VOLT RESOURCES LIMITED — Capital/Financing Update 2009

Mar 8, 2009

RTL Corporation Limited

ABN 28 106 353 253

Level 20, Tower A 821 Pacific Highway Chatswood NSW 2067 Australia

PO Box 5335 Chatswood NSW 1515 Australia

Ph: +61 2 8448 8195 Fax: +61 2 8448 8196

The Company Announcements Platform Australian Securities Exchange Level 4 20 Bridge Street SYDNEY NSW 2000

- By e lodgement

Dear Sir/ Madam

SHARE PURCHASE PLAN

The Directors of RTL Corporation (RTL) are pleased to advise shareholders of the details of the proposed Share Purchase Plan.

All eligible shareholders registered on 18 March 2009 will receive a copy of the attached letter in the mail.

If you have recently changed your postal details, please contact our share registry to update your contact details:

Advanced Share Registry PO BOX 1156 Nedlands WA 6009

Ph: +61 8 9389 8033 Fax: +61 8 9389 787

Yours faithfully

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Ashley Pattison Director

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RTL Corporation Limited

ABN 28 106 353 253

Level 20, Tower A 821 Pacific Highway Chatswood NSW 2067 Australia PO Box 5335 Chatswood NSW 1515 Australia

Ph: +61 2 8448 8195 Fax: +61 2 8448 8196

9 March 2009

Dear Shareholder

INVITATION TO PARTICIPATE IN SHAREHOLDER SHARE PURCHASE PLAN

The Board of Directors of RTL Corporation Limited ( RTL Corporation or Company ) has approved the introduction of a Shareholder Share Purchase Plan ( Plan ). The Plan entitles eligible shareholders in the Company, irrespective of the size of their shareholding, to purchase up to $5,000 worth of ordinary fully paid shares in the Company ( Shares ) at a price of $0.003 per Share, free of brokerage and commission ( Offer ).

In making the Offer, the Company is particularly mindful of the number of long standing shareholders of the Company who no longer hold a marketable parcel of Shares. The Plan provides these shareholders in particular with the opportunity to hold an economic parcel of Shares in the Company.

Shareholders Eligible to Participate in the Plan

The right to participate in the Plan is available exclusively to shareholders who are registered as holders of Shares in RTL Corporation at 5pm (WST) on the record date of 18 March 2009 and whose registered address is in Australia or New Zealand ( Eligible Shareholders ).

Share Purchase Plan

The Board is pleased to offer to all Eligible Shareholders an opportunity to participate in the Plan. Details of the Plan are set out in this letter and the enclosed Terms and Conditions together with an Entitlement and Acceptance Form.

The issue price of the Offer represents a discount of approximately 5% to the average trading price of Shares on the Australian Securities Exchange ( ASX ) during the thirty (30) trading days immediately prior to the announcement date of the Plan.

Use of Funds

The funds raised under the Plan will be used by the Company to continue the development of its Mine Mixers business and for working capital purposes.

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Subscription and Application Procedure

If you would like to participate in the Offer, please return your completed Entitlement and Acceptance Form (enclosed), together with your cheque for the purchase price for the number of Shares you wish to acquire, on or before the closing date of 5pm (WST) on 10 April 2009 . No late applications will be accepted.

Please note the maximum investment per shareholder is 1,666,666 Shares, being an investment of $5,000 at $0.003 per Shares, and the minimum investment is 666,666 Shares, being an investment of $2,000 at $0.003 per Share.

The maximum investment any shareholder may apply for will remain 1,666,666 Shares even if a shareholder receives more than one Offer (whether in respect of a joint holding or because the shareholder has more than one holding under a separate account). The Company reserves the right to reject any applications where there is non-compliance with this rule or any other term of the Plan.

Additional Information and Important Dates

The Offer cannot be transferred and the Directors of the Company reserve the right to reject any application over $5,000. Shares allotted under the Plan will be issued no later than 3 business days after the closing date of the Offer. Application for quotation on ASX of the new Shares will be made immediately following the issue of those Shares.

The maximum number of Shares that may be issued pursuant to this Offer is 113,333,333 Shares, being a total capital raising of $340,000. The Directors reserve the right to accept oversubscriptions, however, in the event that oversubscriptions are received, the Directors may, in their absolute discretion, scale-back all applications on a pro-rata basis to 113,333,333 Shares.

If the Company rejects or partially rejects an application or purported application, the Company will promptly return to the shareholder the relevant application monies, without interest.

