Stavely Minerals
Annual Report 2022

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2022 Annual Report Stavely Minerals Limited STAVELY MINERALS LIMITED ABN 33 119 826 907 www.stavely.com.au CONTENTS ONTENTS CORPORATE DIRECTORY ............................................................................................................... 2 WHO WE ARE, OUR PURPOSE AND OUR VALUES .......................................................................... 3 SUSTAINABILITY ............................................................................................................................ 4 OPERATIONS REPORT ................................................................................................................... 7 DIRECTORS’ REPORT ................................................................................................................... 55 AUDITOR’S INDEPENDENCE DECLARATION TO THE DIRECTORS .................................................. 67 DIRECTORS’ DECLARATION ......................................................................................................... 68 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ......... 69 CONSOLIDATED STATEMENT OF FINANCIAL POSITION ............................................................... 70 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ................................................................ 71 CONSOLIDATED STATEMENT OF CASH FLOWS ............................................................................ 72 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ........................................................... 73 INDEPENDENT AUDITOR’S REPORT ............................................................................................. 96 ADDITIONAL SHAREHOLDER INFORMATION ............................................................................. 100 TENEMENT SCHEDULE ............................................................................................................... 102 2022 Annual Report | Page 1 CORPORATE DIRECTORY ORPORATE DIRECTORY Directors Christopher Cairns (Executive Chair and Managing Director) Jennifer Murphy (Technical Director) Peter Ironside (Non-Executive Director) Amanda Sparks (Non-Executive Director) Robert Dennis (Non-Executive Director) Company Secretary Amanda Sparks Chief Operating Officer Mark Mantle Registered and Principal Office First Floor, 168 Stirling Highway Nedlands Western Australia 6009 Telephone: 08 9287 7630 Web Page: www.stavely.com.au Email: info@stavely.com.au ABN: 33 119 826 907 Share Registry Computershare Investor Services Pty Ltd Level 11 172 St Georges Terrace Perth Western Australia 6000 Telephone: 1300 850 505 Facsimile: 08 9323 2033 Solicitors Steinepreis Paganin Level 4, Next Building 16 Milligan Street Perth Western Australia 6000 Bankers ANZ Bank 32 St Quentins Avenue Claremont Western Australia 6010 Stock Exchange Listing ASX Limited Level 40, Central Park, 152-158 St Georges Terrace Perth Western Australia 6000 ASX Code: SVY Auditors BDO Audit (WA) Pty Ltd Chartered Accountants Level 9, Mia Yellagonga Tower 5 Spring Street Perth Western Australia 6000 2022 Annual Report | Page 2 WHO WE ARE, OUR PURPOSE AND OUR VALUES ORPORATE DIRECTORY WHO WE ARE An Australian ASX listed company focused on exploration and development of minerals to support a low carbon future. Our team has a track record of success through focusing on collaboration and quality exploration and development. OUR PURPOSE To discover and develop the minerals needed for a sustainable low carbon future. OUR VALUES Integrity and Honesty We conduct ourselves with strong moral and ethical behaviours. We are open and transparent with all our stakeholders. Health and Safety We are committed to ensuring our employees, contractors and the community can work and live in a safe and healthy way. Respect and Diversity We strive to ensure that every member of our workforce and our stakeholders are treated fairly and with respect. Social Performance We respect human rights and engage meaningfully with stakeholders. We seek to make a positive impact to the social and economic development of the communities in which we operate. Environment We are committed to understanding and minimising the potential impacts of our activities. Technical Effectiveness We create value by fostering technical effectiveness, cultivating a collaborative approach to problem solving and encouraging innovation. 2022 Annual Report | Page 3 SUSTAINABILITY ORPORATE DIRECTORY SOCIAL AND COMMUNITY Stavely Minerals Limited recognises that responsible community engagement is a key part of our Company’s exploration activities, and fundamental to Stavely’s future as a successful exploration and mineral development company. We have a commitment to the communities in which we operate, and consider that communication with all stakeholders, including local residents, landowners, shareholders, employees, contractors and the broader community is essential. We are committed to regular, open and honest communication with the community so that local stakeholders are consulted with regarding our exploration activities and given the opportunity to express any concerns they might have. Stavely Minerals recognises our ability to operate depends on treating all stakeholders with respect and fairness. We seek to protect the environment and enrich the communities in which we work. Community engagement works best where it is an ongoing cumulative process enabling relationships and trust to build and strengthen over time and is essential for a viable future. Our website has a dedicated Community section, which includes information sheets to assist our local communities to understand how Stavely manages noise mitigation, rehabilitation of drill sites and fire prevention, and provides information on the processes of mineral exploration and the stages of exploration to mining. Stavely Minerals has a long-standing relationship with Laura Chibnall of Grounded Resource Advisory Pty Ltd who consults to the Company on environmental and stakeholder engagement matters. Ms Chibnall is a very experienced consultant in the exploration and mining industry across Victoria. Under the guidance of Bruce Harvey of resolution88 Pty Ltd, Stavely Minerals is in the process of formalising a Stakeholder Engagement Plan. Resolution88 is a consultancy specialising in ‘Social Licence’ solutions for the extractive industry. Stavely supports our local communities. We are a proud Gold Sponsor of the Glenthompson Dunkeld Football Club and a sponsor of the Glenthompson Art Show. Stavely Minerals holding a community briefing 2022 Annual Report | Page 4 SUSTAINABILITY ORPORATE DIRECTORY PEOPLE The health, safety and well-being of our people is essential to the success of Stavely and our community. Inductions, training and being familiar with our Company policies form the basis of safety on site. The well-being of our people is of the utmost importance, and as a result we provide first aid courses that include mental health. As technology in the mining industry continues to increase, it is essential that our people are given the opportunity to continue their professional development. Stavely brings experts to site to not only provide technical consulting for our operations, but to also develop the technical skills of our people. We provide opportunities for external training and technical conferences. Where possible, Stavely employs its people from the local community. We are proud of the gender diversity that we have on site with 17% of employees being women, which we aim to increase where possible. A Stavely Minerals’ geologist inspecting a rock chip from an aircore drill program. GOVERNANCE / RISK MANAGEMENT We are proud of our strong governance within our Company, and we believe that this is reflected in the reputation of our Board and management. Our Board agenda always includes risk. We have implemented a detailed Risk Register that identifies key risks for Stavely, including social, environmental and financial risks. Each risk is assigned to specific manager and the risk is assessed for potential causes, impacts and current controls. The control effectiveness is determined, and each risk is given a rating. Further controls that may be required are recorded with expected dates for implementation. Further details of our governance is included in our annual Corporate Governance Statement, and our Corporate Governance section on our website. ENVIRONMENT Stavely Minerals is committed to minimising the impact on land and fully rehabilitating farmland and the environment immediately following its mineral exploration activities. Prior to drilling of an exploration site, a photographic record is taken and any significant vegetation is identified and fenced off. All reasonable measures are taken to minimise the impact of the drilling operation on the environment. 2022 Annual Report | Page 5 SUSTAINABILITY ORPORATE DIRECTORY On completion, the drill site is fully rehabilitated to as good as, if not better, than its previous state. Our rehabilitation process involves: • Cut any protruding drill collars to 40cm below ground level and plug the hole; • Backfill hole and mound with surplus material to allow for settling; • Restore original land contours of drill site; • Remove all foreign material and samples and dispose of in an approved waste facility; • Shallow rip of the site and associated access tracks (if required) to overcome soil compaction; and • Apply seed to achieve desired rehabilitation outcome (eg. pasture, crop, native seed) if required. Stavely works closely with the local communities when undertaking activities. In 2021, Stavely undertook an airborne gravity survey over the Stavely Project. Prior to the survey, our Stakeholder Relations Manager worked with the local shire councils to ensure that all local landowners were made aware of this upcoming survey and who we are. We were thanked publicly by the Wildwood Wildlife Shelter in Glenthompson as we were able to reschedule the portion of the survey affecting them at the request of the shelter. In 2021, Stavely engaged Deloitte Access Economics to produce a Phase 1 Economic Impact Study for the community and government to assess the potential employment and economic impacts and benefits, of a proposed Stavely mining project. The results suggest that the Stavely Project, if developed as envisaged, is likely to deliver significant increases in economic activity and additional employment opportunities for the local communities. This report is available on our website. Our Commodity – The development and production of Stavely’s resource, primarily copper, is essential for the future of technology, including electric vehicles, energy transformers and wind farms. Copper can significantly contribute towards a low carbon future. Copper is one of the few materials that can be recycled, again and again, without any loss in performance. Recycled copper can be used in the same way as primary (mined) metal. In addition, end-of-life products (scrap) containing copper are much more likely to be collected for recycling because of their residual economic value. Our mission - to discover and develop the copper needed for a sustainable low-carbon future. 