Azumah Resources Limited

ACN - 112 320 251

Suite 2, 11 Ventnor Avenue

West Perth AUSTRALIA 6005

P +618 9486 7911

F +618 9481 4417

W www.azumahresources.com.au

E [email protected]

21 June 2016 Dear Shareholder

SHARE PURCHASE PLAN

On 20 June 2016, Azumah Resources Limited (Azumah or the Company) announced that it had successfully undertaken a placement of fully paid ordinary shares at a price of 4.4 cents per share to sophisticated and professional investors, to raise approximately $800,000 using the placement capacity available under ASX Listing Rule 7.1 and 7.1A (Placement).

In order to provide all Eligible Shareholders with the ability to participate in this capital raising, the Company is pleased to provide details of its Share Purchase Plan (Plan) offer. Under the Plan, Azumah is giving each Eligible Shareholder the opportunity to purchase up to $15,000 worth of fully paid ordinary shares (Shares) at the same price as the Placement, irrespective of the size of their shareholding, without incurring brokerage or transaction costs.

The offer under the Plan (Offer) is intended to raise at least $1,200,000 (before expenses) on the terms and conditions (Terms and Conditions) enclosed with this letter. The Plan is underwritten to the amount of $1,200,000 by Patersons Securities Limited (Patersons or Underwriter). Any Shares not subscribed for by Eligible Shareholders (Shortfall) will be taken up by the Underwriter or its nominees as provided for under the terms of the underwriting agreement in place between the Company and the Underwriter.

The Plan is priced at a 20% discount to the five (5) day Volume Weighted Average Price (VWAP) for the Shares over the last five (5) days on which sales in the Shares were recorded before the day on which the issue was announced, being 4.4 cents (Price). This Price is the same price as Shares were offered to sophisticated and professional investors under the Placement. On 2nd May 2016 Azumah's share price traded at 6.6c.

Azumah has over 3,500 shareholders eligible to participate in the Plan so those wishing to participate are encouraged to subscribe as soon as possible.

Shareholders Eligible to Participate in the Plan

The right to participate under the SPP is optional and is available exclusively to shareholders who are registered as holders of Shares at 5.00pm WST on 17 June 2016 and whose registered address is in Australia or New Zealand (Eligible Shareholders).

Use of Funds

The funds under the Plan will be applied to a variety of purposes but principally the drilling of several compelling new exploration targets and for general working capital purposes.

Azumah begun 2016 on a strong footing and has continued to grow value. Of particular note is the delineation of a 3km gold anomaly at Manwe, on the Josephine licence, and the subsequent discovery by RC drilling of a zone of high-grade mineralisation within that anomaly. There are good prospects for the discovery of more high-grade zones at Manwe and generally on the Josephine licence.

Azumah's systematic and proven approach to exploration has also delineated anomalies and finessed targets at a number of other prospects on the Josephine licence, at Yagha and at Bepkong North.

All of these targets need further work including aircore and/or drill testing. Every ounce that can be added to the existing 2.0Moz Mineral Resources and 652,000oz Mining Inventory at the Wa Gold Project (Project) will have a positive impact on the Project's financial performance and therefore its ability to secure development finance.

In May 2016 Azumah acquired the rights to purchase the high-grade Julie West project, adjacent to Azumah's Julie deposit. In addition to its 69,000oz, 4.4g/t Au Mineral Resource the 146km2 Julie West licence also presents a number of interesting new targets for Azumah's geologists to evaluate in the near-term.

Recently the Company released the results of a review of Project establishment capital needs and was able to report a US$54M reduction. Any material reduction in the upfront funding of the Project will greatly improve the Project's chance of development.

Azumah's present market capitalisation is a fraction of its ~A$200M maximum achieved in November 2010 in an environment of higher US$ gold prices and considerably elevated interest in the West African gold sector. Your Company is though fundamentally in much better shape now than it was then in terms of Mineral Resources, Ore Reserves, a completed Feasibility Study, granted Mining Lease and other permits. All of the funds it has raised over the past ten years of its existence have been prudently directed at progressing the Project. Management is confident that Azumah's quality tenure, which hosts large expanses of prospective Birimian geology, will continue to deliver more gold.