On the trading day immediately prior to the date of the Offer, the last closing price of the Shares traded on ASX was $0.002 cents. The market price of the Shares in the Company may rise and fall between the date of the Offer and the date that any Shares are allotted to you as a result of your acceptance of this Offer. This means that the subscription price you pay for the Shares may exceed the market price of the Shares at the date of allotment of Shares under this Offer. The Board recommends that you obtain your own financial advice in relation to the Offer and consider price movements of Shares in the Company prior to accepting this Offer.

As announced on 2 March 2009, the Company intends to formally change the activities of the Company to focus solely on the Company’s mining service asset, being the Mine Mixers business. This process will involve a significant change in the nature and scale of the Company’s activities and the Company will be required to re-comply with Chapters 1 and 2 of the ASX Listing Rules if the proposal is approved by shareholders at an upcoming general meeting of the Company.

As part of the re-compliance process, the Company will be required to raise funds at a minimum price of $0.20 per share in addition to this share purchase

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plan. The Company will need to undertake a consolidation of its existing issued capital including the new shares to be issued under this plan. The ratio of the consolidation has not yet been determined and is likely to be finalised in the coming weeks after discussions are held with various brokers/investors.

Shortfall Placement

In the event that the less than 113,333,333 Shares are applied for pursuant to this Offer, the shortfall may be placed at the discretion of the directors.

Indicative Timetable

Indicative Timetable
Announcement of Plan	9 March 2009
Record Date (5.00pm WST)	18 March 2009
Opening date of Offer	19 March 2009
Closing date of Offer	10 April 2009
Issue of Shares under the Plan	15 April 2009
Despatch date for holding statements	16 April 2009
Quotation of Shares on ASX	16 April 2009

These dates are indicative only. The Company may vary the dates and times of the Offer without notice. Accordingly, shareholders are encouraged to submit their Entitlement and Acceptance Forms as early as possible.

Holders of Small Parcels of Shares

A marketable parcel is defined by ASX as a parcel of securities with a market value of less than $500. You will understand and appreciate that the Company incurs considerable costs to administer shareholdings and in providing Annual Reports, Notices of Meeting and other information to its shareholders. In the case of small holdings, these expenses often outweigh the value of the Shares.

Those shareholders who currently hold less than a marketable parcel of Shares are encouraged to take up the Offer to increase their holding. If not, in order to reduce costs, following the closing date of the Offer the Company will seek to sell the Shares held by holders of non-marketable parcels. Those holders will be provided with full details of their rights and obligations prior to the Company proceeding with such a course of action.

If you wish to participate in the Share Purchase Plan please ensure that you return the completed “Entitlement and Acceptance Form” prior to the closing date of the Offer.

Should you wish to discuss any information contained in this letter further, do not hesitate to contact the Company Secretary, Mr Guy Robertson on (02) 8448 8195.

Yours faithfully

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Ashley Pattison Director RTL Corporation Limited

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RTL Corporation Limited ABN 28 106 353 253 Share Purchase Plan - Terms and Conditions

Purpose

The purpose of the Shareholder Share Purchase Plan ( the Plan ) is to offer shareholders of RTL Corporation Limited ( RTL Corporation or Company ) the opportunity to acquire additional fully paid ordinary shares in the Company ( RTL Corporation Shares ) up to a maximum of A$5,000 in any 12 month period at, potentially, a discount to the market price of RTL Corporation Shares on the financial market operated by ASX Limited ( ASX ) without the need to pay brokerage costs and without the need for RTL Corporation to issue a Prospectus, upon such terms and conditions as the board of directors of RTL Corporation, in its absolute discretion, sees fit.

Shareholders eligible to participate

Eligible shareholders of RTL Corporation Shares that are registered with an Australian or New Zealand address at the relevant record date may participate in the Plan. Due to foreign securities laws, it is not practical for shareholders resident in other countries to be offered the opportunity to participate in the Plan.

Participation in the Plan is optional and is subject to these terms and conditions. Offers made under the Plan are non-renounceable (i.e. eligible shareholders may not transfer their rights to any RTL Corporation Shares offered under the Plan).

An offer may, at the discretion of the Directors of RTL Corporation, be made under the Plan once a year. The maximum amount which any shareholder may subscribe for in any consecutive 12 month period is A$5,000. The Directors of RTL Corporation may also determine in their discretion the minimum amount for participation, the multiple of RTL Corporation Shares to be offered under the Plan and the period the offer is available to eligible shareholders.