2022 Annual Report | Page 6 OPERATIONS REPORT Overview EXPLORATION The Company’s exploration assets including the Stavely, Ararat and Yarram Park Projects are located in western Victoria. The Company’s focus during the year was completing the Mineral Resource drilling to delineate the high-grade, near-surface copper-gold-silver mineralisation discovered at the Cayley Lode in September 2019, and to subsequently deliver the initial Mineral Resource Estimate (MRE) for the Cayley Lode. This initial Mineral Resource Estimate for the Cayley Lode mineralisation is a significant milestone for the Company and our shareholders. The Mineral Resource drill-out at the Cayley Lode has taken a total of two and half years to complete. In excess of 45,000m (45km) of dedicated Mineral Resource drilling was undertaken, with the vast majority of that being diamond drilling with some 1,300m being Sonic drilling. In excess of 50,000 assays have been completed, including duplicate sampling of selected holes and routine insertion of duplicates and standards for QA/QC assessment. The reasons for the length of time to complete the drill-out include: • All drilling had to be conducted by diamond drilling. Due to the shallow and mildly saline water table, it was not possible to utilise percussion drilling methods due to large volumes of near-surface saline water and it could not be contained. • Diamond drilling allowed all fluids to be contained to 3 cascading rain-water tanks and at the end of • each hole, all fluids and drill cuttings could be removed and disposed off-site. The majority of the drilling was conducted on a 40m by 40m grid to ensure that a large proportion of the total MRE could be classified as Indicated Resources. • With above-average rainfall over the last two years in the Stavely region it was not possible to continue drilling during the winter months from May to September. • Delays in negotiating access to the paddock south of the railway line to complete the drill-out. The team on-site has done an outstanding job, under difficult circumstances, including living with COVID-19 restrictions and the associated stresses of living through a pandemic, to produce high-quality technical work which has underpinned the very robust initial MRE for the Cayley Lode. Of the proportion of the initial Cayley Lode MRE that falls within an optimised open pit shell, 73% of this material is in the higher-confidence Indicated Resources category. Additionally, the revised chalcocite-enriched blanket MRE, also constrained within an open pit optimisation, now includes 85% Indicated Resources. This highlights the quality of the initial MRE for the Cayley Lode and the revised MRE for the chalcocite-enriched blanket, which will underpin the initial Economic Studies. The initial Cayley Lode MRE is considered as a starting point for this Project, with enormous potential to extend the mineralisation at depth below the initial open pit. The deposit remains open in a number of directions and we have already seen considerable potential for further high-grade mineralisation along strike to the south-east and at depth. Recent drill intercepts at depth on the Cayley Lode to the south-east indicate that there remains significant scope to define high-grade mineralisation by extending the initial Mineral Resource estimate as indicated by recent drill holes SMD182 and SMD173, which were included in the underground MRE. The Carroll’s MRE is considered to satisfy the reasonable prospects for eventual economic extraction (RPEEE) as it is being considered a satellite development to the larger Cayley Lode and chalcocite-enriched blanket potential development located 35km away at the Stavely Project. Drilling at the Toora West Prospect on the Yarram Park Project confirmed the presence of porphyry-style copper and molybdenum mineralisation as well as a later phase of high-grade gold mineralisation. The Stavely Minerals geological team has concluded that while exploration at Toora West was successful in identifying porphyry-style 2022 Annual Report | Page 7 OPERATIONS REPORT Cu-Mo-Au mineralisation beneath 30 to 40m of transported cover, the intensity of the veining and alteration encountered is insufficient to warrant further exploration. During the year the Company commenced with the largest regional exploration initiative since the early 1970’s. The Stavely Project encompasses some 115km of strike of the Stavely, Bunnugal, Elliott, Narrapumelap and Dryden volcanic belt segments which are highly prospective for major porphyry and intrusive-related copper and gold discoveries. Stavely geologists identified and prioritised 19 regional targets for follow-up reconnaissance exploration. While the known prospects in the Stavely Volcanic Belt are partially exposed in a small window of sub-crop extending over ~20km of strike, the vast majority (~95km) of the prospective volcanic belt segments are hidden under younger cover. While some of these targets have been known for some time, most of the regional targets have had very little, if any previous exploration. The regional targeting methodology has successfully identified ‘blind’ targets under basalt and transported cover with a success rate of around 80% of drill holes intersecting quartz veining / alteration / sulphides to date. The assays for the regional auger soil sampling and aircore drilling programs conducted during the year have been received. The results are in the process of being spatially assessed and, following field checking, will be subject to target ranking. Further work on the priority targets will be planned. CORPORATE Black Range Joint Venture In December 2021, Stavely Minerals notified Black Range Metals Pty Ltd that the sole funding of the Second Contribution had been met entitling the Company to a further 29% Participating Interest. The Participating Interests of the Participants are: (i) (ii) Stavely 80%; and Black Range 20%. In accordance with the Joint Venture, a Management Committee was formed. The Joint Venture costs have been verified and Black Range Metals Pty Ltd have elected not to contribute and hence will be diluted as per the Joint Venture Agreement. Appointment of Chief Operating Officer In March 2022, the Company announced the appointment of experienced mining executive Mark Mantle as Chief Operating Officer. Property Purchase Also in March 2022, Stavely Minerals announced that it had entered into a property purchase agreement for a 524-acre farm, residence and an additional residential block adjacent to the Thursday’s Gossan prospect. The terms of the agreement included the payment of an initial deposit of $1,000,000, with payment of $2.4 million on settlement on or before 15 August 2022. The purchase cost was within the valuation range obtained from an independent licensed property valuer. Subsequent to the end of the reporting period: • The Company issued 26,666,667 shares (Placement Shares) on 12 July 2022, pursuant to a placement to sophisticated and institutional investors. Gross proceeds were $4,000,000. The issue price of $0.15 per Placement Share represented a 25.0% discount to the last traded price of the Company's ordinary shares on ASX of $0.20 and a 24.7% discount to the 5-day volume weighted average price of the Company's ordinary shares as traded on ASX of $0.199 over the period up to and including 30 June 2022. 2022 Annual Report | Page 8 OPERATIONS REPORT • The Company issued 35,326,537 shares on 5 August 2022 at the same price as the Placement Shares, pursuant to a Share Purchase Plan (SPP). Gross proceeds raised under the SPP were $5,298,980. Funds raised from the Placement and SPP will be applied to the next phase of exploration and resource definition drilling at the Company’s Stavely Copper-Gold Project in western Victoria and working capital. • On 15 August 2022, the Company settled on the property purchase of a 524-acre farm, residence and an additional residential block adjacent to the Thursday’s Gossan prospect, part of its 100%-owned Stavely Copper-Gold Project in western Victoria. $1.6 million of loan funding was used towards the acquisition of the land. The funding was provided by two parties to Stavely’s wholly owned subsidiary, Stavely Pastoral Pty Ltd, as follows: Under a loan agreement with Legal Mortgage Holdings Pty Ltd (LMH), LMH advanced $1 million on the following terms: Interest payable at 10% pa, payable quarterly in advance - - Term of 24 months with a minimum term of 12 months - Secured via a 1st mortgage on the land with a guarantee provided by Stavely Minerals Limited Under a loan agreement with Anthony Cairns, Anthony Cairns advanced $0.6 million on the following terms: Interest payable at 10% pa, payable quarterly in advance - - Term of 24 months with a minimum interest term of 12 months - Unsecured, with a guarantee provided by Stavely Minerals Limited 2022 Annual Report | Page 9 OPERATIONS REPORT Review of Operations Background The Ararat and Stavely Projects are located approximately 200 kilometres west of Melbourne and are respectively just west of the regional centre of Ararat and just east of the regional town of Glenthompson in Victoria (Figure 1). The western Victorian Projects include retention licences with a total area of 109 square kilometres (100% owned), an exploration tenement with a total area of 930 square kilometres (100% owned), 100 square kilometres of joint venture tenure (80% earned to date) and 47 square kilometres of tenement application area (100% owned). The Projects have excellent infrastructure and access with paved highways, port connection by railroad and a 62 MW wind farm located 5 kilometres from the Stavely Project. The primary land use is grazing and broad-acre cropping. Figure 1. Project location plan. Regional Geology Western Victoria The Ararat and Stavely Projects, while only 40 kilometres apart, are hosted within materially different geologic domains (Figure 2). The Ararat Project is hosted in the Stawell - Bendigo zone of the Lachlan Fold Belt and is comprised of Cambrian age mafic volcanic and pelitic sedimentary units of the Moornambool Metamorphics which were metamorphosed to greenschist to amphibolite facies during the Silurian period. The Stavely Project is hosted in Cambrian age fault-bounded belts of submarine calc-alkaline volcanics, namely the Mount Stavely Volcanics, structurally in contact with the older quartz-rich turbidite sequence of the Glenthompson Sandstone and the Williamsons Road Serpentinite. 2022 Annual Report | Page 10 OPERATIONS REPORT Figure 2. Geology of South-eastern Australia. These sequences were deformed in the Late Cambrian Delamerian Orogeny. Seismic traverses and a recent study by the Victorian Department of Economic Development, Jobs, Transport and Resources in western Victoria have supported the interpretation of an Andean-style continental convergent margin environment for the development of the buried Stavely Arc beneath the Stavely Volcanic Complex and environs (Schofield, A. (ed) 2018). This regional architecture is considered conducive to the formation of fertile copper / gold mineralised porphyry systems (Crawford et al, 2003) as is the case with the younger Macquarie Arc in New South Wales, which hosts the Cadia Valley and North Parkes copper-gold mineralised porphyry complexes. The Lachlan Fold Belt and Delamerian sequences are in fault contact through large-scale thrusting along the east dipping Moyston Fault (Cayley and Taylor, 2001). Unconformably overlying both these domains by low-angle décollement is a structural outlier of the younger Silurian fluvial to shallow marine sandstone to mudstone sequences of the Grampians Group. 2022 Annual Report | Page 11 OPERATIONS REPORT Mineral Resources The Ararat and Stavely Projects host Mineral Resources reported in compliance with the 2012 JORC Code: The Total Mineral Resource Estimate for the Company is 28.3Mt at 0.75% copper, 0.11g/t gold and 3.5g/t silver for a contained 210,000t of copper, 100,000oz gold and 3.2Moz silver and 2,400kt Zn (Table 1). Table 1. The Total Mineral Resource Estimate, June 2022. Cut- off Tonnes Grade (Cu %) (Mt) (Cu %) 1 1 21.5 6.8 0.61 1.2 Cont. Metal (Mlbs Cu) 288 175 Grade Cont. Metal Grade Cont. Metal Grade Cont. Metal (Au g/t) (oz Au) (Ag g/t) (oz Ag) (Zn %) (kt Zn) 0.10 0.1 67,301 32,797 3.1 4.7 2,153,972 1,043,839 0.3 0.2 28.3 0.75* 463 0.11* 100,000 3.5 3,200,000 0.2 8 16 24 Resource Category Indicated Inferred Total Stavely Minerals *Note: Mineral Resource grades reported to 2 significant digits on the basis that the majority of the resources are in the higher-confidence Indicated Resources category (76% by tonnes, 62% by contained copper) (a) Ararat Project Mineral Resource In the Ararat Project, the Carroll’s prospect (previously known as the Mount Ararat prospect) hosts a Besshi- style VMS deposit with an estimated (using a 1% Cu lower cut-off) Total Mineral Resource of - 1.01Mt at 2.2% copper, 0.4g/t gold, 0.2% zinc and 5.6g/t silver for a contained 22kt of copper, 13,900 ounces of gold, 2,400t of zinc and 181,300 ounces of silver (Table 2). Table 2. The Carroll’s Mineral Resource Estimate, June 2022. Classification Oxidation Indicated Inferred SUBTOTALS Oxide Fresh Oxide Fresh Oxide Fresh kt - 260 131 617 131 878 GRAND TOTAL 1009 Ag g/t Au g/t Cu % Zn % Ag oz Au koz Cu kt Zn kt - 5.3 2.9 6.3 2.9 6.0 5.6 - 0.5 0.3 0.4 0.3 0.4 0.4 - 2.0 2.1 2.3 2.1 2.2 2.2 - 0.3 0.2 0.2 0.2 0.3 0.2 - 44.3 12.3 124.7 12.3 169.0 181.3 - 3.9 1.3 8.7 1.3 12.6 13.9 - 5.3 2.7 14.1 2.7 19.3 22.0 - 0.8 0.2 1.4 0.2 2.2 2.4 Effective date of September 2021. Notes: • • Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability. The estimate of Mineral Resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues. • Mineral Resources are reported at a block cut-off grade of 1% Cu. • Mineral Resources are reported without any explicit RPEEE constraints, but reporting of all flagged Inferred+Indicated material in the model is partially supported by SO studies undertaken on the fresh material. Figures may not add up due to rounding. • Refer to ASX release dated 14 June 2022 for all criteria for sections 1, 2 and 3 of the JORC Code Table 1 and 2. Comparison of the 2015 and 2021 MREs for the Carroll’s VMS The 2021 MRE for the Carroll’s VMS was more tightly constrained spatially, especially on the edges of data limits (Figure 3). A comparison of the 2015 and 2021 MREs is presented in Table 3. It is clear that there is an opportunity to grow the scale of the resource by drilling further at depth and to convert Inferred Resources to Indicated Resources with in-fill drilling. 