TESORO GOLD LTD — Board/Management Information 2016

Mar 2, 2016

3 March 2016

ASX: PKA

PLUKKA APPOINTS NEW CHIEF OPERATING OFFICER

Plukka Limited (“Plukka” or “the Company”) is pleased to announce the appointment of Ms. Natalia Obolensky to the newly created position of Chief Operating Officer (“COO”) of the Plukka business.

Prior to her appointment as COO of the Company, Natalia was the founder and CEO of City Swish in London, an on-demand beauty services business based in London that achieved 20%+ plus monthly growth over two years.

Natalia has developed a strong background in business creation and growth providing operations, corporate, finance and mergers and acquisition advice to a range of multi-national clients during her time with leading global management consultancy Bain & Co from September 2008 through April 2015. Natalia has a MBA (INSEAD, France) and a Bachelor degree in International Relations from Ivy League Brown University in Rhode Island.

Natalia will be based in Hong Kong and will be responsible for all sales, operations and administration functions and will report to Plukka’s Managing Director, Joanne Ooi. A significant proportion of Ms Obolensky’s remuneration package is to be at risk performance and service based – refer Appendix 1 for details

Commenting on the hire, Ms. Ooi, stated: “ We are thrilled to attract a person of Natalia’s capability to the Company and are excited by the enhanced growth potential for the Company’s sales and brand awareness with Natalia’s breadth of skills and experience involved. The appointment will allow me to focus my energies into the creative direction of the Company, marketing initiatives, new product generation and sourcing new designers. ”

Commenting on her appointment Ms Obolensky stated: " I am delighted to be joining the Plukka team at such an exciting time. It's an honour to be afforded the opportunity to work with such a strong and qualified management team and Board. I look forward to translating Joanne's vision for Plukka into a clear and implementable strategy, with the requisite analytical rigour and planning, that allows us to truly disrupt the jewelry industry and drive shareholder value."

APPENDIX 1

DETAILS OF EQUITY COMPENSATION

Ms Obolensky will be issued 6,416,142 Performance Rights ( Performance Based Rights ) which will convert into Shares on a 1:1 basis subject to the satisfaction of (amongst other things) the terms and conditions applicable to the existing Performance Rights on issue which were approved by Shareholders on 15 September 2015 and as set out in section 13.4 of the Company’s Prospectus dated 21 October 2015, including the following performance milestones:

• (a) 2,138,714 Performance Based Rights will convert into Shares on the achievement of sales revenue by the Company during any 3 month reporting period that ends on or prior to 1 December 2017 that equals or exceeds $2,500,000 (as set out in a certificate provided by the Company’s auditors following the release of the audited annual accounts or auditor reviewed halfyearly accounts);

• (b) 2,138,714 Performance Based Rights shall convert into Shares upon the 20-day volume weighted average price of the Company’s Shares on the ASX equals or exceeds $0.50 at any time on or prior to 1 December 2017; and

• (c) 2,138,714 Performance Based Rights shall convert into Shares on the achievement of consolidated EBIT by the Company during any 3 month reporting period that ends on or prior to 1 December 2018 that equals or exceeds $1,250,000 (as set out in a certificate provided by the Company’s auditors following the release of the audited annual accounts or auditor reviewed half-yearly accounts).

Natalia will also be issued a further 6,488,750 Performance Rights which will convert into Shares subject to the achievement of continuous service conditions over a three year period ( Time Based Rights ). Subject to the Overarching Conditions (defined below), the Time Based Rights will convert into shares in the capital of the Company on a 1:1 basis every three months during the first three months of Ms Obolensky’s tenure as further detailed in the enclosed Appendix 3B.

The conversion of any Performance Right issued to Ms Obolensky into a Share is also conditional on Ms Obolensky being employed by, and not being in breach of any obligation owed to, the Company (or its subsidiary) as at each date on which the Performance Right is eligible to convert and Ms Obolensky consenting to the conversion of that Performance Right ( Overaching Conditions ).

The issue of the Performance Rights to Natalia was pursuant to the Company’s placement capacity under ASX Listing Rule 7.1.

An Appendix 3B relating to the issue and other conditions of the Performance Rights is enclosed.

For more information, please contact:

	Joanne Ooi	Charly Duffy
	joanne@plukka.com	charly@secpluslegal.com
	ManagingDirector	CompanySecretary

About PLUKKA

Plukka is the premier discovery machine for the world’s most creative designer fine jewellery and the industry’s only international omni-channel retailer. Founded by Joanne Ooi and Jai Waney in 2011, the innovative made-to-order Plukka business model enables the Company to offer the most creative and innovative jewels in the world. Through our curated online shopping platform, trunk shows and brick and mortar boutiques, we represent the most exciting emerging and established designers from around the world, as well as products from our own brand.

www.plukka.com

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Plukka Limited

ABN

91 106 854 175

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 Performance Rights to be issued

2 Number of[+] securities issued or Total Performance Rights: 12,904,892 to be issued (if known) or maximum number which may Total Performance Rights comprise: be issued 6,488,750 Performance Rights ( Time Based Rights ); and 6,416,142 Performance Rights ( Performance Rights )

+ See chapter 19 for defined terms.

