Hot Chili Limited
Annual Report 2023

Plain-text annual report

A NEW COPPER SUPPLIER IS COMING ANNUAL REPORT 2023 Productora Project Contents 1 Chairman’s Letter 2 Review of Operations 3 Qualifying Statements 4 Corporate Activities 5 Directors’ Report 6 Auditors’ Independence Declaration 7 Auditors’ Report 8 Directors’ Declaration 9 Statement of Profit or Loss & Other Comprehensive Income 10 Statement of Financial Position 11 Statement of Changes in Equity 12 Statement of Cash Flows 13 Notes to the Financial Statements 14 Shareholder Information 15 Tenement Schedule 16 Corporate Directory 4 6 23 28 31 47 48 51 52 53 54 55 56 88 90 96 HOT CHILI Annual Report 2023 Costa Fuego Copper Super-Hub Cortadera Project Significant copper-gold porphyry discovery El Fuego Project (Valentina) El Fuego Project (San Antonio) HOT CHILI Annual Report 2023 1 2023 Key Highlights OPERATIONAL Preliminary Economic Assessment (PEA)1 Released for Costa Fuego Copper-Gold Project Strong Economics and Leverage • Post-tax NPV8% of US$1.10 B2 • Pre-tax NPV8% of US$1.54 B2 • Low start-up capital intensity, fast payback • 16-year mine life for open pit and underground operations • 112 ktpa CuEq² average production: 95 kt Cu & 49 koz Au for first 14 years • 97% of PEA inventory is Indicated Resource • Post-tax NPV8% increases by US$100 M for every U$0.10/lb increase in copper price above US$3.85/lb Top 10 Undeveloped Copper Resource • Indicated Resource of 725 Mt grading 0.47% CuEq3 & Inferred Resource of 202 Mt grading 0.36% CuEq3 containing: • 2.8 Mt Copper (Cu) Indicated and 0.6 Mt Copper Inferred • 2.6 Moz Gold (Au) Indicated, and 0.4 Moz Gold Inferred • 67.4 kt Molybdenum (Mo) Indicated and 13.4 kt Molybdenum Inferred • 10.5 Moz Silver (Ag) Indicated and 2.0 Moz Silver Inferred • Extremely leveraged to looming structural shortage in copper supply 1 The PEA is preliminary in nature and includes 3% of production feed from Inferred Mineral Resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorised as Mineral Reserves (NI 43-101) or Ore Reserves (JORC 2012), and there is no certainty that the PEA will be realised. Mineral Resources that are not Mineral Reserves or Ore Reserves do not have demonstrated economic viability. References to “Mineral Reserves” in this report include Ore Reserves (JORC 2012). See page 23 for additional cautionary language. ² The copper-equivalent (CuEq) annual production rate was based on the combined processing feed (across all sources) and used long-term commodity prices of: Copper US$ 3.85/lb, Gold US$ 1,750/oz, Molybdenum US$ 17/lb, and Silver US$21/oz; and estimated metallurgical recoveries for the production feed to the following processes: Concentrator (87% Cu, 56% Au, 37% Ag, 58% Mo), Oxide Leach (55% Cu only), & Low-grade Sulphide Leach (40% Cu only). 3 The resource copper-equivalent (CuEq) considers assumed commodity prices and average metallurgical recoveries for the Mineral Resource from testwork. 2 HOT CHILI Annual Report 2023 Costa Fuego Copper-Gold Project. One of the Largest Scale, Lowest Elevation Copper Resources in the World. CORPORATE US$15 Million Investment Agreement with Osisko Gold Royalties The execution of a binding Investment Agreement of US$15 million with Osisko Gold Royalties Limited provided strong endorsement from one of North America’s leading royalty-streaming groups. The investment strengthened the Company’s cash position to approximately A$26 million and the project is now fully funded for the next 12 to 18 months to deliver the next steps in its growth and development plan. Key details • 1% Net Smelter Return (NSR) royalty on copper and 3% NSR royalty on gold • Equivalent to a 1.12% CuEq* NSR royalty across payable metals on Costa Fuego • Strong endorsement and clear “look-through” value Mr Stephen Quin joins board as independent non-executive director The company was pleased to welcome experienced Canadian director Mr Stephen Quin to the board. Mr Quin brings a depth of industry experience from exploration to operations that will be invaluable as the Company advances its Costa Fuego copper hub in Chile. * CuEq considers assumed commodity prices and average metallurgical recoveries from test work. See qualifying statements page 23. 3 HOT CHILI Annual Report 2023 1 Chairman’s Letter To Our Shareholders, On behalf of the entire Hot Chili team and my fellow directors, I would like to thank our shareholders and stakeholders for their continued support and am excited to share the key milestones that have shaped Hot Chili’s progress over the past year. Our strategy at Hot Chili is crystal clear: we remain steadfast in our commitment to delivering exceptional value per share for our shareholders within the context of the commodity cycle. I firmly believe that Hot Chili occupies an enviable position to capitalize on the impending copper supply deficit – an inevitable outcome of the push to electrify everything and a depleted project pipeline. Our flagship Costa Fuego Copper-Gold Project, located in low elevation Chile, stands as a testament to this, boasting quality and size advantages alongside readily accessible infrastructure that can materially shorten development timelines. Copper is unequivocally the most critical of commodities, unparalleled in its electrical and chemical properties, delivering superior conductivity both electrically and thermally. Governments worldwide have finally recognized this fact, with the inclusion of copper in the US Department of Energy’s Critical Materials Assessment for 2023—a watershed moment, and follows the lead of Australia, Canada, the EU and many other countries. The current copper supply situation has reached a perilous juncture: . Copper inventories are at alarmingly low levels. . Production and grade profiles are in a state of continuous decline. . Industry leaders are unwilling to bring new supply online until the world is “screaming” for it. . Two decades of underinvestment in exploration has yielded few sizeable discoveries. . Global political and societal support for mining remains underwhelming, further impeding new production. . Lead times from discovery to production frequently now exceed 20 years. This impending supply deficit is exacerbated by forecast demand, driven by the global shift towards Net Zero and the related increased copper demand for renewable energy and electric vehicles. Glencore’s prediction of a cumulative refined copper deficit of 50.5Mt by 2030 underscores the urgency of bringing on new supply. Mining, by its nature, cannot respond elastically to demand, and supply forecasts indicate that global copper production will start declining from 2025 – going down while demand rises. The only solution to the supply gap is a substantial increase in the copper price that would incentivize new mine development and pressure governments to be more proactively supportive. Companies with substantial development assets and infrastructure advantages, with shorter paths to production, should reap the rewards. Hot Chili is part of this exclusive group. In 2023, Hot Chili passed significant milestones: . Successfully completed the Costa Fuego preliminary economic assessment (led by our Chief Operating Officer . Attracted Osisko Gold Royalties as a strategic partner with a US$15 million investment, acquiring royalty Grant King), showcasing attractive project economics and significant copper price leverage. the mining industry. exposure to all future gold and copper production with zero equity dilution. This includes a buyback option to reduce the royalty in the event of a change of control. . Welcomed Stephen Quin as an independent director to the Board, bringing invaluable international expertise in . Secured land access for the Maritime Concession for seawater extraction. . Established an electrical connection to the grid with the future option for 100% renewable power. . Expanded the Costa Fuego prospective footprint through property consolidation contiguous with Cortadera. . Continuously demonstrated Costa Fuego’s prospectivity with positive drill results throughout the district (led by our Geology Manager – Chile, Andrea Aravena). Hot Chili’s strategic positioning as a near-term source of copper supply remains underappreciated. Existing and future shareholders will undoubtedly benefit from our unwavering commitment and vision, led by Managing Director Christian Easterday in Australia and supported by Executive Vice President Jose Silva in Chile. One of our most valuable assets, the Maritime Concession, took eight years to secure, in addition to a further two years to secure land access for the Maritime Concession – a testament to its significance as one of the only independently controlled concessions in the country. Water security is a global mining industry risk, impeding the timely development of new copper supply in Chile and worldwide. Hot Chili is in the fortunate position of not only having secured the essential supply of water, but can operate without an expensive desalination plant, and has also secured access to the capacity-limited electrical grid. We believe securing future water supply with the Maritime Concession holds substantial value and are exploring avenues to realize this value as a potential source of future funding. These attributes put Hot Chili in an enviable position compared to its remote, high elevation peer projects. 4 HOT CHILI Annual Report 2023 In closing, I want to express my deep appreciation for the Hot Chili management team, employees, and consultants. Their tireless efforts in creating value per share and systematically de-risking Costa Fuego have benefited all stakeholders. We are only as strong as the people we work with, and Managing Director Christian Easterday has assembled an exceptional team. A special acknowledgment is due to Hot Chili’s Resource Development team, led by Resource Development Manager Kirsty Sheerin and including Senior Resource Geologist Chris McKie, Senior Project Geologist Madeline Wallace and Senior Database Administrator Katie Collins. They were awarded first place in the Parker Challenge for their outstanding application and demonstration of professional best practice in a mineral resource estimation out of hundreds of participants worldwide, demonstrating their exceptional capabilities. I want to reiterate a point I made in my previous Chairman’s letter: our industry’s biggest challenge is its reputation. Many government regulators and voters fail to recognize that their quality of life is intricately linked to the products of mining. I take immense pride in our industry, but I also believe that our sector’s leaders have been remiss in not highlighting the many positives of our industry. I implore those in extractive industries to engage with the public and ensure that our awareness efforts are rooted in fact rather than fleeting emotions. The times ahead are both challenging and promising, and it is my hope that Hot Chili’s continued dedication will not only benefit our shareholders but also contribute to reshaping perceptions about the mining industry as a whole. Yours sincerely, Dr Nicole Adshead-Bell Independent Non-Executive Chairman Access granted for Maritime Concession Land for Costa Fuego. HOT CHILI Annual Report 2023 5 2 Review of Operations Preliminary Economic Assessment (PEA)1 Released for Costa Fuego Copper-Gold Project The release of the Costa Fuego PEA is a significant milestone for the Project, which comprises the Cortadera, Productora and San Antonio deposits, and outlines one of the worlds’ lowest capital intensity, major copper developments. The Costa Fuego PEA was prepared by Wood Australia Pty. Ltd. and evaluates a very different project to the Productora Pre-Feasibility Study. It benefits from an expanded resource base, lifting the scale of the Costa Fuego development hub and optimising the infrastructure required to transport the resources to a proposed centralised processing plant at Productora. Highlights of the Costa Fuego PEA include: . Strong Economics: Costa Fuego PEA delivers using an 8% discount rate and long-term metal price . Base-case post-tax Net Present Value (NPV8%) of US$1.10 Billion (approximately, within a range of US$733 Million to US$1.46 Billion) and Internal Rate of Return (IRR) of 21% (approximately, within a range of 17% to 25%). assumptions of US$3.85/lb copper (Cu) and US$1,750/oz gold (Au). open pit mining fully fund development of a bulk underground operation. . Low Start-up Capital: US$1.05 Billion estimated, resulting in fast 3.5-year payback. Initial phases of . Low Capital Intensity: One of the lowest capital intensities of global copper development projects. . Approximately 112 ktpa Average CuEq2 Production Rate: Including 95 kt Cu and 49 koz Au during primary production (first 14 years) at C1 Cash Cost4 of US$1.33/lb (estimated, net of by-product credits). . Initial Mine Life: 16-years with 1.41 Mt Cu and 718 koz Au produced for total revenue of approximately US$13.52 Billion and total free cash flow of approximately US$3.28 Billion (post-tax, after operating costs, capital costs, and royalties). 1 The PEA is preliminary in nature and includes 3% of production feed from Inferred Mineral Resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorised as Mineral Reserves (NI 43-101) or Ore Reserves (JORC 2012), and there is no certainty that the PEA will be realised. Mineral Resources that are not Mineral Reserves or Ore Reserves do not have demonstrated economic viability. References to “Mineral Reserves” in this announcement include Ore Reserves (JORC 2012). See page 23-27 for additional cautionary language. 2 The copper-equivalent (CuEq) annual production rate was based on the combined processing feed (across all sources) and used long-term commodity prices of: Copper US$3.85/lb, Gold US$1,750/oz, Molybdenum US$17/lb, and Silver US$21/oz; and estimated metallurgical recoveries for the production feed to the following processes: Concentrator (87% Cu, 56% Au, 37% Ag, 58% Mo), Oxide Leach (55% Cu only), & Low-grade Sulphide Leach (40% Cu only). 3 See page 27 for full non-IFRS measures disclaimer. 6 HOT CHILI Annual Report 2023 The strong economics of Costa Fuego are described in Table 1, using financial assumptions of an 8% discount rate and long-term metal price assumptions for the base case of US$3.85/lb copper (Cu) and US$1,750/oz gold (Au). Table 1. Copper Price Ranges: Lower-, Base-, and Upper-Case Scenarios5,6 Project Metric Units Copper Price Lower (US$3.50/lb) Base (US$3.85/lb) Upper (US$4.20/lb) Pre-Tax Post-Tax Annual Average Revenue Annual Average EBITDA Annual Average Free Cash Flow Payback period (From First Production) Post-Tax NPV8% /Start-up Capital NPV8% US$M 1,046 IRR % NPV8% US$M IRR % US$M US$M US$M years 19% 733 17% 779 384 226 4.25 0.7 1,540 24% 1,100 21% 845 445 271 3.50 1.1 2,029 29% 1,463 25% 911 506 315 3.25 1.4 With the Costa Fuego PEA now complete, the Company has a clear growth and development pathway with a Mineral Resource update planned in Q4 2023, and a Pre-Feasibility Study (PFS) for the Project planned in H2 2024. 5 Certain terms of measurement used in this Annual Report are not performance measures reported in accordance with International Financial Reporting Standards (“IFRS”). Non-IFRS terms measures used such as “Cash Cost”, “All-in Sustaining Costs”, “C1”, “Expansion Costs”, “Free Cashflow” and “All-in costs” are included because these statistics are measures that management uses internally to evaluate performance, to assess how the Project ranks against its peer projects and to assess the overall effectiveness and efficiency of the contemplated mining operations. These performance measures do not have a meaning within IFRS and, therefore, amounts presented may not be comparable to similar data presented by other mining companies. These performance measures should not be considered in isolation as a substitute for measures of performance in accordance with IFRS. 6 The PEA is preliminary in nature and includes 3% of production feed from Inferred Mineral Resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorised as Mineral Reserves, and there is no certainty that the PEA will be realised. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability. See page 23-27 for additional cautionary language. HOT CHILI Annual Report 2023 7 2 Review of Operations (Cont’d) Figure 1. Costa Fuego Project Roadmap1 2023 2024 2025 2026 Delivery of Preliminary Economic Assessment (Q2 2023) Delivery of Pre-Feasibility Study (H2 2024) Commence Drilling Growth Targets (Q2 2023) Delivery of Environmental Impact Assessment (Q4 2024) Mineral Resource Upgrade (H1 2025) Development Study & Resource Growth Activities (Throughout 2025) Delivery of Definitive Feasibility Study (H1 2026) Decision to Mine & Project Financing (Q4 2026) Mineral Resource Upgrade (Q4 2023) Port Agreement Negotiation (Throughout 2023) Development Study & Resource Growth Activities (Throughout 2024) Electrical Connection Secured for Costa Fuego In August of 2022, Chile´s Central Authority Electrical Regulator approved Hot Chili’s application for connection to the Maitencillo sub-electrical power station, located 17 km from the centre of the Costa Fuego copper hub. Connection to Maitencillo is a key step forward for the development of Costa Fuego, providing access to Chile’s national energy grid and its multiple renewable energy providers. Hot Chili will be able to potentially operate Costa Fuego on a 100% renewable power mix (certified by I-Recs) from nearby solar generators, wind turbines and hydroelectric power – adding significantly to the project’s environmental credentials. Access Granted for Maritime Concession Land for Costa Fuego In December of 2022, the Company confirmed that the Chilean Naval Authority had officially granted access to the physical land for its Maritime Concession for extraction of sea water. The Maritime Concession and land access granted will supply raw seawater for processing, which preserves limited regional groundwater resources and reduces the energy intensity of the project, with no water desalination required. The seawater extraction point is just 55 kilometres from the planned Costa Fuego processing facilities at Productora. Access to the coastal land surrounding the Maritime Concession provides yet another government approval in the Company’s regulatory process to develop the Costa Fuego Project. Hot Chili Field Operations Manager’ Victor Huerta with Chilean naval officer following grant of Maritime concession land. 1 The Mining Project delivery schedule mentioned herein is subject to various risks inherent to the mining industry, and external factors beyond the control of the project stakeholders, including but not limited to, geological and processing challenges, government policies, permits, or regulations, fluctuations in commodity prices, or market conditions. These external factors can impact the Project timeline and potentially result in delays. The delivery schedule provided is based on the best estimates and assumptions available at the time of its creation, and the Project team is committed to minimising disruptions and implementing mitigation measures to the best of their abilities. However, the effectiveness of these measures in avoiding delays cannot be guaranteed. 8 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Port Discussions Advancing The Company is advancing well with discussions to secure port access and services for the Costa Fuego Project. Several third-party port facilities, including the nearby Las Losas port, have been assessed with competitive proposals being received for both bulk- and rotainer-handling options. Hot Chili and its advisors are working with potential port partners to customise each proposal ahead of advancing toward commercial agreement. Port facilities represent the final critical infrastructure access required for the Costa Fuego copper hub. Figure 2. The Costa Fuego Copper Hub Consolidation Efforts Secure Western Extension to Cortadera In November of 2022, the Company announced the execution of an Option Agreement with Chilean copper major Antofagasta Minerals S.A. (AMSA) enabling Hot Chili to acquire a 100% interest in AMSA’s mining rights adjoining the western margin of Cortadera. This agreement covers the western extensions to the Cortadera copper-gold porphyry resource, the centrepiece of the Company’s Costa Fuego copper development in Chile. Hot Chili also confirmed further consolidation after successfully securing several new prospective mining rights at a government-run, public auction for the Huasco region of Chile. The new mining rights are located alongside mining rights subject to the AMSA Option Agreement. 9 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Productora Development Study Drilling Four diamond drill holes completed in 2022 for metallurgical testwork across the Productora resource have returned further wide zones of copper, following analysis of remaining unsampled core. Stand-out drill results from the MET drilling at Productora include: MET025 244m grading 0.8% CuEq* (0.7% Cu & 0.2g/t Au) from 23m depth including 71m grading 1.0% CuEq* (0.8% Cu, 0.2g/t Au) MET028 152m grading 0.6% CuEq* (0.6% Cu & 0.1g/t Au) from 42m depth including 39m grading 1.1% CuEq* (1.0% Cu, 0.1g/t Au) and 23m grading 0.9% CuEq* (0.8% Cu) from 226m to end of hole MET027 277m @ 0.5% CuEq* (0.4% Cu, 0.1g/t Au) from 49m including 25m @ 0.8% CuEq* (0.7% Cu, 0.1g/t Au) and 46m @ 1.1% CuEq* (1.0% Cu, 0.2g/t Au) MET026 80m grading 0.7% CuEq* (0.6% Cu, 0.2g/t Au) from 101m depth including 23m grading 1.0% CuEq* (0.9% Cu, 0.2g/t Au) from 101m and 28m grading 0.9% CuEq* (0.8% Cu, 0.2g/t Au) from 135m MET025 (179.15m depth down-hole) – vein-hosted and disseminated chalcopyrite and pyrite in tourmaline breccia. Interval graded 2.1% CuEq (1.9% Cu, 0.3% Au, 129ppm Mo). 10 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 Resource Extension at Cuerpo 1, Cortadera In April 2023, the Company confirmed a significant depth extension to the current Mineral Resource below Cuerpo 1 at Cortadera. Diamond drill hole CORMET001 was completed to a depth of 350m in April 2022 and indicated mineralisation may continue below the Cuerpo 1 Mineral Resource, with the drillhole ending in 6m grading 0.6% Copper. CORMET001 was extended to a depth of 611m, and five further drill holes were completed below Cuerpo 1 to define the limits of the expanded mineralisation extent. These holes intersected mineralised porphyry (early- and intra-mineral) up to 300m below the Indicated Classified Mineral Resource for Cuerpo 1. These results will be included in a Mineral Resource update, planned for release in Q4 2023. Significant intersections recorded to date include: CRP0202D 270m grading 0.5% CuEq* (0.4% Cu, 0.1g/t Au) from surface including 114m grading 0.7% CuEq* (0.6% Cu, 0.1g/t Au) from 70m or including 60m grading 0.9% CuEq* (0.8% Cu, 0.1g/t Au) from 110m CRP0201D 54m grading 0.5% CuEq* (0.4% Cu, 0.1g/t Au, 55ppm Mo) from surface CORMET0011 84m grading 0.4% CuEq* (0.4% Cu) from 336m including 26m grading 0.6% CuEq* (0.6% Cu, 0.1g/t Au) from 374m CRP0200D 256m grading 0.3% CuEq* (0.3% Cu) from 192m depth including 36m grading 0.5% CuEq* (0.5% Cu, 0.1g/t Au) from 210m and including 74m grading 0.4% CuEq* (0.4% Cu) from 374m CORMET-001 @ 387m > 5% A+B veins in PD @ 387m Figure 3. Long section view showing location of Cortadera Resource Extension drillholes into Cuerpo 1 and the potential growth of the +0.3% copper model (MG Core). 11 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Resource Definition Drilling at High-Grade Satellites August of 2022 saw the final assay results from Resource Definition drilling at San Antonio and preliminary drilling at Valentina. San Antonio and Valentina represent shallow high grade open-pit opportunities, with the potential to provide front-end ore sources and make a positive impact on the payback period and overall economics of the Costa Fuego copper-gold development. San Antonio already has an Inferred Resource of 4.2Mt grading 1.2% CuEq (1.1% Cu, 2.1g/t Ag) for 48kt Cu and 287koz Ag, reported March 2022. The additional drilling, in conjunction with surface mapping will assist the upgrade of Inferred to Indicated Classification in the next San Antonio MRE, schedule for Q4 2023. Regional Exploration Update In January of 2023, the Company commenced drilling across several extensional targets of the Cortadera copper-gold Mineral Resource, the centrepiece of the Company’s coastal range, low-altitude, Costa Fuego senior copper development in Chile. This included drilling into the Cuerpo 4 porphyry target, identified from surface outcropping porphyry, with A+B vein abundance of between 2-5% over a strike length of approximately 500 m. Diamond drill hole LCD0001 was drilled as a confirmatory twin hole to historical AMSA drill hole COR-03 and recorded the following significant drill intersection: Significant intersections recorded to date include: • 128m grading 0.5% CuEq* (0.4% Cu & 0.1g/t Au) from 28m downhole depth, including 16m grading 1.3% CuEq* (1% Cu & 0.5g/t Au) from 28m depth (as announced on 28th November 2022). Results from shallow Reverse Circulation and Diamond drilling across Cuerpo 4 have added further definition, confirming a zone of near-surface, low-grade mineralisation measuring approximately 350m in strike extent. 12 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 LCD0001 (56m depth) grading 1.0% Cu, 0.7g/t Au, 4.6g/t Ag. Tonalitic porphyry with sericite- chlorite alteration and 2% A-B porphyry vein abundance. Confirmation drill hole across new fourth porphyry at Cortadera. HOT CHILI Annual Report 2023 13 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Figure 4. Plan view across the Cortadera West tenements (AMSA) displaying surface mapping and the collar locations of drilling returned during the quarter. 