Level 1

18 Kings Park Road,

West Perth

Western Australia

6005

Tel +61 8 9327 7400

Fax +61 8 9327 7499

ABN 77 121 339 704

India Resources Limited ("India Resources", "IRL" or "the Company") is pleased to present this quarterly activities report.

Arvind Misra

Managing Director

India Resources Limited

QUARTERLY ACTIVITIES REPORT

For the quarter ended 30 September 2014

HIGHLIGHTS

Surda Mine - Copper

• The Surda copper mine produced 633 tonnes of copper metal-in-concentrate (MIC) during the quarter and despatched 660 tonnes to the Hindustan Copper Limited (HCL), Moubhandar Smelter Plant.

• Copper production at the Surda mine was suspended on 8 September 2014 by HCL pursuant to a stop work order issued by the Jharkhand State Government, India.

Project Development

• Contract development operations at the Surda II Mine Expansion and

Development project (SEPC project) drove 95.9 metres and installed raises of
8.7 metre.

Exploration

• IRL registered the Aravalli project with the Project Monitoring Group India (PMG). The PMG is a mechanism set up the Indian Government to fast track large strategic projects worth in excess of A$180 million.

Corporate

• A placement agreement was signed with Resource Capital Fund VI L.P. to raise A$1.6 million through the issue of 200 million shares. The issue of the second tranche of the placement comprising 126,102,306 shares was subject to shareholder approval which was received on 28 October 2014.

• The Company entered into an agreement with Noble Resources International Australia Pty Ltd to extinguish a secured loan of A$0.72 million and related outstanding interest payments, through the issue of 90 million shares in the Company. The issue of 17.2 million shares was subject to shareholder approval which was received on 28 October 2014.

• The Double Bench of the Supreme Court of India delivered its judgement to dismiss IRL's appeal regarding HCL treating the contract price under the Surda works order as if it was inclusive of taxes and levies.

• HCL with the support of IRL is challenging the Stop Work Notice issued by the State Government of Jharkhand in the Jharkhand High Court. The Court has instructed the State Government of Jharkhand to make a decision regarding the 3rd renewal of HCL's Surda mining lease prior to the next hearing to be held during November 2014.

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OPERATIONS REPORT

Surda Project

Safety

During the quarter zero Lost Time Injuries (LTI) were recorded at the Surda Mine and Concentrator Plant. Seven medi c al t r eat m en t injuries ( MT I ) o ccurred. The year to date LTI and MTI rates for the Surda operations are shown below.

5.00

LTI Frequency Rate

4.00

3.00

Mine

2.00

Plant

1.00

Overall

0.00

2011-2012 2012-2013 2013-2014

50 Medically Treated Injuries

40

30 Mine

Plant

20 Overal l

10

0

2011-2012 2012-2013 2013-2014

Production

Ore mined for the quarter totalled 76,849 tonnes resulting in copper in concentrate of 633 tonnes. Tonnes mined were lower than the previous quarter due to the suspension of mining activities in the last three weeks of the quarter following receipt of the mine closure instruction from the mine owner, HCL.

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Although IRL's commercial partner and mine lease holder, HCL had submitted the renewal application on a timely basis in May 2013, the Mining Licence (ML) for the Surda project had not been renewed by the State Government of Jharkhand, resulting in closure. The State Government of Jharkhand has closed 48% of all mining operations in the state and many companies, including mines of Tata Steel, Steel Authority of India Limited and Uranium Corporation of India Limited, have been affected. HCL and IRL have taken the matter to the High Court of Jharkhand to challenge the notice issued by State Government officials.
At the time of the closure, grades were lifting above 0.9% and a significant improvement in production compared to the previous quarter was expected.

PROJECT DEVELOPMENT

Surda Mine Expansion Contract (Shriram EPC)

IRL Copper Mining Private Limited (ICMPL), a subsidiary of IRL, achieved the following progress during the quarter in relation to the shaft sinking and development contract to expand the Surda mine.

• The procurement process for major capital equipment is in the final stages. Shriram EPC (SEPC) our partner in the expansion contract is proceeding with placing orders.

• Part of the capital equipment, electric and pneumatic loaders, locomotives, drill machine and pneumatic pumps have been supplied at site and installation is in progress.

