RMG : Appendix 3B and Section 708A notice

13 September 2016

Company Announcements Office ASX Limited

Dear Sir/Madam,

ISSUE OF RMG LIMITED SECURITIES - SECONDARY TRADING NOTICE ‐ NOTIFICATION PURSUANT TO PARAGRAPH 708A(5)(e) OF THE CORPORATIONS ACT 2001 ("Act")

RMG Ltd ("Company") has issued a total of 222,222,222 fully paid ordinary shares pursuant to the capital raising announced on 8 June 2016 and approval by shareholders in general meeting on 22 August 2016.

An Appendix 3B is attached to this notice. ("Securities").

Secondary Trading Exemption

The Act restricts the on‐sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A. By the Company giving this notice, sale of the Securities noted above will fall within the exemption in section 708A(5) of the Act.

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:

1. the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act;

2. as at 13 September 2016 the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

3. as at 13 September 2016 there is no information:

4. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

5. that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

6. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

7. the rights and liabilities attaching to the Securities.

8. Yours faithfully

   RMG Limited Lloyd Flint

   Company Secretary

   Appendix 3B New issue announcement Appendix 3B

   Rule 2.7, 3.10.3, 3.10.4, 3.10.5

   New issue announcement, application for quotation of additional securities and agreement

   Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

   Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

   Name of entity

   RMG LIMITED

   ABN

   51 065 832 377

   We (the entity) give ASX the following information.

   Part 1 - All issues

   You must complete the relevant sections (attach sheets if there is not enough space).

   Ordinary fully paid shares

   1 +Class of +securities issued or to be issued

   222,222,222

9. Number of +securities issued or to be issued (if known) or maximum number which may be issued

   Ordinary fully paid shares

10. Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid

    +securities, the amount outstanding and due dates for payment; if

    +convertible securities, the conversion price and dates for conversion)

    + See chapter 19 for defined terms.

    01/08/2012 Appendix 3B Page 1

    Appendix 3B New issue announcement

    Yes

11. Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

    If the additional securities do not rank equally, please state:

    • the date from which they do

    • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

    • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

      Deemed $0.009

12. Issue price or consideration

    Pursuant to a share subscription agreement

13. Purpose of the issue

    (If issued as consideration for the acquisition of assets, clearly identify those assets)

    Yes

    6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

    If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

    24 November 2015

    6b The date the security holder resolution under rule 7.1A was passed

    Nil

    6c Number of +securities issued without security holder approval under rule 7.1

    Nil

    6dNumber of +securities issued with security holder approval under rule 7.1A

    + See chapter 19 for defined terms.

    Appendix 3B Page 2 01/08/2012

    222,222,222

    6eNumber of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

    Appendix 3B New issue announcement

    Nil

    6f Number of securities issued under an exception in rule 7.2

    N/a

    6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.

    N/a

    6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

    7.1 remaining capacity 64,427,422 securities 7.1A capacity remaining 43,051,615 listed securities

    6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

    13 September 2016

14. Dates of entering +securities into uncertificated holdings or despatch of certificates

    Number	+Class
    430,666,152	Ordinary Shares

15. Number and +class of all

+securities quoted on ASX (including the securities in section 2 if applicable)

+ See chapter 19 for defined terms.

01/08/2012 Appendix 3B Page 3