30,000m Drilling Program Underway Across Priority Targets The Company is currently drilling high priority growth targets proximal to the current resource. Drilling will also test promising greenfield targets as shown in Figure 5. Further strategic regional consolidation options are concurrently being pursued, with mineral resource estimate updates expected in Q4 2023 and H1 2025. 14 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Figure 5. Maps outlining growth phase and up-scale strategy targets. 15 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Single, Large Pit Scenario for Cortadera being studied in H2 2023 The Company is investigating a large single open pit scenario for Cortadera (with no underground block cave) with the potential to materially increase processing feed inventory and mine-life. This scenario would necessitate a second PEA, studied while refining of the model inputs for metallurgy, geotechnical engineering, and hydrogeology, to be incorporated into the Pre-feasibility Study (PFS). Once both PEA scenarios are assessed, the Company will select a single scenario to complete the final stages of its PFS for Costa Fuego, which is expected to be completed by H2 2024. Water Optionality Study Underway Hot Chili’s existing water assets and related infrastructure, including an existing permit to extract seawater and permitted pipeline route, may represent a significant upside opportunity for the Company. Central Chile has a significant water deficit and communities, agriculture and mines all require water. Permitting of land-based water extraction is becoming increasingly challenging in Chile, while greatly extended timelines are required for the application process for seawater extraction and pipeline corridors; it took Hot Chili more than eight years. Hot Chili is assessing value creation opportunities that could benefit the Company, local communities and other entities with need in the water-scarce Huasco region of the Atacama in Chile. 16 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 Developing the Costa Fuego Project into an Operating Asset. HOT CHILI Annual Report 2023 17 2 Review of Operations (Cont’d) Table 1 Significant Drill Results Reported in Year Ending June 30 2023. Hole ID Coordinates North East MET0261 6822284 323426 RL 816 Azim. Dip Hole Depth 90 -62 260 MET0272 6821389 323082 858 90 -62 395 Including & Including Including 101 101 135 0 49 49 & Including 280 MET0283 6822576 322851 790 270 -59 250.1 Including MET0254 6820931 323027 884 90 -60 280 Including CRP0200D 6814269.2 334736.8 979.3 60 -75 624 CRP0201D 6814340 335204 960 272 -57 582.5 CRP0202D 6814249 334834 975 268 -84 CORMET001 6814269 334736 976 74 -60 Incl 534 Incl & Incl & Incl 611 Incl 42 46 226 23 177 192 210 374 0 384 434 478 0 0 70 110 222 336 Or Including 374 LCD0001 6815719 334574 870 61 -57 & Incl & Incl 142 Incl Or Including LCP0002D 6815565 334572 867 159 -69 300 LCP0003D 6815565 334599 875 92 -76 406.2 LCP0004 6815830 334609 LCP0005 6815713 334566 LCD0006 6815677 334540 870 869 872 89 229 135 -60 -64 -60 300 300 167.2 Incl Or Incl 446 470 22 22 32 65 227 10 18 248 12 34 12 22 24 18 Intersection Interval Copper Gold Silver Molybdenum Cu Eq From To (m) (% Cu) (g/t Au) (ppm Ag) (ppm Mo) (% Cu Eq) 181 124 163 15 326 74 326 194 85 250 267 248 448 246 448 54 426 498 492 470 270 184 170 611 420 400 454 550 142 60 50 118 300 58 22 252 192 142 148 42 28 80 23 28 15 277 25 46 152 39 24 244 71 256 36 74 54 42 64 14 470 270 114 60 389 84 26 8 80 120 38 18 53 73 48 4 4 180 108 136 20 4 0.6 0.9 0.8 0.3 0.4 0.7 1.0 0.6 1.0 0.8 0.7 0.8 0.3 0.5 0.4 0.4 0.3 0.3 0.5 0.3 0.4 0.6 0.8 0.2 0.4 0.6 0.3 0.3 0.4 0.8 1.0 0.1 0.1 0.2 0.3 0.3 0.1 0.1 0.2 0.4 0.8 0.2 0.2 0.2 0.0 0.1 0.1 0.2 0.1 0.1 0.0 0.2 0.2 0.0 0.1 0.0 0.1 0.0 0.0 0.0 0.0 0.1 0.1 0.1 0.0 0.0 0.1 0.0 0.0 0.2 0.4 0.5 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.1 0.2 0.3 1.8 5.4 0.5 0.2 0.4 0.2 0.6 0.2 0.3 0.4 0.8 0.7 0.5 0.6 0.6 1.1 0.5 0.7 1.2 0.8 1.2 1.9 2.5 0.5 0.7 1.0 0.4 0.5 1.0 2.4 2.9 0.4 0.3 0.6 0.6 0.6 0.3 0.3 0.5 1.0 2.1 211 239 342 105 193 127 231 81 31 26 144 204 20 5 19 55 49 122 96 38 21 5 4 21 15 15 42 35 2 2 3 6 5 65 50 3 14 19 18 16 38 0.7 1.0 0.9 0.4 0.5 0.8 1.1 0.6 1.1 0.9 0.8 1.0 0.3 0.5 0.4 0.5 0.3 0.3 0.5 0.4 0.5 0.7 0.9 0.2 0.4 0.6 0.3 0.3 0.5 1.0 1.3 0.1 0.1 0.2 0.4 0.3 0.1 0.1 0.2 0.5 1.0 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Table 1 Significant Drill Results Reported in Year Ending June 30 2023 (Cont’d). Hole ID Coordinates North East LCP0007 6815711 334575 RL 870 120 -69 Azim. Dip Hole Depth Intersection Interval Copper Gold Silver Molybdenum Cu Eq LCP0008 6815473 334488 879 291 -59 LCP0009 6815560 334598 LCP0011 6815560 334598 875 918 290 45 -57 -60 LCP0012 6815473 334493 LCP0013 6814886 334488 LCP0014 6814436 334770 LCP0015 6814137 334484 VAP0004 6823539 342823 VAP0007 6823597 342870 VAP0009 6823438 342909 VAP0011 6823456 342931 VALMET-002 6823435 342914 918 918 918 931 946 942 947 947 952 45 45 45 255 90 90 90 90 90 -60 -60 -60 -60 -60 -75 -60 -60 -60 VAP0014 6823505 342957 927 285.91 -56.72 VAP0015 6823551 342932 910 104.81 -59.98 300 Incl Or Incl 300 Incl 192 257 Incl & incl 264 132 300 300 260 48 200 150 70.3 or Including 150 150 VAP0016 6823431 342920 945 130.31 -57.27 80 VAP0017 6823545 342836 947 270.2 -59.84 220 VAP0027 6823595 342875 VAP0029 6823463 342933 934 943 28 265 -67 -64 SAP0042 6819270 342486 1204 89.42 -80.06 SAP0044 6818761 342437.9 1208.18 239.59 -59.88 SAP0047 6818793 342448 1213 199.65 -75.04 SAP0048 6818509 342288 1233 329.3 -58.77 100 100 150 170 Including 200 100 Including From To 108 108 108 12 12 30 6 10 18 30 288 120 114 266 46 114 40 12 22 70 226 238 0 204 288 163 96 208 298 170 46 27 46 4 27 25 29 46 68 0 24 28 41 45 48 35 48 9 37 37 32 48 70 4 27 30 43 47 179 179 189 184 181 191 196 198 46 10 23 95 100 147 146 11 12 49 16 25 97 104 150 151 18 14 (m) 180 12 6 254 34 84 34 2 4 40 12 96 4 10 7 2 8 2 5 10 12 3 2 2 4 3 2 2 2 5 2 2 2 3 6 2 2 4 3 5 7 2 (% Cu) (g/t Au) (ppm Ag) (ppm Mo) (% Cu Eq) 0.1 0.2 0.3 0.1 0.2 0.1 0.2 0.5 0.4 0.1 0.2 0.1 0.3 0.3 1.9 1.4 5.7 1.8 0.5 5.3 4.5 11.8 0.9 1.5 0.7 1.4 1.2 0.7 1.9 1.5 3.2 0.9 1.0 1.3 1.3 1.1 0.8 1.7 1.2 1.0 1.5 3.9 0.0 0.0 0.1 0.0 0.0 0.0 0.0 0.1 0.2 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.1 0.0 0.0 0.0 0.0 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.1 0.0 0.1 0.2 0.4 0.5 0.8 0.3 0.8 0.3 0.4 1.4 0.4 0.6 0.4 0.4 0.6 2.2 10.8 6.1 24.1 10.7 0.3 19.7 16.5 52.6 5.6 9.3 3.3 8.2 0.4 0.3 6.7 7.8 16.4 3.7 4.2 3.0 0.3 0.8 2.5 3.9 4.1 2.4 4.8 12.9 3 1 2 13 16 37 64 57 183 45 2 13 1 10 2.8 3.5 1.9 1.0 2.4 2.2 2.2 4.2 0.5 2.0 1.3 0.7 5.0 3.0 1.0 0.8 1.0 0.8 1.0 1 1 1 4.8 0.5 0.3 1.4 3.1 7.5 0.1 0.2 0.3 0.1 0.2 0.1 0.3 0.5 0.5 0.1 0.2 0.1 0.3 0.3 2.0 1.5 5.9 1.9 0.5 5.4 4.6 12.1 1.0 1.5 0.8 1.5 1.2 0.7 2.0 1.5 3.3 0.9 1.0 1.4 1.3 1.1 0.9 1.7 1.2 1.0 1.6 4.0 19 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Table 1 Significant Drill Results Reported in Year Ending June 30 2023 (Cont’d). Coordinates Intersection Interval Copper Gold Silver Molybdenum Cu Eq Hole ID Azim. Dip Hole Depth North East RL From To (m) (% Cu) (g/t Au) (ppm Ag) (ppm Mo) (% Cu Eq) SAP0049 6818601 342317 1235 14.85 -59.57 120 85 88 SAPMET-001 6818913 342555 1178 329.66 -59.85 165.2 149 150 SAPMET-002 6818824.3 342424.2 1210.6 254.9 -60.17 130 SAPMET-003 6818628 342432 1192 320.72 -61.05 200 SAP0053 6818402 342314 1267 347.14 -59.85 SAP0054 6818545 342409 1217 239.37 -59.92 SZP0002 6807370 334541 1264 280 -60 Including 200 162 486 SZP0003 333923 6807048 1296 119 -60 420 Including SZP0004 334193 6806731 1324 110 61 498 54 74 133 140 175 115 12 37 80 0 24 0 60 95 146 142 177 119 14 40 83 38 38 30 178 184 3 1 6 21 13 2 2 4 2 3 3 38 14 30 6 1.3 0.8 1.3 1.6 1.3 3.5 2.0 1.4 0.7 0.0 0.1 0.0 0.0 0.0 0.1 0.0 0.1 0.0 0.0 0.0 0.1 0.0 0.2 0.1 0.0 0.0 0.0 0.0 0.0 0.0 3.3 0.6 3.9 3.2 3.2 7.6 3.4 6.4 4.1 5.5 6.3 2.9 4.9 4.5 2.5 2.0 2.8 1.0 1.7 2.2 1.0 0.7 18.0 0.8 10 7 20 9 69 37 1.3 0.8 1.3 1.6 1.3 3.7 2.0 1.6 0.8 0.1 0.1 0.0 0.0 0.1 0.1 For Productora and Cortadera significant intercepts are calculated above a nominal cut-off grade of 0.2% Cu. Where appropriate, significant intersections may contain up to 30m down-hole distance of internal dilution (less than 0.2% Cu). Significant intersections are separated where internal dilution is greater than 30m down-hole distance. The selection of 0.2% Cu for intersection cut-off grade is aligned with marginal economic cut-off grade for bulk tonnage polymetallic copper deposits of similar grade in Chile and elsewhere in the world. Down-hole significant intercept widths are estimated to be at or around true-widths of mineralisation. For San Antonio and Valentina significant intercepts are calculated above a nominal cut-off grade of 0.5% Cu, with a minimum estimated true thickness of 1.5m. These parameters are aligned with marginal economic cut-off grades for narrow, high-grade polymetallic copper deposits of similar grade in Chile and elsewhere in the world. Down- hole significant intersection widths are estimated to be at or around 70 per cent of true-widths of mineralisation. For Santiago Z, significant intersections are calculated above a nominal cut-off grade of 2.5ppm Ag, with a minimum estimated true thickness of 3m. These parameters are suitable for reporting of an early stage, polymetallic exploration project. Down-hole significant intersection widths are estimated to be at or around 70 per cent of true-widths of mineralisation. * Copper Equivalent (CuEq) reported for the drillhole intersections were calculated using the following formula: CuEq% = ((Cu% × Cu price 1% per tonne × Cu_recovery) + (Mo ppm × Mo price per g/t × Mo_recovery) + (Au ppm × Au price per g/t × Au_recovery) + (Ag ppm × Ag price per g/t × Ag_recovery)) / (Cu price 1% per tonne × Cu_recovery). The Metal Prices applied in the calculation were: Cu=3.00 USD/lb, Au=1,700 USD/oz, Mo=14 USD/lb, and Ag=20 USD/oz. The entirety of the intersection is assumed as fresh. The recovery and copper equivalent formula for each deposit is: • Cortadera – Recoveries of 83% Cu, 56% Au, 83% Mo and 37% Ag. CuEq(%) = Cu(%) + 0.56 x Au(g/t) + 0.00046 x Mo(ppm) + 0.0043 x Ag(g/t). • Productora – Recoveries of 84% Cu, 47% Au, 47% Mo and 0% Ag (not reported). CuEq(%) = Cu(%) + 0.48 x Au(g/t) + 0.00026 x Mo(ppm). • San Antonio and Valentina – Recoveries of 88% Cu, 72% Au, 88% Mo and 69% Ag. CuEq(%) = Cu(%) + 0.68 x Au(g/t) + 0.00047 x Mo(ppm) + 0.0076 x Ag(g/t). • Santiago Z - assumes recoveries from the nearby Cortadera Porphyry deposit, as no metallurgical testwork has been completed at Santiago Z. 1,2,3,4 Drillholes previously reported only metallurgical samples (see ‘New High-Grade Results from Costa Fuego’ dated 19th July 2022. Subsequent entire drillhole analysis then completed. 20 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 Table 2 Details of All Drill Holes Completed at Costa Fuego in Year Ending June 30 2023. Coordinates (WGS84) Hole ID SAP0051 SAP0052 SAP0053 SAP0054 VAP0017 VAP0018 VAP0019 VAP0020 VAP0021 VAP0022 VAP0023 VAP0024 VAP0025 VAP0026 VAP0027 VAP0028 VAP0029 SZP0001 SZP0002 SZP0003 SZP0004 SZP0005 CRP0197 North 6818601 6818402 6818401 6818545 6823545 6823648 6823659 6823586 6823396 6823507 6823810 6823688 6823688 6823575 6823595 6823545 6823463 6807677 6807370 6807042 6806724 6806921 6814326 CORMET001 6814264 CRP0198D CRP0199 CRP0200D CRP0201D CRP0202D CRP0203 LCD0001 LCD0006 LCP0002D LCP0003D LCP0004 LCP0005 6814527 6815957 6814269 6814347 6814249 6814233 6815718 6815681 6815785 6815568 6815833 6815719 East 342317 342314 342319 342409 342836 342873 342944 342819 342907 342967 342890 342823 342822 342879 342875 342892 342933 334429 334541 333930 334193 334515 334829 334738 334871 334838 334737 335033 334834 334954 334574 334536 334571 334596 334609 334563 RL 1235 1265 1265 1217 955 947 893 940 950 932 886 942 942 933 934 925 943 1212 1264 1295 1317 1317 952 970 957 911 979 958 965 978 867 867 865 871 864 868 Hole Depth Azimuth Dip Prospect 100 200 150 162 220 40 162 266 150 150 175 200 156 100 100 43 100 358 486 420 438 384 300 611 553 318 625 583 534 192 142 167 300 406 300 300 241 301 347 239 105 88 271 90 50 231 235 89 120 36 28 24 265 229 280 119 110 292 97 -60 156 68 61 272 269 34 61 135 159 92 89 229 -75 -60 -60 -60 -60 -69 -57 -63 -70 -60 -60 -60 -57 -70 -67 -66 -64 -60 -60 -60 -61 -80 -72 -74 -74 -57 -75 -57 -84 -86 -57 -60 -69 -76 -60 -64 San Antonio San Antonio San Antonio San Antonio Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Valentina Santiago Z Santiago Z Santiago Z Santiago Z Santiago Z Cortadera Cuerpo 1 Cuerpo 1 Cortadera North Cuerpo 1 Cuerpo 1 Cuerpo 1 Cuerpo 1 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 21 HOT CHILI Annual Report 2023 2 Review of Operations (Cont’d) Table 2 Details of All Drill Holes Completed at Costa Fuego in Year Ending June 30 2023 (Cont’d). Hole ID LCP0007 LCP0008 LCP0009 LCP0010 LCP0011 LCP0012 LCP0013 LCP0014 LCP0015 LCP0016 Coordinates (WGS84) North 6815717 6815477 6815570 6815721 6815560 6815472 6814883 6814436 6814137 6814548 East 334572 334488 334591 334571 334598 334499 334496 334765 334484 334491 RL 867 872 871 870 875 875 890 931 918 904 Hole Depth Azimuth Dip Prospect 300 300 192 156 257 264 300 300 300 300 120 291 291 270 130 125 240 255 45 90 -69 -59 -57 -57 -57 -56 -60 -60 -60 -60 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 Cuerpo 4 Las Canas Target 2 Las Canas Target 3 Las Canas Target 3 Las Canas Target 3 22 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 3 Qualifying Statements The Mineral Resource summary for the Costa Fuego Project is presented in Table 3. Mineral Resource Statement Table 3 Costa Fuego Combined Mineral Resource (Effective Date 31st March 2022). Costa Fuego Open Pit Resource Grade Contained Metal Classification (+0.21% CuEq7) Indicated M+I Total Inferred Tonnes CuEq7 Cu Au Ag Mo Copper Eq Copper Gold Silver Molybdenum (Mt) 576 576 147 (%) (%) (g/t) (g/t) (ppm) (tonnes) (tonnes) (ounces) (ounces) (tonnes) 0.46 0.37 0.10 0.37 0.46 0.37 0.10 0.37 0.35 0.30 0.05 0.23 91 91 68 2,658,000 2,145,000 1,929,000 6,808,000 52,200 2,658,000 2,145,000 1,929,000 6,808,000 52,200 520,000 436,000 220,000 1,062,000 10,000 Costa Fuego Underground Resource Grade Contained Metal Classification (+0.30% CuEq7) Indicated M+I Total Inferred Tonnes CuEq7 Cu Au Ag Mo Copper Eq Copper Gold Silver Molybdenum (Mt) 148 148 56 (%) (%) (g/t) (g/t) (ppm) (tonnes) (tonnes) (ounces) (ounces) (tonnes) 0.51 0.39 0.12 0.78 102 750,000 578,000 559,000 3,702,000 15,000 0.51 0.39 0.12 0.78 102 750,000 578,000 559,000 3,702,000 15,000 0.38 0.30 0.08 0.54 61 211,000 170,000 139,000 971,000 3,400 Costa Fuego Total Resource Grade Contained Metal Classification Indicated M+I Total Inferred Tonnes CuEq7 Cu Au Ag Mo Copper Eq Copper Gold Silver Molybdenum (Mt) 725 725 202 (%) (%) (g/t) (g/t) (ppm) (tonnes) (tonnes) (ounces) (ounces) (tonnes) 0.47 0.38 0.11 0.45 0.47 0.38 0.11 0.45 0.36 0.30 0.06 0.31 93 93 66 3,408,000 2,755,000 2,564,000 10,489,000 67,400 3,408,000 2,755,000 2,564,000 10,489,000 67,400 731,000 605,000 359,000 2,032,000 13,400 1 Mineral Resources are reported on a 100% Basis - combining Mineral Resource estimates for the Cortadera, Productora and San Antonio deposits. All figures are rounded, reported to appropriate significant figures, and reported in accordance with the Joint Ore Reserves Committee Code (2012) and CIM Definition Standards (2014) and were estimated in accordance with the CIM 2019 Best Practices Guidelines, as required by NI43-101. 2 The Productora deposit is 100% owned by Chilean incorporated company Sociedad Minera El Aguila SpA (SMEA). SMEA is a joint venture (JV) company – 80% owned by Sociedad Minera El Corazón SpA (a 100% subsidiary of Hot Chili Limited), and 20% owned by CMP Productora (a 100% subsidiary of Compañía Minera del Pacífico S.A (CMP)). 3 The Cortadera deposit is controlled by a Chilean incorporated company Sociedad Minera La Frontera SpA (Frontera). Frontera is a subsidiary company – 100% owned by Sociedad Minera El Corazón SpA, which is a 100% subsidiary of Hot Chili Limited. 4 The San Antonio deposit is controlled through Frontera (100% owned by Sociedad Minera El Corazón SpA, which is a 100% subsidiary of Hot Chili Limited) and has an Option Agreement with a private party to earn a 90% interest. 5 The Mineral Resource estimates in the tables above form coherent bodies of mineralisation that are considered amenable to a combination of open pit and underground extraction methods based on the following parameters: Base Case Metal Prices: copper US$ 3.00/lb, gold US$ 1,700/oz, molybdenum US$ 14/lb, and silver US$20/oz. 6 Metallurgical recovery averages for each deposit consider Indicated + Inferred material and are weighted to combine sulphide flotation and oxide leaching performance. Process recoveries: Cortadera and San Antonio – Weighted recoveries of 82% Cu, 55% Au, 82% Mo and 37% Ag. CuEq(%) = Cu(%) + 0.56 x Au(g/t) + 0.00046 x Mo(ppm) + 0.0043 x Ag(g/t). Productora – Weighted recoveries of 84% Cu, 47% Au, 47% Mo and 0% Ag (not reported). CuEq(%) = Cu(%) + 0.46 x Au(g/t) + 0.00026 x Mo(ppm). Costa Fuego – Recoveries of 83% Cu, 53% Au, 69% Mo and 23% Ag. CuEq(%) = Cu(%) + 0.52 x Au(g/t) + 0.00039 x Mo(ppm) + 0.0027 x Ag(g/t). 7 Resource Copper Equivalent (CuEq) grades are calculated based on the formula: CuEq% = ((Cu% × Cu price 1% per tonne × Cu_recovery) + (Mo ppm × Mo price per g/t × Mo_recovery)+(Au ppm × Au price per g/t × Au_recovery)+ (Ag ppm × Ag price per g/t × Ag_recovery)) /(Cu price 1% per tonne × Cu recovery). The base case cut-off grade for mineral resources considered amenable to open pit extraction methods at the Cortadera, Productora and San Antonio deposits is 0.21% CuEq while the cut-off grade for mineral resources considered amenable to underground extraction methods at the Cortadera deposit is 0.3% CuEq. 8 Mineral resources are not mineral reserves and do not have demonstrated economic viability. These Mineral Resource estimates include inferred mineral resources that are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorised as mineral reserves. It is reasonably expected that the majority of Inferred mineral resources could be upgraded to measured or indicated mineral resources with continued exploration. Mineral Reserve Statement There were material changes to the Productora Project Ore Reserve between 1st July 2022 and 30th June 2023. The previous Ore Reserve estimate was released to the public on the 2nd March 2016 and included material from Alice and Productora deposits. Hot Chili released a Preliminary Economic Assessment in June 2023, which superseded the existing 2016 Productora Pre-Feasibility Study; Hot Chili no longer has Reserves at Productora. 23 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 3 Qualifying Statements (Cont’d) Resource Estimates and Exploration Results Compliance Statement Technical Information Certain scientific, technical and economic information contained in this Annual Report is derived from the PEA. For readers to fully understand such information, they should read the PEA technical report prepared in accordance with NI 43-101 (available on www. sedarplus.ca or at www.hotchili.net.au) in its entirety, including all qualifications, assumptions, limitations and exclusions that relate to the information set out in this report. The PEA is intended to be read as a whole, and sections should not be read or relied upon out of context. The technical information in this Annual Report is subject to the assumptions and qualifications contained in the PEA. The scientific and technical information in this Annual Report, other than such information derived from the PEA, has been reviewed and approved by Mr Christian Easterday, MAIG, Hot Chili’s Managing Director and Chief Executive Officer, and a qualified person within the meaning of NI 43-101. The references to mineral resource estimates in this Annual Report been extracted from the estimate of mineral resources contained in the Company’s announcement to ASX dated 31 March 2022 “Hot Chili Delivers Next Level of Growth”, a copy of which is available on the Company’s website at www.hotchili. net.au/investors/asx-announcements/. The Company confirms that it is not aware of any new information or data that materially affects the information included in this report about the Company’s mineral resources and that all material assumptions and technical parameters underpinning the mineral resource estimates continue to apply and have not materially changed. The references to exploration results in this Annual Report have been extracted from the Company’s announcements to ASX dated 4 April 2023, “New Drill Results Boost Cortadera’s Copper-Gold Growth Potential”, 23 February 2023, “Hot Chili Confirms Fourth Porphyry at Cortadera”, 28 November 2022 “Hot Chili Executes Option to Secure Major Extension to Cortadera” , 31 October 2022, “New Results Boost Growth for Costa Fuego” and 19 July 2022 “New High Grade Drill Results at Costa Fuego”, copies of which are available on the Company’s website at www.hotchili. net.au/investors/asx-announcements/. The Company confirms that it is not aware of any new information or data that materially affects the information included in this report about the Company’s exploration results. 24 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 25 3 Qualifying Statements (Cont’d) Forward Looking Statements This Annual Report is provided on the basis that neither the Company nor its representatives make any warranty (express or implied) as to the accuracy, reliability, relevance or completeness of the material contained in this report and nothing contained in this report is, or may be relied upon as a promise, representation or warranty, whether as to the past or the future. The Company hereby excludes all warranties that can be excluded by law. This report contains material which is predictive in nature and may be affected by inaccurate assumptions or by known and unknown risks and uncertainties and may differ materially from results ultimately achieved. This report contains “forward-looking statements”. All statements other than those of historical facts included in the Announcement are forward-looking statements, including statements relatingto: estimates of Mineral Resources; exploration and development activities and the specifications, targets, results, analyses, interpretations, benefits, costs and timing of them; certain plans, strategies, aspirations and objectives of management; and completion of and anticipated dates for certain results, studies and reports. Forward-looking statements are frequently characterized by words such as “expand”, “demonstrate”, “continue” “potential”, “prospective”, “priority”, “anticipate”, “expect”, “impact”, “intersect”, “discover”, and variations of these words as well as other similar words or statements that certain events or conditions “could”, “may”, “will” or “would” occur. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Such risks include, but are not limited to, the actual results of current and planned exploration activities; the potential to expand the MREs beyond their current limits, to upgrade inferred to indicated MREs, and to convert unclassified material within the MRE-limiting pit to mineral resources; the ability to further improve confidence in the MREs and the potential for, and timing of, a larger, updated MRE; the timing and conclusions of future economic evaluations; changes in project parameters as plans to continue to be refined; copper, gold and other metals price volatility; currency fluctuations and general economic conditions; increased production costs and variances in recovery rates from those assumed in mining plans; the speculative nature of exploration and project development, including the risks of obtaining necessary licences and permits and diminishing quantities or grades of resources; as well as political and operational risks and governmental regulation and judicial outcomes.The Company cautions that the foregoing list of important factors is not exhaustive. Investors and others who base their decisions on forward-looking statements should carefully consider the above factors as well as the uncertainties they represent and the risk they entail and are cautioned not to place undue reliance on forward-looking statements. The Company believes that the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this report should not be unduly relied upon. These statements speak only as of the date of this report. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company does not undertake any obligation to release publicly any revisions to any “forward-looking statement” to reflect events or circumstances after the date of this report, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws. All persons should consider seeking appropriate professional advice in reviewing this report and all other information with respect to the Company and evaluating the business, financial performance and operations of the Company. Neither the provision of this report nor any information contained in this report or subsequently communicated to any person in connection with this report is, or should be taken as, constituting the giving of investment advice to any person. 