Conditional Approval of Qualifying Transaction

NAINA CAPITAL CORP. NEWS RELEASE 1575 Kamloops Street TSX Venture Exchange Vancouver, BC V5K 3W1 Trading Symbol: NAA.P

CONDITIONAL APPROVAL OF QUALIFYING TRANSACTION

October 27, 2010 – Vancouver, British Columbia. Naina Capital Corp. (“Naina” or the “Company”) (TSX-V: NAA.P) is pleased to announce that the qualifying transaction (“QT”) previously announced has been conditionally approved by the TSX Venture Exchange (the “Exchange”). The Company’s QT is expected to close on or after November 4, 2010 (the “Closing Date”) and is fully described in its filing statement dated October 26, 2010 which has now been posted and is available for review at www.SEDAR.com.

Option Agreement

The Company has entered into an option agreement dated June 17, 2010 (the “Option Agreement”) with Richard Billingsley and Gaye Richards (together referred to as the “Optionors”) which grants Naina an option to earn up to a 100% undivided interest in certain mining claims located in the Nicola Mining District, British Columbia (the “Tom Cat Claims” or the “Property”). Under the Option Agreement, Naina has been granted an option (the “Option”) can earn up to a 100% undivided interest in the Tom Cat Claims by paying $35,000 and issuing 450,000 common shares (“Shares”) to the Optionors over 2 years as follows: $10,000 on signing the Option Agreement (paid); 150,000 Shares on the Closing Date; $25,000 and 100,000 Shares on the first anniversary of the date of the resumption of trading on the Exchange following completion of the Qualifying Transaction; and 200,000 Shares on the second anniversary of such date. If Naina exercises the Option and acquires a 100% interest in the Tom Cat Claims from the Optionors, the Optionors will retain an NSR royalty of 2.0%, 1.0% of which may be purchased for $2,000,000 for 5-years from the start commercial production.

The Tom Cat Claims are located in the Nicola Mining District 200 kilometres east-northeast of Vancouver.

Management

On the Closing Date all of the directors of Naina except Mr. Navin Varshney will resign their positions as directors of Naina. Mr. Varshney will remain a director but will resign as President and Chief Executive Officer. To fill the vacancies created by the resignations of Messrs. Leif Smither, Frank Lang and Ernest Crepnjak as directors, Messrs. Wally Boguski, Al Ruggiero and Laurence Sookochoff will be appointed to the Company’s Board of Directors on the Closing Date. Mr. Boguski will concurrently be appointed as Chief Executive Officer and Mr. Ruggiero will be appointed as Chief Financial Officer. Ms. Lisa Szutiak will become the Corporate Secretary.

Mr. Boguski is a businessman and corporate consultant with a finance and mining background. He has participated in mining and mineral exploration in Canada, USA and Mexico for over 26 years, and is active with both private and publicly-listed companies.

Mr. Ruggiero is a financial consultant with an extensive accounting and finance background. He is a CPA and has worked with major accounting firms as an audit manager, as a director of internal audits for a major corporation and has worked extensively in Continuing Professional Education in association with the American Institute of Certified Public Accountants.

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Mr. Sookochoff graduated from University of British Columbia with a B.Sc. in Geology (1966) and has applied his geological experience in various locations globally. He is a senior professional geologist and is the principle of Sookochoff Consultants Inc. Mr. Sookochoff is expected to lead Naina’s geological team upon the completion of the Qualifying Transaction.

Ms. Lisa Szutiak is a Registered Psychologist (College of Alberta Psychologists) and is a Registered Marriage and Family Therapist (AAMFT).

Concurrent Private Placement

On the Closing Date Naina will complete a non-brokered private placement of up to 3,821,428 units (“Units”) of Naina at a price of $0.35 per Unit, for total gross proceeds of $1,337,500. Each Unit will consist of one Share and one-half of one Share purchase warrant (a full warrant being a “Warrant”). A Warrant may be exercised to acquire an additional Share at a price of $0.50 for two years. A finder’s fee of $72,600 will be paid to a qualified party in connection with the private placement.

All Shares acquired by the placees, including any issued upon the exercise of Warrants, will be subject to a hold period of four months from closing in accordance with applicable securities legislation.

Escrow Share Purchase

Incoming President and CEO Wally Boguski entered into an escrow share purchase agreement dated June 17, 2010, with Navin Varshney, Leif Smither, Ernest Crepnjak and Frank Lang whereby Mr. Boguski and others will purchase an aggregate of 1,600,000 Common Shares which are presently held in escrow under a CPC Escrow Agreement (“Escrow Shares”) for $0.10 per Escrow Share. Accordingly, on the Closing Date, the Escrow Shares will be transferred from Messrs. Varshney, Smither, Crepnjak and Lang to Wally Boguski (as to 1,050,000 Escrow Shares), Laurence Sookochoff (as to 50,000 Escrow Shares), Al Ruggiero (as to 100,000 Escrow Shares) and Lisa Szutiak (as to 400,000 Escrow Shares). The existing directors will retain 100,000 Escrow Shares each. Notwithstanding the foregoing transfers, the Escrow Shares will remain subject to the CPC Escrow Agreement.

Sponsorship

Sponsorship of the QT has been waived by the TSX Venture Exchange.

Naina will be a Tier 2 Exploration Issuer under Exchange policies upon the issuance of the Final Exchange Bulletin which is expected to be issued following the Closing Date, and upon the completion of all other closing conditions.

For further information, please contact Navin Varshney, Chief Executive Officer at:

Telephone: (604) 251-6320, Facsimile: (604) 251-6350, or Email: [email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.