Mantle Mining : Section 708 Notice & Appendix 3B

Mantle Mining Corporation Limited (ASX: MNM) gives this notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) ("Act").

The Company advises that it has issued ordinary fully paid shares in the capital of the Company and options to acquire ordinary fully paid ordinary shares in the capital of the Company ("Securities") as per the Appendix 3B accompanying this notice.

The Company advises that the Securities were issued without disclosure to investors under Part 6D.2 of the Act. The Company, as at the date of this notice, has complied with:

1. the provisions of Chapter 2M of the Act as they apply to the Company; and

2. section 674 of the Act.

As at the date of this notice there is no information to be disclosed which is excluded information (as defined in section 708A(7) of the Corporations Act) that is reasonable for investors and their professional advisers to expect to find in a disclosure document.

Bob Barraket Richard Valenta

Chairman Executive Director

Mantle Mining Corporation Limited Mantle Mining Corporation Limited

P: +61 2 8920 1344 P: +61 448 110 765

ASX Release Page 1

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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

Name of entity

MANTLE MINING CORPORATION LIMITED

ABN

70 107 180 441

We (the entity) give ASX the following information.

You must complete the relevant sections (attach sheets if there is not enough space).

Fully Paid Ordinary Shares ("Shares")

1 +Class of +securities issued or to be issued

18,500,000 Shares

18,500,000 MNMOC Options

1. Number of +securities issued or to be issued (if known) or maximum number which may be issued

   Fully Paid Ordinary Shares

   Listed MNMOC Options (1.5c, 30 Nov 2017)

2. Principal terms of the +securities (eg, 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)

   + See chapter 19 for defined terms.

   01/08/2012 Appendix 3B Page 1

   Appendix 3B

   New issue announcement

   Yes

3. 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

Conversion of convertible note

6 Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

Yes

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

26 November 2015

6b The date the security holder resolution under rule 7.1A was passed

Nil

6c Number of +securities issued without security holder approval under rule 7.1

Nil

6d Number of +securities issued with security holder approval under rule 7.1A

+ See chapter 19 for defined terms.

Appendix 3B Page 2 01/08/2012

Nil

6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

Appendix 3B New issue announcement

37,000,000

6f Number of securities issued under an exception in rule 7.2

Not applicable

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.

Not applicable

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

4,678,238 under rule 7.1 1,850,000 under rule 7.1A

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

26 August 2016

1. Dates of entering +securities into uncertificated holdings or despatch of certificates

   Number	+Class
   1,136,827,237 118,898,425	Ordinary Fully Paid Shares MNMOC Options (1.5c, 30 Nov 2017)

2. Number and +class of all

   +securities quoted on ASX (including the securities in section 2 if applicable)

   Number	+Class
   125,000,000	Options (3c, 30 Nov 2018)

3. Number and +class of all

   +securities not quoted on ASX (including the securities in section 2 if applicable)

   Unchanged

4. Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

+ See chapter 19 for defined terms.

01/08/2012 Appendix 3B Page 3