Kasbah Resources : Notice of Initial Substantial Holder

Form 603 Corporations Act 2001 Section 671B

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Fully paid ordinary shares	138,133,684	138,133,684	19.9%

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Kasbah Resources Limited	Deemed relevant interest under section 608(1)(c) of the Corporations Act arising from the restriction on the disposal of shares under voluntary escrow pursuant to the Placement Agreement between Kasbah and Pala Investments Limited (see Annexure A).	138,133,684 fully paid ordinary shares

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Kasbah Resources Limited	Citicorp Nominees Pty Limited	Pala Investments Limited	138,133,684 fully paid ordinary shares

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Kasbah Resources Limited	23 December 2016	N/A	N/A	138,133,684 fully paid ordinary shares

Notice of initial substantial holder

603 page 1/2 15 July 2001

To Company Name/Scheme ACN/ARSN 1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	Kasbah Resources Limited (Kasbah)
	116 931 705
	Kasbah Resources Limited
	116 931 705
The holder became a substantial holder on 23/12/16 Details of voting power Details of relevant interests Details of present registered holders Consideration The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows: The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows: The persons registered as holders of the securities referred to in paragraph 3 above are as follows: 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:

Name and ACN/ARSN (if applicable)	Nature of association

Name	Address
Kasbah Resources Limited	11 Moreau Mews, Applecross, WA 6153
Pala Investments Limited	12 Castle Street, Jersey JE2 3RT

603 GUIDE page 1/1 13 March 2000

Associates Addresses The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows: The addresses of persons named in this form are as follows: Signature print name Wayne Bramwell capacity Director
sign here	date 23/12/16
DIRECTIONS If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form. See the definition of "associate" in section 9 of the Corporations Act 2001. See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. The voting shares of a company constitute one class unless divided into separate classes. The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. Include details of: any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown.'" Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired. See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

The following document is Annexure A referred to in Form 603: Notice of Initial Substantial Holder

Wayne Bramwell Kasbah Resources Limited 23 December 2016

Placement Agreement

PalaInvestments Limited

and

Kasbah Resources Limited

ACN 116 931 705

Subscription of shares in Kasbah Resources Limited by PalaInvestments Limited