ROKEBY RESOURCES LIMITED — Major Shareholding Notification 2016

Nov 15, 2016

Form603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To CompanyName/Scheme	Inca Minerals Limited
ACN/ARSN	128 512 907
1. Details of substantial holder (1)
Name	Inca Minerals Limited

The holderbecameasubstantialholderon 14/11/2016

2. Details of voting power

The totalnumberof votes attached to all the voting shares inthecompanyorvoting interestsintheschemethat thesubstantialholderoran associate (2) had a relevant interest(3) in on the date the substantialholderbecameasubstantialholderare as follows:

Class of securities (4)	Number ofsecurities	Person's votes (5)	Voting power(6)
Ordinary Fully Paid (ORD)	180,000,000	180,000,000	8.04%

3. Details of relevant interests

The natureof the relevant interest the substantialholderoranassociatehad in thefollowing voting securities on the datethesubstantialholderbecame a substantial holder are as follows:

Holder of relevantinterest	Nature of relevantinterest (7)	Class and number ofsecurities
Inca Minerals Limited	The registered holder of securities has	180,000,000 ORD
	agreed that voting rights attaching to
	securities shall be exercised in
	accordance with directions from Inca
	Minerals Limited's Board of Directors.

4. Details of presentregistered holders

The persons registeredas holdersof the securities referredto inparagraph3above areasfollows:

Holder of relevantinterest	Registered holder ofsecurities	Person entitled to be registered asholder (8)	Class and numberofsecurities
Inca Minerals Limited	Zhian Zhang	Zhian Zhang	100,000,000 ORD
Inca Minerals Limited	Shanfu Huang	Shanfu Huang	60,000,000 ORD
Inca Minerals Limited	Haijun Wu	Haijun Wu	20,000,000 ORD

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevantinterest	Date of Acquisition	Consideration		Class and numberof securities
		Cash	Non-Cash
Inca Minerals Limited	14/11/2016 1	Nil 1	Nil 1	100,000,000 ORD
Inca Minerals Limited	24/10/2016 1	Nil 1	Nil 1	60,000,000 ORD
Inca Minerals Limited	24/10/2016 1	Nil 1	Nil 1	20,000,000 ORD

1 The holder of the relevant interest (Inca Minerals Limited (Inca)) issued shares (via placement) on the above dates to the registered holders of the securities listed at 4. above. Inca did not pay consideration, it received consideration in exchange for the shares. Inca also received the relevant interest being agreement from the registered holder of the securities to exercise the voting rights attaching to the above shares in accordance with directions from Inca's Board of Directors.

6. Associates

The reasons thepersons namedinparagraph3aboveareassociates of thesubstantialholderareasfollows:

Name and ACN/ARSN (ifapplicable)	Nature of Association
N /A

7. Addresses

Theaddresses of personsnamedin thisform are as follows:

Name	Address
Inca Minerals Limited	PO Box 38, West Perth, WA 6008
Zhian Zhang	PO Box 3054, Bellevue Hill, NSW 2023
Shanfu Huang	Av. Los Precursores 469, INT 201 Santiago de Surco, Lima, PERU
Haijun Wu	Av. Los Precursores 435, Dept 201 Santiago de Surco, Lima, PERU

Signature

• (1) If there are a number of substantialholderswith similarorrelated relevantinterests (eg.A corporation and itsrelated corporations,orthe managerand trustee of an equitytrust),the names could be included in an annexuretothe form. If the relevant interests ofa group ofpersons are essentially similar,they may be referred tothroughoutthe form as a specifically named group if themembershipofeachgroup,withthe names andaddresses ofmembersis clearly setout in paragraph 7 of the form.
• (2) Seethe definition of "associate"insection 9 of theCorporationsAct2001.
• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of theCorporationsAct 2001.
• (4) The voting shares of a companyconstitute one class unless divided into separate classes.
• (5) The totalnumberof votes attached to all the voting shares inthecompanyor voting interestsinthescheme (ifany)that the person oran associate has a relevantinterestin.
• (6) The person's votes divided by the total votes in the body corporate orschememultiplied by 100.
• (7) Include details of:
  • a) Any relevantagreementor othercircumstances bywhich the relevant interestwas acquired. If subsection671B(4)applies,a copy ofanydocumentsetting outtheterms ofany relevantagreement,and astatementbythe person givingfullandaccuratedetailsof any contract,schemeor arrangement,must accompanythisform,togetherwith awritten statementcertifying this contract,schemeor arrangement;and
  • b) Any qualification of the powerofa person to exercise,control the exercise of,orinfluence the exercise of, the voting powers or disposalof the securities to which the relevant interest relates (indicating clearlythe particular securities to which the qualification applies).

Seethe definition of "relevantagreement"insection 9of theCorporationsAct2001.