26 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Note to US Investors Non IFRS Financial Performance Measures “Total Cash Cost”, “All-in Sustaining Cost”, “All- in cost LOM”, “C1”, and “Free Cashflow” are not performance measures reported in accordance with International Financial Reporting Standards (“IFRS”). These performance measures are included because these statistics are key performance measures that management uses to monitor performance. Management uses these statistics to assess how the Costa Fuego Project compares against its peer projects and to assess the overall effectiveness and efficiency of the contemplated mining operations. These performance measures do not have a meaning within IFRS and, therefore, amounts presented may not be comparable to similar data presented by other mining companies. These performance measures should not be considered in isolation as a substitute for measures of performance in accordance with IFRS. This report has been prepared in accordance with the requirements of the securities laws in effect in Canada and Australia, which differ from the requirements of United States securities laws. The terms “mineral resource”, “indicated mineral resource” and “inferred mineral resource” are defined, in and are required to be disclosed by, NI 43-101 and JORC; however, these terms are not defined terms under the US Securities and Exchange Commission’s (SEC) S-K 1300 and are normally not permitted to be used in reports and registration statements filed with the SEC. Investors are cautioned not to assume that all or any part of an “indicated mineral resource” or “inferred mineral resource” will ever be upgraded to a higher category or converted into mineral reserves in accordance with S-K 1300. “Inferred mineral resources” have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies, except in rare cases. Investors are cautioned not to assume that all or any part of an inferred mineral resource exists or is economically or legally mineable. Disclosure of “contained ounces” or “contained tonnes” in a mineral resource is permitted disclosure under Canadian and Australian regulations; however, the SEC normally only permits issuers to report mineralization that does not constitute “reserves” by SEC S-K 1300 standards as in place tonnage and grade without reference to unit measures. Accordingly, information contained in this Report contain descriptions of the Company’s mineral deposits that may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder. HOT CHILI Annual Report 2023 27 HOT CHILI Annual Report 2023 4 Corporate Activities The Company is pleased to have attracted a strategic investment by Osisko Gold Royalties, and welcomed Mr Stephen Quin as Independent Non-Executive Director. Appointment of New Canadian Director Following the resignation of two of Hot Chili’s long standing director’s in November 2022, the Company was pleased to announce the appointment of Canadian Director Mr Stephen Quin as independent non-executive director. Mr Quin is a graduate of the Royal School of Mines, London, with a BSc (Honours) in Mining Geology and has 41 years of experience in all stages of the mining industry, from exploration to mine development, operations and closure. Mr Quin has also assumed the roles of Chair of the Audit and Risk Committee, Chair of the ESG and Nomination Committee and member of the Remuneration Committee. Unmarketable Parcel Share Sale Facility During the last quarter of 2023, the Company established a share sale facility (Facility) for shareholders who held fully paid shares on the Australian register of the Company (Shares) valued at less than A$500 (Unmarketable Parcel). This enabled shareholders to sell their Unmarketable Parcel without having to act through a broker or pay brokers fees. The facility, whilst benefiting small shareholders, also benefits the company who reduce the administrative costs associated with maintaining a larger number of shareholdings on the Company’s registry. This was also the final step associated with the consolidation of the company’s shares that was undertaken prior to the TSXV listing in January 2022. US$15 Million Investment Agreement with Osisko Gold Royalties On 28 June 2023, the Company was pleased to announce the execution of a binding US$15 million Investment Agreement with Osisko Gold Royalties Ltd (“Osisko”) for a 1.0% Net Smelter Return (NSR) royalty on copper and a 3% NSR royalty on gold (the “Osisko NSR”) (the “Investment”) across the Company’s Costa Fuego Copper-Gold Project (“the Project”). Completion of the Investment and receipt of the US$15 million (“Royalty Consideration”), which was subject to satisfaction of customary conditions, was announced 26th July 2023 (see page 33 of this report Subsequent events). The Investment Agreement provides strong endorsement of the Project from a leading North American royalty-streaming group. It provides a clear “look-through” value given the Osisko NSR is equivalent to a 1.12% CuEq1 NSR royalty across payable metals for US$15 million and Hot Chili’s market capitalisation at the time of announcing the royalty was US$80 million. The Royalty Consideration will be applied to advancing the Costa Fuego Pre-Feasibility Studies (PFS), resource growth drilling activities and general advancement of the project. The Investment Agreement between Hot Chili Limited, its Chilean subsidiaries holding title to the properties comprising the Costa Fuego Project (each a Seller), and Osisko, provides for the purchase by Osisko from each Seller of a net smelter return royalty with respect to a share of the copper and gold production from the Project. The Royalty will be payable monthly based on net smelter return revenues generated by the Project. Deductions applicable against the royalty payments are typical of those in a net smelter return calculation but exclude taxes and government royalties. A Buy-back clause in the event of a Change of Control Event occurring prior to the 4th anniversary of Closing, states the Seller shall be entitled to reduce the Royalty percentage such that the resulting royalty rate applicable on payable copper becomes 0.5% and the royalty rate applicable on payable gold becomes 2.5% in exchange for a payment to Osisko in an amount as follows: i. 130% of the Royalty Consideration if exercised prior to the 2nd anniversary of Closing; ii. 140% of the Royalty Consideration if exercised between the 2nd and 3rd anniversary of Closing; and iii. 150% of the Royalty Consideration if exercised between the 3rd and 4th anniversary of Closing. Osisko to have a Right of First Offer (ROFO) with respect to the sale of any future royalty, stream, or similar interests by Hot Chili. The Royalty is secured against all property, assets, undertaking and rights of each Seller, including the Project. 28 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 Our Role in the Community A Plan for ESG The Company has developed a strong connection to the community over the last decade of project advancement. Local community engagement has become embedded into the pathway we travel to build our project so that the people most affected are on the journey with us. We hold regular public meetings to maintain our engagement and wherever possible, we recruit locally so that these substantial employment opportunities and flow-on benefits are captured nearby. The company also supports the community by: . Procuring local goods and services to support the . Providing support to communities in the vicinity of region’s businesses, our projects in times of need (floods, snow, water shortage), . Continue our programme of public meetings with Supporting two orphanages in Freirina and Vallenar, including additional funding in Vallenar to provide for children with disabilities. The Company has recently partnered with a local sociological and psychological health institution (associated with University of Chile) to provide counselling support services in the region. The community response to this endeavour has been inspiring, confirming the value of this approach in improving mental-health outcomes. Accordingly, the company will expand this programme in the coming year. The Company’s ESG Framework is continuing to develop, having established our roadmap to a Sustainability Report which will be published in the second half of 2024. This will precede the key milestones of the submission of the Costa Fuego Environmental Impact Assessment and the publication of the project’s Pre-feasibility Study. To support the sustainability the Company: . Has formed an ESG Board Committee chaired by Stephen Quin to ensure compliance with best practice, . Is in the process of finalising the company’s ESG . Will partner with specialists Digbee ESG, to publish policy, and and benchmark the company’s ESG credentials using their ESG ratings platform, which has been developed specifically to meet the needs of the mining industry. Local community engagement has become embedded into the pathway we travel. HOT CHILI Annual Report 2023 29 A new copper supplier is coming 30 HOT CHILI Annual Report 2023 HOT CHILI Annual Report 2023 5 Directors’ Report The Directors have pleasure in presenting their report, together with the financial statements, for Hot Chili Limited (the “Company”) and its controlled entities (together referred to as the “consolidated entity” or the “Group”) for the year ended 30 June 2023 and the auditor’s report thereon. Directors The names of the Directors of Hot Chili Limited during the financial year and to the date of this report are: Dr Nicole Adshead-Bell Independent Non-Executive Chairman Christian E Easterday Managing Director Roberto de Andraca Adriasola Non-Executive Director Mark Jamieson Non-Executive Director Stephen Quin Independent Non-Executive Director (appointed 5 May 2023) George R Nickson Independent Non-Executive Director (retired 29 November 2022) Dr Allan Trench Independent Non-Executive Director (resigned 30 November 2022) Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. Directors’ Information Dr Nicole Adshead-Bell Independent Non-Executive Chairman Dr Nicole Adshead-Bell is a geologist with a deep understanding of the mining industry from over 27 years bridging the gap between the technical, corporate (executive and non-executive director), institutional investor and investment banking segments of the business – within an ESG framework. Dr Adshead-Bell resides in Canada and is currently a non- executive director of Altius Minerals Corp. (TSX), Dundee Precious Metals Corp. (TSX) and Matador Mining Ltd (ASX). Her career includes Managing Director and CEO of ASX-listed Brazilian gold producer Beadell Resources Ltd (prior to its acquisition by a Canadian mining company; Director of Mining Research at Sun Valley Gold LLC (SEC registered precious metals focused fund); Managing Director, Investment Banking, Haywood Securities Inc. (Canadian independent investment dealer) and Mining Analyst covering copper, zinc and uranium commodities and companies at Dundee Securities Corp. (former Canadian independent investment dealer). While at Haywood she was involved in approximately 20 public transactions including streaming, mergers, acquisitions and divestures and raising approximately C$1.8 billion in equity/ convertible debenture financings. More recently she established Cupel Advisory Corp. to focus on investments and advisory services in the mining sector. Over the past 10 years Nicole has held directorships with several public companies including First Majestic Silver Corp. (TSX/NYSE), Pretium Resources Inc. (TSX/NYSE, acquired by Newcrest in 2022), Dalradian Resources Inc. (TSXV, acquired by Orion Mine Finance in 2018) and Bravo Mining Corp (TSXV). Dr Adshead-Bell has a PhD in structural/economic geology from James Cook University, Townsville, Australia where she also completed her geology undergraduate and honours degrees. Christian Ervin Easterday Managing Director Mr Easterday is a geologist with over 20 years’ experience in the mineral exploration and mining industry and is a founding director of Hot Chili, having led the Company since its public listing in 2010. He holds an Honours Degree in Geology from the University of Western Australia, a Masters degree in Mineral Economics from Curtin University of Technology and a Masters Degree in Business Administration from Curtin’s Graduate School of Business. Mr Easterday held several senior positions and exploration management roles with top- tier gold companies including Placer Dome, Hill 50 Gold and Harmony Gold, specialising in structural geology, resource development and mineral economic valuation. Mr Easterday has extensive experience in various aspects of project negotiation drawing together his commercial, financial and project valuation skills. This work has involved negotiations and valuations covering gold, copper, uranium, iron ore, nickel, and tantalum resource projects in Australia and internationally. Mr Easterday is a Member of The Australian Institute of Geoscientists. Mr Easterday has not held any directorships in any public listed company in Australia in the last three years. Roberto de Andraca Adriasola Non-Executive Director Mr de Andraca Adriasola is an executive with 25 years’ experience in the financial and mining business. He is currently a Director of CAP S.A – one of the largest iron ore producers and the largest steel maker in Chile. He also oversaw the construction of the first desalination plant dedicated 100% to producing water for mining companies in the north of Chile. Mr de Andraca Adriasola has international finance experience with Chase Manhattan Bank, ABN Amro and Citigroup, working both in Chile and in New York. He holds an MBA from the Adolfo Ibanez Business School of Chile. He is a director of Puerto Los Losas, a port in the Atacama Region of Chile. He was elected to the board of directors of CAP S.A. on 18 April 2017; prior to that date he held the position of Vice President of Business Development. Mr de Andraca Adriasola has not held any directorships in any public listed company in Australia in the last three years. 31 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) George Randall Nickson Independent Non-Executive Director (retired 29 November 2022) Mr Nickson has over 36 years of global experience in the mining industry, including 14 years based in Chile devoted to copper exploration. His career includes work across a range of base and precious metals, bulk commodities and energy. He holds an honours degree in Geological Engineering and a Masters degree in Business Administration. Mr Nickson is currently engaged as an independent consultant to the exploration sector, specializing in business development, commercial advisory and business evaluations. Prior to that he spent 16 years with BHP, where he worked in a variety of senior technical, exploration management and business development roles while based in Chile, Brazil and Australia. He is a member of the Australasian Institute of Mining & Metallurgy and the Prospectors and Developers Association of Canada. Mr Nickson has not held any directorships in any public listed company in Australia in the last three years. Dr Allan Trench Independent Non-Executive Director (resigned 30 November 2022) Dr Trench is a geologist/geophysicist and business management consultant with over 28 years experience across a broad range of commodities. His minerals sector experience spans strategy formulation, exploration, project development and mining operations. Dr Trench holds degrees in geology, a doctorate in geophysics, a Masters degree in Mineral Economics and a Masters degree in Business Administration. He currently acts or acted as independent director to Essential Metals Ltd (previously Pioneer Resources Ltd), commenced 5 September 2008, Enterprise Metals Ltd, commenced 3 April 2012 and Emmerson Resources Ltd, commenced 3 March 2015. Dr Trench has previously worked with McKinsey & Company as a management consultant, with Woodside Petroleum in strategy development and with WMC both as a geophysicist and exploration manager. He is an Associate Consultant with international metals and mining advisory firm CRU Group has contributed to the development of CRU’s uranium practice, having previously managed the CRU Group global copper research team. Dr Trench maintains academic links as a Professor at the University of Western Australia (UWA) Business School and also research professor at the Centre for Exploration Targeting, UWA. Mark Jamieson Non-Executive Director Mr Jamieson is currently General Manager Resource Engineering for Glencore’s global copper asset group leading technical support and governance in geology, mine engineering and asset optimisation for development projects, operations and joint ventures. Mr Jamieson brings 20+ years of technical and project experience in open pit and underground operations, including sub level and block cave mines with Newcrest, MMG and Barrick Gold across Australia, Africa, South East Asia and South America. Mr Jamieson holds a bachelor’s degree with honours in Geotechnical Engineering from RMIT University, and a Masters of Engineering Science in Mining Geomechanics from The University of New South Wales. Mr Jamieson has not held any directorships in any public listed company in Australia in the last three years. Stephen Quin Independent Non-Executive Director (appointed 5 May 2023) Mr Quin is a graduate of the Royal School of Mines, London, with a BSc (Honours) in Mining Geology and has 41 years’ experience in all stages of the mining industry, from exploration to mine development, operations and closure. He most recently spent a decade as President & CEO of gold explorer/developer Midas Gold Corp. and, prior to that, President of copper miner Capstone Mining Corp. and, prior to the merger with Capstone, was President & CEO of copper developer and operator Sherwood Copper Corp. Prior to Sherwood, Mr Quin was Executive Vice President of gold producer and explorer Miramar Mining Corp. and its copper exploration affiliate, Northern Orion Exploration. He started his career with what became Imperial Metals Corp. where he was a responsible for the advancement of their polymetallic copper-zinc project through a feasibility study and permitting. Mr Quin has a combination of technical, governance, and capital markets experience having led multiple studies on projects in the copper and gold sectors, ranging from preliminary economic assessments to feasibility studies, permitting, mine financing and development, operations and closure, and also has experience with base metals and platinum group metal projects. From a governance perspective, he has sat on and/or chaired numerous board committees, has led governance enhancing efforts at a number of companies and has been an advocate of prioritizing ESG since well before the acronym became popular. On a capital markets front, Mr Quin has been involved in over C$1 billion in financing and more than C$750 million in M&A for companies where he was CEO or a senior executive, and has extensive contacts on both the sell-side and buy-side of the market. Mr Quin is a non-executive director of Bravo Mining Corp. (TSXV:BRVO), Kutcho Copper Corp. (TSXV:KC) and West Vault Mining (TSXV:WVM), and is non-executive Chair of TGD Gold Corp. (TSXV:TDG). He also serves as technical advisor to a number of copper and gold explorers and developers. Mr Quin was on the board of Chalice Mining (ASX:CHN) until November 24, 2021. 32 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Corporate Information Hot Chili Limited is a Company limited by shares and is domiciled in Australia. Principal Activities The principal continuing activity of the consolidated entity is mineral exploration. Results of Operations The results of the consolidated entity after providing for income tax and non-controlling interest for the year ended 30 June 2023 was a loss of $5,225,065 (2022: $7,146,653). Dividends No dividends were paid or declared since the end of the previous year. The Directors do not recommend the payment of a dividend. Review of Operations Refer to Review of Operations Report in Section 2. Significant Changes in the State of Affairs There were no significant changes to the Company’s state of affairs during the year or subsequent to the end of the reporting period, other than what has been reported in other parts of this report. Matters Subsequent to the End of the Financial Year On 26 July 2023, the Group announced the receipt of the proceeds of US$15 million in exchange for the sale of a 1.0% Net Smelter Return (NSR) royalty on copper and a 3% NSR royalty on gold across the Company’s Costa Fuego Copper- Gold Project located 600 km north of Santiago in the coastal range of the Atacama Region, Chile. The proceeds were received from Osisko Gold Royalties Ltd under the investment agreement on closing date, 25 July 2023. On 31 July 2023, 1,900,008 performance rights lapsed due to vesting conditions not being met by that date. On 14 August 2023, the Company filed a National Instrument 43-101 Technical Report for its Costa Fuego Copper Gold project in Chile. The report titled “Costa Fuego Copper Project NI 43–101 Technical Report Preliminary Economic Assessment” and dated August 2023, with an effective date of 28 June 2023 (the “Technical Report”), was prepared pursuant to National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43- 101”). It is available for review on both SEDAR+ (www.sedarplus.ca) and the Company’s website (www.hotchili.net.au). The Technical Report supports the news release dated 28 June 2023 announcing the Costa Fuego Copper-Gold Project Preliminary Economic Assessment. On 22 August 2023, the Company issued 345,000 service rights and 345,000 performance rights which have the same terms and conditions as the service and performance rights granted and issued in May 2023 (see Notes 23(a)(i) and 23(b) (ii) for details of the service and performance rights granted and issued in May 2023). On 28 August 2023, the Company announced a binding letter of intent with Bastion Minerals Limited for the grant to Hot Chili of an option to acquire 100% of Bastion’s Cometa Project in Chile (“Cometa”), located near Hot Chili’s Costa Fuego Copper-Gold Project in the coastal range of the Atacama Region, Chile. Other than the above, the Directors are not aware of any matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial years. Likely Developments and Expected Results of Operations Further information on the likely developments in the operations of the consolidated entity and the expected results of operations have been included in the Review of Operations in Section 2. These include: . Continued derisking of the project, including advancing toward a commercial agreement to secure port access and services for the Costa Fuego Project. . Explore further regional consolidation opportunities . Present an updated mineral resource estimate to the adjacent to the Cortadera and Productora resources. market that includes results of exploration and resource definition drilling since the last update in March 2022. . Continue with the announced 30,00m drill program focusing on priority targets proximal to the current resource. . Investigate a single open pit scenario for Cortadera with an increased mine life, for comparison with the current PEA, which incorporates a block cave. The above planned milestones are planned to lead into the delivery of a Pre-Feasibility Study for the Costa Fuego hub in H2 2024 as well as the key delivery of the Environmental Impact Assessment in Q4 2024. Associated Risks and Opportunities The developments and roadmap summarised above are subject to the various risks inherent in the mining industry as well as external factors beyond the control of the projects stakeholders which can impact the project timeline, resulting in delays. Further discussion of these risks are listed on page 24 under the Forward Looking Statements. Material risks and opportunities to the near term future prospects and operations that are considered and managed by the board and management are noted here: . Access to capital . Costs and Capital management . Social license to operate . Integration of project management, permitting and people . Environment, climate and weather . Water, power, access, easements, surface rights, infrastructure, permitting Extensive disclosure on risks and opportunities associated with the project are outlined in the NI 43-101 Technical Report Preliminary Economic Assessment Effective Date 28 June released by the Company 14 August 2023. Corporate Governance Statement The Board is responsible for the overall corporate governance of the Company, and it recognises the need for the highest standards of ethical behaviour and accountability. It is committed to administering its corporate governance structures to promote integrity and responsible decision making. The Company’s corporate governance structures, policies and procedures are described in its Corporate Governance Statement which is available on the Company’s website at http://www.hotchili.net.au/about/corporate-governance- procedures-and-policies/ 33 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) Security Holding Interests of Directors At Reporting Date Ordinary Shares Options Over Ordinary Shares Service Rights Performance Rights Directors Direct Interest Indirect Direct Interest Interest Indirect Direct Interest Interest Indirect Direct Interest Interest Indirect Interest Dr Nicole S Adshead-Bell 30,000 203,453 Christian E Easterday 438,430 176,548 Roberto de Andraca Adriasola 130,000 Mark Jamieson Stephen Quin - - - - - - - - - - - - - - - - - 153,000 828,750 87,000 - 87,000 - - - - - - - - - 828,750 - - - Directors Benefits During or since the financial year ended 30 June 2023, no Director of the consolidated entity has received or become entitled to receive a benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors shown in the financial statements) by reason of a contract made by the consolidated entity with the Director or with a firm of which he is a member, or with a company in which he has a substantial financial interest. Company Secretary and Chief Financial Officer Ms Beattie is a Chartered Accountant with 20 years’ experience in corporate and financial services globally. She joined Hot Chili in November 2021. Indemnification and Insurance of Directors and Officers During the financial year, the consolidated entity maintained an insurance policy which indemnifies the directors and officers of Hot Chili Limited in respect of any liability incurred in connection with the performance of their duties as directors or officers of the consolidated entity. The consolidated entity’s insurers have prohibited disclosure of the amount of the