Financing a Project in this difficult market has been challenging but I am pleased to say that good progress has been made this year with an increased level of interest from corporates considering direct participation in development - our preferred approach as this will minimise shareholder dilution that would normally occur at the corporate level. Any formalised transaction, if secured, is likely to unlock considerable value for shareholders in addition to what can be achieved through continuing exploration success.

IMPORTANT INFORMATION

Participation in this offer is optional

Participation in the Plan is entirely optional and is subject to the terms and conditions specified in this letter.

The Plan intends to raise $1,200,000 with the ability to accept additional funds at the discretion of the Directors.

Where a member is expressly noted on the register as a trustee or nominee on account of another person (Beneficiary) the Beneficiary will be deemed to be the eligible shareholder and any relevant acceptance of the offer and issue of the Shares will be taken to be made by or to the Beneficiary.

The Offer of Shares under the Plan is made in accordance with ASIC Class Order 09/425 and therefore does not require a prospectus for the purposes of Chapter 6D of the Corporations Act.

Scale-back

The Company reserves absolute discretion regarding the final amount raised under the Plan (subject to the maximum permitted under the ASX Listing Rules) and if necessary the Directors may, in their absolute discretion, scale-back applications.

If there is a scale-back, your application monies may be greater than the value of Shares issued to you under the Plan, in which case the excess application monies will be refunded to you, without interest.

Non-Renounceable

The offer to participate under the Plan is non-renounceable meaning that you cannot on-sell your rights to participate.

Offer Price

The offer price of the Shares under the Plan is 4.4 cents.

No brokerage, commission or other participation costs are payable by you in respect of the acquisition of Shares under the Plan.

Total Number of Shares under the Plan

In accordance with the ASX Listing Rules the total number of Shares that can be issued under the Plan is 135,459,555.

How much can be invested?

Eligible Shareholders may subscribe for a maximum of up to $15,000 worth of Shares under the Plan and in the increments outlined in the table below.

How to Apply

Offer A Total subscription amount of $500 (minimum amount) Offer B Total subscription amount of $1,000

Offer C Total subscription amount of $2,000 Offer D Total subscription amount of $3,000 Offer E Total subscription amount of $4,000 Offer F Total subscription amount of $5,000 Offer G Total subscription amount of $7,500 Offer H Total subscription amount of $10,000

Offer I Total subscription amount of $15,000 (maximum amount) Valuation of Shares

On the last date the Shares were traded immediately prior to the date of this Offer, the closing price of Shares on ASX was 5.4 cents. You should note that the Share price may rise or fall between the date of this offer and the date when Shares are allotted and issued to you under the Offer. This means that the price you pay per Share pursuant to this offer may be either higher or lower than the Share price at the time of the offer or at the time the New Shares are issued and allotted to you under the SPP Offer.

The Board recommends that you obtain your own financial advice in relation to the Offer of Shares in the Company prior to accepting this Offer.

Issue of Shares

Shares issued under the Plan will rank equally in all respects with other fully paid ordinary shares in Azumah on the date of issue. Azumah will at the appropriate time make application for the Shares issued under the Plan to be admitted to official quotation on ASX.

The issue and allotment of Shares will occur as soon as practicable following the closing date and not later than 10 business days following the closing date.

How to Participate

If you would like to participate in the Offer, the following application and payment options are available:

1. Application Form and Accompanying Cheque

   Eligible Shareholders wishing to pay by cheque must follow the instructions on the Application Form and complete the Application Form, provide a cheque that is payable to "Azumah Resources Limited" and crossed "Not Negotiable" and return the completed Application Form and cheque to:

   Security Transfer Registrars Pty Ltd PO Box 535

   APPLECROSS WA 6953

   to be received by the share registry no later than 5:00 pm (WST) on the Closing Date under the Offer.

2. Payment by BPAY®

Please refer to the attached Terms and Conditions for further details regarding payment options.

Important Information

Details of the Plan are set out in the enclosed Plan Terms and Conditions. The Board urges you to read these Terms and Conditions carefully and in their entirety before deciding whether to participate in the Plan. If you are uncertain whether Shares are a suitable investment for you, you should consult your financial or other professional adviser.

Completed application forms and full payment must be received by Security Transfer Registrars Pty Ltd no later than 5:00 pm Western Standard Time on 15 July 2016.

KEY DATES*

*Azumah has discretion to alter these Key Dates.