READCLOUD LIMITED — Capital/Financing Update 2018

Feb 5, 2018

5 February 2018

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Attn: James Gerraty Australian Securities Exchange Limited Level 4, North Tower, Rialto, 525 Collins Street Melbourne VIC 3000

BY EMAIL

james.gerraty@asx.com.au

FOR RELEASE TO MARKET

Dear James,

We refer to your letter dated 31 January 2018 ( Decision ) setting out the conditions precedent to ASX’s decision to admit ReadCloud Limited ( ReadCloud ) to the official list of ASX and quote ReadCloud’s securities.

Statement of restricted securities

In satisfaction of paragraph 2.2.9 of your Decision, provided below is a statement of securities subject to ASX restrictions and the restriction period applied to those securities.

Number of securities subject to ASX restrictions	Restriction period
36,074,909 fully paid ordinary shares	24 months from the date of official quotation
3,333,332 options exercisable at $0.30 expiring 30 November 2020	24 months from the date of official quotation
15,000,000 performance rights (if such performance rights are exercised and converted into tradeable securities)	24 months from the date of official quotation
1,666,663 options exercisable at $0.30 expiring 30 November 2020	Until 1February2019 (12 months from the date of issue)

244,539 fully paid ordinary shares	Until 28 June 2018 (12 months from the date of issue)

Statement of voluntary escrow

In satisfaction of paragraph 2.2.10 of your Decision, provided below is a statement of securities subject to voluntary escrow and the escrow period applied to those securities:

Number of securities subject to voluntary	Voluntary escrow period
escrow
9,210,599 fully paid ordinary shares	12 months from the date of official quotation

Your sincerely,

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Lars Lindstrom CEO ReadCloud Limited

3445-0785-5112, v. 1