20 February 2015

Nyota Minerals Limited ("Nyota" or the "Company") SHARE ISSUE & SECTION 708A NOTICE

Further to the announcement of 11 February 2015 the Directors of Nyota Minerals Limited

('Nyota' or the 'Company') advise that it has issued 37,500,000 ordinary shares to the vendors of the Italian nickel project. The Company confirms that a further 37,500,000 shares will be issued to the vendors upon grant of the second Italian project tenement, which is imminent.

An Appendix 3B in relation to the above is attached. Section 708 Notice

The Company issues this notice pursuant to Section 708A(5)(e) of the Corporations Act in relation to the 37,500,000 Nyota Shares issued.

The Shares were issued without disclosure to investors under Part 6D.2 of the Corporations Act, in reliance on Section 708(8) of the Corporations Act. The Company, as at the date of this notice, has complied with:

(a) the provisions of Chapter 2M of the Corporations Act as they apply to the

Company; and

(b) Section 674 of the Corporations Act.

As at the date of this notice, there is no excluded information for the purposes of Sections

708A(7) and (8) of the Corporations Act in relation to the Company.

For further information please visit www.nyotaminerals.com or contact:

Richard Chase Nyota Minerals Limited

Chief Executive Officer

+44 (0) 20 7659 6109 [email protected]

Antony Legge/ Emma Earl

Nominated Adviser and Joint Broker

Daniel Stewart & Company plc

+44 (0) 20 7776 6550

Susie Geliher/ Elisabeth Cowell

Financial PR

St Brides Partners Ltd

+44 (0) 20 7236 1177

‐ 1 ‐

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

‐ 2 ‐

Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

New issue announcement,

application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

Name of entity

Nyota Minerals Limited

ABN

98 060 938 552

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be issued

Ordinary shares

2 Number of +securities issued or to be issued (if known) or maximum number which may be issued

37,500,000

3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid

+securities, the amount outstanding

and due dates for payment; if

+convertible securities, the conversion price and dates for conversion)

Ordinary shares

4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?
If the additional securities do not rank equally, please state:
 the date from which they do
 the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
 the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Yes

5 Issue price or consideration Initial consideration re acquisition of

Italian project interest

6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)

Project acquisition

6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A?

If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i

Yes

6b The date the security holder resolution under rule 7.1A was passed

19 November 2014

6c Number of +securities issued without security holder approval under rule 7.1

37,500,000

6d Number of +securities issued with security holder approval under rule
7.1A

Nil

6e Number of +securities issued with security holder approval under rule
7.3, or another specific security holder approval (specify date of meeting)

Nil

+ See chapter 19 for defined terms.

Appendix 3B Page 2 01/08/2012

6f Number of securities issued under an exception in rule 7.2

Nil

6g If securities issued under rule
7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.

N/a

6h If securities were issued under rule
7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

N/a

6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

LR7.1 - 94,822,369

LR 7.1A - 88,214,913

7 Dates of entering +securities into uncertificated holdings or despatch of certificates

20 February 2015

8 Number and +class of all
+securities quoted on ASX (including the securities in section
2 if applicable)
9 Number and +class of all
+securities not quoted on ASX (including the securities in section
2 if applicable)

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

None at this point

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required?

12 Is the issue renounceable or non- renounceable?

13 Ratio in which the +securities will be offered

14 +Class of +securities to which the offer relates

15 +Record date to determine entitlements

16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

17 Policy for deciding entitlements in relation to fractions

18 Names of countries in which the entity has +security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

19 Closing date for receipt of acceptances or renunciations
20 Names of any underwriters

+ See chapter 19 for defined terms.

Appendix 3B Page 4 01/08/2012

21 Amount of any underwriting fee or commission
22 Names of any brokers to the issue

23 Fee or commission payable to the broker to the issue

24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

25 If the issue is contingent on

+security holders' approval, the date of the meeting

26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28 Date rights trading will begin (if applicable)

29 Date rights trading will end (if applicable)

30 How do +security holders sell their entitlements in full through a broker?

31 How do +security holders sell part of their entitlements through a broker and accept for the balance?

32 How do +security holders dispose of their entitlements (except by sale through a broker)?

33 +Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities
(tick one)
(a) X Securities described in Part 1
(b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders
36 If the +securities are +equity securities, a distribution schedule of the additional

+securities setting out the number of holders in the categories

1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37  A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38 Number of securities for which

+quotation is sought

39 Class of +securities for which quotation is sought

+ See chapter 19 for defined terms.

Appendix 3B Page 6 01/08/2012

40 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted

+securities?

If the additional securities do not rank equally, please state:
 the date from which they do
 the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
 the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)
42 Number and +class of all +securities quoted on ASX (including the securities in clause 38)

Quotation agreement

1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.

2 We warrant the following to ASX.

 The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

 There is no reason why those +securities should not be granted +quotation.

 An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

 Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

 If we are a trust, we warrant that no person has the right to return the

+securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date: 20 February 2015

Company Secretary

Print name: Michael Langoulant

== == == == ==

+ See chapter 19 for defined terms.

Appendix 3B Page 8 01/08/2012

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A

for +eligible entities

Introduced 01/08/12

Part 1

+ See chapter 19 for defined terms.

01/08/2012 Appendix 3B Page 9