Form 603 - Notice of Initial Substantial Holder Orion Minerals Limited Incorporated in the Commonwealth of Australia Australian Company Number 098 939 274 ASX share code: ORN JSE share code: ORN ISIN: AU000000ORN1 (“Orion” or “the Company”) NOTICE OF INITIAL SUBSTANTIAL SHAREHOLDER Form 603 Corporations Act 2001 Section 671B To Company Name/Scheme Orion Minerals Ltd ACN/ARSN 098 939 274 1. Details of substantial Holder (1) Name Independence Group NL (ACN 092 786 304) (Independence) and each of the entities listed in Annexure A ACN/ARSN (f applicable) See annexure A The holder became a substantial holder on 21 May 2018 2. Details of voting power The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows: Class of securities (4) Number of securities Person’s votes (5) Voting power (6) Ordinary shares 154 166 666 154 166 666 11.09% 3. Details of relevant interests The nature of, a relevant interest of the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows: Holder of relevant interest Nature of relevant interest (7) Class and number of securities Independence Registered holder 154 166 666 ordinary shares 4. Details of present registered holders The persons registered as holders of the securities referred to in paragraph 3 above are as follows: Holder of relevant Registered holder of Person entitled to be Class and number of interest securities registered as holder (8) securities Independence Independence Independence 154 166 666 ordinary shares 5. Consideration The persons registered as holders of the securities referred to in paragraph 3 above are as follows: Holder of relevant Date of acquisition Consideration (9) Class and number of interest securities Cash Non-cash Independence 21 May 2018 $5 000 000 Nil 100 000 000 ordinary shares 6. Associates The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association The companies listed in Annexure A Each company listed Annexure A is an associate of Independence pursuant to section 12 of the Corporations Act as it is controlled by Independence 7. Addresses The addresses of persons named in this form are as follows: Name Address Independence and each company listed in PO BOX 496, SOUTH PERTH WA 6951 Annexure A Signature Print name: JOANNE MCDONALD Capacity: COMPANY SECRETARY Date 21/05/18 23 May 2018 ENQUIRIES Investors JSE Sponsor Errol Smart – Managing Director & CEO Rick Irving Denis Waddell – Chairman Merchantec Capital T: +61 (0) 3 8080 7170 T: +27 (0) 11 325 6363 E: info@orionminerals.com.au E: rick@merchantec.co.za Media Michael Vaughan Barnaby Hayward Fivemark Partners, Australia Tavistock, UK T: +61 (0) 422 602 720 T: +44 (0) 207 920 3150 E: michael.vaughan@fivemark.com.au E: orion@tavistock.co.uk Annexure A This Annexure A of 1 page referred to in Form 603 - Notice of substantial holder signed by me and dated 21 May 2018. Joanne McDonald Company Secretary Independence Group NL (ACN 092 786 304) Related bodies corporate of Independence Group NL (ACN 092 786 304): Independence Long Pty Ltd (ACN 098 270 789) Independence Jaguar Pty Ltd (ACN 060 620 751) Flinders Prospecting Pty Ltd (ACN 146 899 863) Independence Newsearch Pty Ltd (ACN 142 192 701) Independence Nova Holdings Pty Ltd (ACN 009 150 083) Independence Nova Pty Ltd (ACN 146 091 527) Independence Europe Pty Ltd (ACN 167 644 519) Independence Stockman Parent Pty Ltd (ACN 124 695 549) Independence Stockman Project Pty Ltd (ACN 124 695 567) Independence Jaguar Project Parent Pty Ltd (ACN 145 736 278) Independence Jaguar Project Pty Ltd (ACN 145 739 251) Independence Windward Pty Ltd (ACN 158 432 270) Independence Group Europe AB (entity registered in Sweden) Date: 23/05/2018 09:02:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.