premium payable and the level of indemnification under the insurance contract. Indemnification and Insurance of Auditor The consolidated entity has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Company or any related entity against a liability incurred by the auditor. During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company or related entity. Unissued Shares under Option and Performance Rights Vested There were 14,009,790 unissued ordinary shares under option as at the date of this report. The details of the options are as follows: Listed Options Expiry Date No. Shares Under Option Exercise Price 31 January 2024 10,900,000 C$2.50 Unlisted Options Expiry Date 30 September 2024 28 January 2025 No. Shares Under Option Exercise Price 1,850,001 1,259,789 $2.25 C$1.85 The holders of these options do not have the right, by virtue of the option, to participate in any share issue or interest issue of the Company or of any other body corporate or registered scheme. There were also 3,161,864 service rights and 2,834,864 performance rights at the date of this report, however, none of the vesting conditions of these performance rights have been met and therefore none of the performance rights are exercisable at the date of this report. Shares Issued on the Exercise of Options No listed options or unlisted options were exercised during or since the end of the financial year. Options and Rights Expired, Lapsed or Cancelled On 30 November 2022, 500,000 unlisted options exercisable at $5.00 each expired. No other listed or unlisted options expired during or since the end of the financial year. On 31 July 2023, 1,900,008 performance rights which were granted in previous financial years were cancelled as the vesting conditions of those performance rights were not met by 31 July 2023. No other service rights or performance rights expired during or since the end of the financial year. 34 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Directors’ Meetings The number of directors’ meetings attended by each of the Directors of the Company during the year were: Director Nicole Adshead-Bell Christian E Easterday Roberto de Andraca Adriasola Mark Jamieson Stephen Quin George Randall Nickson Dr Allan Trench Board Meetings Audit & Risk Committee Remuneration Committee Held1 Attended Held1 Attended Held1 Attended 6 6 6 6 2 2 2 6 6 5 6 2 2 2 3 - - - - 3 3 3 - - - - 2 3 2 - - - - 2 2 2 - - - - 2 2 1 Held indicates the number of meetings available for attendance by the director during the tenure of each director. Environmental Issues The consolidated entity’s exploration and mining operations are subject to environment regulation under the law of Chile. No bonds are necessary in respect of the consolidated entity’s tenement holdings. The Directors advise that during the year ended 30 June 2023 no claim has been made by any competent authority that any environmental issues, condition of license or notice of intent has been breached. The Directors have considered compliance with the National Greenhouse and Energy Reporting Act 2007 which requires entities to report annual greenhouse gas emissions and energy use. For the measurement period, 1 July 2022 to 30 June 2023, the Directors have assessed that there are no current reporting requirements but may be required to do so in the future. Occupational Health and Safety Health and safety actions are framed within the “Quality, Environment, Safety and Occupational Health Integrated Policy” that states that people´s health and safety is safeguarded within the different fields of our activity. Hot Chili Limited strictly follows the Chilean safety rules and communicates a set of key performance indicators to the Chilean Mining Safety Authority on a monthly basis. Health and safety activities follow an action plan aimed to prevent and control different forms of risk at Company operations. The plan covers specific areas such as the Compliance of Legal and Other Standards, Risk Assessment and Control, Occupational Health, Emergency Response, Training, Incidents - Corrective and Preventive Action, Management of Contractors and Suppliers, Audit and Management Review. Hot Chili Limited provides continuous training to enable employees to perform their work safely and efficiently. Training focuses on six areas where the risks are more evident according to the nature of our operations: Safe Driving, Drilling Platform Operations, Emergency Plans and Protection from Ultraviolet Radiation, Dust and Noise Emissions. In terms of safety performance, “Lost Time Incident Frequency Rate (LTIFR)”* is the main indicator we monitor to make sure our action plan remains effective and relevant. The LTIFR during the last 24 months (until 30 June 2023) is 18. *LTIFR = number of lost time injuries in accounting period *1,000,000 / total thousands of hours worked in accounting period. Auditor RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001. Non-Audit Services The Board of Directors is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external auditor’s independence for the following reasons: . all non-audit services are reviewed and approved by the directors prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and . the nature of the services provided does not compromise the general principles relating to auditor independence in accordance with APES 110 Code of Ethics for Professional Accountants (including Independence Standards) set by the Accounting Professional & Ethical Standards Board. Non-audit services that have been provided by the entity’s auditor, RSM Australia Partners, have been disclosed in Note 29. Officers of the Company Who are Former Partners of RSM Australia Partners There are no officers of the Company who are former partners of RSM Australia Partners. 35 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) Proceedings on Behalf of Company No person has applied for leave of Court to bring proceedings on behalf of the consolidated entity or intervene in any proceedings to which the consolidated entity is a party for the purpose of taking responsibility on behalf of the consolidated entity for all or any part of those proceedings. The consolidated entity was not a party to any such proceedings during the year. Rounding of amounts The consolidated entity is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued by the Australian Securities and Investments Commission. As such, the amounts contained in this report and in the financial report have been rounded to the nearest dollar in accordance with that Corporations Instrument, unless otherwise stated. Auditors Independence Declaration The Remuneration Committee is responsible for the process of determining and reviewing remuneration arrangements for directors and executives. In doing so, the Remuneration Committee is guided by the objectives and responsibilities as set out in the Remuneration Committee Charter, a copy of which is available on the Company’s website. 2. Use of Remuneration Consultants With this objective, the Remuneration Committee engaged Remsmart Consulting Services (Remsmart) (formerly BDO Reward WA Pty Ltd) in May 2022 to undertake a review of remuneration and develop a fit for purpose remuneration approach for the business. The review encompassed a benchmarking process to assist the Committee in assessing the position and competitiveness of the remuneration package of the Non-executives Directors and the Managing Director and then to extend this benchmarking process to all senior personnel so that the Committee and the Managing Director could assess the positioning and competitiveness of the executive and senior management. A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this Directors’ Report. Remsmart Consulting Services (formerly BDO Reward Pty Ltd) was paid a fee of A$46,750 during the year ended 30 June 2023 for this review. REMUNERATION REPORT (AUDITED) The remuneration report outlines the key management personnel arrangements for Hot Chili Limited and its subsidiaries (“Hot Chili” or the “Company”), in accordance with the requirements of the Corporations Act 2001 and its regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors (executive or otherwise). The information provided in this remuneration report has been audited. 1. Principles Used to Determine Amount and Nature of Remuneration The objective of the entity’s executive reward framework is to ensure that reward for performance is competitive and appropriate for the results delivered. The reward framework should align executive reward with the achievement of strategic objectives of the organisation and the creation of value for shareholders. It should provide the ability to attract, retain and motivate the best incumbents to perform at a high level. The Board ensures that executive reward satisfies the following key criteria for good reward governance practices: • competitiveness and reasonableness; • acceptability to shareholders; transparency; and • • capital management. 3. Senior Executives The Company has structured an executive remuneration framework that is market competitive and aligns the interest of shareholders with that of the participants in the Employee Incentive Plan: . Base pay; . Superannuation; . Benefits; . Short term incentives (STI); and . Long term incentives (LTI). The total of these comprise the executive’s total remuneration. Base Pay Base pay is the total cost of employment that is reflective of current markets conditions and has been benchmarked to peers. It should attract and retain high quality executives through market competitive and fair remuneration. The current base remuneration for key management personnel was last reviewed with effect from January 2023. Using the information compiled in the benchmarking report by Remsmart, the Company selected the minimum to target range for proficient personnel to set the base pay for executives and senior management. Superannuation Superannuation is paid to Australian-based employees at statutory rates. Canadian and Chilean based directors and employees are not paid superannuation. 36 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 3. Senior Executives (Cont’d) Long-Term Incentive Plan (LTIP) Benefits The Company provides coverage under the director and officer insurance policy and travel insurance policy for appropriate persons. Chile-based employees are paid mandatory and non-waivable employments benefits that encompass occupational injuries insurance, unemployment insurance and disability and survivors’ insurance. Short and Long-Term Incentives It is an underlying premise of the incentive plan that executives should not be unjustly enriched at the expense of the Company, but rather share in the value they create over a designated period. The plan should: technical personnel for the benefit of the Company; . Attract and retain a high standard of managerial and . Allow for reward where the Company achieves or exceeds . Align the interests of plan participants with shareholder . Provide reward for exceptional performance and not interests; and stated goals reward an executive for performing their “day” job. The workings of the plan allow for a short-term annual retention scheme and a long term incentive plan over a three year period. The Employee Incentive plan was approved at the Annual General Meeting held 30 November 2022. The terms of the performance rights were approved by the board prior to the General Meeting held 10 May 2023. Terms and conditions of the Service and performance rights issued to directors and the Managing Director were approved by shareholders at this same meeting. Should the rights vest, the vested rights can be exercised any time between vesting and the expiry date. Short-Term Incentives The aim of the short-term incentives is attraction and retention of key staff engaged in the Company’s business. . The retention award may be realised in rights. The terms of the rights granted under the plan shall be determined by the Board from time to time (subject to shareholder approval for any rights to be granted to non-executive directors and the managing director). The rights themselves do not carry the right to vote, the right to dividends or a return of capital or participation in the surplus assets of the Company on winding up. . The award provides recognition for continuity, loyalty and . From the Company’s perspective, the risk of losing commitment to the Company, key skills or even teams is reduced and it assists the Company in managing their salary overhead structure in a constrained manner. . The incumbent is required to be under the employ of the Company at the end of a period to qualify for the rights (subject to good leaver provisions) While the short-term plan should drive continuity, the long- term incentive plan should drive behaviour. The structure of the performance rights compromising the long-term incentive portion of the plan have been determined with the following objectives: long-term business objectives of the Company. . The deferred award is linked to the achievement of the . It is linked to both market and non-market objectives. . In determining the terms of the market-based performance rights, it is noted that Investors commonly value their portfolio on both absolute and relative total return. An absolute return measure reflects the level of performance that a shareholder requires from their leadership. A relative return reflects the market’s view of the leadership team’s performance as measured against an appropriate peer group. The Company’s peer group has been selected with the following criteria - relative to both the exchanges that it is listed on, relative to the stage and size of the Company, relative to the commodity and region of the Costa Fuego project - and is disclosed below. . The key non-market objective is the growth in resource of the Company, either by commercial means or exploration and development activity. . A further key non-financial measure but relevant to the well-being of employees and to the perception, reputation and development of the Company is a long-term safety performance measure. The long-term incentives are performance rights measured over a 3 year performance cycle. The current LTIP rights issued in the reporting period are subject to a 3 year performance period up to 10 May 2026. The rights are subject to the following vesting criteria before they vest: 1) An overall requirement of, subject to terms and conditions, continued employment at the Company. 2) 10% are assesses based on safety as measure by LTIFR and zero fatalities. These may vest in three tranches subject to performance under the conditions as measured at the end of each calendar year. 3) 25% of overall long terms incentives are based on Relative Shareholder Return. The assessment of the Relative Shareholder Return will be made at the end of each performance period with vesting to occur in the line with the table below: Percentile Ranking Compared to Peer Group Amount of Performance Rights to Vest < 50th Percentile Zero 50th to 75th percentile Pro-rata between 50% and 100% ≥ 75th Percentile 100% 37 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) REMUNERATION REPORT (AUDITED) (CONT’D) Each tranche (8.33% each period) will be measured for the periods ended 31 December 2023, 31 December 2024 and 31 December 2025 and the level of vesting will be determined at the end of each performance period. This results in no return to employees for an average performance, a scaled return for out-performance with the possibility of further vesting on the attainment of the stretch target. To achieve the incentive target for the relative shareholder return performance measure, the Company must outperform 49.9% of the peer group established by the board and to achieve the stretch must outperform 74.9% of the peer group. The representative peer group comprise the following: ASX AIC Mines (ASX: A!M) TSX/TSXV Arizona Sonoran Copper (TSX: ASCU) Blackstone Minerals (ASX: BSX) Entrée Resources Ltd. (TSX: ETG) Dreadnought Resources Ltd (ASX: DRE) Generation Mining Ltd (TSX: GENM) Eagle Mountain Mining Ltd (ASX: EM2) Laurion Mineral Exploration Inc. (TSXV: LME) KGL Resources Ltd (ASX: KGL) Latin Resources Ltd (ASX: LRS) Legend Mining Ltd (ASX: LEG) Orecorp Ltd (ASX: ORR) Los Andes Copper Ltd. (TSXV: LA) Marimaca Copper Corp. (TSX: MARI) Max Resource Corp. (TSXV: MAX) Nevada Copper Corp. (TSX: NCU) Rex Minerals Limited (ASX: RXM) Northern Dynasty Minerals (TSX: NDM) Titan Minerals Ltd (ASX: TTM) Northisle (TSX: NCX) Northwest Copper (TSX: NWST) Troilus Gold Corp (TSX: TLG) Trilogy Metals (TSX: TMQ) Tudor Gold Corp. (TSX: TUD) Western Copper and Gold Corporation (TSX: WRN) 4) A further 25% of overall long-term incentives are based on absolute share price performance over the same three year period. There is an incentive target and a stretch target. 50% of these rights can vest on the attainment of the incentive target (an increase in HCH VWAP to A$1.69, a 55% increase in share price at grant date) and 100% on attainment of the stretch target (increase in HCH VWAP to A$2.72). 5) 40% of the performance rights are based on an increase in mineral resources, with an incentive target and a stretch target (see table below). Performance Measure Level of Vesting Performance Period Notes Total Resource between 1.2 billion and 1.4 billion tonnes 50% plus straight line increases between 1.2 billion and 1.4 billion tonnes From date of grant to 31 December 2025 Total Resources greater than 1.4 billion tonnes 100% Mineral resource growth measured by Company reporting to the ASX global independently estimated JORC complaint mineral resources and reserves, for all Company projects reported at or above (a) 0.21% Cu equivalent or greater for open pit mineral resources and (b) 0.3% Cu equivalent or greater for underground mineral resources 38 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 4. Non-Executive Directors Shareholders approve the maximum aggregate remuneration for non-executive Directors. The aggregate non-executive directors’ remuneration was set at a maximum of A$600,000 at a general meeting of shareholders prior to the Company’s IPO in 2010. Fees paid to non-executive Directors are recommended by the Remuneration Committee and approved by the Board. The non-executive directors receive fixed fee remuneration consisting of a cash fee and statutory Superannuation contributions for Australian directors, and additional fees for committee roles. The fees reflect the demands made on, and the responsibilities of, the directors. As outlined in section 2 of the Remuneration Report “Use of Remuneration Consultants”, the Remuneration Committee received advice from an independent remuneration consultant. In this case, Remsmart provided the Remuneration Committee with a separate remuneration report assessing the fees of non-executive directors against a benchmark peer group to ensure that non-executive directors fees are appropriate and in line with the market. The report found that fees paid to non-executive directors and the on-executive chair were deficient given the directors experience, skill and expertise. It was recommended by the consultants that the Company provide non-performance based equity in lieu of the deficit in cash fees with the purpose of: . Ensuring a strong alignment between the board and the shareholder interests; and . Has the advantage of preservation of operational cashflow. Only the cash fees of the non-executive chair were revised upwards. The report also recommended additional fees as payment for committee roles. These are tabled below: Base Fees Chair Other non-executive directors 2023 (A$) 68,000 46,000 Committee (Audit & Risk, ESG and Nomination, Remuneration) Each Chair Each Committee Member 9,000 5,500 2022 (A$) 45,000 42,000 to 45,990 - - Approval for allocation of service rights to directors over three years was approved at a general meeting of shareholders held 10 May 2023. Details of service rights held by directors are detailed in Section 7.3 Director and Other KMP Interests in Service Rights. 39 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) REMUNERATION REPORT (AUDITED) (CONT’D) 5. Key Management Personnel The directors and other key management personnel (“KMP”) of the consolidated entity during or since the end of the financial year were: Non-Executive Directors Position Dr Nicole S Adshead-Bell Roberto de Andraca Adriasola Mark Jamieson Independent Non-Executive Chairman Non-Executive Director Non-Executive Director Stephen Quin (appointed 5 May 2023) Independent Non-Executive Director George R Nickson (retired 29 November 2022) Independent Non-Executive Director Dr Allan Trench (resigned 30 November 2022) Independent Non-Executive Director Executive Director Christian E Easterday Other KMP José Ignacio Silva Grant King Position Managing Director Position Country Manager and Chief Legal Counsel Chief Operating Officer John Hearne (resigned 9 December 2022) Executive Studies Manager Except as noted, the named persons held their current position for the whole of the financial year and since the end of the financial year. 40 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 6. Remuneration of Directors and Other KMP for the Reporting Period 2023 Short-Term Benefits Post-Employment Benefits Share-based Payments Salary and Fees Other Benefits Superannuation Service and Performance Rights1 $ $ $ $ Name Directors Dr Nicole S Adshead-Bell 59,333 Christian E Easterday 400,000 Roberto de Andraca Adriasola Mark Jamieson2 Stephen Quin3 George R Nickson4 Dr Allan Trench5 Other KMP José Ignacio Silva Grant King John Hearne6 45,993 - 11,583 19,163 17,500 553,572 294,334 275,000 121,988 - - - - - - - - - - 85,9946 691,322 85,994 - 42,000 - - - - 1,838 43,838 - 28,875 14,421 43,296 Total $ 76,381 427,208 55,687 - 21,277 19,163 19,338 17,048 (14,792) 9,694 - 9,694 - - 21,644 619,054 (88,322) (93,808) 27,672 (154,458) 206,012 210,067 250,075 666,154 Performance Related % 22.3 (3.5) 17.4 - 45.6 - - 3.5 (42.9) (44.7) 11.1 (23.2) Total 1,244,894 85,994 87,134 (132,814) 1,285,208 (10.3) 1 To date, no performance rights vesting conditions have been met and thus there have been no issues of shares to directors or KMP. The share-based payments values disclosed above are based on accounting estimates using valuation models for each class of service or performance rights as outlined in more detail in Note 23. 2 Mark Jamieson has elected to forego an entitlement to remuneration as a non-executive director on the basis that he is entitled to remuneration as an employee of Glencore Australia. 3 Appointed 5 May 2023. 4 Retired 29 November 2022. 5 Resigned 30 November 2022. 6 Resigned 9 December 2022. Mr Hearne was also given a redundancy payment of $85,994 upon resignation. 41 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) REMUNERATION REPORT (AUDITED) (CONT’D) 2022 Short-Term Benefits Post-Employment Benefits Share-based Payments Salary and Fees Other Benefits Superannuation Performance Rights1 Name $ $ $ $ Directors Dr Nicole S Adshead-Bell2 Murray E Black3 22,500 47,333 Christian E Easterday 400,000 Roberto de Andraca Adriasola Mark Jamieson4,5 George R Nickson Dr Allan Trench Other KMP José Ignacio Silva Grant King John Hearne 45,990 - 45,990 42,000 603,813 245,021 242,500 252,083 - - - - - - - - - - - Melanie Leighton6 62,500 125,000 802,104 125,000 - 4,733 40,000 - - - 4,200 48,933 - 24,250 25,208 6,250 55,708 Total $ 22,500 52,066 515,607 45,990 - 45,990 46,200 Performance Related % - - 14.7 - - - - - - 75,607 - - - - 75,607 728,353 10.4 86,429 86,429 235,115 (50,025) 331,450 353,179 512,406 143,725 357,948 1,340,760 26.1 24.5 45.9 (34.8) 26.7 Total 1,405,917 125,000 104,641 433,555 2,069,113 21.0 1 During the previous financial year, no performance rights vesting conditions have been met and thus there have been no issues of shares to directors or KMP. The share-based payments values disclosed above are based on accounting estimates using valuation models for each class of service or performance rights as outlined in more detail in Note 23. 2 Appointed 5 January 2022. 3 To date of retirement 1 March 2022. 4 Appointed 2 September 2021. 5 Mark Jamieson has elected to forego an entitlement to remuneration as a non-executive director on the basis that he is entitled to remuneration as an employee of Glencore Australia. 6 Resigned 1 October 2021. Ms Leighton was also given a redundancy payment of $125,000 on 30 September 2021 and expenses previously recognised as part of share-based payments in previous years and related to unvested performance rights was reversed upon her resignation. 42 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 7. Director and Other KMP Interests in the Shares, Options, Performance Rights and Convertible Notes of the Company 7.1 Director and Other KMP Interests in Shares The number of shares in the Company held during the financial year, and up to 30 June 2023, by each director and other KMP of Hot Chili Limited, including their personally related parties, is set out below. There were no shares granted as compensation during the year. As outlined above, the short-term incentive program aims to maintain employee retention, without the use of Company cash resources. Service rights are issued in three tranches to vest at the end of each calendar year should the employee remain in the Company’s employment. The long-term incentives (“LTI”) include long service leave and performance rights. These LTIs may be granted to eligible employees both to reward employees for performance in the realisation of strategic outcomes and long-term growth in shareholder wealth and to provide recognition for contribution. The terms of the performance rights seek to align employees and shareholder interests by: 1. Focusing on the creation of shareholder value and returns; 2. Focusing on the delivery of key strategic goals of the Company; 3. Attract employees with knowledge to support and develop the Company’s ongoing business and activities and; 4. Seeking to retain competent and experienced individuals in key roles. Balance at the Start of the Year No. Granted as Compensation No. Received on Exercise of Options No. Other Changes during the Year No. Balance at the End of the Year No. Directors Dr Nicole S Adshead-Bell Christian E Easterday Roberto de Andraca Adriasola Mark Jamieson Stephen Quin George R Nickson Dr Allan Trench Other KMP José Ignacio Silva Grant King John Hearne Total 78,453 579,684 130,000 - - - 18,025 806,162 151,045 11,572 2,000 164,617 970,779 - - - - - - - - - - - - - - - - - - - - - - - - - - 155,000 35,294 - - - - (18,025)1 172,269 - - (2,000)2 (2,000) 233,453 614,978 130,000 - - - - 978,431 151,045 11,572 - 162,617 170,269 1,141,048 1 Represents balance held by Dr Trench on his date of resignation on 30 November 2022. 