2022 Annual Report | Page 12 OPERATIONS REPORT Table 3. Comparison of the 2015 and 2021 Carroll’s VMS Mineral Resource Estimates. Estimate Date 2015 Category Indicated Inferred Total Indicated 2021 Inferred 1.0 Total Change Cut-off Tonnes (Cu %) 1.0 Grade (Cu %) 2.22 1.91 1.97 2.0 2.3 2.2 12% Cont. Cu (kt) 5.4 20.5 25.9 5.2 17.3 22.5 -13% Au (g/t) 0.39 0.47 0.45 0.50 0.38 0.42 -7% Cont. Au (koz) 3.0 16.3 19.3 4.2 9.2 13.4 -30% (kt) 245 1,073 1,318 260 750 1,001 -24% Figure 3. Long section looking west – Carroll’s MRE classification (current and previous). Historical holes in blue, Stavely drilling to 2020 in green and the two new 2021 Stavely holes in red. 2022 Annual Report | Page 13 Cube2021Hackman 2015IndicatedInferredUnclassifiedIndicatedInferredUnclassified OPERATIONS REPORT (b) Stavely Project Mineral Resource In the Stavely Project, the Thursday’s Gossan prospect, which includes the Cayley Lode and the chalcocite- enriched blanket, hosts a Total Mineral Resource Estimate (using a 0.2% Cu grade lower cut-off for open pit material and 1.0% Cu lower cut-off for underground material) of – 27.3Mt at 0.69% copper, 0.10g/t gold and 3.4 g/t silver for 416Mlbs of contained copper, 86,000 ounces of gold and 3Mt of silver (Table 4). Refer to ASX release dated 14 June 2022 for all criteria for sections 1, 2 and 3 of the JORC Code Table 1 and 2. Table 4. Thursday’s Gossan Total Mineral Resource Estimate. Resource Material Resource Category Cut-off Tonnes Grade (Cu %) (Mt) (Cu %) Indicated Inferred 0.2 0.2 Total Thursday's Gossan 21.2 6.1 27.3 0.59 1.0 0.69* Cont. Metal (Mlbs Cu) 276 140 416 Grade Cont. Metal Grade Cont. Metal (Au g/t) (oz Au) (Ag g/t) (oz Ag) 0.09 0.12 63,122 23,000 0.10* 86,000 3.1 4.6 3.4 2,109,668 900,000 3,000,000 *Note: Mineral Resource grades reported to 2 significant digits on the basis that the majority of the resources are in the higher-confidence Indicated Resources category (76% by tonnes, 62% by contained copper) The initial Mineral Resource estimate for the Cayley Lode (using a 0.2% Cu cut-off for open pit and 1.0% cut-off for underground) is 9.3Mt at 1.2% copper, 0.2g/t gold and 7.1g/t silver for 252Mlbs of contained copper, 65,000 ounces of gold and 2.1Mt of silver (Table 5). Table 5. Cayley Lode Initial Mineral Resource Estimate Resource Material Resource Category Cut-off Tonnes Grade (Cu %) (Mt) (Cu %) Cont. Metal (Mlbs Cu) Grade Cont. Metal Grade Cont. Metal (Au g/t) (oz Au) (Ag g/t) (oz Ag) Primary Mineralisation (OP) Indicated Inferred Sub-Total Primary OP Primary Mineralisation (UG) Indicated Inferred 0.2 0.2 1.0 1.0 Sub-Total Primary UG Total Cayley Lode 5.87 1.04 134.4 0.23 43,407 1.7 7.6 - 1.7 1.7 9.3 1.3 1.1 - 1.8 1.8 1.2 49 183 - 69 69 252 0.2 0.2 - 0.2 0.2 0.2 11,000 54,338 11,000 11,000 7 9 1,321,074 500,000 7.4 1,808,158 - 6 6 330,000 330,000 65,000 7.1 2,100,000 At the Thursday’s Gossan prospect, a near surface secondary chalcocite-enriched blanket with an estimated (using a 0.2% Cu grade lower cut-off) – 18Mt at 0.4% copper for 75kt of contained copper (Table 6). Table 6. Revised Chalcocite- Enriched Blanket Mineral Resource Estimate. Resource Material Resource Category Cut-off Tonnes Grade (Cu %) (Mt) (Cu %) Chalcocite Indicated Inferred 0.2 0.2 Sub-Total Chalcocite 15.3 2.7 18 0.42 0.4 0.41 Cont. Metal (Mlbs Cu) 141.6 22 164 Grade Cont. Metal Grade Cont. Metal (Au g/t) (oz Au) (Ag g/t) (oz Ag) 0.04 0.02 0.04 19,715 1,700 21,000 1.6 1 1.6 788,594 87,000 900,000 The wireframes from previous MRE for the chalcocite-enriched blanket were adjusted to include a large number of diamond drill holes completed since the previous MRE (see the Stavely Minerals Prospectus, 2014). The majority of the predominantly diamond and a lesser number of RC drill holes drilled to target the Cayley Lode 2022 Annual Report | Page 14 OPERATIONS REPORT also passed through the secondary chalcocite-enriched blanket mineralisation in the shallow portions of those drill holes. These drill holes have been included in the revised MRE for the chalcocite-enriched blanket and this has resulted in re-classification of a large proportion of Indicated Resources in the 2022 MRE compared to no Indicated Resources in the 2015 MRE (Table 7). Table 7. Comparison of the 2013 and 2022 Thursday’s Gossan Chalcocite-enriched blanket Mineral Resource Estimates. Estimate Date Category May-13 Jun-22 Change Indicated Inferred Indicated Inferred Total Cut-off (Cu %) 0.2 0.2 Tonnes (Mt) - 28.0 15.3 2.7 18.0 -36% Grade (Cu %) - 0.38 0.42 0.4 0.4 5% Contained Cu (kt) - 107 64.3 10.8 75.0 -30% Figure 4. Stavely, Yarram Park and Ararat Project location plan. 2022 Annual Report | Page 15 OPERATIONS REPORT Stavely Project The Stavely Project hosts several significant opportunities for discovery of porphyry copper-gold and VMS base- metals +/- gold deposits (Figure 4). During the year, the Company completed the resource drill-out of the shallow portion of the high-grade structurally-controlled copper-gold-silver mineralisation at the Cayley Lode. Stavely’s field team have done a fantastic job conducting the Mineral Resource drill-out. With a relatively small crew of geologists and field staff, the team has managed up to 6 diamond drill rigs operating concurrently and, at times, when the regional exploration programs were underway, an aircore rig and soil auger drilling as well. During the year, the Company embarked on a major new regional exploration initiative, comprising aircore drilling and auger soil sampling across the Company’s 100%-owned Stavely Copper-Gold Project and the Black Range Joint Venture tenement in western Victoria. Photo 1. Part of the core yard at Stavely Minerals’ core farm near Glenthompson. Thursday’s Gossan Porphyry Prospect During the year, assay results were received for the two diamond holes, SMD114 and SMD117, drilled during the previous year at Thursday’s Gossan to test the two deep interpreted porphyry targets generated by the the two seismic lines shot in the previous year. SMD114 was drilled along the trace of the northern seismic section shot in late 2020. While the drill hole did not intersect the deep porphyry target, it did return an interval of mineralisation characterised by Dr Greg Corbett as porphyry G veins – a distal expression of porphyry wall-rock mineralisation. SMD114 intersected: o 12m at 1.43% Cu, 0.23g/t Au and 7.4g/t Ag from 830m down-hole (Figure 5), including: ▪ 2m at 4.98% Cu, 0.61g/t Au and 25g/t Ag from 839m Drill hole SMD117 did not return any significant results. 2022 Annual Report | Page 16 OPERATIONS REPORT Figure 5. SMD114 drill section. 2022 Annual Report | Page 17 OPERATIONS REPORT Cayley Lode Copper – Gold Mineralisation During the year, twenty diamond drill holes SMD163 to SMD182 were drilled for a total of 6,491m targeting the high-grade structurally-controlled copper-gold-silver mineralisation at the Cayley Lode at the Thursday’s Gossan prospect. The drill collar locations are shown in Figures 6 and 7 and the details are given in the Cayley Lode Collar Table. All assays have been received for the drilling conducted during the current year as well as those outstanding at the end of the previous year - SMD141 to SMD150, SMD155 and SMD157 to SMD162. The significant intersections are presented in Cayley Lode Intercept Table. During the current year the intensive resource drill-out of the mineralisation at the Cayley Lode continued with up to 6 diamond drill rigs. Drilling during the year was focused on the southern portion of the currently defined resource area. The over-all extent of the currently defined mineralisation is 1.5 kilometres. Drilling in the southern area was conducted on roughly a 60m x 60m drill grid. The resource drill out of the open pittable mineralisation has been completed. Several deeper holes were completed to test the Cayley Lode below the Low Angle Structure to confirm the potential for underground development. The assays for SMD141 to SMD150, SMD155 and SMD157 to SMD162 which were outstanding at the end of the previous reporting period have been received. Drill hole SMD147, located in the north-west of the drill grid, intersected shallow gold mineralisation including Figure 8): o o 6.2m at 1.38g/t Au from 11.8m down-hole, followed by a mixed copper-gold-silver zone including: 13m at 0.72% Cu, 0.65g/t Au and 3.4g/t Ag from 19m, including: ▪ 5m at 1.14% Cu, 1.64g/t Au and 7.1g/t Ag from 27m SMD147 also intersected: o o 4m at 1.29% Cu from 132m down-hole; and 3.6m at 3.31% Cu, 0.43g/t Au and 38g/t Ag from 160.4m Drill holes SMD163 to SMD172, SMD174 to SMD175, SMD177 to SMD180 were drilled in the paddock to the south of the railway line, targeting the Cayley Lode mineralisation above the Low Angle Structure and the southern extension of the chalcocite blanket. Drill hole SMD165 (Figure 9), drilled on the first section south of the railway, has intersected: o 30m at 0.51% Cu from 29m in the chalcocite-enriched blanket o 1m at 1.08% Cu, 0.48g/t Au and 15g/t Ag from 157m o 3.2m at 7.08% Cu, 0.46g/t Au and 11g/t Ag from 215.1m, including ▪ 1m at 16.35% Cu, 0.81g/t Au and 24g/t Ag from 215.1 Drill hole SMD164 (Figure 10), drilled on the second section south of the railway, has intersected: o 16m at 0.39% Cu from 29m in the chalcocite-enriched blanket o 1m at 2.59% Cu, 0.7g/t Au and 13g/t Ag from 91m o 44m at 0.93% Cu, 0.13g/t Au and 4.3g/t Ag from 161m, including ▪ 5.8m at 5.38% Cu, 0.77g/t Au and 23g/t Ag from 198m, including • 0.8m at 16% Cu, 0.71g/t Au and 42g/t Ag from 203m As was expected, the Cayley Lode has lost intensity in the south eastern most drill holes as the chalcocite- enriched blanket dog-legs into a more north-south orientation. 2022 Annual Report | Page 18 OPERATIONS REPORT Drill holes SMD173, SMD176, SMD181 and SMD182 were drill to test some Cayley Lode positions below the low angle structure to determine the potential of the system at depth. These holes also tested the southern extension of the chalcocite blanket. Diamond drill hole SMD173, drilled from the southern paddock south of the railway, was designed to target the Cayley Lode at depth below the Low-Angle Structure (Figures 6 & 7). The intention was to test the south-easterly plunge of high-grade copper-gold-silver mineralisation. SMD173 has intersected an interval of inter-fingered micro-diorite and Cayley Lode sulphide mineralisation from 328.2m to 420.3m down-hole (Figure 10). The sulphides are variably massive to semi-massive sulphides to disseminated and veins of pyrite with variable abundances of copper sulphides including chalcopyrite, bornite and chalcocite. The overall 92.1m interval is cut and pre-existing mineralisation potentially ‘stoped-out’ by a late, barren micro- diorite intrusion. The result is an upper footwall zone of mineralisation that included: o 3m at 3.81% Cu, 0.11g/t Au and 457g/t Ag from 328m down-hole, including ▪ 1.10m at 2.53% Cu, 0.10g/t Au and 1,225g/t silver from 328m Of note is that unusually high abundances of silver, in the kilogram per tonne ranges that are normally seen in association with the lead sulphide, galena. In this instance, the lead abundance is 17ppm, precluding the presence of galena. The modest gold grade also precludes electrum. The deportment of the significant abundance of silver is subject to further investigations. Below the late micro-diorite intrusion, a second thicker interval of lode-style mineralisation was encountered with: o 43m at 2.60% Cu, 0.42g/t Au and 10g/t Ag from 378m down-hole, including ▪ 3m at 10.38% Cu, 3.00g/t Au and 71g/t Ag, from 396m, including • 1m at 19.65% Cu, 8.29g/t Au and 202g/t Ag from 397m Diamond drill hole SMD182, designed to test the south-easterly plunge of the Cayley Lode mineralisation below the Low-Angle Structure, has intersected two zones of copper-gold-silver mineralisation, including the deepest intercept seen to date (Figure 11). The upper high-grade intercept includes: o 10.40m at 4.34% Cu, 3.17g/t Au and 11g/t Ag from 421.1m down-hole, including: ▪ 4.90m at 6.74% Cu, 6.45g/t Au and 19g/t Ag from 426m, including: • 0.9m at 7.17% Cu, 30.6g/t Au and 52g/t Ag from 430m And a lower intercept of: o 14m at 1.24% Cu, 0.72g/t Au and 8.2g/t Ag from 503m down-hole, including: ▪ 2m at 3.56% Cu, 3.33g/t Au and 25g/t Ag, from 515m The high-grade intercept in SMD182 provides further confidence in the interpreted south-easterly plunge of mineralisation and, significantly, that very high-grade mineralisation continues to depths that may be available for potential future underground development (Figure 12). The increasing gold grades in drill holes SMD173 and SMD182 will require further drilling to confirm a change in the copper to gold ratio noted in these drill holes. 