Indophil Resources NL : AGM - Chairman's Address

ASX RELEASE

22 MAY 2014

Annual General Meeting Chairman's Address

Good morning ladies and gentlemen, and welcome to this, the 12th Annual General Meeting of Indophil
Resources NL shareholders.
When we held our AGM one year ago, the merger of Glencore plc and Xstrata plc, the latter being our Philippine-based Tampakan Copper-Gold Project partner, had been finalised. Since that time, Indophil has had considerable and at times colourful interaction with the merged entity, Glencore Xstrata, as of two days ago, renamed Glencore.
Our discussions have focused on the creation and implementation of a revised work plan for the Tampakan Project and on clarification of Glencore's ultimate intent in respect of its ongoing involvement in the project's development.
The purpose of implementing the revised work plan, announced in August last year, was to rein in activity and expenditure while the Joint Venture partners (or contractors, as we are) seek to secure crucial support for the way forward from our other partner in project development, the Philippine Government, which is guardian to the Tampakan asset on behalf of the people of the Philippines. This interaction with government is very much a work in progress, albeit slow.
As I address you today, we acknowledge that Glencore is well-documented as being wary of 'greenfield' projects, and Tampakan is a big 'greenfield' project. Strategically, Indophil holds a pre-emptive right over Glencore's 62.5% share of Sagittarius Mines Inc. (the in-country operating arm for Tampakan). This is a valuable advantage should Glencore wish to exit or sell down its equity in SMI.
Limiting work plan activities, and therefore progress in project development, has been overshadowed by conditions included in Glencore's April 2013 agreement with the Chinese Government's Ministry of Commerce (MOFCOM), put in place to allow the Glencore and Xstrata merger to proceed. In essence, Glencore's ownership in SMI and hence in the Tampakan Project was subjected to a requirement which, as a first preference, centred on the divestment of Glencore's interest in the 'greenfield' Las Bambas Copper Project in Peru. If the Las Bambas sale process failed to eventuate in a timely manner, a second line of mandated divestment included Glencore's interest in the Tampakan Project.
Recently, Glencore Xstrata (now Glencore) announced the divestment of its interest in Las Bambas to a consortium led by the Chinese-controlled and Australian-based MMG Limited. In principle, we understand that on closure this divestment frees Glencore and therefore its interest in Tampakan from the MOFCOM conditions. The Las Bambas sale is expected to be completed prior to the end of Q3 this year. Late last year, Glencore Xstrata announced the sale, subject to the MOFCOM-Glencore agreement being
satisfied, of its interest in the 'greenfield' Frieda River Copper-Gold Project in PNG to Australian-based
PanAust Limited.

Indophil Resources NL Level 3, 411 Collins Street Melbourne VIC 3000

Australia

T [phone]

F [phone]

W www.indophil.com

ASX RELEASE

22 MAY 2014

While on the subject of Glencore, it is important to record that Xstrata Queensland Ltd (now Glencore Queensland Ltd) had issued proceedings against Indophil to be registered as the legal owner of a 62.5% share in SMI that it acquired from Indophil in 2007. Following that 2007 event, Indophil applied for a capital gains tax exemption on the transfer of shares under the terms of the Tax Treaty between the Republic of the Philippines and Australia. We applied for that tax ruling to facilitate the registration of Xstrata Queensland as the legal owner of those shares in the share register of SMI.
On 19 March 2014, we received notification from the Philippines' Bureau of Internal Revenue that it had granted the exemption application in favour of Indophil. This allowed for the transfer of shares and perfecting the legal ownership interest of Glencore in SMI. As a result, the scheduled 14 April 2014
Supreme Court of Queensland hearing was discontinued.
We have with us today our two Philippines-based Non-Executive Directors in Nick Alcantara and Ricky DyBuncio. We are indeed fortunate to have Nick and Ricky on our Board as they bring great local insight and represent a significant in-country shareholder interest in Indophil. In total, about 30% of Indophil's listed shares are owned in the Philippines, and while this includes the Alsons Group with BDO Unibank (the Philippines' largest bank) holding a substantial beneficial interest, the Philippines-based shareholding extends to San Miguel Corporation and Philex Mining. This alliance is critical not just to where we sit today, but to where we go and what we do next in the process of securing value from the world-class Tampakan asset.
Indophil's other significant asset is of course its cash. At the end of April this year, it stood at
$209.8 million. As a Board, we are custodian of these shareholder funds and we are acutely conscious of its importance in shaping Indophil's future.
The past 12 months have been challenging for all small- to mid-cap resources companies, including Indophil, and while there is no magical or immediately clear way ahead, the prospects for Indophil shareholders and the huge Tampakan Copper-Gold Project remain positive. We realise that Indophil must look to, and if necessary engineer, solutions and outcomes that will crystalise the value of our Tampakan equity and utilise our considerable cash position to deliver improved value for shareholders.
In closing, I take this opportunity to acknowledge and thank the Indophil management team, led by CEO Richard Laufmann. Despite the frustrations of maintaining a credible social licence and working to secure the right to develop and operate an open pit mine, Richard and our staff have remained focused on the ultimate objective - seeing copper and gold production from Tampakan. I would also like to acknowledge our Philippine and local advisors and supporters, who continue to share our confidence in seeing the Tampakan Project become a reality.
Thank you.

Brian Phillips

Chairman

For further information, please contact:

Gavan Collery, Manager Corporate Affairs

M [phone]

E [e-mail]

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