2 Represents balance held by Mr Hearne on his date of resignation on 9 December 2022 following his redundancy. 43 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) REMUNERATION REPORT (AUDITED) (CONT’D) 7.2 Director and Other KMP Interests in Options Since the end of the previous financial year, no directors or other KMP held any options in the Company. 7.3 Director and Other KMP Interests in Service Rights Directors and other KMP holdings of service rights in the Company are as follows: Balance at the Start of the Year No. Granted as Compensation1 No. Rights Exercised / Expired No. Other Changes During the Year No. Balance at the End of the Year No. Directors Dr Nicole S Adshead-Bell Christian E Easterday Roberto de Andraca Adriasola Stephen Quin Other KMP José Ignacio Silva Grant King Total - - - - - - - - - 153,000 828,750 87,000 87,000 1,155,750 483,176 447,525 930,701 2,086,451 - - - - - - - - - - - - - - - - - - 153,000 828,750 87,000 87,000 1,155,750 483,176 447,525 930,701 2,086,451 1 Refer to Note 23(a) of the notes to the financial statements for details of the issue of service rights. The total fair value of service rights granted to KMP on 10 May 2023 amounted to $2,044,722. No service rights were vested and exercisable at the end of the financial year. 7.4 Director and Other KMP Interests in Performance Rights Directors and other KMP holdings of performance rights in the Company are as follows: Balance at the Start of the Year No. Granted as Compensation1 No. Rights Exercised / Expired No. Other Changes During the Year No. Balance at the End of the Year No. Directors Christian E Easterday Other KMP José Ignacio Silva Grant King John Hearne 400,002 400,002 300,000 300,000 300,000 900,000 828,750 828,750 483,176 447,525 - 930,701 Total 1,300,002 1,759,451 - - - - - - - - - - - (300,000)2 (300,000) 1,228,752 1,228,752 783,176 747,525 - 1,530,701 (300,000) 2,759,453 1 Refer to Note 23(b) of the notes to the financial statements for details of the issue of performance rights. The total fair value of performance rights granted to KMP on 10 May 2023 amounted to $1.408.426 and are broken down as follows: - Class A performance rights $172,427 - Class B performance rights $339,296 - Class C performance rights $206,999 - Class D performance rights $689,704 2 Represents balance held by Mr Hearne on his date of resignation on 9 December 2022 following his redundancy. No performance rights were vested and exercisable at the end of the financial year. 44 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 8. Service Contracts The Company has executive service, labour or other agreements with the following KMP: Term of Contract Notice Period Termination Entitlements Other Details CE Easterday Executive Service Agreement with Initial term of 3 years from 9 September 2013 and then ongoing until terminated by either party. Under the agreement, Mr Easterday receives an annual salary of $400,000, plus superannuation. Mr Easterday’s remuneration is subject to annual review. After the initial term, the agreement continues until either Mr Easterday terminates by giving the Company 6 months’ notice, or the Company terminates by giving Mr Easterday 6 months’ notice or payment in lieu of notice up to an amount equivalent to 6 months’ remuneration. Post termination non- competition restraints up to a maximum of 12 months. Upon termination of the agreement, Mr Easterday will be entitled to termination benefits in accordance with Part 2D.2 of the Corporations Act 2001. The termination benefits (including any amount of payment in lieu of notice) must not exceed the amount equal to one times the executive’s average annual base salary in the last 3 years of service with the Company, unless the benefit has first been approved by the Company’s shareholders in a general meeting. JI Silva The Company, through one of its Chilean subsidiary entities, Sociedad Minera El Águila SpA (“SMEA”), has a labour agreement with Mr José Ignacio Silva, as Country Manager for Chile and Chief Legal Counsel of the Company. Mr Silva’s annual salary was reviewed during the year to $320,000 per annum, effective from 1 January 2023. G King Mr King commenced employment with Hot Chili Limited on 7 September 2020. Mr King’s annual salary was reviewed during the year to $300,000 per annum, effective from 1 January 2023. Either party may give notice that the agreement will terminate with 1 months’ notice. Such agreement will continue until either Mr Silva terminates by giving the Company 1 months’ notice or the Company terminates by giving Mr Silva 1 months’ notice or payment in lieu of notice up to an amount equivalent to 1 months’ remuneration. Mr Silva is not subject to any post termination non- competition restraints. The Company may terminate the agreement summarily for any serious incidents or wrongdoing by Mr Silva. Either party may give notice that the agreement will terminate with 3 months’ notice. Such agreement will continue until either Mr King terminates by giving the Company 3 months’ notice or the Company terminates by giving Mr King 3 months’ notice or payment in lieu of notice up to an amount equivalent to 3 months’ remuneration. Mr King is subject to post termination non-competition restraints up to a maximum of 6 months. The Company may terminate the agreement summarily for any serious incidents or wrongdoing by Mr King. KMP have no entitlement to termination payments in the event of removal for misconduct. 45 HOT CHILI Annual Report 2023 5 Directors’ Report (Cont’d) REMUNERATION REPORT (AUDITED) (CONT’D) 9. Non-Executive Directors Each of the Non-Executive Directors have signed letters of appointment. The key features of the respective appointments are (inclusive of board and committee fees): At Reporting Date Term Remuneration Dr Nicole S Adshead-Bell Roberto de Andraca Adriasola N/A N/A A$7,333 per month A$3,833 per month Termination Benefits Nil Nil Mark Jamieson Stephen Quin1 George R Nickson2 Dr Allan Trench3 N/A - Nil N/A N/A N/A A$5,792 per month A$3,833 per month A$3,868 per month incl. of superannuation Nil Nil Nil 1 Since appointment on 5 May 2023. 2 Until retirement on 29 November 2022. 3 Until resignation on 30 November 2022. 10. Additional Information The earnings of the consolidated entity for the five years to 30 June 2023 are summarised below: Other income Expenses EBITDA EBIT 2023 A$ 170,795 (5,594,579) 2022 A$ 2,520,701 (9,799,457) 2021 A$ 60,465 (9,304,467) (5,416,529) (4,780,485) 7,525,912 (5,547,227) (4,870,519) 7,530,689 2020 A$ 3,289,606 (4,555,219) 680,324 671,646 2019 A$ 238,112 (4,470,482) (2,184,855) (2,196,264) Loss after income tax (5,423,784) (7,278,756) (9,744,002) (1,265,613) (4,232,370) The factors that are considered to affect total shareholders return (“TSR”) are summarised below: Share price at financial year end ($) Basic earnings/(loss) per share (cents per share) 2023 1.12 2022 0.75 20211 1.70 (4.37) (7.49) (17.37) 20201 0.85 (3.50) 20191 1.56 (23.50) 1 Updated to reflect post consolidation share price and basic earnings/(loss) per share amounts. 11. Other Transactions with Directors, Other KMP and Their Related Parties There were no transactions that occurred with directors, other KMP and their related parties during the current financial year, other than the reimbursement of expenses. 12. Adoption of Year Ended 30 June 2022 Remuneration Report At the Annual General Meeting held on 30 November 2022, shareholders adopted the 30 June 2022 Remuneration Report with a clear majority of 22,736,704 votes in favour, being 94.09% of votes cast. END OF REMUNERATION REPORT (AUDITED) This report is made in accordance with a resolution of the Board of Directors made pursuant to section 298(2)(a) of the Corporations Act 2001. Signed for on behalf of the Board of Directors by: Christian E Easterday Managing Director Dated this 29th day of September 2023 Perth, Western Australia 46 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 6 Auditors’ Independence Declaration RSM Australia Partners Level 32, Exchange Tower 2 The Esplanade Perth WA 6000 GPO Box R1253 Perth WA 6844 T +61 (0) 8 9261 9100 F +61 (0) 8 9261 9111 www.rsm.com.au AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of Hot Chili Limited for the year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) The auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (ii) Any applicable code of professional conduct in relation to the audit. RSM AUSTRALIA PARTNERS Perth, WA Dated: 29 September 2023 AIK KONG TING Partner THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation 47 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 7 Auditors’ Report 48 THE POWER OF BEING UNDERSTOOD AUDIT | TAX | CONSULTING RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation RSM Australia Partners Level 32, Exchange Tower 2 The Esplanade Perth WA 6000 GPO Box R1253 Perth WA 6844 T +61 (0) 8 9261 9100 F +61 (0) 8 9261 9111 www.rsm.com.au INDEPENDENT AUDITOR’S REPORT To the Members of HOT CHILI LIMITED Opinion We have audited the financial report of Hot Chili Limited (Company) and its subsidiaries (Group), which comprises the statement of financial position as at 30 June 2023, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors' declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year then ended; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 49 Key audit matter How our audit addressed this matter Exploration and Evaluation Expenditure Refer to Note 11 in the financial statements The Group has capitalised exploration and evaluation expenditure with a carrying value of $220,436,849 as at 30 June 2023. We considered this to be a key audit matter due to the significant management judgment involved in assessing the carrying value in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources, including:  Determination of whether expenditure can be associated with finding specific mineral resources, and the basis on which that expenditure is allocated to an area of interest;  Assessing whether any indicators of impairment are present and if so, judgement applied to determine and quantify any impairment loss; and  Assessing whether exploration activities have reached a stage at which the existence of economically recoverable reserves may be determined. Our audit procedures included:  Assessing the Group’s accounting policy for compliance with Australian Accounting Standards;  Assessing whether the rights to tenure of those areas of interest are current;  Testing the option agreement payments are up to date;  Testing on a sample basis of additions to supporting documentation and checking the amounts capitalised during the year are in compliance with the Group’s accounting policy and relate to the area of interest;  Assessing and evaluating management’s assessment of whether indicators of impairment existed at the reporting date;  Enquiring with management and reading budgets and other documentation as evidence that active and significant operations in, or relation to, the area of interest will be continued in the future;  Assessing management’s determination that exploration activities have not yet progressed to the stage where the existence or otherwise of economically recoverable reserves may be determined; and  Assessing the appropriateness of the disclosures in the financial statements. Share-based payment Refer to Note 23 in the financial statements During the year, the Group issued performance rights and service rights to key management personnel and employees. Management has accounted for these instruments in accordance with AASB 2 Share-Based Payment. We considered this to be a key audit matter due to:  The complexity of the accounting associated with recording these instruments and management estimation in determining the fair value of instruments granted;  Management judgement is required to determine the probability of vesting conditions of these instruments and the inputs used in the valuation model to value these instruments; and  The recognition of the share-based payment expense is complex due to the variety of vesting conditions attached to these instruments. Our audit procedures included:  Assessing the Group’s accounting policy for compliance with Australian Accounting Standards;  Obtaining an understanding of the terms and conditions of these instruments granted;  Assessing the completeness of the instruments granted/expired/lapsed at reporting date;  Assessing the appropriateness of management’s valuation methodology used to determine the fair value of these instruments granted;  Testing the key inputs used in the valuation model for each instrument granted;  Critically assessing management’s determination of the vesting probability of each instrument; and  Assessing the appropriateness of the disclosures in the financial statements. Other information The directors are responsible for the other information. The other information comprises the information included in the Group's annual report for the year ended 30 June 2023, but does not include the financial report and the auditor's report thereon. HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 7 Auditors’ Report (Cont’d) 50 Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the financial report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description forms part of our auditor's report. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included within the directors' report for the year ended 30 June 2023. In our opinion, the Remuneration Report of Hot Chili Limited, for the year ended 30 June 2023, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. RSM AUSTRALIA PARTNERS Perth, WA AIK KONG TING Dated: 29 September 2023 Partner HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 8 Directors’ Declaration In the opinion of the Directors: a) b) c) d) the attached financial statements and notes thereto comply with the Corporations Act 2001, the Australian Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; the attached financial statements and notes thereto comply with the International Financial Reporting Standards as issued by the International Accounting Standards Board as described in Note 1 to the financial statements; the attached financial statements and notes thereto give a true and fair view of the consolidated entity’s financial position as at 30 June 2023 and of its performance for the financial year ended on that date; and there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The directors have been given the declarations required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of Directors made pursuant to section 295(5)(a) of the Corporations Act 2001. Signed for on behalf of the Board of Directors by: Christian E Easterday Managing Director Dated this 29th day of September 2023 Perth 51 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 9 Statement of Profit or Loss & Other Comprehensive Income FOR THE YEAR ENDED 30 JUNE 2023 Interest income Gain on revaluation of derivative liability Other income Total Income Depreciation Convertible notes compliance Corporate fees Legal and professional Employee benefits expense Administration expenses Accounting fees Other expenses Foreign exchange gain/(loss) Share-based payments reversal/(expense) Finance costs Total Expenses Loss before income tax Income tax expense Loss After Income Tax Other comprehensive income Total Comprehensive Loss Loss Attributable To: Non-controlling interests Owners of Hot Chili Limited Note 4 4 Consolidated Entity 2023 $ 170,795 - - 2022 $ 3,688 2,425,593 91,420 170,795 2,520,701 (130,698) - (359,220) (588,185) (2,322,005) (1,076,963) (15,848) (90,034) (48,500) (549,709) (882,042) (2,145,481) (982,687) (266,326) 5 23 (1,263,900) (1,181,380) 119,145 90,447 (47,352) (5,594,579) (466,471) (774,902) (2,411,925) (9,799,457) (5,423,784) (7,278,756) 6 - - (5,423,784) (7,278,756) - - (5,423,784) (7,278,756) (198,719) (132,103) (5,225,065) (7,146,653) (5,423,784) (7,278,756) Basic and diluted loss per share (cents) attributable to the owners of Hot Chili Limited 7 (4.37) (7.49) The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. 52 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 10 Statement of Financial Position AS AT 30 JUNE 2023 Current Assets Cash and cash equivalents Other current assets Total Current Assets Non-Current Assets Plant and equipment Exploration and evaluation expenditure Right-of-use assets Other non-current assets Total Non-Current Assets Total Assets Current Liabilities Trade and other payables Provisions Lease liabilities Total Current Liabilities Non-Current Liabilities Provisions Lease liabilities Total Non-Current Liabilities Total Liabilities Net Assets Equity Contributed equity Share-based payments reserve Foreign currency translation reserve Accumulated losses Capital and Reserves Attributable to Owners of Hot Chili Limited Non-controlling interests Total Equity Consolidated Entity Note 2023 $ 2022 $ 8 13 10 11 12 13 14 15 16 15 16 2,948,964 23,721,808 271,678 69,898 3,220,642 23,791,706 134,721 75,149 220,436,849 207,436,542 277,591 362,688 292,274 - 221,211,849 207,803,965 224,432,491 231,595,671 1,202,362 6,376,830 231,546 124,490 107,368 67,081 1,558,398 6,551,279 16,218 209,118 225,336 9,145 263,767 272,912 1,783,734 6,824,191 222,648,757 224,771,480 19 20(a) 20(b) 21 269,189,573 269,189,573 5,230,152 5,517,849 1,222 1,222 (71,081,853) (68,785,934) 203,339,094 205,922,710 22 19,309,663 18,848,770 222,648,757 224,771,480 The above Statement of Financial Position should be read in conjunction with the accompanying notes. 53 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 11 Statement of Changes in Equity FOR THE YEAR ENDED 30 JUNE 2023 Consolidated Entity Balance at 30 June 2022 Reclassification of historical allocation of NCI and accumulated losses NCI contributions from previous periods1,2 Contributed Equity Share-Based Payments Reserve Foreign Currency Translation Reserve Accumulated Losses Non- Controlling Interest (“NCI”) Total Equity $ $ $ $ $ $ 269,189,573 5,517,849 1,222 (68,785,934) 18,848,770 224,771,480 - - - - - - 2,754,221 (2,754,221) - (22,325) 1,477,934 1,455,609 Balance at 1 July 2022 269,189,573 5,517,849 1,222 (66,054,038) 17,572,483 226,227,089 Loss for the year Total Comprehensive Income for the Year Options expired Share based payments reversal NCI contribution1 - - - - - - - (197,250) (90,447) - - - - - - (5,225,065) (198,719) (5,423,784) (5,225,065) (198,719) (5,423,784) 197,250 - - - - - (90,447) 1,935,899 1,935,899 Balance at 30 June 2023 269,189,573 5,230,152 1,222 (71,081,853) 19,309,663 222,648,757 188,314,123 2,774,476 1,222 (62,179,021) 18,980,873 147,891,673 Balance at 1 July 2021 Loss for the year Total Comprehensive Income for the Year - - - - Shares issued during the period 88,444,420 2,508,211 Share issue costs (7,568,970) - Options expired Share-based payments - - (539,740) 774,902 - - - - - - (7,146,653) (132,103) (7,278,756) (7,146,653) (132,103) (7,278,756) - - 539,740 - - - - - 90,952,631 (7,568,970) - 774,902 Balance at 30 June 2022 269,189,573 5,517,849 1,222 (68,785,934) 18,848,770 224,771,480 1 The above NCI contribution was made by Compañía Minera del Pacífico S.A. (“CMP”) to maintain its interest of 20% in Sociedad Minera El Águila SpA 2 Adjustments have been made to the figures disclosed for exploration and evaluation assets, opening retained earnings, and non-controlling interests. These were the result of reclassifications to gross-up NCI contributions previously offset against exploration and evaluation assets. The effect of these adjustments was to increase exploration and evaluation assets by $1,455,609, increase the minority interest by $1,477,934, and decrease retained earnings by $22,325. The above Statement of Changes in Equity should be read in conjunction with the accompanying notes. 54 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 12 Statement of Cash Flows FOR THE YEAR ENDED 30 JUNE 2023 Cash Flows from Operating Activities Payments to suppliers and employees Interest received Interest paid Other receipts Consolidated Entity 2023 $ 2022 $ Note (5,408,260) (6,101,583) 159,509 (417) - 3,688 (2,582) 91,420 Net Cash Used in Operating Activities 9 (5,249,168) (6,009,057) Cash Flows from Investing Activities Payments for plant and equipment Payments for tenements Payments for exploration and evaluation Net Cash Used in Investing Activities Cash Flows from Financing Activities Proceeds from issue of shares Proceeds from exercise of options Share issue costs Repayment of lease liabilities Net Cash (Used in) / Provided by Financing Activities Net (decrease)/increase in cash held Cash and cash equivalents at the beginning of the year Foreign exchange differences on cash 10 11 (102,700) (42,816) (1,536,835) (23,254,689) (13,856,439) (25,584,862) (15,495,974) (48,882,367) - - - 76,813,915 3,822,245 (5,060,759) (146,847) (100,323) (146,847) 75,475,078 (20,891,989) 20,583,654 23,721,808 3,604,625 119,145 (466,471) Cash and Cash Equivalents at the End of the Year 8 2,948,964 23,721,808 The above Statement of Cash Flows should be read in conjunction with the accompanying notes. 55 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13 Notes to the Financial Statements 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. (a) New, Revised or Amended Accounting Standards (e) Parent Entity Information and Interpretations Adopted The consolidated entity has adopted all of the new, revised or amended accounting standards, interpretations and other accounting pronouncements issued by the Australian Accounting Standards Board (“AASB”) that are mandatory for the current reporting period. Any new, revised or amending accounting standards, interpretations and other accounting pronouncements that are not yet mandatory have not been early adopted. (b) Accounting Standards and Interpretations Issued But Not Yet Effective Australian Accounting Standards and Interpretations that have recently been issued or amended are not yet mandatory, and have not been early adopted by the consolidated entity for the annual reporting period ended 30 June 2023. The consolidated entity has not yet assessed the impact of these new or amended Accounting Standards and Interpretations. (c) Basis of Preparation These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (“AASB”) and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IASB”). The financial report was authorised for issue on 29th September 2023 by the Board of Directors. The functional and presentation currency of Hot Chili Limited is Australian Dollars. Critical Accounting Estimates The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the consolidated entity’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 2. Historical Cost Convention These financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets. (d) Rounding of Amounts The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued by the Australian Securities and Investments Commission. Therefore, the amounts in this report have been rounded to the nearest dollar in accordance with that Corporations Instrument, unless otherwise stated. In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in Note 26. (f) Principles of Consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Hot Chili Limited (“parent entity”) as at 30 June 2023 and the results of all subsidiaries for the year then ended. Hot Chili Limited and its subsidiaries together are referred to in these financial statements as the “consolidated entity”. Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases. Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity. Non-controlling interests in the results and equity of the consolidated entity is shown separately in the consolidated statement of profit or loss and other comprehensive income and the consolidated statement of financial position respectively. Where control of an entity is obtained during a financial year, its results are included in the consolidated statement of profit and loss and comprehensive income from the date on which control commences. Where control ceases, de-consolidation occurs from that date. Investments in associates are accounted for in the consolidated financial statements using the equity method. Under this method, the consolidated entity’s share of the post-acquisition profits or losses of associates is recognised in the consolidated statement of comprehensive income, and its share of post-acquisition movements in reserves is recognised in consolidated reserves. The cumulative post- acquisition movements are adjusted against the cost of the investment. Associates are those entities over which the consolidated entity exercises significant influence, but not control. Investments in subsidiaries are recognised at cost less impairment losses. 56 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (g) Segment Reporting (j) Revenue Recognition Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. (h) Foreign Currency Translation The financial statements are presented in Australian dollars, which is Hot Chili Limited’s functional and presentation currency. Foreign Currency Transactions Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Foreign Operations The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve in equity. The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of. (i) Goods and Services Tax (“GST”) and Other Similar Taxes Revenues, expenses and assets are recognised net of the amount of associated GST (or “VAT”, as it is referred to in some jurisdictions), unless the GST incurred is not recoverable from the taxation. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated as inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flow. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority. Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances and amounts collected on behalf of third parties. Revenue is recognised for major business activities as follows: Interest Income Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets. Other Services Other debtors are recognised at the amount receivable and are due for settlement within 30 days from the end of the month in which services were provided. (k) Finance Costs Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period in which they are incurred, including interest on short-term and long-term borrowings. (l) Income Tax The consolidated entity adopts the liability method of tax- effect accounting whereby the income tax expense is based on the profit adjusted for any non-assessable or disallowed items. Deferred tax is accounted for using the statement of balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss. Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the statement of comprehensive income except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity. The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the consolidated entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law. Hot Chili Limited and its wholly owned Chilean subsidiaries have not formed an income tax consolidated group under the Australian Tax Consolidation Regime. 57 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(cont’d) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (m) Current and Non-Current Classification (o) Impairment of Assets Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). (p) Cash and Cash Equivalents Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. (q) Other Receivables Other receivables are recognised at amortised cost, less any allowance for expected credit losses. (r) Plant and Equipment Plant and Equipment Plant and equipment are measured on the cost basis less depreciation and impairment losses. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the consolidated entity and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred. Each class of plant and equipment is carried at cost or fair value less, where applicable, any accumulated depreciation and impairment losses. The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the assets’ employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts. Assets and liabilities are presented in the statement of financial position based on current and non-current classification. An asset is current when it is expected to be realised or intended to be sold or consumed in normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within twelve months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as non-current. A liability is current when it is expected to be settled in normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within twelve months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. All other liabilities are classified as non-current. Deferred tax assets and liabilities are always classified as non-current. (n) Fair Value Measurement When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market. Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement. For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data. 58 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) Depreciation (u) Lease Liabilities The depreciable amount of all plant and equipment is depreciated on a diminishing value over their useful lives to the consolidated entity commencing from the time the asset is held ready for use. The depreciation rates used for each class of depreciable assets are: Class of Fixed Asset Plant and Equipment Depreciation Rate 10-33% The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the statement of comprehensive income. (s) Exploration and Evaluation Expenditure Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are current is carried forward as an asset in the statement of financial position where it is expected that the expenditure will be recovered through the successful development and exploitation of an area of interest, or by its sale; or exploration activities are continuing in an area and activities have not reached a stage which permits a reasonable estimate of the existence or otherwise of economically recoverable reserves. Where a project or an area of interest has been abandoned, the expenditure incurred thereon is written off in the year in which the decision is made. (t) Right-of-Use Assets A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The consolidated entity has elected not to recognise a right- of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity’s incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. (v) Trade and Other Payables These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial year and which are unpaid, together with assets ordered before the end of the financial year. The amounts are unsecured and are usually paid within 30 days of recognition. (w) Borrowings Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method. Where there is an unconditional right to defer settlement of the liability for at least 12 months after the reporting date, the loans or borrowings are classified as non-current. The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the statement of financial position, net of transaction costs. On the issue of the convertible notes the fair value of the liability component is determined using a market rate for an equivalent non-convertible bond and this amount is carried as a non-current liability on the amortised cost basis until extinguished on conversion or redemption. The increase in the liability due to the passage of time is recognised as a finance cost. The remainder of the proceeds are allocated to the conversion option that is recognised and included in shareholders equity as a convertible note reserve, net of transaction costs. The carrying amount of the conversion option is not remeasured in the subsequent years. The corresponding interest on convertible notes is expensed to profit or loss. 59 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) (x) Derivative Financial Instruments Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. (y) Provisions Provisions are recognised when the consolidated entity has a present legal or constructive obligation as a result of past events, it is more likely than not that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. (z) Issued Capital Ordinary shares are classified as equity. The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Hoadley Employee Stock Option, Hoadley ESO2, Hoadley Parisian Barrier, Hybrid Barrier Up and In Trinomial, or Black- Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows: (i) during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period. (ii) from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date. All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. (bb) Earnings per Share Basic Earnings per Share Basic earnings per share is determined by dividing the profit attributable to equity holders of the Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted Earnings per Share Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares. (aa) Share-Based Payments Equity-based compensation benefits can be provided to directors and executives. The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using any of the Hoadley Employee Stock Option, Hoadley Employee Stock Option 2 (“Hoadley ESO2”), Hoadley Parisian Barrier, Hybrid Barrier Up and In Trinomial, or Black-Scholes option pricing models that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option or right, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. 60 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 2. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events; management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below. (a) Exploration and Evaluation Costs (b) Share-Based Payment Transactions Exploration and evaluation costs have been capitalised on the basis that the consolidated entity will commence commercial production in the future, from which time the costs will be amortised in proportion to the depletion of the mineral resources. Key judgements are applied in considering costs to be capitalised which includes determining expenditures directly related to these activities and allocating overheads between those that are expensed and capitalised. In addition, costs are only capitalised that are expected to be recovered either through successful development or sale of the relevant mining interest. Factors that could impact the future commercial production at the mine include the level of reserves and resources, future technology changes, which could impact the cost of mining, future legal changes and changes in commodity prices. To the extent that capitalised costs are determined not to be recoverable in the future, they will be written off in the period in which this determination is made. The consolidated entity measures the cost of equity-settled transactions with directors, employees and key consultants by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Hoadley Employee Stock Option, Hoadley ESO2, Hoadley Parisian Barrier, Hybrid Barrier Up and In Trinomial, or Black-Scholes option pricing models taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. 61 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 3. SEGMENT INFORMATION The consolidated entity has identified its operating segments based on the internal reports that are reviewed and used by the board of directors (the chief operating decision makers) in assessing performance and determining the allocation of resources. The consolidated entity operates as a single segment which is mineral exploration, and is domiciled in Australia. Segment revenues are allocated based on the country in which the party is located. Operating non-interest revenue of $91,420 during the previous financial year was derived from a single external party. There was no operating non-interest revenue during the current financial year. All the assets relate to mineral exploration. Segment assets are allocated to segments based on the purpose for which they are used. The following is an analysis of the consolidated entity’s revenue, results, assets and liabilities by reportable operating segment: 2023 Revenue (non-interest) EBITDA Depreciation Interest income Finance costs Loss Before Income Tax Expense Income tax expense Loss After Income Tax Expense Segment Assets Segment Liabilities 2022 Revenue (non-interest) EBITDA Depreciation Interest income Finance costs Loss Before Income Tax Expense Income tax expense Loss After Income Tax Expense Segment Assets Segment Liabilities 62 Australia $ Chile $ Total $ - - - (3,813,944) (1,602,585) (5,416,529) (130,698) 170,795 (47,352) (5,423,784) - (5,423,784) 2,615,989 221,816,502 224,432,491 (978,517) (805,217) (1,783,734) - 91,420 91,420 (3,590,621) (1,189,864) (4,780,485) (90,034) 3,688 (2,411,925) (7,278,756) - (7,278,756) 21,454,201 210,141,470 231,595,671 (636,640) (6,187,551) (6,824,191) HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 4. OTHER INCOME Gain on revaluation of derivative liability Other income 5. OTHER EXPENSES Marketing expenses Travel costs Community development costs 6. INCOME TAX EXPENSE (a) Reconciliation of Income Tax Expense to Prima Facie Tax Payable Loss before income tax Prima facie income tax at 25% (2022: 25%) Tax-effect of amounts not deductible in calculating taxable income Tax loss not recognised Income Tax Expense (b) Tax Losses: Consolidated Entity 2023 $ 2022 $ - - - 2,425,593 91,420 2,517,013 836,470 352,094 75,336 826,120 355,260 - 1,263,900 1,181,380 (5,423,784) (1,355,946) 139,161 1,216,785 (7,278,756) (1,819,689) 329,435 1,490,254 - - Unused tax losses for which no deferred tax asset has been recognised 36,460,217 33,580,584 Potential tax benefit at 25% (2022: 25%) 9,115,054 8,395,146 As shown above, the directors estimate that the potential deferred tax asset at 30 June 2023 in respect of tax losses not brought to account is $9,115,054 (2022: $8,395,146). In addition, Chilean subsidiaries of Hot Chili Limited also have tax losses that are a potential deferred tax asset of $33,203,301 (2022: $26,862,337). The benefit of tax losses will only be obtained if: i. The consolidated entity and the subsidiaries derive income, sufficient to absorb tax losses; and ii. There is no change to legislation to adversely affect the consolidated entity and its subsidiaries in realising the benefit from the deduction of the losses. 63 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 7. LOSS PER SHARE Loss after tax attributable to the owners of Hot Chili Limited The weighted average number of ordinary shares on issue used in the calculation of basic loss per share (post consolidation number of shares) Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating diluted loss per share (i) Basic Loss Per Share (Cents) Diluted Loss Per Share (Cents) (i) (i) Unexercised options are not dilutive. 8. CASH AND CASH EQUIVALENTS Cash at bank Total Cash and Cash Equivalents Consolidated Entity 2023 $ 2022 $ (5,225,065) (7,146,653) 119,445,206 95,441,990 119,445,206 95,441,990 (4.37) (4.37) (7.49) (7.49) 2,948,964 23,721,808 2,948,964 23,721,808 Reconciliation to cash and cash equivalents: The above figures are reconciled to cash and cash equivalents at the end of the financial year as shown in the statement of cash flows as follows: Cash and Cash Equivalents 2,948,964 23,721,808 9. NOTES TO STATEMENT OF CASH FLOWS (a) Reconciliation of Net Cash Used in Operating Activities Loss for the year Adjustments for: Depreciation Foreign exchange (gain)/loss Community development costs recognised as investing activities Share based payments Effect on revaluation of derivative liability Amortised finance costs Non-cash finance costs Finance costs on lease liabilities (5,423,784) (7,278,756) 130,698 (119,145) 75,336 (90,447) - - - 46,935 90,034 466,471 - 774,902 (2,425,593) 2,364,841 44,502 14,684 Net cash flows from operating activities before change in assets and liabilities (5,380,407) (5,948,915) Change in assets and liabilities during the financial year (i): Other current assets Trade and other payables Provisions (326,695) 326,683 131,251 (69,765) (106,890) 116,513 Net Cash Outflow from Operating Activities (5,249,168) (6,009,057) (i) As related to operating activities. 64 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 9. NOTES TO STATEMENT OF CASH FLOWS (CONT’D) (b) Non-Cash Investing and Financing Activities 2023 There were no non-cash investing and financing activities during the current year. 2022 92,500,000 options (pre-consolidation (1,850,001 post consolidation)) were issued to lead managers of a capital raising. The options are exercisable at $5 per option ($0.10 pre-consolidation) and expire 30 September 2024. 1,259,789 options were issued (post consolidation) to lead managers of a capital raising. The options are exercisable at C$1.85 and expire on 31 January 2025. Quarterly convertible note interest that accrued to noteholders was settled through the issue of fully paid ordinary shares calculated on the 5 day volume weighted average price (VWAP) prior to quarter end: Quarter Ended Date Paid Interest Due $ VWAP 30 September 2021 8 Oct 2021 31 December 2021 17 Jan 2022 31 March 2022 13 April 2022 22 June 2022 30 June 2022 139,615 139,617 121,918 105,652 $0.03808 $1.70101 $1.38965 $0.92309 Shares Issued Pre Share Consolidation 3,666,369 - - - Shares Issued Post Share Consolidation - 82,043 87,904 114,455 A total of 9,695 Convertible Notes and respective interest to dates of conversion were converted to 2,043,668 pre consolidation shares and 547,451 post-consolidation shares during the year. A total of 59,758 Convertible Notes remaining outstanding at final maturity (22 June 2022) were converted to 6,473,671 shares at a deemed price of $0.92309 as per the terms and conditions of the notes. 10. PLANT AND EQUIPMENT Plant and equipment at cost Less provision for depreciation Total Plant and Equipment Reconciliation: Carrying amount at the beginning of the year Additions Disposals and scrapped Depreciation expensed Depreciation capitalised into exploration costs Foreign exchange Carrying Amount at the End of the Year Consolidated Entity 2023 $ 2022 $ 1,043,203 (908,482) 134,721 810,615 (735,466) 75,149 75,149 102,700 - (13,340) (29,788) - 134,721 61,944 42,816 - (10,323) (19,288) - 75,149 65 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 11. EXPLORATION AND EVALUATION EXPENDITURE Carrying amount at the beginning of the year Consideration given for mineral exploration acquisition (i) Capitalised mineral exploration and evaluation Carrying Amount at the End of the Year (ii) Consolidated Entity 2023 $ 2022 $ 207,436,542 158,329,683 1,536,835 11,463,472 23,254,689 25,852,170 220,436,849 207,436,542 (i) Capitalised mineral exploration and evaluation is net of reimbursements of VAT recovered following approval for VAT refunds from the Chilean Tax Authorities. (ii) Management have determined that the capitalised expenditure relating to the projects in Chile are still in the exploration phase and are to be classified as exploration and evaluation expenditure. In accordance with AASB 6 Exploration for and Evaluation of Mineral Resources, management have assessed whether there are any indicators of impairment on the capitalised expenditure as at balance date. In making this assessment management have considered whether sufficient data exists to conclude that the exploration and evaluation assets are unlikely to be recovered in full from successful development or sale. Based on this assessment, management are satisfied that there are no impairment indicators as at balance date. The future realisation of these non-current assets is dependent on further exploration and funding necessary to commercialise the resources or realisation through sale. 12. RIGHT OF USE ASSET Right-of-use assets at cost Less: Accumulated depreciation Reconciliation of Right-of-Use Assets Opening balance Additions (i) Amortisation Closing balance Consolidated Entity 2023 $ 2022 $ 474,660 (197,069) 277,591 292,274 102,675 (117,358) 277,591 371,985 (79,711) 292,274 - 371,985 (79,711) 292,274 (i) Effective on 1 August 2022, the Company entered into a lease agreement for further floor space (on the ground floor) at its current premises, which will expire on 28 February 2025. This additional lease agreement was previously disclosed in Note 22 of the annual report for the year ended 30 June 2022 as part of the consolidated entity’s minimum lease payment commitments. (ii) In addition, the Company exercised its option to renew its existing lease agreement for the first floor of its current premises for a further 3 years to 28 February 2026. (iii) The Chilean entities leases their office premises under operating leases. The operating leases are on a month-to-month basis and are not material to the consolidated entity, and therefore have been expensed as incurred and not capitalised as right-of- use assets. Refer to Note 17(c) for details of commitments for minimum lease payments in relation to these operating leases at year end. 66 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13. OTHER ASSETS Current Prepayments VAT receivable Other receivables Total Other Current Assets Non-Current Term deposits and bonds Total Other Non-Current Assets Consolidated Entity 2023 $ 2022 $ 260,392 69,765 - 11,286 271,678 362,688 362,688 133 - 69,898 - - Total Other Assets 634,366 69,898 14. TRADE AND OTHER PAYABLES Trade payables and accruals 15. PROVISIONS Current Annual leave Long service leave Non-Current Long service leave Total Provisions 1,202,362 1,202,362 6,376,830 6,376,830 153,213 78,333 231,546 16,218 16,218 107,368 - 107,368 9,145 9,145 247,764 116,513 67 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 16. LEASE LIABILITIES Current Non-current Total Lease Liabilities Reconciliation of Lease Liabilities: Opening balance Additions (refer to Note 12(i)) Repayments Interest Closing Balance Maturity Analysis: Year 1 Year 2 Year 3 Year 4 Less: Interest portion of lease liabilities Closing Balance Consolidated Entity 2023 $ 2022 $ 124,490 209,118 333,608 330,848 102,675 (146,847) 46,932 333,608 158,783 148,784 81,780 - 389,347 (55,739) 333,608 67,081 263,767 330,848 - 371,985 (85,639) 44,502 330,848 104,108 110,634 119,905 81,780 416,427 (85,579) 330,848 The Group does not face a significant liquidity risk with regard to its lease liabilities. Lease liabilities are monitored within the Group’s treasury function. Refer to Note 12 for further details of the Group’s leases. 68 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Consolidated Entity 2023 $ 2022 $ 17. COMMITMENTS FOR EXPENDITURE (a) Exploration Commitments In order to maintain current rights of tenure to exploration and mining tenements, the consolidated entity has the following discretionary exploration expenditure requirements up until the expiry of leases. These obligations are not provided for in the financial statements and are payable as follows: Within one year Later than one year but not later than five years More than five years (b) Option Payment Commitments 2,312,030 2,668,572 5,279,035 10,259,637 555,680 2,222,721 5,080,563 7,858,964 The mining rights (which vary between 90% to 100%) of the various projects undertaken by Hot Chili will be transferred upon satisfaction of the option payments committed as at year end as tabled below: Within one year Later than one year but not later than five years More than five years (c) Operating Leases 7,088,989 12,217,195 - 653,215 16,257,802 - 19,306,184 16,911,017 The below reflects the Group’s commitments for minimum lease payments in relation to operating leases at year end. Operating leases are not material to the consolidated entity and are not accounted for as right-of-use assets under AASB 16 Leases. Refer to Note 16 for further details of the Group’s leases. Within one year Later than one year but not later than five years More than five years 18. CONTINGENT LIABILITIES At year-end, Hot Chili Limited had accumulated: 100,992 488,267 - 589,259 69,535 187,731 - 257,266 . VAT refund payments of $16,890,566 (2022: $12,903,932) with respect to VAT recovered at year end by SMEA (refer to the . VAT refund payments of $9,604,604 (2022: $5,263,509) with respect to VAT recovered at year-end by Sociedad Minera table below); and Frontera SpA (refer to the table below). VAT recovered by Sociedad Minera El Águila SpA (CLP 8,988,767,896; 2022: CLP 8,178,026,868) VAT recovered by Sociedad Minera Frontera SpA (CLP 5,111,348,028; 2022: CLP 3,335,840,009) 16,890,566 12,903,932 9,604,604 5,263,509 Under the initial terms of the VAT refund payment, the consolidated entity initially had until the 31 December 2019 to commercialise production from Productora and meet certain export targets. Hot Chili also had the right to extend this term. The Company exercised its right to extend the date of commercial production from Productora with the Chilean Tax Authority. An extension to the benefit was extended to 30 June 2022 and a further extension until 30 June 2026 was also granted. An agreement with Sociedad Minera Fronters SpA provides an extension to 31 December 2026 for exports related to the Cortadera deposit. In the event that the term is not extended further and the Company does not meet certain export targets, the Company will be required to re-pay the VAT refund payments to the Chilean Tax Authority subject to certain terms and conditions. However, if Hot Chili achieves the export targets within that timeframe or its renewal, if required, any VAT refund payments will not be required to be repaid. 