Appendix 3B Page 1

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3 Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid+securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

Each Performance Right and Time Based Right will convert into fully paid ordinary shares in the capital of the Company on a 1:1 basis for nil consideration subject to the satisfaction of the applicable conditions as set out in the Company’s ASX Announcement dated 3 March 2016 (Announcement) which also refers to other applicable terms being set out in section 13.4 of the Company’s Prospectus dated 21 October 2015. Subject to the Overarching Conditions (defined in the Announcement), the Time Based Rights will convert as follows: 1) 1,081,458 Time Based Rights will convert into Shares on 14 July 2016; and 2) 540,729 Time Based Rights will convert into Shares on the expiry of each three (3) month period commencing on 14 July 2016 until all the Time Based Rights are converted into Shares (the remaining 2 Time Based Rights will be converted with the final tranche on the last conversion date); 3) in the event a Change of Control Event (defined below) occurs in respect of the Company: (a) after 14 July 2016 but before and including 14 April 2017, only that number of Time Based Rights which would have vested on the next conversion date will vest and be eligible for conversion (in addition to any other Time Based Rights already vested). The Board, at its sole discretion, may allow additional Time based Rights to vest up to the total number of the remaining Time Based Rights; and (b) after 14 April 2017, all Time Based Rights shall immediately vest and be convertible into Shares. Change of Control Eventmeans: 1) where the offeror under a takeover offer in respect of the Shares announcing that: (a) it has achieved acceptances in respect of 50.1% or more of the Shares; and (b) that the takeover bid has become unconditional; or 2) the announcement by the Company that: (a) shareholders of the Company have, at a Court convened meeting of Shareholders, voted in favour, by the necessary majority, of a proposed scheme of arrangement under which all Shares are to be either: 1. cancelled; or 2. transferred to a third party; and (b) the Court, by order, approved the proposed scheme of arrangement, but shall not include a scheme of arrangement for the purposes of a corporate restructure (including change of domicile, consolidation, sub-division, reduction or return) of the issued capital of the Company.

4 Do the+securities rank equally in all respects from the+issue date 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 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h_in relation to the+securities_ the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of+securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A	No. Upon satisfaction of the various conditions relating to each Performance Right, each Performance Right will convert into one fully paid ordinary share, and all shares issued on exercise of the Performance Rights will rank equally with existing fully paid ordinary shares on issue.
	Nil
	The Performance Rights have been issued to the Company’s Chief Operating Officer as a long-term incentive in connection with her services to be provided to the Company and its subsidiaries.
	Yes
	30 November 2015
	12,904,892 Performance Rights
	Nil.

+ See chapter 19 for defined terms.

Appendix 3B Page 3

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6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the+issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable)	Nil.
	Nil.
	N/A
	N/A
	7.1: 5,388,920 7.1A: 12,647,220
	3 March 2016
	Number	+Class
	94,893,458	Fully paid ordinary shares

9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable)	Number	+Class
	48,365,671 7,040,000 9,500,000 1,500,000 32,439,892 540,000	Fully paid ordinary shares (escrowed to 4 December 2017) Fully paid ordinary shares (escrowed to 4 December 2017) Unlisted Options ($0.20; expiring 3 years from date of issue) Unlisted Options ($0.20; expiring 3 years from date of issue; subject to vesting conditions) Performance Rights (subject to various performance hurdles) Unlisted Options ($0.20; expiring on 28 January 2019)

• 10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)

Part 2 - 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?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

+ See chapter 19 for defined terms.

Appendix 3B Page 5

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17 Policy for deciding entitlements in relation to fractions 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	N/A
	N/A
	N/A

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) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_ of their entitlements through a broker and accept for the balance?	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.

Appendix 3B Page 7

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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

36[If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 1 - 1,000

1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37[A copy of any trust deed for the additional ][+][securities ]

+ See chapter 19 for defined terms.

Appendix 3B Page 8

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

+ See chapter 19 for defined terms.

Appendix 3B Page 9

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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 is not available now, we 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: 03/03/2016 (Director) Print name: Charly Duffy

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+ See chapter 19 for defined terms.

Appendix 3B Page 10

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Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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Insert number of fully paid [+] ordinary 19,865,377
securities on issue 12 months before the
+issue date or date of agreement to issue
Add the following: 2,625,000 issued 2 June 2015
• Number of fully paid [+] ordinary securities
issued in that 12 month period under an
129,774,997 issued 25 November 2015
exception in rule 7.2
• Number of fully paid [+] ordinary securities
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary 6,841,245 reduced via Share Consolidation
securities cancelled during that 12 month on September 2015
period
“A” 145,424,129
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+ See chapter 19 for defined terms.

Appendix 3B Page 11

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Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”	Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	21,813,619
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	2,979,807 issued 29 May 2015 540,000 issued 28 January 2016 12,904,892 Performance Rights issued 3 March 2016
“C”	16,424,699
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	21,813,619
Subtract“C” Note: number must be same as shown in Step 3	16,424,699
Total[“A” x 0.15] – “C”	5,388,920 [Note: this is the remaining placement capacity under rule 7.1]

+ See chapter 19 for defined terms.

Appendix 3B Page 12

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Part 2

Part 2	Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” Note: number must be same as shown in Step 1 of Part 1	145,424,129
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10	14,542,413
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items	1,895,193 issued 29 May 2015
“E”	1,895,193

+ See chapter 19 for defined terms.

Appendix 3B Page 13

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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A	Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	14,542,413
Subtract“E” Note: number must be same as shown in Step 3	1,895,193
Total[“A” x 0.10] – “E”	12,647,220 Note: this is the remaining placement capacity under rule 7.1A

+ See chapter 19 for defined terms.

Appendix 3B Page 14

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