2022 Annual Report | Page 19 OPERATIONS REPORT Figure 6. Thursday’s Gossan prospect – drill collar location plan. 2022 Annual Report | Page 20 OPERATIONS REPORT Figure 7. Thursday’s Gossan prospect – drill collar location plan over aeromagnetic image. 2022 Annual Report | Page 21 OPERATIONS REPORT Figure 8. SMD147 drill section. 2022 Annual Report | Page 22 OPERATIONS REPORT Figure 9. SMD165 – SMD166 drill section. 2022 Annual Report | Page 23 OPERATIONS REPORT Figure 10. SMD173 - SMD164 drill section. 2022 Annual Report | Page 24 OPERATIONS REPORT Figure 11. SMD182 drill section. 2022 Annual Report | Page 25 OPERATIONS REPORT Figure 12. Cayley Lode long-section drill hole pierce points showing location of both upper and lower intersections from SMD182. Note the peripheral base-metal / precious metal intercepts along strike and beneath the plunge of the well-developed copper-gold-silver lode-style mineralisation. This zonation is characteristic of Magma, Arizona lode-style mineralised systems. Regional Exploration During the year, the Company embarked on a major new regional exploration initiative across its Stavely Project. The new multi-pronged exploration program follows the outcomes of an intensive regional prospect review which has identified 19 priority exploration targets. The porphyry-prospective Stavely Volcanic Arc is comprised of several volcanic arc segments that have been “structurally dislocated by overprinting deformation events, particularly Siluro-Devonian structures developed during (deformation phase) D41.” The Siluro-Devonian D4 deformation sequence is summarised in Figure 13 and explains the transposition of the various arc segments to their current-day position. Figure 14 shows the current- day distribution of the arc segments and their magnetic responses. Prospective arc segments within the Stavely Volcanic Arc include the Stavely, Narrapumelap, Dryden, Bunnugal, Elliot, Glenisla and Black Range segments. Stavely Minerals has a majority holding of all of these segments with the exception of the Glenisla and Black Range segments. Figure 15 shows the known prospects that are largely exposed or located in areas of sub-crop that have been previously identified by either reconnaissance mapping or stream/soil geochemical sampling programs. Soil auger sampling was completed in areas of sub-crop including Thursday’s Gossan, Mount Stavely, Mount Stavely East, Fairview, Highway, Northern Flexure and the Southern Intrusion prospects. 1 Regional geology and mineral systems of the Stavely Arc, western Victoria, Schofield A. ed., 2018. Geoscience Australia Record 2018/02. 2022 Annual Report | Page 26 OPERATIONS REPORT In addition to the known historical prospects, the Stavely Minerals’ geology team has identified a large number of additional priority targets under shallow cover. A large number of these ‘blind’ prospects have never been previously tested. The priority target locations are shown in Figure 16. Due to the lack of geological data owing to pervasive “Newer Volcanic” basalt cover, targeting is reliant on the interpretation based on aeromagnetics and gravity. Aircore drilling was completed at the Yarram Gap, Muirhead, S4, S41, S29, Mt Elliot East, Neekeya and Buninjon prospects. The aircore program was designed as wide-spaced first-pass (400m x 400m) drilling and had identified porphyry/ intrusive phases associated with argillic/phyllic alteration, quartz veining and sulphide mineralisation. Aircore drilling at the Neekeya, Buninjon, Mt Elliot East, S4, S29 and S41 Prospects was co-funded by the Government of Victoria through a TARGET grant associated with the Stavely Tender Block 3 (now EL6870). At the end of the year, the Company had received all the outstanding assays for the regional auger soil sampling and aircore drilling programs. The results of the regional exploration program are in the process of being spatially assessed and following field checking will be subject to target ranking. Follow-up work on the priority targets will subsequently be planned for the following year. Black Range Joint Venture Project During the year, work conducted on the Black Range JV included aircore drilling at the Yarram Gap and Muirhead Prospects and soil auger sampling at the Pollockdale and Lexington prospects as part of the regional exploration initiative across the Stavely Prospect (Figures 15 & 16). Pollockdale is an intrusion-related copper-gold target located between the Stavely and Bunnugal volcanic belts. Two adjacent samples in the northeast corner of the Pollockdale soil auger sample grid returned weakly anomalous gold results of 17ppb and 6ppb. Results have been received for the aircore drilling and the soil auger sampling at Lexington. At the end of the year detailed assessment of the results was in progress and, when ranking of the prospects is completed, follow- up work will be planned. Yarram Park Project The Yarram Park Project is located within an area where interpretation of regional aeromagnetic data has identified an offset portion of the Bunnagul Belt (another volcanic belt located to the west of the Stavely Belt), beneath the Quaternary cover. Both the Mount Stavely Belt and the Bunnagul Belt are considered to be highly prospective for intrusive-related porphyry copper-gold and diatreme-hosted gold mineralisation. Maiden drilling in 2017 confirmed the existence of the right host rocks with the presence of distal porphyry-style alteration. During the year, diamond drilling and further aircore drilling was conducted at the Toora West prospect to follow- up anomalous aircore results returned during the previous work year. A high-resolution drone magnetic survey was completed over the Yarram Park tenements during the year. The new drone magnetic survey demonstrates a significant improvement in resolution compared to the wide-spaced government aeromagnetic data (Figure 17). In addition, ground gravity was completed over recently granted tenement EL7628 and areas of EL5478 that had not previously been covered. 2022 Annual Report | Page 27 OPERATIONS REPORT Figure 13. Evolution of the Stavely Volcanic Arc segmentation during the Devonian D4 deformation (after Stavely geologist Dr Michael Agnew). 2022 Annual Report | Page 28 OPERATIONS REPORT Figure 14. Aeromagnetic image showing Stavely Volcanic Arc segments. 2022 Annual Report | Page 29 OPERATIONS REPORT Figure 15. Aeromagnetic image showing historical prospects. 2022 Annual Report | Page 30 OPERATIONS REPORT Figure 16. Aeromagnetic image showing ‘blind’ prospects under shallow cover. Toora West Prospect Aircore drilling conducted during the previous year at the Toora West prospect, ~15km north-west of Thursday’s Gossan, returned strong indications of an underlying copper-molybdenum porphyry system (Figure 16). Four diamond drill holes (STWD005 to STWD008) were drilled at the Toora West Prospect during the year. In addition, follow-up aircore drilling was also conducted at Toora West during the year (Figure 17). 2022 Annual Report | Page 31 OPERATIONS REPORT Diamond drilling has confirmed the presence of porphyry-style copper and molybdenum mineralisation as well as a later phase of high-grade gold mineralisation associated with the copper sulphide tetrahedrite. Diamond drill hole STWD005 (Figure 18) intersected two high-grade gold zones including: o 0.6m @ 4.27g/t Au, 0.31% Cu, 2.6g/t Ag and 130ppm Mo from 274.2m, and o 0.6m @ 8.72g/t Au, 1.85% Cu, 5.2g/t Ag & 151ppm Mo from 286.7m Drill hole STWD006 intersected an interval of low-grade copper anomalism including: o 27m @ 0.15% Cu from 112m The copper intersection in STWD006 (Figure 19) – the northernmost diamond drill hole – was hosted in a porphyritic microdiorite and was terminated by a steeply south-west dipping structure. Drill hole STWD007 (Figure 20) intersected an interval of silver mineralisation near-surface and deeper narrow intervals of copper and molybdenum mineralisation: o 16m @ 16g/t Ag from 52m down-hole, including ▪ 1m @ 150g/t Ag from 65m o 27m at 0.14% Cu from 268m o 2m @ 0.24% Cu, 0.19 g/t Au, 1.8g/t Ag & 103 ppm Mo from 335m o 1m @ 0.19% Mo from 477m o 1m @ 0.13% Mo from 495m Geological logging of previous and recently completed air-core drilling has identified a potassic alteration zone, characterised by potassium feldspar alteration selvedges on quartz in the north of the Toora West prospect, coincident with a magnetic high with a surrounding magnetic low annulus located just north of hole STWD006 (Figure 17). Diamond hole SWD008 was drilled to test this compelling porphyry target. STWD008 returned only very weakly mineralised intercepts including: o 1m @ 0.41% Cu and 2.8 g/t Ag from 39m o 1m @ 0.19% Cu from 393m, and o 16m @ 0.10% Cu from 581m Aircore hole STWAC071 returned a significant gold intercept of: o 1m @ 11.5 g/t Au from 41m Examination of the aircore chips and diamond core by Dr Greg Corbett has led him to conclude that while the abundance of intrusion types suggests Toora West as an interesting porphyry-related magmatic system, none of the intrusions contain anything other than a simple and single porphyry Cu-Au style episode of mineralisation. Dr Corbett further concluded that the Cu-Au vein mineralisation in the drill holes is more typical of veins hosted within wall rocks and is likely related to deeper porphyry source rocks. The Stavely Minerals geological team has concluded that while exploration at Toora West was successful in identifying porphyry-style Cu-Mo-Au mineralisation beneath 30 to 40m of transported cover, the intensity of the veining and alteration encountered is insufficient to warrant further exploration. 2022 Annual Report | Page 32 OPERATIONS REPORT Figure 17. Alteration zonation noted from aircore drilling. Drone magnetics as the background. Note the potassic alteration zone logged from aircore drill chips in the north of the Toora West prospect and the NW magnetic high with a surrounding magnetic low annulus located just north of STWD006. 2022 Annual Report | Page 33 OPERATIONS REPORT Figure 18. STWD005 drill section. 2022 Annual Report | Page 34 OPERATIONS REPORT Figure 19. STWD006 drill section. 2022 Annual Report | Page 35 OPERATIONS REPORT Figure 20. STWD007 drill section. 