CAZALY RESOURCES LIMITED — Director's Dealing 2017

May 22, 2017

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 30/9/2001.
	Name of entity Cazaly Resources Limited
ABN	23 101 049 334

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	Nathan Bruce McMahon
Date of last notice	12 May 2017

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	Indirect (2)
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Indirect (1) Shares owned by Kingsreef Pty Ltd (Mr McMahon has a relevant interest).
	Indirect (2) Shares owned by Kingsreef Pty Ltd (Mr McMahon is a beneficiary).
	Indirect (3) Shares owned by Apollinax Inc as trustee for Mr McMahon
Date of change	18 and 22 May 2017
No. of securities held prior to change	Direct 4,823,756 Fully paid ordinary shares Indirect (1) 4,897,299 Fully paid ordinary shares 1,666,667 \$0.04 Options expiring 5 January 2018 Indirect (2) 16,115,044 Fully paid ordinary shares 2,500,000 \$0.20 Options expiring 30 November 2018 Indirect (3) 1,000,000 Fully Paid Ordinary Shares
Class	Fully paid ordinary shares
Number acquired	97,091
Number disposed	Nil

⁺ See chapter 19 for defined terms.

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	\$4,855
No. of securities held after change	Direct 4,823,756 Fully paid ordinary shares Indirect (1) 4,897,299 Fully paid ordinary shares
	1,666,667 \$0.04 Options expiring 5 January 2018 Indirect (2) 16,212,135 Fully paid ordinary shares 2,500,000 \$0.20 Options expiring 30 November 2018
	Indirect (3) 1,000,000 Fully Paid Ordinary Shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	On market trades

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
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which interest
related prior to change
Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details and a valuation
Interest after change

Part 3 - * Closed period

Were the interests in the securities or contracts	N 0
detailed above traded during a *closed period
where prior written clearance was required?
If so, was prior written clearance provided to
allow the trade to proceed during this period?
If prior written clearance was provided, on what
date was this provided?

⁺ See chapter 19 for defined terms.

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 30/9/2001. Name of entity	Cazaly Resources Limited
ABN	23 101 049 334

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	Terry James Gardiner
Date of last notice	21 March 2017

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.

DITECT OF HIGH CALLIFLE COP	mun eet (1)
Nature of indirect interest Indirect (1) Shares owned by Terry James Gardiner & Mrs Victoria Helen (including registered holder) Note: Provide details of the circumstances giving Gardiner (Terry James Gardiner S/Fund). Mr Gardiner is a rise to the relevant interest. beneficiary. Indirect (2) Shares owned by Terry James Gardiner (Flynn Manning Gardiner). Mr Gardiner holds on behalf of his dependent. Note that Mr Gardiner had previously disclosed holdings for Taylor Marie Gardiner and Shania Valerie Gardiner as he held shares on behalf of these dependents. Taylor Marie Gardiner and Shania Valerie Gardiner are on longer dependents of Mr Gardiner.
Date of change	18 May 2017
No. of securities held prior to change	Direct Nil Indirect (1) 950,000 Fully paid ordinary shares 150,000 unlisted options exercisable at \$0.04 on or before 5/1/18 59,923 listed options exercisable at \$0.11 on or before 21/8/18 Indirect (2) 25,000 Fully paid ordinary shares
Class	Fully paid ordinary shares
Number acquired	50,000

$+$ See chapter 19 for defined terms.

Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	\$2,500
No. of securities held after change	Direct Nil Indirect (1) 1,000,000 Fully paid ordinary shares 150,000 unlisted options exercisable at \$0.04 on or before 5/1/18 59,923 listed options exercisable at \$0.11 on or before 21/8/18 Indirect (2) 25,000 Fully paid ordinary shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	On market trades

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
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which interest related
prior to change
Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details and a valuation
Interest after change

Part 3 - * Closed period

Were the interests in the securities or contracts $\vert$ No
detailed above traded during a + closed period where
prior written clearance was required?
If so, was prior written clearance provided to allow the
trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

$+$ See chapter 19 for defined terms.