Price of RTL Corporation Shares

The price of RTL Corporation Shares to be issued under the Plan will be $0.003 per share. Accordingly, the maximum number of RTL Corporation Shares that each shareholder may apply for is 1,666,666.

Applications and Notices

At the discretion of the Directors of the Company, RTL Corporation will send eligible shareholders a letter of offer and acceptance procedures, inviting them to subscribe for RTL Corporation Shares under the Plan, and accompanied by the terms and conditions of the Plan and an entitlement & acceptance form. Applications will not be accepted after the closing date of an offer. Over subscriptions to an offer may be refunded without interest.

Notices and statements made by RTL Corporation to participants may be given in any manner prescribed by its Constitution.

more of the eligible shareholders fail to subscribe for the maximum number of shares available to them under the offer. The Directors may pay a broker’s fee to Underwriters.

Issue of RTL Corporation Shares

RTL Corporation Shares to be issued under the Plan will be issued as soon as reasonably practicable after the closing date specified by the Directors of RTL Corporation in the relevant offer.

RTL Corporation Shares issued under the Plan will rank equally in all respects with all other fully paid ordinary shares in RTL Corporation from the date of issue.

Shareholding statements or CHESS notification will be issued in respect of all RTL Corporation Shares issued under the Plan. The Company will, promptly after the issue of RTL Corporation Shares under the Plan, make application for those RTL Corporation Shares to be listed for quotation on the official list of ASX.

Modification and Termination of the Plan

RTL Corporation may modify or terminate the Plan at any time.

RTL Corporation will notify ASX of any modification to, or termination of, the Plan. The omission to give notice of any modification to, or termination of, the Plan or the failure of ASX to receive such notice will not invalidate the modification or termination.

Without limiting the above, RTL Corporation may issue to any person fewer RTL Corporation Shares than the person applied for under the Plan if the issue of the RTL Corporation Shares applied for would contravene any applicable law or the Listing Rules of ASX.

Dispute Resolution

RTL Corporation may, in any manner it thinks fit, settle any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the Plan, whether generally or in relation to any participant, application or RTL Corporation Shares. The decision of RTL Corporation in this respect will be conclusive and binding on all shareholders and other persons to whom that determination relates.

RTL Corporation reserves the right to waive strict compliance with any provision of these terms and conditions. The powers of RTL Corporation under these conditions may be exercised by the Directors of RTL Corporation or any delegate of the Directors of RTL Corporation.

Questions and Contact Details

If you have any questions regarding the Plan or how to deal with this offer, please contact your stockbroker or professional adviser or the Company Secretary, Mr Guy Robertson on (02) 8448 8195.

Underwriting

An offer may be underwritten and the underwriters and/or sub-underwriters may be issued with RTL Corporation Shares pursuant to the Plan where one or

RTL Corporation Limited ABN 28 106 353 253

Shareholder Share Purchase Plan Entitlement and Acceptance Form Offer Closes 5.00pm (WST) 10 April 2009

---- DPID ---

< BARCODE OF SRN / HIN > Record Date: 5pm (WST) on 17 March 2009 Holder Identification Number (HIN): X0000000000

This is an offer to eligible shareholders to subscribe for additional shares in RTL Corporation Limited ( RTL Corporation or Company ) under the Terms and Conditions of the RTL Corporation Shareholder Share Purchase Plan ( Plan ) accompanying this form and letter from the Chairman.

• The maximum subscription you can make is 1,666,666 shares;

• The minimum subscription you can make is 666,666 shares;

• You can purchase any number of new shares between the maximum and minimum. However, the number of RTL Corporation shares offered under the Plan is limited to 113,333,333 shares and in the event of an oversubscription the Company will scaleback all applications received under the Plan on a pro-rata basis.

The price of RTL Corporation Shares to be issued under the Plan will be $0.003 per share ( Purchase Price ).

The market price of shares in RTL Corporation may rise or fall between the date of this offer and the date that the shares are allotted to you. This means that the subscription price you pay for the shares may exceed the market price of the shares at the date of allotment of the shares under this offer. We recommend that you obtain your own financial advice in relation to this offer and consider price movements of shares in RTL Corporation prior to accepting this offer.

The maximum subscription for each shareholder will apply even if a shareholder received more than one offer (whether in respect of a joint holding or because the shareholder has more than one holding under separate share accounts). RTL Corporation reserves the right to reject any application where this rule has not been complied with.

By accepting the Offer you agree to be bound by the Terms and Conditions of the RTL Corporation Shareholder Share Purchase Plan and the Constitution of RTL Corporation Ltd.

