Emerging Leaders Investment Ltd : ELI - Rights Issue - Letter to Ineligible Shareholders

18 Aprii 2013

Dear Shareholder,

Emerging Leaders lnvestment Limited

ABN: 29 107 197 795

Lev e! 23 , Verita6 Hou6e

207 Kent Street

Sydney NSW 2ooo

GPO Box 2525 Sydney NSW 2001

Telephone: •61 2 9259 o2oo

Fax: [phone]

E:.mai!: E:LILiiJau6bil. com. au

Web: www . au6bil. com. au

Renounceable Rights lssue- lneligible Shareholders

We write to you as the registered holder of Emerging Leaders investment Limited (ELI or Company) shares as at 15 Aprii 2015. As announced on 8 Aprii 2013, the Directors of ELI have resolved to undertake a renounceable rights issue of up to approximately 10,003,983 fully paid ordinary shares (New Shares) on the basis of one New Share for every four Shares held by Eligible Shareholders an the Record Date, at an issue price of $0.82 per New Share to raise up to approximately $8,203,266 (Offer).

This letter is not an offerto issue shares to you, nor an invitation for you to apply for shares. You are not required to do anything in response to this letter.

Unfortunately, as a shareholder with a registered address outside Australia and New Zealand, you are not eligible to participate in the Offer for the reasons listed below, which are set out in more detail in sections 3.12 and 3.13 of the Offer Document. However, we encourage you to consider the terms of the Offer and, subject to section 3.13 ofthe Offer Document, if you are able to confirm your eligibility prior to Monday, 29 Aprii 2013, the Company will send the relevant Offer Document to you.

Overview

The Offer will be made to persons who, on the Record Date, are registered shareholders of the Company, except to the extent that a shareholder has a registered address outside Australia or New Zealand.

The Rights lssue is partially underwritten by Ausbil Dexia Limited, in its capacity as responsible entity (Underwriter). The Underwriter has agreed to underwrite 2,250,000 New Shares (Underwritten Shares), post Shareholder participation in any Shortfall. The Underwriter will be paid a commitment fee of $9,225, calculated to be 0.5% of the value of the Underwritten Shares.

The Offer will permit eligible shareholders to apply for additional New Shares in excess of their rights, which will be allocated to eligible shareholders who have applied for such additional New Shares, at the discretion of the directors.

The net proceeds raised will be used by ELI for further investments in accordance with ELI's proven investment strategy, to increase the size of the Company, the liquidity of its shares and reduce ELI's fixed administration expense ratio.

lneligible Shareholders
In accordance with the Listing Rules of the ASX, the Company takes the view that it is impractical to make the Offerto overseas shareholders {lneligible Shareholders) having regard to:
• the cost of complying with overseas legai requirements;
• the number of Foreign Shareholders; and
• the number and value of New Shares that would be offered to Foreign Shareholders.
This Offer Document does not constitute an offer in any piace in which, orto any person to whom, it would not be lawful to make such an offer and will not be sent to lneligible Shareholders.
lneligible Shareholders will not be entitled to take up New Shares under the Offer. However, lneligible Shareholders may stili receive some benefit from the Offer. The Company is in the process of appointing a nominee (Nominee), in accordance with section 615 of the Corporations Act 2001, to sell the rights to the New Shares that would otherwise have been offered to the lneligible Shareholders (Excluded Rights). The Nominee will sell the Excluded Rights but will only sell such rights if there is a viabie market for them and ifa premium over the expenses of the sale can be obtained. Any such sale will be at the best price reasonably practicable in the circumstances.
The ability to sell the Excluded Rights and the price obtained will be dependent, amongst other things, on market conditions. Proceeds of the sale of Excluded Rights, after deduction of the costs of the sale and the costs of distributing the proceeds (Net Proceeds), will be distributed to the lneligible Shareholders for whose benefit the Excluded Rights have been sold in proportion to their shareholdings as at the Record Date.
There is no guarantee that the Nominee will be able to sell the Excluded Rights on the ASX and lneligible Shareholders may receive no value for the Excluded Rights. Both the Company and Nominee take no responsibility for the outcome of the sale of Excluded Rights or the failure to sell such Excluded Rights. lf there is no viable market for the Excluded Rights or those rights cannot
otherwise be sold, those rights will be allowed to lapse and become part of the shortfall facility under the Offer.
As you are not eligible to subscribe for New Shares under the Offer you will not be senta copy of the offer document or the personalised Entitlement and Acceptance Form form. However, further details of the Offer,the underwriting arrangements and the potential contro! effects of the Offer can be found in the Offer Document, which was lodged with ASX on 15 Aprii 3013, available on the Company's website, www.elil.com.au and via the ASX website at www.asx.com.au (ASX Code: ELI).
lf you have any questions relating to any of the above matters, please contact Computershare lnvestor Services Pty Ltd on 1800 850 505 or [phone], if from outside Australia, or Mark Reilly, Company Secretary, on [phone]. For other questions, you should consult your stockbroker, solicitor, accountant, financial adviser or other professional adviser.
Yours faithfully

1/'' ---

,J

John Evans
Chairman