Auroch Minerals : Appendix 3B and Cleansing Notice

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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, 04/03/13

Name of entity

Auroch Minerals Ltd

ABN 91 148 966 545

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

  Fully paid ordinary shares

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

  1,750,000

• 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)

Same as existing fully paid ordinary shares

• 4 Do the +securities rank equally in Yes 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

• 5 Issue price or consideration

  Nil - Conversion of Performance Rights

• 6 Purpose of the issue

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

  Conversion of Performance Rights to fully paid Ordinary Shares as per the Company's Performance Rights Plan. The Performance Rights vest as follows: 25% on grant date, then 25% every six months thereafter, provided that the holder remains employed or contracted to provide services to the Company

• 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

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

  Yes

  14 November 2018

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

  Nil

• 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

• 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: 15,075,531

  LR7.1A: 10,050,354

• 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.

8	Number	and +class	all
+securities	quoted on	ASX
(including	in

of

the +securities section 2 if applicable)

19 December 2018
Number	+Class
97,736,874	Ordinary Shares

• 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)

Part 2 - Pro rata issue

• 11 Is security required?

  Number	+Class
  3,542,843 300,000 32,917,598 2,766,666 4,500,000 12,000,000	Options exercisable at $0.08 on or before 31 December 2018 Options exercisable at $0.20 on or before 24 March 2019 Options exercisable at $0.10 on or before 30 November 2021 Fully paid ordinary shares escrowed to 9 April 2019 Performance Rights Performance Shares

  holderapproval 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 entitlementstodetermine 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.

• 19 Closing date for receipt acceptances or renunciations

  N/Aof N/A

• 20 Names of any underwriters

  N/A

• 21 Amount of any underwriting fee or commission

  N/A

• 22 Names of any brokers to the issue N/A

• 23 Fee or commission payable to the broker to the issue

  N/A

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

  N/A

• 25 If the issue is contingent on security holders' approval, the date of the meeting

  N/A

• 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled

  N/A

• 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

  N/A

• 28 Date rights trading will begin (if applicable)

  N/A

• 29 Date rights trading will end (if applicable)

N/A