LCL RESOURCES LIMITED — Capital/Financing Update 2015

Oct 7, 2015

Appendix 3B New issue announcement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Metminco Limited

ABN 43 119 759 349

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 Fully paid ordinary shares (Shares) be issued

• 2 Number of[+] securities issued or 15,954,370 Shares to be issued (if known) or maximum number which may be issued

3 Principal terms of the[+] securities (eg, if options, exercise price and a) 14,104,372 Shares issued to LinQ expiry date; if partly paid +securities, the amount Corporate Pty Ltd in settlement of consulting fees. outstanding and due dates for payment; if +convertible b) 1,849,998 Shares issued on exercise of May 2016 Options securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all Yes respects from the date of allotment 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 a) $0.004254 per Share b) £ 0.0026 ($0.005532) per Share 6 Purpose of the issue a) Shares issued in lieu of consulting fees. (If issued as consideration for the b) Exercise of May 2016 Options acquisition of assets, clearly identify those assets) 7 Dates of entering[+] securities into 8 October 2015 uncertificated holdings or despatch of certificates Number +Class 8 Number and[+] class of all[+] securities 2,672,137,800 Fully paid ordinary quoted on ASX ( including the Shares securities in clause 2 if applicable)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	250,000 250,000 5,000,000 561,340,710	Options exercisable at A$0.075 expiring no later than 28 January 2016 Options exercisable at A$0.089 expiring no later than 28 January 2016 Options exercisable at A$0.0302 expiring no later than 1 August 2017 Options exercisable at A$0.005 (£0.0026) per share expiring no later than 15 May 2016
	The Company does not anticipate payment of dividends in the near term.

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a

• See chapter 19 for defined terms.

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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 of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 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 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable)	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a
	n/a

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

30 How do security holders sell n/a their entitlements in full through a broker?

31 How do security holders sell part n/a of their entitlements through a broker and accept for the balance? 32 How do security holders dispose n/a of their entitlements (except by sale through a broker)?

32 How do security holders dispose n/a of their entitlements (except by sale through a broker)? 33 +Issue date n/a

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities ( tick one )

• (a)  Securities described in Part 1

• (b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35  If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

Refer Appendix A ‘Shareholding Metminco Limited’

• 36  If the +securities setting out the number of holders in the categories[+] securities are[+] equity securities, a distribution schedule of the additional

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

1 - 1,000	920,170
1,001 - 5,000	5,310,417
5,001 - 10,000	7,463,720
10,001 - 100,000	86,115,380
100,001 and over	2,556,373,743

To be provided after completion of rights issue

37 A copy of any trust deed for the additional[+] securities Entities that have ticked box 34(b)

• 38 Number of securities for which[+] quotation is sought

• 39 Class of[+] securities for which quotation is sought

• 40 Do the[+] securities rank equally in all respects from the date of allotment 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

• 41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

• 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

n/a
n/a
n/a
n/a
Number	+Class
n/a	n/a

• See chapter 19 for defined terms. Appendix 3B Page 6

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: Date: 8 October 2015

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(Company Secretary) Print name: Philip W Killen

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Appendix A: Shareholding Metminco Limited

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20	COMPUTERSHARE CLEARING PTY LTD 473,148,140 17.71%
	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 215,290,551 8.06%
	CITICORP NOMINEES PTY LIMITED 107,899,072 4.04%
	BARRICK GOLD CORPORATION 75,000,000 2.81%
	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 74,141,761 2.77%
	WILNIC PTY LTD 61,474,933 2.30%
	FINHILL CAPITAL PTY LTD 50,000,000 1.87%
	HUMBER RESOURCES INC 50,000,000 1.87%
	MINING INVESTMENT SERVICES PTY LTD 35,465,000 1.33%
	TANGARRY PTY LTD 34,701,264 1.30%
	MR STEPHEN CHIA-KUEI HSU & MRS JACQUELINE CHIU-YUEH HSU 30,000,000 1.12%
	MR COLIN SINCLAIR & MRS MARIA EDITH JAUREGUIBERRY 29,665,623 1.11%
	WOOD PARK AUSTRALIA PTY LTD 25,759,147 0.96%
	MR BRUCE CAMPBELL DONALDSON & MRS NOELA MAREE DONALDSON 24,000,000 0.90%
	J P MORGAN NOMINEES AUSTRALIA LIMITED 23,871,531 0.89%
	MR GAVIN JOHN DANEEL 22,516,591 0.84%
	MR VASILIOS VOTSARIS 22,448,174 0.84%
	RBC INVESTOR SERVICES AUSTRALIA NOMINEES PTY LIMITED 21,430,080 0.80%
	ZTAK HOLDINGS PTY LTD 20,000,000 0.75%
	MRS JACQUELINE CHIU-YUEH HSU & MR STEPHEN CHIA-KUEI HSU 18,860,000 0.71%

• See chapter 19 for defined terms.

Appendix 3B Page 8

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8 October 2015

Company Announcements Office Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

Dear Sir/Madam

Issue of 14,104,372 Shares – Cleansing Notice

Notification Pursuant to Paragraph 708A(5)(e) of the Corporations Act 2001 (Act) .

We refer to the issue of 14,104,372 fully paid ordinary shares (Shares ) at an issue price of A$0.004254 per Share by Metminco Limited ACN 119 759 349 (ASX: MNC) ( Company ) on 7 October 2015 in lieu of consulting fees to LinQ Corporate Pty Ltd.

Cleansing Notice

In making the Placement, the Company relies on section 708A(5) of the Act and notifies the ASX under section 708A(5)(e) that:

• (a) the Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;

• (b) the Company is providing this notice under section 708A(5)(e) of the Act;

• (c) as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

• (d) as at the date of this notice there is no information:

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

  • (A) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • (B) the rights and liabilities attached to the Shares.

Metminco Limited

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Philip Killen Company Secretary

t (612) 9460 1856 Metminco Limited f (612) 9460 1857 ACN 119 759 349

Level 6, 122 Walker Street North Sydney NSW 2060 Australia