ASX Announcement MNF Group Limited (ASX:MNF) Sydney - 25 October 2016 For Immediate Release RESULTS OF ANNUAL GENERAL MEETING HELD ON 25 OCTOBER 2016

The result of the resolutions passed at the Annual General Meeting of MNF Group Limited held on 25 October 2016 is provided in accordance with ASX Listing Rule 3.13.2 and section 251AA of the Corporations Act 2001 (Cth). All resolutions were passed on the requisite show of hands and as ordinary resolutions.

Resolution 1: Remuneration Report

To adopt the directors' remuneration report for the year ended 30 June 2016. The vote on this resolution does not bind the directors of the company.

For* 98.45%

Against 1.55%

Resolution 2: Re-election of Mr Michael Boorne as Director

"That Mr Michael Boorne, being a director of the Company, retires in accordance with ASX Listing Rule 14.4 and having offered himself for re-election, is hereby elected as director of the Company."

For* 99.95%

Against 0.05%

Resolution 3: Re-election of Mr Andy Fung as Director

"That Mr Andy Fung, being a director of the Company, retires in accordance with ASX Listing Rule 14.4 and having offered himself for re-election, is hereby elected as director of the Company."

For* 99.94%

Against 0.06%

Resolution 4: Issue of Unlisted Options to Mr Terry Cuthbertson

"That, for the purposes of ASX Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, approval is given to allot and issue 100,000 unlisted options to Mr Terry Cuthbertson (or his nominee) on the terms and conditions outlined in the Explanatory Statement accompanying this Notice of Meeting."

For* 99.03%

Against 0.97%

Resolution 5: Issue of Unlisted Options to Mr Michael Boorne

"That, subject to Resolution 2 being passed, for the purposes of ASX Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, approval is given to allot and issue 100,000 unlisted options to Mr Michael Boorne (or his nominee) on the terms and conditions outlined in the Explanatory Statement accompanying this Notice of Meeting"

For* 99.02%

Against 0.98%

Resolution 6: Issue of Unlisted Options to Mr Andy Fung

"That, subject to Resolution 3 being passed, for the purposes of ASX Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, approval is given to allot and issue 100,000 unlisted options to Mr Andy Fung (or his nominee) on the terms and conditions outlined in the Explanatory Statement accompanying this Notice of Meeting."

For* 98.42%

Against 1.58%

Resolution 7: Issue of Unlisted Options to Mr Rene Sugo

"That, for the purposes of ASX Listing Rule 10.11, section 208 of the Corporations Act and for all other purposes, approval is given to allot and issue 150,000 unlisted options to Mr Rene Sugo (or his nominee) on the terms and conditions outlined in the Explanatory Statement accompanying this Notice of Meeting."

For* 98.47%

Against 1.53%

The voting position is attached.

Catherine Ly Company Secretary

*Includes available proxies cast by the Chairman of the meeting.

MNF GROUP LIMITED

ANNUAL GENERAL MEETING

Tuesday, 25 October, 2016

RESULT OF GENERAL MEETING (ASX REPORT)

As required by section 251AA(2) of the Corporations Act 2001 (Commonwealth) the following statistics are provided in respect of each resolution on the agenda.

Manner in which the securityholder directed the proxy vote (as at proxy close):

Manner in which votes were cast in person or by proxy on a poll (where applicable)

Resolution

Votes

For

Votes

Against

Votes

Discretionary

Votes

Abstain

For

Against

Abstain **

1

REMUNERATION REPORT

10,101,307

164,539

374,119

38,664

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

2

RE-ELECTION OF MR MICHAEL BOORNE AS DIRECTOR

37,824,012

18,900

383,315

10,631

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

3

RE-ELECTION OF MR ANDY FUNG AS DIRECTOR

37,821,772

21,140

383,315

10,631

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

4

ISSUE OF UNLISTED OPTIONS TO MR TERRY CUTHBERTSON

37,442,627

369,858

382,066

42,307

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

5

ISSUE OF UNLISTED OPTIONS TO MR MICHAEL BOORNE

37,438,683

373,802

382,066

42,307

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

6

ISSUE OF UNLISTED OPTIONS TO MR ANDY FUNG

23,395,157

382,252

383,566

42,307

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

7

ISSUE OF UNLISTED OPTIONS TO MR RENE SUGO

24,240,248

382,251

383,566

41,278

Passed on a show of hands

Passed on a show of hands

Passed on a show of hands

** - Note that votes relating to a person who abstains on an item are not counted in determining whether or not the required majority of votes were cast for or against that item

Printed: 25/10/2016 12:10:15PM

This report was produced from the Link Market Services System

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