FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Ontex Resources Limited

596 Hamilton Road, London, Ontario N5Z 1S6

Item 2 Date of Material Change June 3, 2009.

Item 3 News Release A news release with respect to the material change referred to in this report was disseminated through Market Wire on June 3, 2009 and subsequently filed on SEDAR.

Item 4 Summary of Material Change Ontex Resources Limited (Ontex or the Company) announced that J. Patrick Sheridan Jr. had been appointed as President and Chief Executive Officer of the Company. In connection with Mr. Sheridan’s appointment, Gary Conn has resigned as Chief Executive Officer of Ontex, but is continuing as Chairman, Chief Operating Officer and Treasurer of the Company, and John Thompson has resigned as President of the Company. All management changes were effective on June 3, 2009.

Item 5 Full Description of Material Change Ontex announced that J. Patrick Sheridan Jr. had been appointed as President and Chief Executive Officer of the Company. In connection with Mr. Sheridan’s appointment, Gary Conn has resigned as Chief Executive Officer of Ontex, but is continuing as Chairman, Chief Operating Officer and Treasurer of the Company, and John Thompson has resigned as President of the Company. All management changes were effective on June 3, 2009.

Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information Not applicable.

Item 8 Executive Officer Gary Conn, Chairman, Chief Operating Officer and Treasurer, (519) 455-8127.

Item 9 Date of Report June 12, 2009.