69 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 19. CONTRIBUTED EQUITY Consolidated Entity 2023 2022 No. Shares $ No. Shares $ (a) Share Capital Ordinary shares – fully paid 119,445,206 269,189,573 119,445,206 269,189,573 (b) Movement in Ordinary Share Capital Balance at the beginning of the period 119,445,206 269,189,573 3,104,169,531 188,314,123 Shares Issued Pre Share Consolidation Shares issued on capital raising Shares issued in lieu of convertible note costs Shares issued on conversion of convertible notes Shares issued upon exercise of options 50 to 1 share consolidation Shares Issued Post Share Consolidation Shares issued upon TSXV IPO Shares issued in lieu of convertible note costs Shares issued on conversion of convertible notes Shares issued on maturity of convertible notes Shares issued upon exercise of options Less: Costs associated with issue of share capital - - - - - - - - - - - - - - - - - - - - - - 1,250,100,000 40,003,200 7,693,153 2,043,668 13,378,254 279,065 92,673 334,456 (4,289,835,156) - 21,800,000 36,810,715 284,402 547,451 6,473,671 2,790,232 369,615 1,091,107 5,975,800 3,487,789 - (7,568,970) Balance at the End of the Period 119,445,206 269,189,573 119,445,206 269,189,573 (c) Terms and Conditions of Contributed Equity Ordinary Shares Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. (d) Listed Ordinary Share Purchase Warrants (“Warrants”) Over Ordinary Share Capital Issue Date Expiry Date Balance at Start of Year No. Issued During the Year No. Expiry/ Exercise No. Balance at End of Year No. Exercisable at End of Year No. 28 Feb 2022 31 Jan 2024 10,900,000 10,900,000 - - - - 10,900,000 10,900,000 10,900,000 10,900,000 The Warrants are listed on the Canadian TSX Venture Exchange (“TSXV”) and were exercisable at year-end. 70 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 19. CONTRIBUTED EQUITY (CONT’D) (e) Unlisted Options Over Ordinary Share Capital Grant Date Expiry Date 14 Jan 2021 30 Nov 2022 15 Sep 2021 30 Sep 2024 31 Jan 2022 28 Jan 2025 Balance at Start of Year No. Issued During the Year No. Expiry/ Exercise(i) No. Balance at End of Year No. Exercisable at End of Year No. 500,000 1,850,001 1,259,789 3,609,790 - - - - (500,000) - - - (500,000) 1,850,001 1,259,789 3,109,790 - 1,850,001 1,259,789 3,109,790 (i) On 30 November 2022, 500,000 unlisted options expired and were not exercised. (ii) Weighted average exercise price of options on issue is $2.19 (2022: $2.57). The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.39 years (2022: 2.12 years). (f) Service Rights Grant Date Last Vesting Day Expiry Date(i) 10 May 2023 31 Dec 2023 12 May 2028 10 May 2023 31 Dec 2024 12 May 2028 10 May 2023 31 Dec 2025 12 May 2028 Balance at Start of Year No. Issued During the Year No. Expiry/ Exercise No. Balance at End of Year No. Exercisable at End of Year No. - - - - 938,953 938,955 938,956 2,816,864 - - - - 938,953 938,955 938,956 2,816,864 - - - - (i) Later expiry dates apply if service rights have vested on or before the last vesting day. (ii) During the year, $313,871 (2022: $nil) was expensed in relation to the vesting of service rights (see Note 23). (g) Performance Rights Grant Date Last Vesting Day Expiry Date(i) 12 Aug 2020 31 Jul 2023 31 Jul 2023 1 Sep 2020 31 Jul 2023 31 Jul 2023 3 Nov 2020 31 Jul 2023 31 Jul 2023 2 Sep 2021 31 Jul 2023 31 Jul 2023 20 Sep 2021 31 Jul 2023 31 Jul 2023 10 May 2023 31 Dec 2023 12 May 2028 10 May 2023 31 Dec 2024 12 May 2028 10 May 2023 31 Dec 2025 12 May 2028 10 May 2023 10 May 2026 12 May 2028 Balance at Start of Year No. Issued During the Year No. Expiry/ Exercise No. Balance at End of Year No. Exercisable at End of Year No. 400,002 700,002 100,002 300,000 400,002 - - - - - - - - - 290,480 290,485 1,286,433 622,466 1,900,008 2,489,864 - - - - - - - - - - 400,002 700,002 100,002 300,000 400,002 290,480 290,485 1,286,433 622,466 4,389,872 - - - - - - - - - - (i) Later expiry dates apply if performance rights have vested on or before the last vesting day. (ii) During the year, $404,318 was reversed (2022: $774,902 expensed) in relation to the vesting of performance rights (see Note 23). (h) Capital Risk Management The consolidated entity’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns to shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the consolidated entity may issue new shares, pay dividends or return capital to shareholders. Capital is calculated as ‘equity’ as shown in the statement of financial position and is monitored on the basis of funding exploration activities. The capital risk management policy remains unchanged from the 2022 Annual Report. 71 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) Consolidated Entity 2023 $ 2022 $ 20. RESERVES (a) Share-Based Payments Reserve The share-based payments reserve is used to recognise the fair value of options, service and performance rights issued: Balance at the beginning of the year Vesting of service and performance rights during the year (see Note 23) Issue of options during the year (see Note 23(c)) 5,517,849 2,774,476 (90,447) 774,902 - 2,508,211 Options expiring during the year (transferred to accumulated losses) (197,250) (539,740) Balance at the End of the Year 5,230,152 5,517,849 (b) Foreign Currency Translation Reserve Balance at the beginning of the year Balance at the End of the Year 21. ACCUMULATED LOSSES 1,222 1,222 1,222 1,222 Accumulated losses at the beginning of the year (68,785,934) (62,179,021) Reclassification of historical allocation of NCI and accumulated losses Reclassification of NCI contributions from previous periods1 2,754,221 (22,325) - - Net loss for the year attributable to the owners of Hot Chili Limited (5,225,065) (7,146,653) Options expired during the year (transferred from share-based payments reserve) 197,250 539,740 Accumulated Losses at the End of the Year (71,081,853) (68,785,934) 1 See footnote 2 of Note 22 below. 22. NON-CONTROLLING INTERESTS Balance at the beginning of the year 18,848,770 18,980,873 Reclassification of historical allocation of NCI and accumulated losses Reclassification of NCI contributions from previous periods1,2 Share of net loss for the year NCI contributions (current year)1 Balance at the End of the Year (2,754,221) 1,477,934 (198,719) 1,935,899 - - (132,103) - 19,309,663 18,848,770 1 The above NCI contributions were made by Compañía Minera del Pacífico S.A. (“CMP”) to maintain its interest of 20% in Sociedad Minera El Águila SpA. 2 Adjustments have been made to the figures disclosed for exploration and evaluation assets, opening retained earnings, and non-controlling interests. These were the result of reclassifications to gross-up NCI contributions previously offset against exploration and evaluation assets. The effect of these adjustments was to increase exploration and evaluation assets by $1,455,609, increase the minority interest by $1,477,934, and decrease retained earnings by $22,325. . 72 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 23. SHARE-BASED PAYMENTS Share-Based Payments (Reversal)/Expense Recognised in Profit or Loss Vesting of service rights to employees and key consultants of the Company during the year (see Note 23(a) below) Vesting of performance rights to employees and key consultants of the Company during the year (see Note 23(b) below) Total Share-Based Payments (Reversal)/Expense Shares issued for quarterly interest on convertible notes (included in finance costs) Consolidated Entity 2023 $ 2022 $ 313,871 (404,318) (90,447) - - 774,902 774,902 646,300 Total Share-Based Payments (Reversal)/Expense Recognised in Profit or Loss (90,447) 1,421,202 Share-Based Payments Recognised Directly in Equity Shares issued for interest on convertible notes converted Options granted to capital raising lead managers during the year (see Note 23(c) below) Total Share-Based Payments Recognised in Equity - - - 12,211 2,508,212 2,520,423 Total Share-Based Payment Transactions (90,447) 3,941,625 Below are details of share-based payments made during the current and prior financial years. (a) Service Rights $313,871 has been expensed in relation to the vesting of service rights during the year. Other details of service rights granted during the current financial year are set out below. No service rights were granted during the previous financial year. (i) Fair Value of Service Rights Issued During the Year Ended 30 June 2023 During the current year, 2,816,864 service rights were issued to certain directors and employees of the Company. The key terms and conditions of the service rights issued were as follows: Service Rights Tranche Tranche 1 Tranche 2 Tranche 3 Total Quantity Granted 10 May 2023 938,953 issued 938,955 issued 938,956 issued 2,816,864 Issued Vesting Determination Date Vesting Conditions 31 Dec 2023 Continued employment during the 2023 calendar year. 31 Dec 2024 Continued employment during the 2024 calendar year. 31 Dec 2025 Continued employment during the 2025 calendar year. 73 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 23. SHARE-BASED PAYMENTS (CONT’D) (a) Service Rights (Cont’d) (i) Fair Value of Service Rights Issued During the Year Ended 30 June 2023 (Cont’d) The fair values for the service rights were determined using the Hoadley ESO2 valuation model. The inputs for the fair value model for the service rights issued during the year were as follows: Number Issue date Valuation date Spot price at grant date Exercise price Vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per service right Total Value of Service Rights Granted (b) Performance Rights (i) Net Share-Based Payments (Reversal)/Expense Tranche 1 Tranche 2 Tranche 3 938,953 12 May 2023 10 May 2023 $0.9800 Nil 938,955 938,956 12 May 2023 12 May 2023 10 May 2023 10 May 2023 $0.9800 Nil $0.9800 Nil 31 Dec 2023 31 Dec 2024 31 Dec 2025 12 May 2028 12 May 2028 12 May 2028 75% 3.17% Nil $0.9800 $920,174 75% 3.17% Nil $0.9800 $920,176 75% 3.17% Nil $0.9800 $920,177 A net of $404,318 was reversed during the year (2022: $774,902 expensed) in relation to the vesting of performance rights during the year. The net reversal is related to the following performance rights: Issued in May 2023 (refer to note (ii) below) Issued in previous financial years 2023 $ 105,665 (509,983) (404,318) 2022 $ - 774,902 774,902 The reversal of share-based payments charges for the performance rights issued in previous financial years was due to non-market vesting conditions not being met before the last vesting day of 31 July 2023 (after year-end). After year-end, the remaining 1,900,008 performance rights that were issued in previous financial years lapsed due to all vesting conditions not being met by that date. 74 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 23. SHARE-BASED PAYMENTS (CONT’D) (b) Performance Rights (Cont’d) Other details of performance rights granted or cancelled during the current and previous financial years are set out below: (ii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2023 During the current year, 2,489,864 performance rights were issued to a director and certain employees of the Company. The key terms and performance of the performance rights issued were as follows: Class A Tranche Tranche 1 Quantity Granted 10 May 2023 Vesting Determination Date 82,994 issued 31 Dec 2023 Tranche 2 82,995 issued 31 Dec 2024 Tranche 3 82,998 issued 31 Dec 2025 Total Class A 248,987 issued Class B Tranche Tranche 1 Quantity Granted 10 May 2023 Vesting Determination Date 207,486 issued 31 Dec 2023 Tranche 2 207,490 issued 31 Dec 2024 Tranche 3 207,491 issued 31 Dec 2025 Total Class B 622,467 issued Class C Tranche Tranche 1 Quantity Granted 10 May 2023 Vesting Determination Date 311,234 issued As conditions vest Tranche 2 311,232 issued As conditions vest Total Class C 622,466 issued Class D Tranche Tranche 1 Quantity Granted 10 May 2023 Vesting Determination Date 497,972 issued As conditions vest Tranche 2 497,972 issued As conditions vest Total Class D 995,944 issued Total 2,489,864 Issued Vesting Conditions Lost Time Injury Frequency Rate (“LTIFR”) of less than 27 and zero fatalities during the 2023 calendar year. LTIFR of less than 27 and zero fatalities during the 2024 calendar year. LTIFR of less than 27 and zero fatalities during the 2025 calendar year. Vesting Conditions The Company’s relative shareholder return (“SR”) performance during the 2023 calendar year ranked against a “Peer Group” of comparable companies. Company’s ranking must be above 50th percentile for any rights in tranche to vest. Ranking must be above 75th percentile for all rights in tranche to vest. Criteria as per above applied as relevant to the 2024 calendar year. Criteria as per above applied as relevant to the 2025 calendar year. Vesting Conditions Increase in the Company’s 20-day VWAP to $1.69 per share on or before 10 May 2026. Increase in the Company’s 20-day VWAP to $2.72 per share on or before 10 May 2026. Vesting Conditions Total resources growth to 1.2 billion tonnes on or before 31 December 2025. Total resources growth to between 1.2 billion tonnes and 1.4 billion tonnes on or before 31 December 2025, vesting on a pro-rata basis. 75 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 23. SHARE-BASED PAYMENTS (CONT’D) (b) Performance Rights (Cont’d) (ii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2023 (Cont’d) The fair values for the Class A and Class D performance rights were determined using the Hoadley ESO2 valuation model, the fair values for the Class B performance rights were determined using the Hoadley Employee Stock Option valuation model, and the fair values for the Class C performance rights were determined using the Hoadley Parisian Barrier and Hoadley Employee Stock Option valuation model. The inputs for the fair value models for the performance rights issued during the year were as follows: For Class A Performance Rights Number Issue date Valuation date Spot price at grant date Exercise price Vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Tranche 1 82,994 12 May 2023 10 May 2023 $0.9800 Nil 31 Dec 2023 12 May 2028 75% 3.17% Nil $0.9800 Tranche 2 82,995 12 May 2023 10 May 2023 $0.9800 Nil 31 Dec 2024 12 May 2028 75% 3.17% Nil $0.9800 Tranche 3 82,998 12 May 2023 10 May 2023 $0.9800 Nil 31 Dec 2025 12 May 2028 75% 3.17% Nil $0.9800 Total Value of Performance Rights Granted $81,334 $81,335 $81,338 For Class B Performance Rights Number Issue date Valuation date Spot price at grant date Exercise price VWAP barrier price Vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Tranche 1 Tranche 2 207,486 12 May 2023 10 May 2023 $0.9800 Nil Nil 31 Dec 2023 12 May 2028 75% 3.17% Nil $0.7152 207,490 12 May 2023 10 May 2023 $0.9800 Nil Nil 31 Dec 2024 12 May 2028 75% 3.17% Nil $0.7711 Tranche 3 207,491 12 May 2023 10 May 2023 $0.9800 Nil Nil 31 Dec 2025 12 May 2028 75% 3.17% Nil $0.8278 Total Value of Performance Rights Granted $148,394 $159,996 $171,761 For Class C Performance Rights Number Issue date Valuation date Spot price at grant date Exercise price VWAP barrier price Last vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Total Value of Performance Rights Granted Tranche 1 311,234 12 May 2023 10 May 2023 $0.9800 Nil $1.6900 10 May 2026 12 May 2028 75% 3.17% Nil $0.4706 $146,467 Tranche 2 311,232 12 May 2023 10 May 2023 $0.9800 Nil $2.7200 10 May 2026 12 May 2028 75% 3.17% Nil $0.4706 $146,466 76 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 23. SHARE-BASED PAYMENTS (CONT’D) (b) Performance Rights (Cont’d) (ii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2023 (Cont’d) For Class D Performance Rights Tranche 1 Tranche 2 Number Issue date Valuation date Spot price at grant date Exercise price Last vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Total Value of Performance Rights Granted 497,972 12 May 2023 10 May 2023 $0.9800 Nil 497,972 12 May 2023 10 May 2023 $0.9800 Nil 31 Dec 2025 31 Dec 2025 12 May 2028 12 May 2028 75% 3.17% Nil $0.9800 $488,013 75% 3.17% Nil $0.9800 $488,013 (iii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2022 During the previous financial year, 35,000,000 performance rights (pre share consolidation) were issued to key consultants of the Company. The key terms and conditions of the performance rights issued were as follows: Class of Performance Rights Quantity Granted 2 Sep 2021 (Pre Share Consolidation) Quantity Granted 20 Sep 2021 (Pre Share Consolidation) Class A 5,000,000 issued 6,666,666 issued Class B 5,000,000 issued 6,666,666 issued Class C 5,000,000 issued 6,666,668 issued Vesting Conditions The price of Shares traded on ASX is greater than $0.06 per Share for 15 consecutive trading days or more before 31 July 2023. The price of Shares traded on ASX is greater than $0.08 per Share for 15 consecutive trading days or more before 31 July 2023. The Company announcing to ASX global independently estimated JORC compliant resources at the Cortadera Project and surrounding satellite projects, excluding currently reported resources at Productora, of 750 Mt at 0.5% Cu equivalent or greater (within 0.2% CuEq grade envelope or higher as deemed appropriate in the independent resource estimate) before 31 July 2023. The fair values for the Class A and Class B performance rights were determined using the Hybrid Barrier Up and In Trinomial methods which uses an iterative procedure allowing for specification of points in time, during the time span between the valuation date and the option or performance right’s expiration date. They take into account the barrier price, exercise price, the share price at value date and expected price volatility of the underlying share, and the risk-free interest rate for the options or performance rights’ term. The fair value for the Class C performance rights was determined using the Black-Scholes valuation method, which takes into account the price of the underlying security, the strike price, the time to expiration, the expected volatility of the security, and the risk-free interest rate. 77 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 23. SHARE-BASED PAYMENTS (CONT’D) (b) Performance Rights (Cont’d) (iii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2022 (Cont’d) The inputs for the fair value models for the performance rights issued during the previous financial year were as follows: For Performance Rights Granted 2 September 2021 Number (pre share consolidation) Valuation date Spot price at grant date Exercise price Barrier price Vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Class A 5,000,000 Class B 5,000,000 Class C 5,000,000 2 Sep 2021 2 Sep 2021 2 Sep 2021 $0.045 Nil $0.06 31-07-23 31-07-23 100% 0.17% Nil $0.03 $0.045 Nil $0.08 31-07-23 31-07-23 100% 0.17% Nil $0.025 $0.045 Nil Nil 31-07-23 31-07-23 100% 0.17% Nil $0.039 Total Value of Performance Rights Granted $150,000 $125,000 $195,000 For Performance Rights Granted 20 September 2021 Number (pre share consolidation) Valuation date Spot price at grant date Exercise price Barrier price Vesting date Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per performance right Class A 6,666,666 Class B 6,666,667 Class C 6,666,667 20 Sep 2021 20 Sep 2021 20 Sep 2021 $0.039 Nil $0.06 31-07-23 31-07-23 100% 0.17% Nil $0.03 $0.039 Nil $0.08 31-07-23 31-07-23 100% 0.17% Nil $0.025 $0.039 Nil Nil 31-07-23 31-07-23 100% 0.17% Nil $0.039 Total Value of Performance Rights Granted $200,000 $166,667 $260,000 78 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 23. SHARE-BASED PAYMENTS (CONT’D) (b) Performance Rights (Cont’d) (iii) Fair Value of Performance Rights Issued During the Year Ended 30 June 2022 (Cont’d) After the 50 to 1 share consolidation on 15 November 2021, the amount of performance rights and vesting hurdles under the terms and conditions of the performance rights were updated to reflect the share consolidation, as follows: Quantity Granted 2 Sep 2021 (Post Share Consolidation Equivalent) Quantity Granted 20 Sep 2021 (Post Share Consolidation Equivalent) 100,000 133,333 100,000 133,333 Class of Performance Rights Class A Class B Class C 100,000 133,334 Vesting Conditions The price of Shares traded on ASX is greater than $3.00 per Share for 15 consecutive trading days or more before 31 July 2023. The price of Shares traded on ASX is greater than $4.00 per Share for 15 consecutive trading days or more before 31 July 2023. The Company announcing to ASX global independently estimated JORC compliant resources at the Cortadera Project and surrounding satellite projects, excluding currently reported resources at Productora, of 750 Mt at 0.5% Cu equivalent or greater (within 0.2% CuEq grade envelope or higher as deemed appropriate in the independent resource estimate) before 31 July 2023. All other terms and conditions were unchanged as part of the share consolidation, and none of these performance rights vested or were exercised during the current or previous financial years. These performance rights (as part of the parcel of 1,900,008 performance rights) lapsed after year-end on 31 July 2023 (see Note 23(b)(i) and Note 23(b)(iv)). (iv) Performance Rights Lapsed or Cancelled During the Year No performance rights lapsed during the current financial year. However, after year end on 31 July 2023, 1,900,008 performance rights that were issued in previous financial years lapsed due to all vesting conditions not being met by that date (see Note 23(b)(i)). During the previous financial year, 15,000,000 performance rights (pre share consolidation) lapsed upon the resignation of Melanie Leighton, a previous alternate director of the Company. 100,002 performance rights (post share consolidation) also lapsed upon the resignation of Mr Lloyd Flint (a previous company secretary of the Company). The amounts previously expensed for Ms Leighton’s and Mr Flint’s performance rights, which did not vest, were reversed during the previous financial year. (c) Options Granted There were no options issued during the current year ended 30 June 2023. The following details options issued during the previous financial year ended 30 June 2022: (i) Fair Value of Options Granted in September 2021 92,500,000 options were issued (pre share consolidation) to lead managers of a capital raising and the issue was approved in a general meeting on 15 September 2021. The fair value was determined using the Hoadley ESO2 valuation model that takes into account the exercise price, the share price at value date and expected price volatility of the underlying share, and the risk-free interest rate for the options term. The inputs for the fair value model for fee options were as follows: Pre Share Consolidation Post Share Consolidation Equivalent Number of options Issue date Valuation date Consideration Spot price at grant date Exercise price Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per option Total Value of Options Granted 92,500,000 20 Sep 2021 20 Sep 2021 Nil $0.041 $0.045 30 Sep 2024 80% 0.17% Nil $0.0183 $1,692,750 1,850,001 20 Sep 2021 20 Sep 2021 Nil $2.05 $2.25 30 Sep 2024 80% 0.17% Nil $0.915 $1,692,750 79 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 23. SHARE-BASED PAYMENTS (CONT’D) (c) Options Granted (ii) Fair Value of Options Granted in January 2022 1,259,789 options were issued (post share consolidation) to lead managers of a capital raising and the issue was approved in a general meeting on 31 January 2022. The fair value was determined using the Hoadley ESO2 valuation model that takes into account the exercise price, the share price at value date and expected price volatility of the underlying share, and the risk-free interest rate for the options term. The inputs for the fair value model for the fee options were as follows: Number of options Issue date Valuation date Consideration Spot price at grant date Exercise price Expiry date Expected price volatility of the Company’s shares Risk-free interest rate Dividend yield Fair value of per option Total Value of Options Granted 24. FINANCIAL RISK MANAGEMENT Post Share Consolidation 1,259,789 4 Feb 2022 31 Jan 2022 Nil $1.61 C$1.85 ($1.998) 28 Jan 2025 75% 0.9% Nil A$0.6473 $815,461 The consolidated entity’s principal financial instruments comprise receivables, payables, cash and short-term deposits. The consolidated entity manages its exposure to key financial risks in accordance with the consolidated entity’s financial risk management policy. The objective of the policy is to support the delivery of the consolidated entity’s financial targets while protecting future financial security. The main risks arising from the consolidated entity’s financial instruments are market risk (including interest rate risk and foreign exchange risk), credit risk and liquidity risk. The consolidated entity uses different methods to measure and manage different types of risks to which it is exposed. These include monitoring levels of exposure to interest rates and assessments of market forecasts for interest rates. Ageing analysis of and monitoring of receivables are undertaken to manage credit risk, liquidity risk is monitored through the development of future rolling cash flow forecasts. The Board reviews and agrees policies for managing each of these risks as summarised below. Primary responsibility for identification and control of financial risks rests with the Board. The Board reviews and agrees policies for managing each of the risks identified below, including for interest rate risk, credit allowances and cash flow forecast projections. Risk Exposures and Responses: (a) Interest Rate Risk Exposure The consolidated entity is exposed to interest rate risk on financial assets and financial liabilities at the end of the reporting period where a change in interest rates may affect future cashflows or fair values of financial instruments. The group is exposed to interest rate risk on its cash and cash equivalent balances which are subject to floating interest rates. At year end, cash balances subject to floating interest amounted to of $699,453 (2022: $18,503,502). 80 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 24. FINANCIAL RISK MANAGEMENT (CONT’D) Risk Exposures and Responses: (Cont’d) (a) Interest Rate Risk Exposure (Cont’d) The following table illustrates sensitivities to the consolidated entity’s exposures to changes in interest rates. The table indicates how profit and equity values reported at reporting date would have been affected by changes in the relevant risk variable that management considers to be reasonably possible. These sensitivities assume that the movement in a particular variable is independent of other variables. Sensitivity Analyses At 30 June 2023 and at 30 June 2022, the effect on profit and equity as a result of changes in the interest rate, with all other variables remaining constant would be as follows: 2023 Increase in interest rate by 2% Decrease in interest rate by 2% 2022 Increase in interest rate by 2% Decrease in interest rate by 2% (b) Credit Risk Exposure Consolidated Entity Post Tax Profit Equity $ 13,989 (13,989) $ 13,989 (13,989) 370,070 (370,070) 370,070 (370,070) Credit risk arises from the financial assets of the consolidated entity, which comprise deposits with banks and trade and other receivables. The consolidated entity’s exposure to credit risk arises from potential default of the counter party, with the maximum exposure equal to the carrying amount of these instruments. The carrying amount of financial assets included in the statement of financial position represents the consolidated entity’s maximum exposure to credit risk in relation to those assets. The consolidated entity does not hold any credit derivatives to offset its credit exposure. The consolidated entity trades only with recognised, credit worthy third parties and as such collateral is not requested nor is it the Company’s policy to securities it trades and other receivables. Receivable balances are not significant and are monitored on an ongoing basis with the result that the consolidated entity does not have a significant exposure to bad debts. There are no significant concentrations of credit risk within the consolidated entity. (c) Liquidity Risk Liquidity risk arises from the financial liabilities of the consolidated entity and the consolidated entity’s subsequent ability to meet their obligations to repay their financial liabilities as and when they fall due. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and, the availability of funding through the ability to raise further equity or through related party entities. Due to the dynamic nature of the underlying businesses, the Board aims at maintaining flexibility in funding through management of its cash resources. The consolidated entity has no financial liabilities at the year-end other than normal trade and other payables incurred in the general course of business. 81 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 24. FINANCIAL RISK MANAGEMENT (CONT’D) Risk Exposures and Responses: (Cont’d) (c) Liquidity Risk (Cont’d) Financing Arrangements Remaining Contractual Maturities The following tables detail the consolidated entity’s remaining contractual maturity for its financial liability instruments. The tables have been drawn up based on the undiscounted cash flows of financial instruments liabilities based on the earliest date on which the financial instruments are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position. Consolidated – 2023 Non-Derivatives Trade payables Weighted Average Interest Rate % - Lease liabilities - interest bearing 13.00 Total Financial Liabilities Consolidated – 2022 Non-Derivatives Trade payables - Lease liabilities - interest bearing 13.00 Total Financial Liabilities 1 Year or Less $ 1,202,362 124,490 1,326,852 6,376,830 67,081 6,443,911 Between 1 and 5 Years Remaining Contractual Maturities $ $ Amount per Statement of Financial Position $ - 209,118 209,118 - 263,767 263,767 1,202,362 333,608 1,535,970 1,202,362 333,608 1,535,970 6,376,830 330,848 6,707,678 6,376,830 330,848 6,707,678 The table below represents the financial assets available to manage the Group’s liquidity: Weighted Average Interest Rate % 1 Year or Less $ Between 1 and 5 Years $ Remaining Contractual Maturities $ Amount per Statement of Financial Position $ Consolidated – 2023 Non-Derivatives Cash and cash equivalents Other receivables (term deposits and bonds) 1.91% 0.86% Total Financial Assets Consolidated – 2022 Non-Derivatives Cash and cash equivalents 0.10 Total Financial Assets (d) Market Risk Foreign Exchange Risk 2,948,964 - 2,948,964 - 2,948,964 2,948,964 362,688 362,688 362,688 362,688 3,311,652 3,311,652 23,721,808 23,721,808 - - 23,721,808 23,721,808 23,721,808 23,721,808 The consolidated entity has considered the sensitivity relating to its exposure to foreign currency risk at reporting date. This sensitivity analysis considers the effect on current year results and equity which could result in a change in the USD/AUD rate and the CLP/AUD rate. The consolidated entity is exposed to foreign exchange risk through its USD and CLP cash holdings and liabilities at reporting date. The table below summarises the impact of + / - 10% strengthening / weakening of the AUD against the USD and CLP on the consolidated entities post tax profit for the year and equity. The analysis is based on a 10% strengthening /weakening of the AUD against the USD and CLP at reporting date with all other factors remaining constant. 82 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 24. FINANCIAL RISK MANAGEMENT (CONT’D) Risk Exposures and Responses: (Cont’d) (d) Market Risk Foreign Exchange Risk (Cont’d) 2023 AUD/CLP + 10% AUD/CLP - 10% AUD/USD + 10% AUD/USD - 10% AUD/CAD + 10% AUD/CAD - 10% 2022 AUD/CLP + 10% AUD/CLP - 10% AUD/USD + 10% AUD/USD - 10% Consolidated Entity Post Tax Profit $ Equity $ (56,161) 68,641 (10,300) 12,589 8,783 (10,734) 61,674 (75,379) 250,217 (305,821) (56,161) 68,641 (10,300) 12,589 8,783 (10,734) 61,674 (75,379) 250,217 (305,821) 25. RELATED PARTIES (a) Parent Entity Hot Chili Limited is the ultimate parent entity. Relevant parent entity disclosures are set out in Note 26. (b) Subsidiaries Interests in subsidiaries are set out in Note 27. (c) Key Management Personnel Disclosures relating to key management personnel (“KMP”) are set out in Note 28 and the Remuneration Report included in the Directors’ Report. (d) Transactions with Related Parties There were no related party transactions during the financial year ended 30 June 2023. The following transactions occurred with related parties during the previous financial years. All transactions were made at commercial terms: (i) Quarterly Interest Paid on Convertible Notes Payable Quarterly interest accruing on the convertible notes payable to Blue Spec Drilling Pty Ltd (a company associated with Mr Murray Black, a previous director of the Company who retired on 1 March 2022) of $30,108 for the year ended 30 June 2022 was settled by the issue of shares as follows: Value of interest settled No. of shares issued (post-consolidation equivalent)2 Amounts Settled Pre-Retirement of Mr Black Post Share Consolidation $7,782 Total Settled Pre-Retirement $15,565 4,575 8,663 Pre Share Consolidation $7,783 4,0881 1 The number of shares stated here is the post share consolidation equivalent of 204,388 shares which were issued, pre the 50 to 1 share consolidation, to Blue Spec Drilling Pty Ltd to settle the interest accruing on the convertible notes payable. 2 Stated at the number of total shares, equivalent post share consolidation. No interest on convertible notes was payable to Blue Spec Drilling Pty Ltd at 30 June 2022. The shares were issued to Blue Spec Drilling Pty Ltd following shareholder approval. 83 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 25. RELATED PARTIES (CONT’D) (d) Transactions with Related Parties (Cont’d) (ii) Maturity of Convertible Notes On 30 June 2022, the Company issued 415,344 shares on final maturity of the 3,834 convertible notes (with a face value of $100 each, totalling $383,400) which had been issued to Blue Spec Drilling Pty Ltd on 8 September 2017. The deemed price for the conversion of the notes was $0.92309 per share as per the terms and conditions of the notes. The shares were also issued to Blue Spec Drilling Pty Ltd following shareholder approval. The shares were issued post Mr Black’s retirement on 1 March 2022. (iii) Other Fees and Charges Blue Spec Sondajes Chile Limitada, a company in which Mr Murray Black is a director, charged a total of $12,948,500 to the consolidated entity for the period from 1 July 2021 to just prior to Mr Black’s retirement on 1 March 2022 for rent and drilling services at Cortadera. Of this amount, $2,466,497 was owing at the date of Mr Black’s retirement and was paid in April 2022. 26. PARENT ENTITY DISCLOSURES (a) Financial Position Assets Current assets Non-current assets Total Assets Liabilities Current liabilities Non-current liabilities Total Liabilities Equity Issued capital Reserves Accumulated losses Total Equity (b) Financial Performance Loss for the year Total Comprehensive Income Hot Chili Limited 2023 $ 2022 $ 2,079,212 21,017,491 206,684,331 191,315,824 208,763,543 212,333,315 753,181 225,336 978,517 363,728 272,912 636,640 269,189,573 269,189,584 5,230,152 5,519,117 (66,634,699) (63,012,026) 207,785,026 211,696,675 (3,821,199) (6,088,892) (3,821,199) (6,088,892) (c) Contingent Liabilities of the Parent Entity The parent entity did not have any contingent liabilities as at 30 June 2023 or 30 June 2022. (d) Contractual Commitments for the Acquisition of Property, Plant or Equipment The parent entity did not have any contractual commitments for the acquisition of property, plant or equipment as at 30 June 2023 or 30 June 2022. (e) Significant Accounting Policies The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in Note 1, except for the following: . Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity; . Investments in associates are accounted for at cost, less any impairment, in the parent entity; and . Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an indicator of an impairment of the investment. 84 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 27. INTEREST IN SUBSIDIARIES (a) Material Subsidiaries The consolidated financial statements incorporate the assets, liabilities, and results of the following material subsidiaries, in accordance with the accounting policy described in Note 1(f): Name of Entity Sociedad Minera El Corazón SpA Sociedad Minera El Águila SpA* Sociedad Minera La Frontera SpA Sociedad Minera Banderas SpA Sociedad Minera Los Mantos SpA Country of Incorporation Class of Shares 2023 % 2022 % Equity Holding Chile Chile Chile Chile Chile Ordinary Ordinary Ordinary Ordinary Ordinary 100 80* 100 100 100 100 80* 100 100 100 * The non-controlling interests hold 20% of Sociedad Minera El Águila SpA (SMEA) - refer to Note 27(b) below. (b) Non-Controlling Interests (“NCI”) Summarised financial information of the subsidiary with NCI that are material to the consolidated entity are set out below: (i) Summarised Statement of Profit or Loss and Other Comprehensive Income Revenue Expenses Loss before income tax expense Income tax expense Loss after income tax expense Other comprehensive income Total Comprehensive Loss (ii) Summarised Statement of Financial Position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net Assets (iii) Statement of Cash Flows Net cash used in operating activities Net cash used in investing activities Net cash from financing activities Net Increase in Cash and Cash Equivalents (iv) Other Financial Information Loss attributable to non-controlling interests SMEA 2023 $ 2022 $ 34,940 (1,028,535) (993,595) - 116,929 (777,441) (660,512) - (993,595) (660,512) - - (993,595) (660,512) 125,418 121,874,889 122,000,307 193,314 116,360,366 116,553,680 484,302 24,967,692 25,451,994 1,864,351 34,194,262 36,058,613 96,548,313 80,495,067 (1,028,541) (3,468,119) 4,428,764 (67,896) 1,114,734 (5,910,821) 4,766,110 (29,977) (198,719) (132,103) Accumulated Non-Controlling Interests at the End of Reporting Period 19,309,663 18,848,770 85 HOT CHILI Annual Report 2023 13 Notes to the Financial Statements(Cont’d) 28. KEY MANAGEMENT PERSONNEL DISCLOSURES The following were the directors and other key management personnel (“KMP”) of the consolidated entity at any time during the current and previous financial years and unless otherwise indicated, were KMP for the entire period: Non-Executive Directors Dr Nicole S Adshead-Bell (appointed 5 January 2022) Murray E Black (retired 1 March 2022) Roberto de Andraca Adriasola Mark Jamieson (appointed 3 September 2021) Stephen Quin (appointed 5 May 2023) George R Nickson (retired 29 November 2022) Dr Allan Trench (resigned 30 November 2022) Executive Director Christian E Easterday Other KMP José Ignacio Silva Grant King John Hearne (resigned 9 December 2022) Melanie Leighton (resigned 1 October 2021) Position Independent Non-Executive Chairman (from 1 March 2022) Non-Executive Chairman Non-Executive Director Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Position Managing Director Position Country Manager and Chief Legal Counsel Chief Operating Officer Executive Studies Manager Corporate Projects Manager and Alternate Director for M Black The remuneration of the directors and other KMP of the consolidated entity, as listed above, is set out below in aggregate: Directors Short-term benefits Post-employment benefits Share-based payments Other KMP Short-term benefits Post-employment benefits Share-based payments Other benefits Consolidated Entity 2022 2023 $ $ 553,572 43,838 21,644 619,054 691,322 43,296 (154,458) 85,994 666,154 603,813 48,933 75,607 728,353 802,104 55,708 357,948 125,000 1,340,760 Total 1,285,208 2,069,113 86 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 29. REMUNERATION OF AUDITORS (a) RSM Australia Partners and Related Network Firms Audit or review of financial reports for the Group Statutory review required by Canadian legislation to be provided by the auditor to the Group for the purposes of the TSX listing Tax compliance services Consolidated Entity 2023 $ 2022 $ 72,700 - 23,288 67,000 50,500 17,500 Total Audit and Other Services Provided by RSM Australia Partners and Related Network Firms 95,988 135,000 (b) Other Auditors and Their Related Network Firms Other assurance and agreed-upon procedures under other contractual arrangements Total Audit and Other Services Provided by Other Auditors and Their Related Network Firms - - 131,648 131,648 Total Remuneration of Auditors 95,988 266,648 30. EVENTS OCCURRING AFTER REPORTING DATE On 26 July 2023, the Group announced the receipt of the proceeds of US$15 million in exchange for the sale of a 1.0% Net Smelter Return (NSR) royalty on copper and a 3% NSR royalty on gold across the Company’s Costa Fuego Copper-Gold Project located 600 km north of Santiago in the coastal range of the Atacama Region, Chile. The proceeds were received from Osisko Gold Royalties Ltd under the investment agreement on closing date, 25 July 2023. On 31 July 2023, 1,900,008 performance rights lapsed due to vesting conditions not being met by that date. On 14 August 2023, the Company filed a National Instrument 43-101 Technical Report for its Costa Fuego Copper Gold project in Chile. The report titled “Costa Fuego Copper Project NI 43–101 Technical Report Preliminary Economic Assessment” and dated August 2023, with an effective date of 28 June 2023 (the “Technical Report”), was prepared pursuant to National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43- 101”). It is available for review on both SEDAR+ (www.sedarplus.ca) and the Company’s website (www.hotchili.net.au). The Technical Report supports the news release dated 28 June 2023 announcing the Costa Fuego Copper-Gold Project Preliminary Economic Assessment. On 22 August 2023, the Company issued 345,000 service rights and 345,000 performance rights which have the same terms and conditions as the service and performance rights granted and issued in May 2023 (see Notes 23(a)(i) and 23(b)(ii) for details of the service and performance rights granted and issued in May 2023). On 28 August 2023, the Company announced a binding letter of intent with Bastion Minerals Limited for the grant to Hot Chili of an option to acquire 100% of Bastion’s Cometa Project in Chile (“Cometa”), located near Hot Chili’s Costa Fuego Copper-Gold Project in the coastal range of the Atacama Region, Chile. Other than the above, the directors are not aware of any other matters or circumstances that have arisen since the end of the financial period which significantly affected or may significantly affect the operations of the consolidated entity the results of those operations, or the state of affairs of the consolidated entity in future financial periods. 87 HOT CHILI Annual Report 2023 14 Shareholder Information AS AT 31 AUGUST 2023 Information Required by the Australian Securities Exchange Limited (a) Spread of Holdings 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 & Over Shareholders Units 1,719 2,292 699 841 134 1,098,209 5,884,681 5,252,736 25,022,033 82,187,547 5,685 119,445,206 % 0.92% 4.92% 4.40% 20.95% 68.81% 100% There are 215 holders of unmarketable parcels comprising 34,348 shares. (b) The names of the twenty largest shareholders as at 31 August 2023, who between them held 49.25% of the issued capital are listed below: 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 GLENCORE AUSTRALIA HOLDINGS PTY LIMITED CITICORP NOMINEES PTY LIMITED CDS & CO GS GROUP AUSTRALIA PTY LTD HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED BLUE SPEC SONDAJES CHILE SPA BLUE SPEC DRILLING PTY LTD BNP PARIBAS NOMINEES PTY LTD MRS NERIDA RUTH SCOTT BNP PARIBAS NOMS PTY LTD CAP S A JAERICA PTY LTD DALTON CORPORATE PTY LIMITED SAMLISA NOMINEES PTY LTD MR DAVID STEWART FIELD JATIG INVESTMENTS PTY LTD LM PROCTOR PTY LTD BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD MORGAN STANLEY AUSTRALIA SECURITIES (NOMINEE) PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED Total Units Held Total Units on Issue (c) Substantial Shareholders (from Substantial Shareholder Notices): Murray Edward Black Date Received 11/02/2022 Glencore Australia Holdings Pty Ltd (376,942,763 pre-Consol) 13/02/2022 GS Group Australia Pty Ltd atf GS Group Australia Trust 10/03/2022 Number of Ordinary Shares 10,885,497 10,315,299 6,842,628 5,645,000 4,121,860 4,052,956 2,479,525 2,092,057 2,010,000 1,414,353 1,323,078 1,290,322 1,000,000 1,000,000 900,000 770,000 711,800 703,896 669,599 604,121 % 9.11 8.64 5.73 4.73 3.45 3.39 2.08 1.75 1.68 1.18 1.11 1.08 0.84 0.84 0.75 0.64 0.60 0.59 0.56 0.51 58,831,991 119,445,206 49.25 100.00 Relevant Interest Per Notice Number of Shares % of Issued Capital 6,441,716 7,538,855 5,645,000 5.88% 9.99% 5.14% 88 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 (d) Holdings of Warrants, Options and Rights (i) As at 31 August 2023 there are 11 holders of the 10,900,000 listed warrants over shares on issue. There are no voting rights attached to listed warrants. 8,704,491 are held by CDS & Co. (ii) As at 31 August 2023 there are 18 holders of the 3,109,790 unlisted options over shares on issue. There are no voting rights attached to unlisted options: Class No. of Unquoted Equity Securities Unlisted options exercisable at A$2.25 expiring 30 Sep 2024 1,850,001 Unlisted options exercisable at C$1.85 expiring 28 Jan 2025 1,259,789 3,109,790 Unquoted Equity Security Holdings Greater Than or Equal to 20% Unlisted Options Exercisable at A$2.25 Expiring 30 Sep 2024 1 VERITAS CONSOLIDATED PTY LTD Total Units Held Total Units on Issue Unlisted Options Exercisable at C$1.85 Expiring 28 Jan 2025 1 NATIONAL BANK FINANCIAL INC <#4EMOO6A A/C> 2 3 FIDELITY CLEARING CANADA <7AW INVENTORY> VERITAS CONSOLIDATED PTY LTD Total Units Held Total Units on Issue No. of Holders Holding 20% or More in the Class 1 3 No. of Holders 9 9 No. of Unlisted Options 801,000 801,000 1,850,001 No. of Unlisted Options 461,434 435,673 287,677 1,184,784 1,259,789 % 43.30 43.30 100% % 36.63% 34.58% 22.84% 94.05% 100% (iii) As at 31 August 2023 there 20 holders of the 3,161,864 service rights on issue. There are no voting rights attached to service rights. As at 31 August 2023 there 17 holders of the 2,834,864 performance rights on issue. There are no voting rights attached to performance rights. (e) On-Market Buyback As at 31 August 2023 there was no current on-market buyback under way. 89 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 15 Tenement Schedule Table 2. Current Tenement (Patente) Holdings in Chile as at 30 June 2023 Cortadera Landholding HCH % Held HCH % Earning Area (ha) Agreement Type & % 100 82 53 136 249 294 264 265 200 300 183 156 294 300 200 200 1 1 1 146 374 300 260 261 31 20 100 Licence ID MAGDALENITA 1/20 ATACAMITA 1/82 AMALIA 942 A 1/6 PAULINA 10 B 1/16 PAULINA 11 B 1/30 PAULINA 12 B 1/30 PAULINA 13 B 1/30 PAULINA 14 B 1/30 PAULINA 15 B 1/30 PAULINA 22 A 1/30 PAULINA 24 1/24 PAULINA 25 A 1/19 PAULINA 26 A 1/30 PAULINA 27A 1/30 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA CORTADERA 1 1/200 100% Frontera SpA CORTADERA 2 1/200 100% Frontera SpA CORTADERA 41 CORTADERA 42 LAS CANAS 16 LAS CANAS 1/15 CORTADERA 1/40 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA LAS CANAS ESTE 2003 1/30 100% Frontera SpA CORROTEO 1 1/260 CORROTEO 5 1/261 ROMERO 1 al 31 PURISIMA Other Coneja 1/10 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Banderas SpA 90 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 Productora Landholding Licence ID FRAN 1, 1-60 FRAN 2, 1-20 FRAN 3, 1-20 FRAN 4, 1-20 FRAN 5, 1-20 FRAN 6, 1-26 FRAN 7, 1-37 FRAN 8, 1-30 FRAN 12, 1-40 FRAN 13, 1-40 FRAN 14, 1-40 FRAN 15, 1-60 FRAN 18, 1-60 FRAN 21, 1-46 ALGA 7A, 1-32 ALGA VI, 5-24 MONTOSA 1-4 CHICA ESPERANZA 1-5 LEONA 2A 1-4 CARMEN I, 1-50 CARMEN II, 1-60 ZAPA 1, 1-10 ZAPA 3, 1-23 ZAPA 5A, 1-16 ZAPA 7, 1-24 CABRITO, CABRITO 1-9 CUENCA A, 1-51 CUENCA B, 1-28 CUENCA C, 1-51 CUENCA D CUENCA E CHOAPA 1-10 ELQUI 1-14 LIMARÍ 1-15 LOA 1-6 MAIPO 1-10 TOLTÉN 1-14 CACHIYUYITO 1, 1-20 CACHIYUYITO 2, 1-60 CACHIYUYITO 3, 1-60 HCH % Held 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA HCH % Earning Area (ha) Agreement Type & % 220 100 100 100 100 130 176 120 200 200 200 300 273 226 89 66 35 1 11 10 222 274 100 92 80 120 50 255 139 255 3 1 50 61 66 30 50 70 100 300 300 91 HOT CHILI Annual Report 2023 15 Tenement Schedule (Cont’d) Productora Landholding (Cont’d) Licence ID LA PRODUCTORA 1-16 ORO INDIO 1A, 1-20 AURO HUASCO I, 1-8 HCH % Held 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA URANIO, 1-70 JULI 9, 1-60 JULI 10, 1-60 JULI 11 1/60 JULI 12 1/42 JULI 13 1/20 JULI 14 1/50 JULI 15 1/55 JULI 16, 1-60 JULI 17, 1-20 JULI 19 JULI 20 JULI 21 1/60 JULI 22 JULI 23 1/60 JULI 24, 1-60 JULI 25 JULI 27 1/30 JULI 27 B 1/10 JULI 28 1/60 JULIETA 5 JULIETA 6 JULIETA 7 JULIETA 8 JULIETA 9 JULIETA 10 1/60 JULIETA 11 JULIETA 12 JULIETA 13, 1-60 JULIETA 14, 1-60 JULIETA 15, 1-40 JULIETA 16 JULIETA 17 JULIETA 18, 1-40 ARENA 1 1-6 ARENA 2 1-17 ZAPA 1 – 6 JULIETA 1 al 4 92 0% 0% 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA 80% SMEA SpA HCH % Earning Area (ha) Agreement Type & % 25-year Lease Agreement. 75 82 35 350 300 300 300 210 100 250 275 300 100 300 300 300 300 300 300 300 146 48 300 200 200 100 100 100 300 300 300 298 269 200 200 200 200 40 113 6 4 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 El Fuego Landholding Licence ID Santiago 21 al 36 Santiago 37 al 43 Santiago A, 1 al 26 Santiago B, 1 al 20 Santiago C, 1 al 30 Santiago D, 1 al 30 Santiago E, 1 al 30 Prima Uno Prima Dos Santiago 15 al 19 San Antonio 1 al 5 Santiago 1 AL 14 Y 20 Mercedes 1 al 3 Porfiada A Porfiada B Porfiada C Porfiada D Porfiada E Porfiada F Porfiada G Porfiada VII Porfiada VIII Porfiada IX Porfiada X Kreta 1-4 Mari 1-22 CORTADERA 1 CORTADERA 2 CORTADERA 3 CORTADERA 4 CORTADERA 5 CORTADERA 6 CORTADERA 7, 1-20 SAN ANTONIO 1 SAN ANTONIO 2 SAN ANTONIO 3 SAN ANTONIO 4 SAN ANTONIO 5 DORO 1 DORO 2 DORO 3 HCH % Held HCH % Earning Area (ha) Agreement Type & % 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 90% Frontera SpA 76 26 236 200 300 300 300 1 2 25 25 75 50 200 200 300 300 100 300 200 300 300 300 200 16 64 200 200 200 200 200 300 93 200 200 300 300 300 200 200 300 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 90% (HCH) Option Agreement. USD 300,000 already paid. USD 300,000 by September 7th, 2023. USD 6,600,000 by September 7th, 2024. 93 HOT CHILI Annual Report 2023 HCH % Held HCH % Earning Area (ha) Agreement Type & % 15 Tenement Schedule (Cont’d) El Fuego Landholding (Cont’d) Licence ID SANTIAGO Z Porfiada I Porfiada II Porfiada III Porfiada IV Porfiada V Porfiada VI SAN JUAN SUR 1/5 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 90% Frontera SpA SAN JUAN SUR 6/23 90% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA CHILIS 1 CHILIS 3 CHILIS 4 CHILIS 5 CHILIS 6 CHILIS 7 CHILIS 8 CHILIS 9 CHILIS 10 CHILIS 11 CHILIS 12 CHILIS 13 CHILIS 14 CHILIS 15 CHILIS 16 CHILIS 17 CHILIS 18 SOLAR 1 SOLAR 2 SOLAR 3 SOLAR 4 SOLAR 5 SOLAR 6 SOLAR 7 SOLAR 8 SOLAR 9 SOLAR 10 94 100% (HCH) Option Agreement. USD 200,000 paid. USD 400,000 by January 22nd, 2024. NSR 1.5% 90% (HCH) Option Agreement. USD 150,000 paid. USD 4,000,000 by June 1st, 2024. 300 300 300 300 300 200 100 10 90 200 100 200 200 200 200 200 300 200 200 300 300 300 300 300 300 300 300 300 300 300 300 300 300 300 300 300 HOT CHILI Annual Report 2023HOT CHILI Annual Report 2023 El Fuego Landholding (Cont’d) Licence ID SOLEDAD 1 SOLEDAD 2 SOLEDAD 3 SOLEDAD 4 CF 1 CF 2 CF 3 CF 4 CF 5 Chapulín Colorado Doña Felipa 1 al 10 Elenor Rigby 1 al 10 Peggy Sue 1 al 10 CF 6 CF 7 CF 8 CF 9 MARI 1 MARI 6 MARI 8 FALLA MAIPO 2 1/10 FALLA MAIPO 3 1/8 FALLA MAIPO 4 1/26 ARBOLEDA 7 1/25 NAVARRO 1 41/60 NAVARRO 2 21/37 MONICA 21/40 MONICA 41/52 HCH % Held HCH % Earning Area (ha) Agreement Type & % 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA 100% Frontera SpA Option AMSA Option AMSA Option AMSA Option AMSA Option AMSA 100% 100% 100% 100% 100% 300 300 300 300 300 300 300 300 200 3 50 100 100 200 100 200 100 300 300 300 99 72 26 234 81 78 85 39 100% (HCH) Option Agreement. 6,000m drilling commitment. USD 1,500,000 to exercise. AMSA Buy-back right of 55% within 120 days of exercise. 95 HOT CHILI Annual Report 2023 16 Corporate Directory Directors Nicole Adshead-Bell (Independent Non-Executive Chairman) Christian E Easterday (Managing Director) Roberto de Andraca Adriasola (Non-Executive Director) Mark Jamieson (Non-Executive Director) Stephen Quin (Independent Non-Executive Director) CFO & Company Secretary Penelope Beattie Executive Management Jose Ignacio Silva (Chief Legal Counsel) Grant King (Chief Operating Officer) Principal Place of Business and Registered Office First Floor, 768 Canning Highway APPLECROSS WA 6153 Telephone: 08 9315 9009 Facsimile: 08 9315 5004 Email: Web: admin@hotchili.net.au www.hotchili.net.au Stock Exchange Code ASX: HCH TSXV: HCH OTCQX: HHLKF Solicitors Australia Blackwall Legal LLP Level 26, 140 St George’s Terrace PERTH WA 6000 Canada Bennet Jones 3400 One First Canadian Place, P.O. Box 130 Toronto ON M5X 1A4 Share Registries Australia Computershare Investor Services Pty Limited Level 17, 221 St Georges Terrace PERTH WA 6000 Telephone: +61 (0)8 9323 2000 Facsimile: +61 (0)8 9323 2033 Canada Computershare Investor Services Inc 100 University Ave, 8th Floor Toronto ON, M5J 2Y1 Telephone: +1 416 263 9200 Facsimile: +1 888 453 0330 Auditors RSM Australia Partners Level 32, Exchange Tower 2 The Esplanade PERTH WA 6000 Principal Banker Westpac Banking Corporation Hannan Street KALGOORLIE WA 6430 96 HOT CHILI Annual Report 2023 ASX: HCH TSXV: HCH OTCQX: HHLKF www.hotchili.net.au

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