WARNING

The Prospectus is an important document that should be read in its entirety, and in particular the “Investment Risks” section. Shareholders who decide to participate in this issue of Shares should consult their financial or other professional advisers before making a decision to invest in Kaili Resources Limited (Company).

The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should seek advice on and observe the requirements of these laws. Non-observance by such persons may violate securities laws. Any recipients of this Prospectus residing outside Australia should consult their professional advisers on requisite formalities and laws outside Australia. This Prospectus does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make such an offer.

Any person accessing the electronic version of the Prospectus for the purposes of participating in this issue of Shares must be an Australian resident and must only access the Prospectus from within Australia. The Corporations Act 2001 prohibits any person passing on to another person the Application Form unless it is attached to a hard copy of the Prospectus or accompanied by the complete and unaltered version of the Prospectus. Prospective applicants should read this Prospectus in its entirety before completing an Application Form. Shareholders may obtain a hard copy of the Prospectus free of charge by contacting the Company.