APPLICATION FOR SHARES

I/we being the above mentioned, being registered as ordinary shareholder(s) in RTL Corporation as at the record date of 5pm (WST) on 18 March 2009, do hereby apply for the number of ordinary shares in RTL Corporation as indicated below at the Purchase Price per share issued in accordance with the Terms and Conditions of the RTL Corporation Shareholder Share Purchase Plan. I/we confirm that the total cost of shares purchased by us (including through joint holding(s), multiple share accounts or any holding in which I/we have a beneficial interest/s) does not exceed $5,000 in accordance with the Applicants Certification and Confirmation.

To participate in the Plan shareholders must select only one of the following two options. Please mark the selected box.

MAXIMUM APPLICATION SELECTED AMOUNT – PLEASE COMPLETE $5,000 $…………….………(minimum of $2,000) Please complete the following cheque payment details:

Drawer Bank Branch or BSB Amount

Cheques should be made payable to “RTL Corporation Share Purchase Plan Account” and crossed “Not Negotiable” .

Telephone number where we may contact you during business hours. (_) ___ Contact Name: ______

Offer Closes 5.00pm (WST) 10 April 2009

Applicant’s Certification and Confirmation

• 1 By lodging this Entitlement and Acceptance Form you certify that the aggregate of the application price for the following does not exceed $5,000:

• (a) the RTL Corporation ordinary shares that are the subject of this application; and

• (b) any other RTL Corporation ordinary shares applied for by you under the Plan (or any similar arrangement in the 12 months prior to the application), whether:

  • (i) in your own right, or

  • (ii) jointly with one or more persons, or

  • (iii) in your capacity as a beneficiary (as defined below),

but not including in your capacity as a trustee or nominee where it is expressly noted on RTL Corporation’s register of members that your shareholding is held on account of another person.

If 2 or more persons are recorded in the register of members as jointly holding the RTL Corporation shares to which this entitlement relates, they are taken to be a single registered holder and this certificate given by any of them is taken to be given by all of them.

If a trustee or nominee is expressly noted on RTL Corporation register of members as holding the shares to which this entitlement relates on account of another person (the “beneficiary”), this certification and confirmation is taken to be given by the beneficiary in respect of him/her/itself (and not the trustee or nominee).

1. By lodging this form with your cheque you confirm that you have read, understood and agreed to the terms and conditions of the Plan.

Notes

• The terms and conditions of the Shareholder Share Purchase Plan accompanying the enclosed letter from the Managing Director should be read carefully.

• No priority will be afforded to applications on the basis of the date of receipt of such applications.

• Payments may only be made by cheque or bank draft in Australian dollars and drawn on an Australian branch of a financial institution.

• Cheques or bank drafts are to be made payable to: “RTL Corporation Share Application Account” and crossed with “Not Negotiable”.

• Cheques will be deposited on their day of receipt. Sufficient cleared funds should be held in your account as your acceptance may be rejected if your cheque is dishonoured. Receipts for payment will not be issued.

• Cash payments will not be accepted via the mail.

• If you wish to accept this offer please return this Entitlement and Acceptance Form duly completed together with a cheque for the subscription amount, in the envelope provided, by 5.00pm (WDST) on 10 April 2009.

• RTL Corporation may reject an acceptance of this offer, in its absolute discretion, if this form is not completed in accordance with this offer, is incomplete or if the exact amount payable is not tendered with this form.

Receipt by RTL Corporation of this form duly completed, together with the full subscription amount, will constitute acceptance in accordance with the terms and conditions of the Shareholder Share Purchase Plan and the Constitution of RTL Corporation by the shareholder named on this form. A signature on this form is not required.

This offer is non-renounceable and as such may only be transferred after the shares are allotted.

QUESTIONS AND CONTACT DETAILS

If you have any questions regarding the Shareholder Share Purchase Plan or how to deal with this Offer, please contact your stockbroker or professional adviser or RTL Corporation Company Secretary, Mr Guy Robertson, on (02) 8448 8195.

Addresses:

Addresses:
By Post	By Hand
RTL Corporation Limited C/- Advanced Share Registry PO Box 1156, Nedlands,Western Australia 6909	RTL Corporation Limited C/- Advanced Share Registry 150 Stirling Highway, Nedlands,Western Australia 6009

Return this form and cheque in the enclosed business reply paid envelope provided.

Offer Closes 5.00pm (WDST) 10 April 2009