Name of entity

MOUNT BURGESS MINING NL

ABN

009 067 476

1

+Class of +securities issued or to be issued

n/a

2

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

23,500,000

3

Principal terms of the +securities (e.g. 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)

Issue of fully paid ordinary shares

4

Do the +securities rank equally in all respects from the +issue date 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

0.8 of 1 cent

6

Purpose of the issue

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

For ongoing working capital and administration costs.

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

26 November 2015

6c

Number of +securities issued without security holder approval

under rule 7.1

20,912,782

6d

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

16,837,218

6e

Number of +securities issued with security holder approval under rule

7.3, or another specific security holder approval (specify date of meeting)

NIL

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.

Issue Date 28 July 2016

15 Day VWAP 0.8 of 1 cent

Issue Price 0.8 of 1 cent

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

7.1 3,487,269

7.1A NIL

7

+Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

28 July 2016

Number

+Class

8

Number and +class of all

+securities quoted on ASX (including the +securities in section 2 if applicable)

206,977,958

Fully Paid Ordinary

Number

+Class

71,430

Unlisted employee share options expiring 31/12/2016

11

Is security holder approval required?

N/A

12

Is the issue renounceable or non- renounceable?

N/A

13

Ratio in which the +securities will be offered

N/A

14

+Class of +securities to which the offer relates

N/A

15

+Record date to determine entitlements

N/A

16

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

N/A

17

Policy for deciding entitlements in relation to fractions

N/A

18

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

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

Cross reference: rule 7.7.

N/A

19

Closing date for receipt of acceptances or renunciations

N/A