2022 Annual Report | Page 36 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Collar Table MGA 94 zone 54 Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) Comments SMD050 SMD051 SMD052 SMD053 SMD054 SMD055 SMD056 SMD057 SMD058 SMD059 SMD060 SMD061 SMD062 SMD063 SMD064 SMD065 SMD066 SMD067 SMD068 SMD069 SMD070 SMD071 SMD072 SMD073 SMD074 SMD076 SMD078 SMD079 SMD080 SMD081 SMD082 SMD083 SMD084 SMD085 SMD086 SMD087 SMD089 DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD 642070 5836609 -60/59.5 642160 5836476 -60/59.5 642238 5836421 -60/59.5 642302 5836355 -60/59.5 642048 5836641 -60/59.5 642032 5836595 -60/59.5 642031 5836590 -60/59.5 642386 5836309 -60/59.5 642115 5836542 -60/59.5 642122 5836461 -60/59.5 642137 5836508 -60/59.5 642276 5836435 -60/59.5 642337 5836367 -60/59.5 642063 5836585 -60/59.5 642041 5836619 -60/59.5 642427 5836356 -60/239.5 641936 5836807 -60/59.5 641884 5836880 -60/59.5 642342 5836414 -60/239.5 641725 5837063 -60/59.5 642199 5836451 -60/59.5 642616 5835650 -60/59.5 641585 5837196 -60/59.5 641473 5837155 -60/59.5 642162 5836437 -60/59.5 642174 5836523 -60/59.5 642237 5836464 -60/59.5 642099 5836496 -60/59.5 642196 5836406 -60/59.5 642837 5835899 -60/51 642264 5836342 -60/59.5 642599 5835995 -60/49.5 642236 5836364 -60/59.5 642444 5836022 -60/49.5 642465 5836370 -60/239.5 642060 5836522 -60/59.5 642502 5836384 -60/239.5 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 264 268 264 264 264 264 264 264 262 132.6 220.9 271.7 273.6 245.5 169.9 185.8 242.2 140.5 317.8 203.2 219.5 227.70 162.7 184.9 350 294 236 342 130.7 399.6 562.6 100.9 409.9 302 198.4 274.9 306.7 309.3 197 313.4 433.1 278.1 522.3 385.9 268.3 502.1 Hole failed prior to target depth Hole failed prior to target depth Re-entered 1 June 2021 2022 Annual Report | Page 37 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Collar Table MGA 94 zone 54 Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) Comments SMD090 SMD091 SMD092 SMD093 SMD093W1 SMD094 SMD094W1 SMD095 SMD096 SMD097 SMD098 SMD099 SMD100 SMD101 SMD102 SMD103 SMD104 SMD105 SMD106 SMD107 SMD108 SMD109 SMD110 SMD111 SMD112 SMD113 SMD114 SMD115 SMD116 SMD117 SMD118 SMD119 SMD120 SMD121 SMD122 SMD123 DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD 642068 5836563 -60/59.5 642374 5836383 -60/59.5 642346 5836411 -60/59.5 642153 5836294 -60/59.5 262 262 262 262 213.8 191 222 515.1 642153 5836294 -60/57.4 262 339.1 642205 5836237 -60/59.5 262 608.3 642205 5836237 -60/57.0 262 281.1 642205 5836237 -60/59.5 642319 5836284 -60/71.5 642319 5836284 -60/88.5 642102 5836364 -60/59.5 642063 5836352 -60/59.5 642396 5836495 -60/239 642044 5836427 -70/59 642471 5836355 -60/223 642196 5836425 -60/59 642225 5836386 -60/59 642009 5836628 -60/59 642015 5836661 -60/59 642471 5836359 -60/59 642031 5836548 -60/59 642261 5836257 -60/59 642000 5836699 -60/59 641977 5836648 -60/59 641971 5836718 -60/59 642031 5836553 -58/56 641558 5835953 -65/59 641995 5836579 -60/59 641972 5836613 -60/58 641940 5835842 -60/58 641936 5836691 -60/52 641927 5836771 -60/59 641896 5836793 -62/58 641875 5836711 -60/60 641926 5836671 -60/58 642209 5836316 -60/59 262 262 262 262 262 259 260 260 261 261 258 258 260 260 260 260 260 260 260 260 261 261 261 261 262 261 261 261 261 304.6 287.7 298.6 449.1 531 451.8 379.7 350.6 214.6 285.6 315.6 193.8 232.8 310.7 399.2 252.4 294.2 274.4 280.3 1844.8 296.3 304.2 1711.8 247.9 246.5 233 292.9 292.6 380.1 SMD093W1 is wedged off SMD093 in order to recover lost core through the Cayley Lode in SMD093 SMD094W1 is wedged off SMD094 in order to recover lost core through the Cayley Lode in SMD093 2022 Annual Report | Page 38 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Collar Table MGA 94 zone 54 Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) Comments SMD124 SMD125 SMD126 SMD127 SMD128 SMD129 SMD130 SMD131 SMD132 SMD133 SMD134 SMD135 SMD136 SMD137 SMD138 SMD139 SMD140 SMD141 SMD142 SMD143 SMD144 SMD145 SMD146 SMD147 SMD148 SMD149 SMD150 SMD151 SMD152 SMD153 SMD154 SMD155 SMD156 SMD156W1 SMD157 SMD158 SMD159 DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD 641858 5836779 -60/59 641885 5836827 -60/59 641846 5836813 -60/59 641849 5836739 -60/59 641887 5836759 -60/59 641821 5836766 -60/59 641824 5836837 -60/59 641851 5836885 -60/59 641898 5836677 -60/53 641858 5836854 -60/59 641806 5836878 -60/59 641773 5836945 -60/59 641736 5836932 -60/59 641731 5837009 -60/59 641691 5836994 -60/59 641728 5836900 -60/59 641801 5836887 -60/59 641704 5837042 -60/59 641685 5837073 -60/59 641665 5837027 -60/59 641661 5836957 -60/130 641648 5837059 -60/59 641777 5836855 -60/59 641799 5836823 -60/59 641981 5836424 -60/59 641930 5836640 -60/59 641815 5836800 -60/59 642129 5836210 -60/59 642196 5836351 -60/59 642029 5836513 -60/59 641845 5836570 -60/59 641903 5836490 -60/59 642157 5836387 -60/59 642157 5836387 -60/59 642077 5836264 -60/59 642054 5836182 -60/59 642536 5836394 -60/180 261 261 257 258 257 258 260 262 261 261 261 261 261 257 258 258 257 257 257 258 259 257 257 257 257 257 257 257 257 257 262 262 262 262 262 262 262 242.8 168.5 248 289.9 256.5 269.7 234.5 196.6 302.8 214.7 184.6 188.8 273.4 211 249.3 240.5 264 237.2 232.9 249.4 279.4 264.3 298.9 316.9 651.5 326.5 278.5 901.4 354.2 19.1 451 463.6 355.9 291.1 533.2 669.4 642.6 Abandoned 2022 Annual Report | Page 39 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Collar Table MGA 94 zone 54 Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) Comments SMD160 SMD161 SMD162 SMD163 SMD164 SMD165 SMD166 SMD167 SMD168 SMD169 SMD170 SMD171 SMD172 SMD173 SMD174 SMD175 SMD176 SMD177 SMD178 SMD179 SMD180 SMD181 SMD182 DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD DD 642167 5836085 -60/49 642393 5835880 -60/49 642480 5835930 -60/49 642542 5835856 -60/49 642433 5836177 -60/52 642383 5836217 -60/50 642418 5836238 -60/50 642469 5836199 -60/50 642483 5836138 -60/50 642532 5836095 -60/50 642573 5836258 -60/50 642580 5836125 -60/50 642547 5836125 -60/50 642313 5836113 -60/50 642500 5836147 -60/50 642594 5836062 -60/50 642271 5836155 -60/50 642534 5836167 -60/50 642374 5836143 -60/50 642330 5836184 -60/50 642408 5836101 642383 5836050 642372 5835979 -60/50 -60/50 -60/50 SMS001D Sonic/DD 642197 5836489 -60/59.5 SMS002AD Sonic/DD 642275 5836478 -60/59.5 SMS003 Sonic 642207 5836523 -60/59.5 SMS004 Sonic 642150 5836555 -60/59.5 SMS005 SMS006 SMS007 SMS008 SMS009 SMS009A SMS010 SMS011 SMS012 SMS013 Sonic Sonic Sonic Sonic Sonic Sonic Sonic Sonic Sonic Sonic 642125 5836587 -60/59.5 642102 5836620 -60/59.5 642085 5836654 -60/59.5 642055 5836680 -60/59.5 642011 5836730 -60/59.5 642011 5836730 -60/59.5 642083 5836614 -60/59.5 642106 5836581 -60/59.5 642193 5836530 -60/239.5 642212 5836497 -60/234.5 262 262 262 262 262 262 262 262 262 263 261 262 260 262 262 262 262 262 262 262 262 262 262 264 264 264 264 264 264 264 264 264 264 264 264 261 262 717.5 718.7 593.4 630.8 276 267.3 247.9 232.3 180.3 260 118.7 247.6 226.8 538.6 235.7 233.7 480.1 198.5 334.4 317.6 322.8 533.2 616.6 212 105.4 97 131.5 85.5 76 64 64 54 80 83 88 80 58 Failed to test target - drilled to east of Cayley Lode Failed to test target - drilled to east of Cayley Lode Failed to test target - drilled to east of Cayley Lode Failed to test target - drilled to east of Cayley Lode Abandoned Re-drill of SMS009A 2022 Annual Report | Page 40 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD050 DD 642070 5836609 -60/59.5 264 132.6 Incl. and 19 62 82 85 28 94 94 87 9 32 12 2 0.32 5.88 1.00 58 14.3 2.26 40 3.00 145 517 96.7 101.1 4.4 3.98 SMD051 DD 642160 5836476 -60/59.5 264 220.9 Incl. and 22 98 29 157 106.6 115.1 134.0 137.0 177.0 185 Incl. 179.0 181.0 SMD052 DD 642238 5836421 -60/59.5 264 271.7 Incl. Incl. SMD053 DD 642302 5836355 -60/59.5 264 273.6 25 76 77 30 92 92 84 52 176 178 7 59 8.5 3.0 8.0 2.0 67 16 7 22 2 0.40 1.80 0.43 15.4 4.38 0.87 32.7 5.66 0.29 4.60 9.69 0.40 16.8 17.30 0.57 13.1 0.38 0.10 0.63 0.28 0.98 0.23 0.37 2.5 7.0 12 1.17 1.23 4.1 201 211.3 10.3 3.09 1.69 22.6 SMD054 DD 642048 5836641 -60/59.5 264 245.52 Incl. and and Incl. Incl. 202 203 204 22 55 86 90 92 96 SMD055 DD 642032 5836595 -60/59.5 264 169.9 21.4 Incl. SMD056 DD 642031 5836590 -60/59.5 264 185.8 Incl. 24 78 156 162 24 79 207 204 205 29 57 97 97 95 101 59 29 83 157 163 82 82 5 1 1 7 2 5 5 1 1 58 3 5.81 3.20 43.6 8.42 1.77 97 2.91 8.69 23.9 0.41 1.89 0.56 11 4.62 0.57 7.10 0.72 10.87 0.67 7 3 5 37.6 0.41 1.00 0.32 1.37 0.17 1.18 0.72 3.64 0.60 43 0.29 1.68 0.18 8 16 25 39 52 7 8 8 1.42 SMD057 DD 642386 5836309 -60/59.5 264 242.2 26 37 Incl. 157 160 3 11 3.75 0.25 10.2 0.32 157 165.3 8.3 1.65 0.23 7.2 2022 Annual Report | Page 41 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD058 DD 642115 5836542 -60/59.5 264 140.5 SMD059 DD 642122 5836461 -60/59.5 264 317.8 Incl. 19 68 88 21 22 197 235 48 91 91 22 39 202 253 29 23 3 1 17 5 18 0.37 1.34 0.26 6.33 0.27 3.15 0.41 0.23 3.28 0.27 1.00 0.10 SMD060 DD 642137 5836508 -60/59.5 264 203.2 19.2 135.4 102.31 0.68 Incl. 245.8 252.6 6.8 1.85 0.17 Incl. Incl. and Incl. 74 74 135.4 48.22 1.04 0.31 86 12 1.55 0.63 111 135.4 13.63 1.90 0.38 129 135.1 6.10 3.55 0.73 116.6 119 2.44 SMD061 SMD062 DD DD 642276 586435 -60/59.5 264 219.5 160.2 164.5 642337 5836367 -60/59.5 264 227.70 3.5 2.9 25 4.5 13 3 6 14 13 33 41 23 11 16 31 35 1.20 Incl. and SMD063 DD 642063 5836585 -60/59.5 264 162.7 SMD064 DD 642041 5836619 -60/59.5 264 184.9 SMD065 SMD066 DD DD 642427 5836356 -60/239.5 264 350 641936 5836807 -60/59.5 264 294 Incl. SMD067 DD 641884 5836880 -60/59.5 264 236 Incl. SMD068 DD 642342 5836414 -60/239.5 264 342 Incl. SMD069 DD 641725 5837063 -60/59.5 264 130.7 128 156 160 160 21 131 162 162 161 40 106 107 20 121 128 15 17 16 25 107 50.3 98 285 22 26 47 129 129 18 30 34 27 109 102 102 287 37 37 4.3 3.0 6.0 2.0 1.0 19 1.0 27 8.0 1.0 3 13 18 2.0 2.0 4 2 15 11 2.06 0.44 2.43 0.25 3.95 0.38 7.46 0.61 10.5 0.86 0.30 1.10 0.16 5.5 0.26 5.12 1.48 34 26.8 8.48 201 No Significant Results 0.41 0.53 0.11 8.0 51.7 0.39 0.43 0.35 1.21 0.27 1.32 1.75 0.31 0.26 0.65 0.12 13 27 8 16 1.8 0.32 0.12 6.7 2022 Annual Report | Page 42 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD070 DD 642199 5836451 -60/59.5 264 275.9 Incl. and and SMD071 SMD072 SMD073 DD DD DD 642616 5835650 -60/59.5 264 562.6 641585 5837196 -60/59.5 264 100.9 641473 5837155 -60/59.5 264 409.9 20 65 69.3 71 95 84 73 72 149 359 153 364 Incl. 361.1 362 75.0 0.60 0.19 19.0 1.48 0.40 3.7 1.0 6.02 1.18 9.23 2.67 125 No Significant Results No Significant Results 4.0 5.0 0.9 1.31 0.31 0.25 1.67 0.42 4.58 SMD074 DD 642162 5836437 -60/59.5 264 302 25 59 34.0 0.32 176 183.6 7.6 1.36 0.24 193 197.7 4.35 1.94 0.27 213 234.3 21.3 1.31 0.43 SMD076 DD 642174 5836523 -60/59.5 264 198.4 Incl. 128 139 144 144 16 5 1.01 0.24 6.5 2.42 0.55 SMD078 DD 642237 5836464 -60/59.5 264 274.9 227.2 231 3.8 4.97 3.08 SMD079 DD 642099 5836496 -60/59.5 264 306.7 SMD080 DD 642196 5836406 -60/59.5 264 309.3 24 86 141 153 159 41 87 144 154 161 17 0.31 1 3 1 2 1.29 0.41 1.38 0.15 1.16 0.31 0.64 1.82 207.9 211 3.1 3.16 0.70 23 25 25 52 2 27 1.75 0.58 5 15 66 6 27 51 7 10 6 14 81 9 5 8 8.4 30 154 157.95 3.95 3.78 0.43 54 Incl. 156 157.95 1.95 7.02 0.35 102 189 196 7 1.07 0.26 224.2 230.6 6.4 2.71 0.52 23 8.3 SMD081 DD 642837 5835899 -60/51 268 197 No Significant Results SMD082 DD 642264 5836342 -60/59.5 264 313.4 Incl. Incl. 32 99 117.3 85.3 0.82 117.3 18.3 2.56 0.16 9.4 104.5 116 11.5 3.76 0.23 243 247.8 4.8 2.42 0.31 14 25 SMD083 DD 642599 5835995 -60/49.5 264 433.1 29 41 12 0.29 2022 Annual Report | Page 43 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD084 DD 642236 5836364 -60/59.5 264 278.1 SMD085 DD 642444 5836022 -60/49.5 264 522.3 Incl. Incl. Incl. Incl. 43 132 157 197 28 339 357 72 201 201 201 67 362 361 358 359 29 69 44 4 39 23 4 1 0.44 1.00 0.18 1.43 0.26 4.16 0.61 0.41 1.07 0.11 4.44 0.26 9.44 0.22 SMD086 DD 642465 5836370 -60/239.5 264 385.9 142 154 12 1.01 0.18 Incl. 149 153 261 262 301 308 318 321 326 327 SMD087 DD 642060 5836522 -60/59.5 264 268.3 24 40 5.4 7.3 23 7.9 6.4 2.6 5.3 7.9 15 0.32 4 1 7 3 1 16 87 24 2 2.33 0.42 2.17 7.06 0.16 0.48 0.49 0.29 3.4 5.90 0.33 47 0.37 1.74 0.57 4.19 1.27 11.75 1.45 20 53 66 140 2276 163 187 170 172 181.7 183.2 1.5 13.28 2.58 209 185.6 186.4 0.8 24.1 1.16 249 185 187 218 227 226 227 2 9 1 9.95 0.71 107 0.89 4.09 1.83 1.30 10.05 39 48 Incl. and and and and Incl. and SMD088 DD 642427 5836445 -60/239.5 264 405.5 212.3 242.3 30 1.98 0.23 9.1 Incl. and Incl. and and 216 226.8 10.8 3.20 0.31 233.2 239 5.8 3.54 0.43 319.5 370 50.5 0.88 0.11 319.5 331.2 11.7 1.42 0.15 342 357.6 15.6 1.26 0.17 365.6 370 4.4 1.61 0.20 16 14 3.8 4.5 5.0 5.7 2022 Annual Report | Page 44 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD089 DD 642502 5836384 -60/239.5 262 SMD090 DD 642068 5836563 -60/59.5 262 502.1 Incl. Incl. Incl. Incl. Incl. 213.8 Incl. SMD091 DD 642374 5836383 -60/59.5 262 191 SMD092 DD 642346 5836411 -60/59.5 262 222 SMD093 DD 642153 5836294 -60/59.5 262 515.1 Incl. Incl. 87 91 98.8 11.8 1.54 0.42 94 3 3.28 1.09 214 233.9 19.9 2.40 0.35 219 226.1 7.1 4.30 0.52 219 222 3 6.02 0.71 271 280.7 9.7 3.10 0.97 14 34 17 35 52 26 88 273 275 273 274 58 56 2 1 35 2 7.86 2.09 11.05 2.73 131 0.40 1.10 1.06 18 23 54 35 35 36 No Significant Results No Significant Results 334.7 299.7 0.40 99 54 64 18 0.68 1.11 SMD094 DD 642205 5836237 -60/59.5 262 608.3 50 103 Incl. 306 310 4 53 3.17 0.26 0.39 304.6 334.7 30.1 1.44 0.21 4.4 7.5 347 351.9 4.9 2.14 0.33 9.8 SMD095 DD 642205 5836237 -60/59.5 262 304.6 28 78 224 234 SMD096 DD 642319 5836284 -60/71.5 262 287.7 33 58 152 154 220 235 Duplicate Sample 220 235 Incl. 222 223 SMD097 DD 642319 5836284 -60/88.5 262 298.6 38 56 50 10 25 2 15 15 1 18 0.40 2.33 0.45 20 0.52 1.25 3.26 0.62 3.59 2.73 10 16 18 2.41 24.6 16.5 0.63 SMD098 DD 642102 5836364 -60/59.5 262 449.1 SMD099 DD 642063 5836352 -60/59.5 262 531 255.8 260.6 4.8 3.56 0.46 29 64 51 89 131 183 184 25 80 1 0.26 0.31 1.79 0.47 6.4 2022 Annual Report | Page 45 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD100 DD 642396 5836495 -60/239 259 451.8 118 121.6 3.6 0.34 0.21 222 226 297 305 4 8 0.20 0.51 0.66 0.27 332.2 341 8.8 1.57 0.24 SMD101 DD 642044 5836427 -70/59 260 379.7 24 31 93 40 51 94 144 149 SMD102 DD 642471 5836355 -60/223 260 350.6 50 54 16 20 1 5 4 0.21 0.61 1.22 0.17 0.30 0.11 0.16 13 2.7 7.2 4.5 3.9 9.7 2.2 134 177 43 0.24 248.1 253 4.9 1.54 0.29 4.8 270 290 320 321 20 1 0.25 1.13 1.44 4.4 SMD103 DD 642196 5836425 -60/59 261 214.6 24.4 59.6 35.2 0.25 24.4 190 165.6 0.33 24.4 59.6 35.2 0.25 117 147.2 30.2 0.35 0.17 185 188 3 5.52 0.45 Incl. and Incl. SMD104 DD 642225 5836386 -60/59 261 285.6 Incl. Incl. 35 95 179 151 179 SMD105 DD 642009 5836628 -60/59 258 315.6 22 29 SMD106 DD 642015 5836661 -60/59 258 193.8 857 133 126 139 84 28 7 13 48 1.55 0.23 3.31 0.49 0.30 0.40 0.37 1.39 6.33 179 144 1.04 0.15 2 10 3.4 5.0 7.1 8 12 29 38 Incl. Incl. and. SMD107 DD 642471 5836359 -60/59 260 232.8 Incl. 1158 131.7 16.7 3.13 17.93 116 118 2 0.74 132 130.8 131.7 0.9 21.10 17.45 232 26 45 46 60 53 49 34 0.61 0.07 8 3 1.37 0.18 2.51 0.36 14 40 63 2022 Annual Report | Page 46 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD108 DD 642031 5836548 -60/59 260 310.7 22 90 68 0.27 150.9 172.6 21.7 2.06 0.53 Incl. 164.9 171.2 6.3 3.57 1.17 17 25 254.6 264.6 10 1.33 0.16 7.8 Incl. 255.2 259.6 4.4 2.24 0.29 12 SMD109 DD 642261 5836257 -60/59 260 399.2 35 77 262 265 42 3 0.53 1.35 0.20 283.5 295 11.5 2.74 0.35 Incl. 292 294.1 2.1 7.25 0.67 2.7 4.5 11 SMD110 DD 642000 5836699 -60/59 260 252.4 Incl. 20 33 97 65 41 106 Incl. 102 105 45 0.28 8 9 3 0.44 0.20 2.5 2.34 0.56 4.50 0.87 12 17 SMD111 DD 641977 5836648 -60/59 260 294.2 Incl. Incl. and 36.7 83 87 87 131 166 131 148 164 166 50.3 0.27 0.14 2.5 4 35 17 2 0.82 0.97 10 0.46 0.92 9.4 0.42 1.34 2.85 2.25 10 45 SMD112 DD 641971 5836718 -60/59 260 274.4 119.6 147.6 28 0.79 0.16 5.4 SMD113 DD 642031 5836553 -58/56 260 280.3 25 71 153 174 134.1 146 11.9 1.56 0.29 Incl. Incl. 135 139 4 46 21 2.49 0.41 0.35 0.50 0.15 230 239.9 9.9 1.08 0.06 SMD114 DD 641558 5835953 -65/59 260 1844.8 830 842 Incl. 839 841 SMD115 DD 641995 5836579 -60/59 261 296.3 SMD116 DD 641972 5836613 -60/58 261 304.2 23 23 62 72 12 2 39 49 1.43 0.23 4.98 0.61 0.26 0.35 SMD117 DD 641940 5835842 -60/58 261 1711.8 No Significant Results SMD118 DD 641936 5836691 -60/52 261 247.9 No Significant Results SMD119 DD 641927 5836771 -60/59 262 246.5 No Significant Results SMD120 DD 641896 5836793 -62/58 261 233 No Significant Results 12 19 6.5 5.9 7.4 25 2.7 2022 Annual Report | Page 47 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD121 DD 641875 5836711 -60/60 261 292.9 26 41 104 177 15 73 0.31 0.64 0.70 6.8 SMD122 DD 641926 5836671 -60/58 261 292.6 21 27 SMD123 DD 642209 5836316 -60/59 261 380.1 Incl. 101 119 158 160 172 189 31 52 78 62 231 233 SMD124 DD 641858 5836779 -60/59 261 242.8 16 24 110.4 112 1.6 1.72 20.47 150 177 27 1.04 0.46 Incl. and Incl. 170 177 246 247 30 11 19 2.56 1.00 1.67 0.18 39.4 0.32 0.15 1.4 0.26 25 0.26 1.71 7.3 0.65 0.13 10 0.59 1.15 1.73 0.41 1.6 7 1 6 18 2 17 47 10 2 8 SMD125 DD 641885 5836827 -60/59 261 168.5 122 135 13 0.41 12 SMD126 DD 641846 5836813 -60/59 257 248 No Significant Results SMD127 DD 641849 5836739 -60/59 258 289.9 22 44 22 0.37 126 200.8 74.8 0.37 0.23 5.9 Incl. Incl. and 151 159 156 158 8 2 1.36 0.81 2.78 1.26 199.3 200.8 1.5 2.46 0.81 SMD128 DD 641887 5836759 -60/59 257 256.5 No Significant Results SMD129 DD 641821 5836766 -60/59 258 269.7 No Significant Results SMD130 DD 641824 5836837 -60/59 260 234.5 Incl. 15 37 74 40 59 3 0.48 1.82 127 140.05 13.05 0.83 0.26 Incl. 138 140.05 2.05 1.76 0.39 17 33 37 5.5 7.0 35 181 186 Incl. 181 182 5 1 1.24 0.87 1.67 149 SMD131 DD 641851 5836885 -60/59 262 196.6 Incl. Incl. 18 28 32 83 45 37 36 90 27 0.85 0.12 5.3 9 4 7 1.82 0.20 3.11 0.26 1.65 0.41 11 20 30 2022 Annual Report | Page 48 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) 6.5 6.2 17 44 8 29 SMD132 DD 641898 5836677 -60/53 261 302.8 SMD133 DD 641858 5836854 -60/59 261 214.7 27 96 55 112 28 16 0.35 0.34 0.24 SMD134 DD 641806 5836878 -60/59 261 184.6 101 149.8 44.29 0.61 0.26 Incl. Incl. 134 149.8 11.29 1.71 0.59 148.4 149.8 1.4 3.18 0.39 SMD135 DD 641773 5836945 -60/59 261 188.8 Incl. Incl. 66.6 66.6 93 73 67.3 68.3 121 134 Incl. 133 134 SMD136 DD 641736 5836932 -60/59 261 273.4 SMD137 DD 641731 5837009 -60/59 257 211 SMD138 DD 641691 5836994 -60/59 258 249.3 SMD139 DD 641728 5836900 -60/59 258 240.5 SMD140 DD 641801 5836887 -60/59 257 264 Incl. 29 30 94 94 37 26.410 1.17 0.17 6.410 4.02 0.50 1 13 1 75 21.2 1.75 142 1.54 2.2 203 10.05 25.2 2540 0.32 104 35.8 5.8 1.39 0.19 8 No Significant Results No Significant Results 173 103 57 79 9 20 0.38 0.10 4.7 1.25 0.18 19 0.27 93.8 143 49.2 0.96 0.28 94.4 97 2.6 2.16 0.55 114 118 127 136 4 9 2.42 0.56 1.95 0.43 Incl. and and SMD141 DD 641704 5837042 -60/59 257 237.2 SMD142 DD 641685 5837073 -60/59 257 232.9 SMD143 DD 641665 5837027 -60/59 258 249.4 No Significant Results No Significant Results No Significant Results SMD144 DD 641661 5836957 -60/130 259 279.4 186 212 26 0.44 0.14 SMD145 DD 641648 5837059 -60/59 257 264.3 148 152 Incl. 186 188 2 4 1.40 0.27 0.87 0.19 11 10 25 17 2.6 5.4 29 SMD146 DD 641777 5836855 -60/59 257 298.9 130.8 149 18.2 0.59 0.24 8.1 SMD147 DD 641799 5836823 -60/59 257 316.9 11.8 19 27 18 32 32 Incl. 132.2 135 132 136 2.8 6.2 13 5 4 1.74 0.72 20 1.38 0.72 0.65 1.14 1.64 3.4 7.1 1.29 Incl. 160.4 164 3.6 3.31 0.43 38 2022 Annual Report | Page 49 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD148 DD 641981 5836424 -60/59 257 651.5 SMD149 DD 641930 5836640 -60/59 257 326.5 Incl. 42 22 22 76 32 24 209 211 34 10 2 2 0.39 0.49 0.15 1.01 0.60 3.27 1.13 1.8 3.8 6.8 SMD150 DD 641815 5836800 -60/59 257 278.5 22 37 15 0.33 144 149 181 183 5 2 0.96 0.18 9.3 1.47 0.88 21 SMD151 DD 642129 5836210 -60/59 257 901.4 Incl. 77 78 194 117 0.48 99 21 8 1.38 1.04 0.10 6 410 418 SMD152 DD 642196 5836351 -60/59 257 354.2 26.7 138 111.3 0.35 Incl. 27.6 35 7.4 1.44 219 283.1 64.1 1.04 0.13 219 237 249 254 18 5 1.49 0.10 1.65 0.27 273.4 283.1 9.7 2.48 0.38 3.5 4.0 5.6 8.6 Incl. and and SMD153 DD 642029 5836513 -60/59 257 19.1 Hole abandoned – no samples SMD154 DD 641845 5836570 -60/59 262 451 Incl. 21 21 210 189 0.25 50 29 0.40 355 364.3 9.3 0.26 4.2 SMD155 DD 641903 5836490 -60/59 262 463.6 No Significant Results SMD156 DD 642157 5836387 -60/59 262 355.9 Incl. Incl. and 28 35 45 39 17 4 0.77 1.78 247 269.8 22.811 2.27 0.38 247 250 3 6.86 1.00 265.1 269.8 4.712 4.07 0.78 SMD156W1 DD 642157 5836387 -60/59 262 291.1 246.9 270 23.113 1.67 0.25 Incl. 246.9 250 3.114 6.21 0.69 SMD157 DD 642077 5836264 -60/59 262 533.2 SMD158 DD 642054 5836182 -60/59 262 669.4 Incl. 54 28 89 200 146 0.33 56 99 28 10 0.77 0.70 213 330 117 0.30 19 11 77 19 77 2022 Annual Report | Page 50 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag (m) (m) (m) (%) (g/t) (g/t) Ni (%) SMD159 DD 642536 5836394 -60/180 262 642.6 348.9 351 1.1 4.58 0.33 375 376 419 420 1 1 1.21 0.13 1.73 474.3 480.2 5.9 3.92 0.45 496 498.1 2.1 2.49 0.27 528 554.8 26.8 1.55 0.35 Incl. 547.3 553.3 6 3.81 1.05 24 4.3 5.3 7.4 11 10 23 SMD160 DD 642167 5836085 -60/49 262 717.5 No Significant Results SMD161 DD 642393 5835880 -60/49 262 718.7 SMD162 DD 642480 5835930 -60/49 262 593.4 34 28 71 42 544 545 572 574 37 14 1 2 0.26 0.29 5.01 0.17 1.16 5.8 SMD163 DD 642542 5835856 -60/49 262 630.8 No Significant Results SMD164 DD 642433 5836177 -60/52 262 276 29 91 45 92 161 205 16 1 44 0.39 2.59 0.70 13 0.93 0.13 4.3 SMD165 DD 642383 5836217 -60/50 262 Incl. Incl. 267.3 198 203.8 5.8 5.38 0.77 203 203.8 0.8 16 0.71 29 59 157 158 30 1 0.51 1.08 0.48 215.1 218.3 3.2 7.08 0.46 SMD166 DD 642418 5836238 -60/50 262 247.9 SMD167 DD 642469 5836199 -60/50 262 232.3 26 25 67 71 205 206 Incl. 215.1 216.1 1 41 46 1 16.35 0.81 0.26 0.18 2.82 SMD168 DD 642483 5836138 -60/50 262 180.3 No Significant Results SMD169 DD 642532 5836095 -60/50 263 260 35 61 26 0.27 SMD170 DD 642573 5836258 -60/50 261 118.7 SMD171 DD 642580 5836125 -60/50 262 247.6 No Significant Results No Significant Results SMD172 DD 642547 5836125 -60/50 260 226.8 24 36 12 0.23 23 42 15 11 24 2022 Annual Report | Page 51 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMD173 DD 642313 5836113 -60/50 262 538.6 62 86 328 331 24 3 0.37 3.81 0.11 457 Incl. Incl. and 328 329.1 1.1 2.53 0.10 1,225 378 421 43 2.60 0.42 396 399 397 398 3 1 10.38 3.00 19.65 8.29 202 10 71 SMD174 DD 642500 5836147 -60/50 262 235.7 SMD175 DD 642594 5836062 -60/50 262 233.7 Incl. and 27 27 79 44 45 59 105 61 85 SMD176 DD 642271 5836155 -60/50 262 480.1 340 344 32 26 17 40 4 0.25 0.24 0.46 0.58 1.29 0.12 7.7 131 104 0.20 SMD177 DD 642534 5836167 -60/50 262 198.5 No Significant Results SMD178 DD 642374 5836143 -60/50 262 334.4 SMD179 DD 642330 5836184 -60/50 262 317.6 SMD180 DD 642408 5836101 -60/50 262 322.8 SMD181 DD 642383 5836050 -60/50 262 533.2 34 39 31 30 0.30 41 67 128 7 28 99 0.74 0.36 43.3 13.315 0.21 43.8 67 60 77 421 425 15.2 0.48 10 4 0.56 0.87 0.23 SMD182 DD 642372 5835979 -60/50 262 616.6 58 77 1916 0.49 421.1 431.5 10.4 4.34 3.17 Incl. and 426 430.9 4.9 6.74 6.45 430 430.9 0.9 7.17 30.6 11 19 52 503 517 Incl. 515 517 14 2 1.24 0.72 8.2 3.56 3.33 25 SMS001D SMS002AD Sonic/ DD Sonic/ DD 642197 5836489 -60/59.5 264 212 No Significant Results 642275 5836478 -60/59.5 264 105.4 No Significant Results SMS003 Sonic 642207 5836523 -60/59.5 264 97 No Significant Results SMS004 Sonic 642150 5836555 -60/59.5 264 131.5 No Significant Results SMS005 Sonic 642125 5836587 -60/59.5 264 85.5 No Significant Results 2022 Annual Report | Page 52 OPERATIONS REPORT Thursday’s Gossan Prospect – Cayley Lode Intercept Table MGA 94 zone 54 Intercept Hole id Hole Type East North Dip/ Azimuth RL (m) Total Depth (m) From To Width Cu Au Ag Ni (m) (m) (m) (%) (g/t) (g/t) (%) SMS006 Sonic 642102 5836620 -60/59.5 264 76 SMS007 Sonic 642085 5836654 -60/59.5 264 64 Incl. Incl. Incl. SMS008 Sonic 642055 5836680 -60/59.5 264 64 SMS009 Sonic 642011 5836730 -60/59.5 264 54 Incl. Incl. SMS009A Sonic 642011 5836730 -60/59.5 264 80 SMS010 Sonic 642083 5836614 -60/59.5 264 83 Incl. SMS011 Sonic 642106 5836581 -60/59.5 264 88 SMS012 Sonic 642193 5836530 -60/239.5 261 80 Incl. Incl. SMS013 Sonic 642212 5836497 -60/234.5 262 58 Incl. Incl. 1.46 3 19 45 13 22 24 42 20 20 32 51 43 20 38 22 43 46 52 10 31 38 51 51 47 39 42 39 45 45 23 54 54 49 79 41 42 77 55 55 40 40 39 48 32 2 26 20 15 3 25 3 22 3 6 59 3 20 34 9 3 30 9 1 0.29 0.26 1.42 0.32 12 0.77 1.36 0.85 1.68 1.09 12 14 0.45 1.13 1.01 0.69 0.13 1.87 0.47 3.00 0.59 0.44 0.20 1.33 0.84 0.31 0.90 0.24 16 3.6 16 15 2.2 6.5 2.24 0.67 18.0 5.20 1.46 30.0 0.23 1.13 0.60 3.52 2.53 4.2 14 Chalcocite Blanket results are shown in blue. 1. 2. 3. 4. 5. 6. 7. 8. 9. Excluding 13.9m of core loss Excluding 13.2m of core loss Excluding 10.8m of core loss 1.8m of core loss immediately above this interval 0.4m of core loss included in this interval 0.3m of core loss included in this interval 0.6m core loss included in this interval 0.3m core loss included in this interval 4.6m core loss included in this interval 10. 0.5m core loss included in this interval 11. 1.3m core loss included in this interval 12. 0.9m core loss included in this interval 13. 0.4m core loss included in this interval 14. 0.4m core loss included in this interval 15. 0.7m core loss included in this interval 16. 1.1m core loss included in this interval . 2022 Annual Report | Page 53 OPERATIONS REPORT JORC Compliance Statement The information in this report that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Mr Chris Cairns, a Competent Person who is a Fellow of the Australian Institute of Geoscientists (#2862) and a Fellow of the Australasian Institute of Mining and Metallurgy (#990900). Mr Cairns is a full-time employee of the Company. Mr Cairns is Executive Chair and Managing Director of Stavely Minerals Limited and is a shareholder and option holder of the Company. Mr Cairns has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Cairns consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. The information in this Annual Report regarding Mineral Resource Estimates is extracted from the report entitled ‘Standout Initial Mineral Resource Estimate for the Cayley Lode’ created on 14 June 2022 and is available to view on www.asx.com.au; ticker SVY, and, www.stavely.com.au. Mr Cairns was the compiling Competent Person for the 14 July 2022 Mineral Resource report. The Mineral Resource was reviewed for the annual report by Mr Christopher Cairns in September 2022. Mr Cairns has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Cairns consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.’ The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.’ Bibliography Cayley, R.A and Taylor, D.H., 2001, Ararat: 1:100 000 map area geological report. Geological Survey of Victoria Report 115. Crawford, A.J., Cayley, R.A., Taylor, D.H., Morand, V.J., Gray, C.M., Kemp. A.I.S., Wohlt, K.E., Vandenberg, A.H.M., Moore, D.H., Maher, S., Direen, N.G., Edwards, J., Donaghy, A.G., Anderson, J.A., and Black, L.P., 2003, Neoproterozoic and Cambrian continental rifting, continent-arc collision and post-collisional magmatism in Evolution of the Palaeozoic Basement. Geological Society of Australia, Sydney, Australia, pages 73 -93. Schofield, A. (ed) 2018, Regional geology and mineral systems of the Stavely Arc, western Victoria. Record 2018/02. Geoscience Australia, Canberra. 2022 Annual Report | Page 54 DIRECTORS’ REPORT Your Directors present their report for the year ended 30 June 2022. DIRECTORS The names and particulars of the Directors of the Company in office during the financial year and up to the date of this report were as follows. Directors were in office for the entire year unless otherwise stated. Christopher Cairns B.Sc (Hons) Executive Chair and Managing Director (Appointed 23 May 2006, appointed Chair 14 September 2018) Mr Christopher Cairns completed a First Class Honours degree in Economic Geology from the University of Canberra in 1992. Mr Cairns has extensive experience having worked for: • BHP Minerals as Exploration Geologist / Supervising Geologist in Queensland and the Philippines • Aurora Gold as Exploration Manager at the Mt Muro Gold Mine in Borneo • • LionOre as Supervising Geologist for the Thunderbox Gold Mine and Emily Anne Nickel Mine drill outs Sino Gold as Geology Manager responsible for the Jinfeng Gold Deposit feasibility drillout and was responsible for the discovery of the stratabound gold mineralisation taking the deposit from 1.5Moz to 3.5Moz in 14 months. Mr Cairns joined Integra Mining Limited in March 2004 and as Managing Director oversaw the discovery of three gold deposits, the funding and construction of a new processing facility east of Kalgoorlie transforming the company from explorer to gold producer with first gold poured in September 2010. In 2008 Integra was awarded the Australian Explorer of the Year by Resources Stocks Magazine and in 2011 was awarded Gold Miner of the Year by Paydirt Magazine and the Gold Mining Journal. In January 2013, Integra was taken over by Silver Lake Resources Limited for $426 million (at time of bid) at which time Mr Cairns resigned along with the whole Integra Board after having successfully recommended shareholders accept the Silver Lake offer. Mr Cairns is a Fellow of the Australian Institute of Geoscientists, a Fellow of the Australian Institute of Mining and Metallurgy, a member of the JORC Committee and a member of the Society of Economic Geologists and Chair of the Australian Prospectors and Miners Hall of Fame. Other directorships of listed companies in the last three years: E79 Gold Mines Limited. Jennifer Murphy B.Sc(Hons), M.Sc Executive Technical Director (Appointed 8 March 2013) Ms Jennifer Murphy completed a First Class Honours Degree in Geology in 1989, and subsequently a Master of Science Degree in 1993 at the University of Witwatersrand in South Africa. Ms Murphy joined Anglo American Corporation in 1993 as an exploration geologist working in Tanzania and Mali. In 1996, she immigrated to Australia and joined Normandy Mining Limited, working initially as a project geologist in the Eastern Goldfields and Murchison Greenstone Provinces and afterwards was responsible for the development and management of the GIS and administration of the exploration database. Between 2004 and 2007, Ms Murphy provided contract geological services to a range of junior exploration companies. Ms Murphy joined Integra Mining Limited in 2007, initially as an administration geologist, and in 2010 the role was expanded to that of corporate geologist. In 2013 Ms Murphy joined Stavely Minerals as part of the management team to provide technical and geological expertise. Ms Murphy is a member of the Australian Institute of Geoscientists and has a broad range of geological experience ranging from exploration program planning and implementation, GIS and database management, business development, technical and statutory, and ASX reporting, as well as corporate research and analysis and investor liaison. Other directorships of listed companies in the last three years: None. 2022 Annual Report | Page 55 DIRECTORS’ REPORT Peter Ironside B.Com, CA Non Executive Director (Appointed 23 May 2006) Mr Peter Ironside has a Bachelor of Commerce Degree and is a Chartered Accountant and business consultant with over 30 years’ experience in the exploration and mining industry. Mr Ironside has a significant level of accounting, financial compliance and corporate governance experience including corporate initiatives and capital raisings. Mr Ironside has been a Director and/or Company Secretary of several ASX listed companies including Integra Mining Limited and Extract Resources Limited (before $2.18Bn takeover) and is currently a non-executive director of E79 Gold Mines Limited. Mr Ironside is a member of the Company’s Audit and Risk Committee. Other directorships of listed companies in the last three years: E79 Gold Mines Limited. Amanda Sparks B.Bus, CA, F.Fin Non Executive Director (Appointed 14 September 2018) and Company Secretary (Appointed 7 November 2013) Ms Amanda Sparks is a Chartered Accountant and a Fellow of the Financial Services Institute of Australasia. Ms Sparks has over 30 years of resources related financial experience, both with explorers and producers. Amanda brings a range of important skills to the Board with her extensive experience in financial management, corporate governance and compliance for listed companies. Ms Sparks is a member of the Company’s Audit and Risk Committee. Other directorships of listed companies in the last three years: None. Robert (Rob) Dennis B.App.Sc, FAusIMM Non Executive Director (Appointed 24 May 2021) Mr Robert (Rob) Dennis is a mining engineer with over 45 years’ experience in the nickel, copper, gold and alumina industries. Rob is a skilled leader and has extensive base metals and precious metals operational, technical and project development experience. Past positions included, CEO and MD of Poseidon Nickel Limited, COO for the Independence Group (IGO) where he was responsible IGO’s nickel, copper, zinc and gold operations including overseeing the development and commissioning of IGO’s Nova Nickel Project. Prior to that, he held positions including COO Aditya Birla Minerals Ltd where he managed the expansion and development of the Nifty Copper Project in the North West of Western Australia and the Mt Gordon operation in North Queensland, General Manager Project Development for Lionore Australia, General Manager Operations for Great Central Mines and Chief Mining Engineer for Western Mining Corporation. Mr Dennis is Chair of the Company’s Audit and Risk Committee. Other directorships of listed companies in the last three years: None. 2022 Annual Report | Page 56 DIRECTORS’ REPORT MEETINGS OF DIRECTORS During the financial year, 6 meetings of directors were held. The number of meetings attended by each director during the year is as follows: C Cairns J Murphy P Ironside A Sparks R Dennis Board of Directors Audit and Risk Committee Meetings Held** 6 6 6 6 6 Meetings Attended 6 6 6 6 6 Meetings Held** * 2*** 2 2 2 Meetings Attended * 2*** 2 2 2 * Not a member of the Audit and Risk Committee ** Number of meetings held where the Director was a member of the Board or Committee. *** Resigned from the Audit and Risk Committee on 3 March 2022. In addition to formal Board meetings, four of the Directors work in the same office and hold discussions on a regular basis. DIRECTORS’ INTERESTS IN SHARES AND OPTIONS The following table sets out each director’s relevant interest in shares and options in shares of the Company as at the date of this report. Name of Director C Cairns J Murphy P Ironside A Sparks R Dennis DIVIDENDS Number of Shares (direct and indirect) 8,232,268 5,346,704 32,087,982 2,371,206 644,444 Number of Unlisted Options at $1.47, expiry 30/11/2022 750,000 550,000 375,000 375,000 - Number of Unlisted Options at $0.66, expiry 30/11/2022 - - - - 250,000 Number of Unlisted Options at $1.20, expiry 31/10/2023 1,000,000 850,000 575,000 575,000 - Number of Unlisted Options at $0.71, expiry 30/11/2024 1,000,000 850,000 575,000 575,000 300,000 No dividends were paid or declared during the year. The Directors do not recommend payment of a dividend. ENVIRONMENTAL REGULATIONS The Group’s environmental obligations are regulated by the laws of Australia. The Group has a policy to either meet or where possible, exceed its environmental obligations. No environmental breaches have been notified by any governmental agency as at the date of this report. 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. The Directors have assessed that there are no current reporting requirements, but may be required to do so in the future. CORPORATE INFORMATION Corporate Structure Stavely Minerals Limited is a limited liability company that is incorporated and domiciled in Australia. Stavely Minerals Limited has prepared a consolidated financial report incorporating the entities that it controlled during the financial year as follows: Stavely Minerals Limited Stavely Pastoral Pty Ltd* Energy Metals Australia Pty Ltd** *(formerly Van Diemens Gold Pty Ltd) **(formerly Stavely Tasmania Operations Pty Ltd) - - - parent entity 100% owned controlled entity 100% owned controlled entity 2022 Annual Report | Page 57 DIRECTORS’ REPORT Principal Activity The Group’s principal activity was mineral exploration for the year ended 30 June 2022. There were no significant changes in the nature of the principal activities during the year. Operations review Refer to the Operations Review on pages 7 to 54. Summary of Financial Position, Asset Transactions and Corporate Activities A summary of key financial indicators for the Group, with prior period comparison, is set out in the following table: Cash and cash equivalents held at year end Net loss for the year after tax Included in loss for the year: Exploration costs Year Year 30 June 2022 30 June 2021 $ $ 922,218 13,819,962 (13,971,797) (21,174,282) (10,493,200) (19,929,496) Net fair value loss on financial assets at fair value through profit or loss (1,117,161) (125,488) Equity-based payments Basic loss per share from continuing operations Net cash used in operating activities Net cash used in investing activities Net cash (used in)/from financing activities During the year: (802,995) (1,238,784) (5.35) cents (8.28) cents (11,954,730) (21,490,322) (846,846) (171,462) (96,168) 26,056,814 - On 17 March 2022, the Company entered into a property purchase agreement for a 524-acre farm, residence and an additional residential block adjacent to the Thursday’s Gossan prospect, part of its 100%-owned Stavely Copper-Gold Project in western Victoria. An initial deposit of $1,000,000 was paid during the year, with the balance of $2.4 million paid on settlement which occurred after the reporting period. - Expenditure on exploration totalled $10,493,200 (2021: $19,929,496). - Net fair value loss on financial assets at fair value through profit or loss was $1,117,161 (2021: loss of $125,488). In June 2022, these financial assets were sold for a further loss of $40,819. - Share based payments expense for options granted of $802,995 (2021: $1,238,784). SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS There have been no significant changes in the state of affairs of the Group during the financial year. LIKELY DEVELOPMENTS AND EXPECTED RESULTS The Group anticipates to continue its exploration activities. 