• The erection and installation of equipment for continuation of shaft sinking at greater depths has commenced.

• Progress of the development work was halted by the suspension of operations at the Surda mine in the month of September.

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Business Development

Rakha development project

The consortium of IRL and Kopex Shaft Sinking Company (Kopex PBSz) continues to await HCL obtaining the required environmental clearances for this project prior to signing the contract and commencing this work.

Consortiums

IRL is continuing to tender for development and operating contracts in conjunction with separate
consortiums including Brierty Limited, Kopex PBSz and Tata Projects Limited.

EXPLORATION ACTIVITIES UPDATE

Aravalli (base metals)

Discussions are progressing with the Department of Industrial Policy and Promotion (DIPP), who have agreed to sponsor IRL with the Project Monitoring Group (PMG) in collaboration with the Australian High Commission to put IRL's case forward to be granted the Mining Lease over its Aravalli lead zinc project in Rajasthan, India. A meeting with the Australian High Commission and the Chief Minister of Rajasthan was held to discuss several Australian mining cases pending, including the Aravalli project.

FINANCE

• In September 2014, $0.591 million was raised through a placement of shares to Resource Capital Fund VI L.P. (RCF), with another $1.009 million to be raised on the receipt of shareholder approval. These funds are dedicated to reducing head office liabilities and progressing the Aravalli base metals project in Rajasthan.

• In conjunction with the RCF placement, the Company entered into an agreement to issue 90 million shares to Noble Resources Australia Pty Ltd (Noble) in order to extinguish Noble's secured loan of $0.72 million and outstanding interest payments.

• The Axis Bank has formally reduced the Company's overdraft facility to 90M INR ($1.668 million) without awaiting the receipt of the Arbitration Award from HCL. IRL has requested the bank to allow the Company to continue accessing 94.5M INR ($1.751 million) until the Arbitration Award has been received. No further reductions in the facility are expected at this time.

• The financial position of the Group's contracting operations at the Surda mine substantially deteriorated during the quarter due to the Stop Work Instruction and HCL's ongoing delay in paying the Arbitration Award for material escalation and other well advanced claims estimated to amount to around 120M INR (A$2.15 million). The Group is also pursuing compensation from HCL for costs incurred during the work stoppage. IRL will continue to vigorously pursue payment of outstanding amounts due from HCL and take all available action to have the Stop Work Instruction on the Surda mine lifted. In the event that these initiatives are unsuccessful, IRL will consider its future position.

CORPORATE ACTIVITIES

• The company signed a placement agreement with RCF whereby 200 million shares are to be issued to RCF at $0.008 to raise $1.6 million. During the quarter 73,897,694 fully paid ordinary shares were issued with the balance of shares to be issued on the receipt of shareholder approval at a general meeting of shareholders held on 28 October 2014.

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• A condition of the RCF Placement Agreement was that IRL enter into a second placement agreement with Noble Resources International Australia Pty Ltd (Noble) to extinguish its secured loan of A$0.72 million and related outstanding interest payments through the issue of 90 million shares. 72,800,000 million shares were issued in the quarter with the balance to be issued on the receipt of shareholder approval at the general meeting of shareholders held on 28 October 2014.

Status of Legal and Arbitration Cases

Special leave petition (SLP) filed in Supreme Court of India

During the quarter the Double Bench of the Supreme Court of India delivered its judgement to dismiss IRL's appeal regarding HCL treating the contract price under the Surda work order as if it was inclusive of taxes and levies. Subsequent to the end of the quarter IRL has filed a review petition against the dismissal of the special leave petition.

Stop work instruction

In early September 2014 IRL was instructed by HCL to stop non-essential production and development operations at the Surda mine site. This instruction arose because the State Government of Jharkhand was enforcing amendments to the Mineral Concession Rules 1960, impacting 48% of the mines in the state. Most of the affected mines have challenged the notice issued by the State Government of Jharkhand through the courts. HCL has done so through a writ application with the support of an interlocutory application by IRL.
Subsequent to the end of the quarter, the Jharkhand High Court has held three hearings regarding HCL's case and it has gathered all of the relevant facts from the parties. The next hearing is posted for early November 2014, by which time the State Government of Jharkhand has been instructed by the Court to make a decision regarding the third renewal of HCL's mining lease.

