 780 808 Facsimile: (03) 9621 2291

Contact Details

You may contact us using the details set out at the top of our letterhead on page 1 of this report.

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