CARNABY RESOURCES LIMITED — Capital/Financing Update 2016

Aug 28, 2016

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Statement of Commitments

(Based on Actual Funds Raised - $3,500,000)

The Company intends to apply funds raised under the initial public offer (together with existing cash reserves) over the first two years following admission of the Company to the official list of ASX as follows:

Allocation of funds	($)	Percentage ofFunds(%)
Exploration expenditure and assessment of the Cairn Hill GoldProject(includingcommitments under Joint Venture Agreement)1	1,770,000	46.04
Exploration expenditure and assessment of the Mt Clement GoldProject1	320,000	8.32
Exploration expenditure and assessment of the Capricorn LithiumProject1	170,000	4.42
Administration costs	880,000	22.89
Workingcapital	419,840	10.92
Costs of the Offer2	285,000	7.41
Total	3,844,840	100.00

Notes:

1. Refer to the Independent Geologist’s Report in Section 5 of the Prospectus dated 22 July 2016 for further information on the planned exploration activities and expenditure budget for the Projects.

2. Refer to Section 11.8 of the Prospectus dated 22 July 2016 for further details.

It should be noted that the Company’s budgets will be subject to modification on an ongoing basis depending on the results obtained from exploration and evaluation work carried out. This will involve an ongoing assessment of the Company’s mineral interests. The results obtained from exploration and evaluation programs may lead to increased or decreased levels of expenditure on certain projects reflecting a change in emphasis.

The above table is a statement of current intentions as of the date of this announcement. As with any budget, intervening events (including exploration success or failure) and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.

For and on Behalf of the Board

Melanie Li Company Secretary

Berkut Minerals Limited

Berkut Minerals Limited ACN 610 855 064

78 Churchill Avenue Subiaco Western Australia

T: +61 8 9286 6399 F: +61 8 9286 6333