Arvind Misra

Managing Director

Competent person's statement

The information in this report that relates to exploration targets or exploration results is based on information compiled by Andrew Kohler, a Competent Person, who is a member of the Australian Institute of Geoscientists. Mr Kohler is a geological consultant to the Company. Mr Kohler has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the "Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves". Mr Kohler consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

Contact details for India Resources Limited

Postal address: PO Box 869, West Perth, Western Australia 6872
Telephone: (+61 8) 9327 7444
Facsimile: (+61 8) 9327 7499
E-mail: [email protected]
Web-site: www.indiaresources.com.au

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No interests in mining tenements or farm-in or farm-out agreements were acquired or disposed of during the quarter.

India Resources Limited (ASX: IRL) Page 6 of 6

Appendix 5B Mining exploration entity quarterly report

Appendix 5B

Mining exploration entity quarterly report

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001, 01/06/10, 17/12/10

Name of entity

India Resources Limited

Rule 5.3

ABN Quarter ended ("current quarter")

77 121 339 704 30 September 2014

Consolidated statement of cash flows

Cash flows related to operating activities

1.1 Receipts from product sales and related debtors

1.2 Payments for (a) exploration and evaluation

(b) development

(c) production

(d) administration - Perth Office

1.3 Dividends received

1.4 Interest and other items of a similar nature received

1.5 Interest and other costs of finance paid

1.6 Income taxes paid

1.7 Other

Net operating cash flows

Appendix 5B Page 1 30/09/2014

Appendix 5B

Mining exploration entity quarterly report

1 Cash at the end of the quarter includes the drawn down portion of a working capital overdraft facility of $1,773,000 which is used specifically for the day to day operations at the Surda copper mine. Refer items 3.1 and 5.3.

Payments to directors of the entity and associates of the directors

Payments to related entities of the entity and associates of the related entities

Payments net of GST to directors and other related parties, and the associates of these related parties, which includes director and key management personnel salaries, directors' fees, superannuation contributions, the provision of management services to the company, and any payments for services with associated entities.

Non-cash financing and investing activities

2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows.

Not applicable.

2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest.

Not applicable.

Appendix 5B Page 2 30/09/2014

Financing facilities available

Appendix 5B Mining exploration entity quarterly report

3.1 Loan facilities: (a) Indian working capital overdraft facility 1

(b) Other loan agreements

3.2 Credit standby arrangements

1 Drawing facility based on levels of, and secured against, trade receivables and inventories at Surda mine. Available drawdown level as at 30 September 2014 was A$1.668 million (90M INR). This limit has been formally reduced by the bank but the Company has requested to continue accessing A$1.751 million (94.5M INR) pending receipt of the Arbitration awards and material escalation payment from Hindustan Copper Limited.

2 As at 30 September 2014 the overdraft facility was exceeded for accounting purposes as cheques were written but not released.

Estimated cash outflows for next quarter

4.1 Exploration and evaluation

4.2 Development

4.3 Production

4.4 Administration

Reconciliation of cash

Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.

Changes in interests in mining tenements

6.1 Interests in mining tenements relinquished, reduced or lapsed

6.2 Interests in mining tenements acquired or increased

Appendix 5B Page 3 30/09/2014

Appendix 5B

Mining exploration entity quarterly report

Issued and quoted securities at end of current quarter

Description includes rate of interest and any redemption or conversion rights together with prices and dates.

7.12 Unsecured notes (totals only)

Appendix 5B Page 4 30/09/2014

Compliance statement

Appendix 5B Mining exploration entity quarterly report

1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).

2 This statement does give a true and fair view of the matters disclosed.

Sign here: Frank Campagna Date: 28 October 2014 (Director/Company Secretary)

Print name: FRANK CAMPAGNA

Notes

1 The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

2 The "Nature of interest" (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

3 Issued and quoted securities: The issue price and amount paid up is not required in items 7.1 and

7.3 for fully paid securities.

4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral

Resources and AASB 107: Statement of Cash Flows apply to this report.

5 Accounting Standards: ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

== == == == ==

Appendix 5B Page 5 30/09/2014