INDEPENDENCE GROUP NL ANNUAL REPORT 2017

Directors' report 30 June 2017 (continued) Remuneration report (continued) FY17 Executive Management Remuneration (continued) At-risk remuneration - LTIs (continued) Name Position Number of share rights issued for FY17 period 1 Number of share rights issued for FY16 period 2 Peter Bradford Managing Director 135,000 3 217,391 Keith Ashby Head of Governance & Risk 17,000 19,361 Rob Dennis Chief Operating Officer 49,000 78,116 Matt Dusci Chief Growth Officer 41,000 62,174 Joanne McDonald Company Secretary 14,000 10,586 4 Sam Retallack Head of People & Culture 17,000 19,361 Scott Steinkrug Chief Financial Officer 41,000 62,174 1. Share rights awarded at 20 day VWAP to 26 August 2016 of $4.15. 2. Share rights awarded at 20 day VWAP to 20 August 2015 of $3.45. 3. Approved by shareholders at the 2016 Annual General Meeting. 4. Pro-rata entitlement based on commencement date. The number of share rights able to be issued under the EIP is limited to 5% of the issued capital of the Company. The 5% limit includes grants under all plans made in the previous five years (with certain exclusions under the Corporations Act 2001). At the end of FY17 this percentage stands at 0.96%. There are no voting or dividend rights attached to the share rights. Vesting of share rights Vesting of the EIP share rights granted to executive KMP is based on a continuous service condition and performance conditions as detailed below. Service condition The service condition is met if employment with IGO is continuous for three years commencing on or around the grant date and is aimed at retaining key personnel. The treatment of LTI awards for executives whose employment ceases prior to vesting depends on the reason for cessation of employment and is subject to Board discretion to determine otherwise. If, in the opinion of the Board, the executive acts fraudulently or dishonestly, or is in material breach of his or her obligations to any Group entity, then the Board in its absolute discretion may determine all the executive's unvested share rights will lapse and the Board's discretion will be final and binding. Performance condition The TSR scorecard for the three year measurement period will be determined based on a percentile ranking of the Company's TSR results relative to the TSR of each of the companies in the peer group over the same three year measurement period. Reflecting on market practice, the Board considers that relative TSR is an appropriate performance hurdle because it ensures that a proportion of each participant’s remuneration is linked to the return received by shareholders from holding shares in a company in the peer group over a particular period. There is no re-testing provision of the TSR performance condition following the initial testing at the end of the three year measurement period. Board discretion on vesting The Board has overriding discretion to adjust the LTI vesting if, on assessment, absolute TSR is negative over the performance period. Peer group The peer group used to determine relative TSR is comprised of constituents of the S&P ASX 300 Metals and Mining Index. Independence Group NL 21 52 — IGO ANNUAL REPORT 2017 DIRECTORS’ REPORT 30 JUNE 2017 (continued)