TerraCom : Change of Director's Interest Notices

For personal use only

TerraCom Limited

Blair Athol Mine Access Road Clermont, Queensland, 4721 [phone]

ABN 35 143 533 537

16 November 2021

CHANGE OF DIRECTOR'S INTEREST NOTICES

TerraCom Limited (TerraCom or Company) (ASX: TER), an emerging resources company with a large portfolio of operating assets in Australia and South Africa, provides the following Change of Director's Interest Notices for the following Directors:

• Craig Ransley, Executive Chairman
• Danny McCarthy, Managing Director
• Glen Lewis, Non-Executive Director
• Shane Kyriakou, Non-Executive Director

The change is because of a reduction in shareholding by Rainbow Max Limited atf the Rainbow Max Unit Trust, as advised via the Form 605 "Notice of ceasing to be a substantial shareholder" signed and dated 15 November 2021. This notice can be accessed at:

HTTPS://CDN-API.MARKITDIGITAL.COM/APIMAN-GATEWAY/ASX/ASX-RESEARCH/1.0/FILE/2924-02452813-2A1339159?ACCESS_TOKEN=83FF96335C2D45A094DF02A206A39FF4.

This announcement has been approved by the Board for release.

For further information contact:

Megan Etcell

Company Secretary

P [phone]

E [e-mail]

About TerraCom Limited

TerraCom Limited (ASX: TER) is an emerging company originating as a resource explorer with a large portfolio of operating assets in Australia and South Africa. We are currently enacting a growth strategy towards delivering a Mid-Tier diversified operating and trading business and have global focus on the development of a high yielding diversified asset portfolio for its investors. To learn more about TerraCom visit terracomresources.com.

Page 1

For personal use only

Appendix 3Y

Change of Director's Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

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 30/09/01 Amended 01/01/11

Name of entity	TerraCom Limited
ABN	35 143 533 537

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Craig Ransley
Date of last notice	9 June 2020

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest	Shares held indirectly by:
(including registered holder)	1. Springsure Investments Pty Ltd
Note: Provide details of the circumstances giving rise to the relevant	(Shareholder)
interest.
	2. Rainbow Max Limited atf Rainbow
	Max unit trust (Unitholder)
Date of change	9 November 2021 and 11 November 2021
No. of securities held prior to change	98,221,441 fully paid ordinary shares
	a.	Direct 4,244
	b.	Indirect 98,217,197
Class	Fully paid ordinary shares
Number acquired	Nil
Number disposed	Rainbow Max Limited - 39,782,353
Value/Consideration	35,000,000 - $0.1825 per share
Note: If consideration is non-cash, provide details and estimated	4,782,353 - $0.17 per share
valuation
No. of securities held after change	58,439,088 fully paid ordinary
	shares
	a.	Direct 4,244
	b.	Indirect 58,434,844

• See chapter 19 for defined terms. 01/01/2011 Appendix 3Y Page 1

For personal use only

Appendix 3Y

Change of Director's Interest Notice

Nature of change

Off-market trade

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder	Not applicable
(if issued securities)
Date of change	Not applicable
No. and class of securities to	Not applicable
which interest related prior to
change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration	Not applicable
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts No

detailed above traded during a +closed period where prior written clearance was required?

If so, was prior written clearance provided to allow Not Applicable the trade to proceed during this period?

If prior written clearance was provided, on what Not Applicable date was this provided?

+ See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

For personal use only

Appendix 3Y

Change of Director's Interest Notice

DaRule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

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 30/09/01 Amended 01/01/11

Name of entity	TerraCom Limited
ABN	35 143 533 537

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Danny McCarthy
Date of last notice	6 April 2021

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest	Shares held indirectly by:
(including registered holder)	1. Rainbow Max Limited atf Rainbow Max
Note: Provide details of the circumstances giving rise to the relevant	unit trust (Unitholder)
interest.
Date of change	9 November 2021 and 11 November 2021
No. of securities held prior to change	70,360,573 fully paid ordinary shares
	a.	Direct 1,000
	b.	Indirect 70,359,573
Class	Fully paid ordinary shares
Number acquired	Nil
Number disposed	Rainbow Max Limited - 39,782,353
Value/Consideration	35,000,000 - $0.1825 per share
Note: If consideration is non-cash, provide details and estimated	4,782,353 - $0.17 per share
valuation
No. of securities held after change	30,578,220 fully paid ordinary shares
	a.	Direct 1,000
	b.	Indirect 30,577,220

+ See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

For personal use only

Appendix 3Y

Change of Director's Interest Notice

Nature of change

Off-market trade

Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back

Part 2 - Change of director's interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

Detail of contract	Not applicable
Nature of interest	Not applicable
Name of registered holder	Not applicable
(if issued securities)
Date of change	Not applicable
No. and class of securities to which	Not applicable
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration	Not applicable
Note: If consideration is non-cash, provide details and
an estimated valuation
Interest after change	Not applicable

Part 3 - +Closed period

Were the interests in the securities or contracts detailed No

above traded during a +closed period where prior written clearance was required?

If so, was prior written clearance provided to allow the Not applicable trade to proceed during this period?

If prior written clearance was provided, on what date was Not applicable this provided?

+ See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011