• (8) If thesubstantialholderis unableto determine the identity of the person (eg. if the relevant interestarises becauseof an option) write"unknown".
• (9) Details of theconsiderationmust include any and allbenefits money and other,thatany person from whom arelevant interest was acquiredhas,or may,become entitled toreceive inrelation tothatacquisition. Details mustbe included even if the benefit is conditionalon the happening ornotofacontingency. Details must beincluded ofany benefitpaid on behalfof thesubstantialholderorits associatein relation tothe acquisitions,even if they are notpaid directlytothe person from whom the relevant interest was acquired

9 November 2016

Mr Zhian Zhang PO Box 3054 Bellevue Hill, NSW, 2023

By email: zj59331244@gmail.com

Dear Mr Zhian Zhang,

This letter confirms your intention to apply for 100,000,000 (one hundred million) fully paid ordinary shares in Inca Minerals Limited (Inca or Company or ICG). On receipt of your signed Application Acceptance and Firm Commitment Form (Acceptance Form) (enclosed) this letter will also serve to confirm Inca's agreement to accept the application on the following terms:

Applicant Name:	Zhian Zhang
Number of SharesApplied For:	100,000,000 (one hundred million) fully paid ordinary shares in Inca (Shares).
Share Issue Price:	A$0.0110 per share
	Total Application Monies: A$1,100,000.00 (one million one hundred thousand Australian dollars)(ApplicationMonies)
Proposed Settlement Date: No later than 13 November 2016 (WST)
Quotation of Shares:	On receipt of your Application Monies in Inca's bank account, Inca will issue andapply for official ASX quotation of the Shares. The Company expects this to occurwithin three business days after receipt of Application Monies.
Rights Attaching tothe Shares	The receipt of your signed Acceptance Form confirms your agreement that thevotes attaching to the Shares shall be voted and exercised in accordance with thedirections of Inca's Board of Directors. In all other respects the Shares shall rankequally with all other issued fully paid ordinary shares in Inca.
Use of Funds:	Inca intends the Application Monies to be used for exploration at its projects andfor working capital as needed.

Further information is contained in the Acceptance Form (enclosed).

Yours faithfully

Justin Walawski Director & Company Secretary

21 October 2016

Shanfu Huang Av. Los Precursores 469 Int 201 Santiago de Surco Lima, Peru By email: jhuang@chinalco.com.pe

Dear Shanfu,

This letter confirms your intention to apply for 60,000,000 (sixty million) fully paid ordinary shares in Inca Minerals Limited (Inca or Company). On receipt of your signed Application Acceptance and Firm Commitment Form (Acceptance Form) (enclosed) this letter will also serve to confirm Inca's agreement to accept the application on the following terms:

Applicant Name:	Huang, Shanfu
Number of SharesApplied For:	60,000,000 (six million) fully paid ordinary shares in Inca (Shares).
Share Issue Price:	A$0.0110 per share
	Total Application Monies: A$660,000.00 (Six hundred and sixty thousand Australian dollars) (ApplicationMonies)
Proposed Settlement Date: No later than 23 October 2016 (WST)
Quotation of Shares:	On receipt of your Application Monies in Inca's bank account, Inca will issue andapply for official ASX quotation of the Shares. The Company expects this to occurwithin three business days after receipt of Application Monies.
Rights Attaching tothe Shares	The receipt of your signed Acceptance Form confirms your agreement that thevotes attaching to the Shares shall be voted and exercised in accordance with thedirections of Inca's Board of Directors. In all other respects the Shares shall rankequally with all other issued fully paid ordinary shares in Inca.
Use of Funds:	Inca intends the Application Monies to be used for exploration at its Peru basedprojects and for working capital as needed.

Further information is contained in the Acceptance Form (enclosed).

Yours faithfully

Justin Walawski Director & Company Secretary

22 October 2016

Haijun Wu Av. Los Precursores 435 Dept 201 Santiago de Surco Lima, Peru By email: freehawk69@gmail.com

Dear Mr Wu,

This letter confirms your intention to apply for 20,000,000 (twenty million) fully paid ordinary shares in Inca Minerals Limited (Inca or Company). On receipt of your signed Application Acceptance and Firm Commitment Form (Acceptance Form) (enclosed) this letter will also serve to confirm Inca's agreement to accept the application on the following terms:

Applicant Name:	Haijun Wu
Number of SharesApplied For:	20,000,000 (twenty million) fully paid ordinary shares in Inca (Shares).
Share Issue Price:	A$0.0110 per share
	Total Application Monies: A$220,000.00 (two hundred and twenty thousand Australian dollars) (ApplicationMonies)
Proposed Settlement Date: No later than 23 October 2016 (WST)
Quotation of Shares:	On receipt of your Application Monies in Inca's bank account, Inca will issue andapply for official ASX quotation of the Shares. The Company expects this to occurwithin three business days after receipt of Application Monies.
Rights Attaching tothe Shares	The receipt of your signed Acceptance Form confirms your agreement that thevotes attaching to the Shares shall be voted and exercised in accordance with thedirections of Inca's Board of Directors. In all other respects the Shares shall rankequally with all other issued fully paid ordinary shares in Inca.
Use of Funds:	Inca intends the Application Monies to be used for exploration at its Peru basedprojects and for working capital as needed.

Further information is contained in the Acceptance Form (enclosed).

Yours faithfully

Justin Walawski Director & Company Secretary