Birimian : Appendix 3B and Secondary Trading Notice

30 January 2017

via electronic lodgement

Suite 9, 5 Centro Ave, Subiaco WA 6008 P.O. Box 457, West Perth, WA 6872, Australia Ph+61 8 9286 3045 Fax: [phone] [e-mail] ABN 11 113 931 105 NEW ISSUES AND SECONDARY TRADING NOTICE

Birimian Limited (ASX:BGS and "the Company") advises that on 25 January 2017 it issued

1. 30,000 ordinary shares following shareholder approval on 25 November 2016 in lieu of cash fees for services provided to the Company and (b) 5,500,000 ordinary shares following the exercise of unlisted options exercisable at AU$0.25 to raise $1,375,000.

   Secondary Trading Notice

   The Corporations Act ("the Act") restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A of the Act. By the Company giving this notice, sale of the Shares noted above will fall within the exemption in section 708A (5) of the Act.

   Accordingly, the Company gives notice pursuant to section 708A (5)(e) of the Act that:

2. the Shares were issued without disclosure to investors under Part 6D.2 of the Act;

3. 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

4. other than as noted below there is no excluded information as at the date of this notice, for the purpose of sections 708A (7) and (8) of the Act.

5. Yours faithfully

   Beverley Nichols

   Company Secretary

   If you have any queries, please contact the Managing Director, Mr Kevin Joyce or the Company Secretary, Ms Beverley Nichols, on [phone]

   Additional information may also be viewed on Birimian Limited's website at www.birimian.com.

   Appendix 3B

   Rule 2.7, 3.10.3, 3.10.4, 3.10.5

   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

   Birimian Limited

   ABN

   11 113 931 105

   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).

6. Fully Paid Ordinary Shares ("Shares")

7. Fully Paid Ordinary Shares ("Shares")

1 +Class of +securities issued or to be issued

a) 30,000

b) 5,500,000

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

2. Fully Paid Ordinary Shares

3. Fully Paid Ordinary Shares

4. 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)

5. Yes

6. Yes

7. 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

8. 5	Issue price or consideration	a)	Nil
   b)	$0.25

9. Shares issued in lieu of cash fees for services provided to the Company following shareholder approval at the Annual General Meeting on 25 November 2016

10. Exercise of unlisted Options over Fully Paid Ordinary Shares with an exercise price of $0.25 and an expiry date of 27 April 2017

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

25 November 2016

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 04/03/2013

Nil

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

5,500,000

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

N/A

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.

N/A

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

26,502,296 Listing Rule 7.1 20,721,961 Listing 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

25 January 2017

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.

Number	+Class
189,260,251	ORD
5,225,000	Performance Rights
which lapse on or
before 30/06/2021
900,000	Performance Rights
	which lapse on or
	before 01/12/2021

8 Number and +class of all

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