RESOLUTION MINERALS LTD — Director's Dealing 2018

Sep 27, 2018

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	Northern Cobalt Limited
ABN	99 617 789 732

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	Andrew SHEARER
Date of last notice	20 September 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
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	ValasInvestmentsPtyLtd<valasInvestments A/C>Mr Shearer is a director and shareholderof the trustee and beneficiary of the trust.</valas
Date of change	28 September 2018
No. of securities held prior to change	840,000 Shares450,000 Options
	800,000 Class A Performance Shares
	325,000 Class B Performance Shares

+ See chapter 19 for defined terms.

Class	Shares-fullypaidordinarysharesescrowed to 22 September 2019.
	Options-unquoted options with anexercise price of $0.25 and expiry of 21March 2021 escrowed to 22 September2019.
	ClassAPerformanceShares–performanceshareswithKPIbasedconversion criteria, expiry of 6 September2022 and escrowed to 22 September 2019.
	ClassBPerformanceShares–performanceshareswithKPIbasedconversion criteria, expiry of 6 September2022 and escrowed to 22 September 2019.
	PerformanceRights-unquotedperformancerightswithKPIbasedvesting criteria.
Number acquired	500,000 Performance Rights
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Nil
No. of securities held after change	840,000 Shares
	450,000 Options
	800,000 Class A Performance Shares
	325,000 Class B Performance Shares
	500,000 Performance Rights
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Issue of Performance Rights as approvedby shareholders on 28 September 2018.

+ See chapter 19 for defined terms.

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
Name of registered holder(if issued securities)
Date of change
No. and class of securities to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed
Interest acquired
Interest disposed
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation
Interest after change

Part 3 – +Closed period

Were the interests in the securities or contracts detailedabove traded during a +closed periodwhere prior writtenclearance was required?	Not applicable
If so, was prior written clearance provided to allow the tradeto proceed during this period?
If prior written clearance was provided, on what date was thisprovided?

+ See chapter 19 for defined terms.