2022 Annual Report | Page 58 DIRECTORS’ REPORT REMUNERATION REPORT (AUDITED) The Directors present the 2022 Remuneration Report, outlining key aspects of Stavely’s remuneration policy and framework, together with remuneration awarded this year. The report is structured as follows: A. Key management personnel (KMP) covered in this report B. Remuneration policy, link to performance and elements of remuneration C. Contractual arrangements of KMP remuneration D. Remuneration of key management personnel E. Equity holdings and movements during the year F. Other transactions with key management personnel G. Use of remuneration consultants H. Voting of shareholders at last year’s annual general meeting A. KEY MANAGEMENT PERSONNEL (KMP) COVERED IN THIS REPORT For the purposes of this report key management personnel of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any Director (whether Executive or otherwise). Key Management Personnel during the Year Non-Executive Directors Peter Ironside Amanda Sparks Robert Dennis Executive Directors Christopher Cairns Jennifer Murphy Other Mark Mantle – – – – – - Director (from 23 May 2006) Director (from 14 September 2018) Director (from 24 May 2021) Executive Chair and Managing Director (from 23 May 2006, Chair from 14 September 2018) Technical Director (from 8 March 2013) Chief Operating Officer (from 20 January 2022) B. REMUNERATION POLICY, LINK TO PERFORMANCE AND ELEMENTS OF REMUNERATION Remuneration Governance The Board is responsible for ensuring that the Company’s remuneration structures are aligned with the long- term interests of Stavely and its shareholders. Once the Board is of a sufficient size and structure, and the Company’s operations are of a sufficient magnitude, to assist the Board in fulfilling its duties, the Board will establish a Remuneration Committee. Until that time, the Board has taken a view that the full Board will hold special meetings or sessions as required. The Board are confident that this process is stringent and full details of remuneration policies and payments are provided to shareholders in the annual report and on the web. The Board has adopted the following policies for Directors’ and Executives’ remuneration. Remuneration Philosophy The performance of the Group depends upon the quality of its Directors and Executives. To prosper, the Group must attract, motivate and retain highly skilled Directors and Executives. To this end, the Group embodies the following principles in its remuneration framework: • • • provide competitive rewards to attract high calibre Executives; link Executive rewards to shareholder value; and in the near future, will establish appropriate, demanding performance hurdles in relation to variable Executive remuneration. 2022 Annual Report | Page 59 DIRECTORS’ REPORT As Stavely is an exploration company, not yet generating income, a greater use of equity-based remuneration is considered appropriate both to preserve capital and to retain and incentivise the Directors. In accordance with best practice corporate governance, the structure of non-executive director and executive compensation is separate and distinct. Non-Executive Directors’ Remuneration Objective The Board seeks to set aggregate remuneration at a level which provides the Group with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders. Structure Non-executive Directors’ fees are paid within an aggregate limit which is approved by the shareholders from time to time. Retirement payments, if any, are agreed to be determined in accordance with the rules set out in the Corporations Act as at the time of the Director’s retirement or termination. Non-executive Directors’ remuneration may include a portion consisting of options, as considered appropriate by the Board, which are subject to shareholder approval in accordance with ASX listing rules. The option incentive portion is targeted to add to shareholder value by having a strike price considerably greater than the market price at the time of granting. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst Directors is reviewed annually. The Board considers the amount of Director fees being paid by comparable companies with similar responsibilities and the experience of the Non-executive Directors when undertaking the annual review process. The aggregate remuneration for non-Executive Directors is currently $250,000 per annum approved by Shareholders with the adoption of the Company’s Constitution on 7 November 2013. Executive Remuneration Objective The Group aims to reward Executives with a level and mix of remuneration commensurate with their position and responsibilities within the Group and so as to: • • • reward Executives for company, and individual performance; ensure continued availability of experienced and effective management; and ensure total remuneration is competitive by market standards. Structure In determining the level and make-up of Executive remuneration, the Board negotiates a remuneration to reflect the market salary for a position and individual of comparable responsibility and experience. Remuneration is regularly compared with the external market by participation in industry salary surveys and during recruitment activities generally. If required, the Board may engage an external consultant to provide independent advice in the form of a written report detailing market levels of remuneration for comparable Executive roles. Remuneration consists of a fixed remuneration and short and long-term incentive portions as considered appropriate. Fixed Remuneration - Objective The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate to the position and is competitive in the market. Fixed remuneration is reviewed annually by the Board and the process consists of a review of Group and individual performance, and relevant comparative remuneration in the market. As noted above, the Board may engage an external consultant to provide independent advice. Fixed Remuneration - Structure The fixed remuneration is a base salary or monthly consulting fee. Variable Pay – Short and Long-Term Incentives - Objective The objective of short and long-term incentives is to reward Executives in a manner which aligns this element of remuneration with the creation of shareholder wealth. As Stavely is an exploration company, there are usually no performance hurdles attached to equity awards. The Board however may include an incentive portion that 2022 Annual Report | Page 60 DIRECTORS’ REPORT is payable based upon attainment of objectives related to the Executive’s job responsibilities. The objectives will vary, but are to be targeted to relate directly to the Group’s business and financial performance and thus to shareholder value. Variable Pay — Short and Long-Term Incentives – Structure Short and long-term incentives granted to Executives are delivered in the form of options and/or performance rights. The option and performance rights are incentives aimed to motivate Executives to pursue the growth and success of the Group within an appropriate control framework and demonstrate a clear relationship between key Executive performance and remuneration. Director options are granted at the discretion of the Board and approved by shareholders. Performance hurdles may be attached and the Board determines appropriate vesting periods to provide rewards over a period of time to key management personnel. During the year, no performance related cash payments were made. Variable Pay — For 2022/2023 The Board, excluding the Executive Directors, has established criteria for Performance Rights for Executive Directors, Christopher Cairns and Jennifer Murphy, and Chief Operating Officer, Mark Mantle, for the 2022/2023 year. The Board considers Performance Rights are an appropriate form of incentive as it provides incentive milestones for the Performance rights to be satisfied. Milestones will be based on criteria relevant to the Executive, which may include share price targets and other Company’s internal goals, eg ESG performance and securing government funding. The Performance Rights for the Executive Directors, together with quantum and criteria, will be provided in Stavely’s 2022 Notice of Annual General Meeting and are subject to Shareholder approval. In addition, Options to be granted to Executive Directors for 2022/2023, will require a retention period prior to vesting. These proposed Options will be detailed in Stavely’s 2022 Notice of Annual General Meeting and are subject to Shareholder approval. C. CONTRACTUAL ARRANGEMENTS OF KMP REMUNERATION On appointment to the board, all non-executive directors enter into a service agreement with the Company in the form of a letter of appointment. The letter summarises the board policies and terms, including compensation, relevant to the office of director. Remuneration and other terms of employment for the executive directors and the other key management personnel are also formalised in service agreements. The major provisions of the agreements relating to remuneration are set out below. Director Name Term of agreement Christopher Cairns Commenced 22/1/2014 (varied effective 1/11/2017, 1/12/2019 & 1/7/2021) Jennifer Murphy Commenced 22/1/2014 (varied effective 1/11/2017, 15/10/2018, 31/12/2019 & 1/7/2021) Base annual salary exclusive of statutory superannuation at 30/6/2022 Termination benefit $340,000 12 months $260,000 12 months Peter Ironside Ongoing, subject to re-elections $50,000 None Amanda Sparks Ongoing, subject to re-elections $100,000 None Robert Dennis Ongoing, subject to re-elections $50,000 None Other KMPs Term of agreement Base annual salary exclusive of statutory superannuation at 30/6/2022 Termination benefit Mark Mantle Commenced 20 January 2022 $320,000 12 months 2022 Annual Report | Page 61 DIRECTORS’ REPORT D. REMUNERATION OF KEY MANAGEMENT PERSONNEL Details of the remuneration of each key management personnel of the Group, including their personally-related entities, during the year were as follows: Short Term Long Term Post Employment Share Based Cash salary, directors fees, consulting fees, insurances and movement in current leave provisions $ 331,676 305,938 285,875 219,300 50,000 50,000 100,000 100,000 50,000 5,250 139,897 - 957,448 680,488 Directors C Cairns J Murphy P Ironside A Sparks R Dennis Other KMPs Mark Mantle(2) TOTAL Year 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 Movement in non-current leave provisions $ Superannuation $ Total Cash and Provisions $ - 4,749 - 3,482 - - - - - - 148 - 148 8,231 23,568 21,694 23,568 20,900 5,000 4,749 10,000 9,500 5,000 499 9,820 - 76,956 57,342 355,244 332,381 309,443 243,682 55,000 54,749 110,000 109,500 55,000 5,749 149,865 - 1,034,552 Total including share based payments $ 519,944 612,381 449,438 481,682 149,703 215,749 204,703 270,500 99,434 32,249 149,865 - 1,573,087 Options (1) $ 164,700 280,000 139,995 238,000 94,703 161,000 94,703 161,000 44,434 26,250(3) - - 538,535 746,061 866,250 1,612,311 (1) Equity based payments – options. These represent the amount expensed for options granted and vested in the year. (2) Appointed as a KMP from 20 January 2022. (3) Options issued after end of financial year after Shareholder approval. There were no performance related payments made during the year. Performance hurdles were not attached to remuneration options as these options were to provide an incentive component of remuneration to motivate and reward the performance of the recipients and to provide a cost-effective way for the Company to remunerate, which allows the Company to spend a greater proportion of its cash reserves on exploration than it would if alternative cash forms of remuneration were given. Share-based Compensation During the year, the following options were granted as equity compensation benefits to Directors and other Key Management Personnel. These options vested at grant date. 2022 Directors C Cairns J Murphy P Ironside A Sparks R Dennis Other KMPs M Mantle(1) Number of Options at $1.20, expiry 30/11/2024 Number of Options At $0.66 expiry 30/11/2022 Value* per option at grant date $ 1,000,000 850,000 575,000 575,000 300,000 - - - - - 250,000 - 0.16 0.16 0.16 0.16 0.16/0.09 - (1) No options granted post appointment as Chief Operating Officer. These options were granted to recognise the contribution made by the Directors, and to acknowledge that the inclusion of options as remuneration is preferable for the Company rather than paying a higher cash base 2022 Annual Report | Page 62 DIRECTORS’ REPORT remuneration, which adds value for Shareholders. By offering these incentives in the form of options, rather than cash, the Company can maximise the availability of cash for the Company’s future exploration activities. The issue of these Director options was approved by Shareholders at the Company’s Annual General Meeting held on 12 November 2021. * Value at grant date has been calculated in accordance with AASB 2 Share-based Payment. The options were valued using the Hoadley Trading & Investment Tools ES02 trinomial option valuation model, taking into account the exercise price, term of option, the share price at grant date, the expected early exercise multiple, expected price volatility of the underlying share, expected dividend yield and the risk-free interest rate for the term of the option. The expected early exercise multiple is factored into the valuation using the binomial model. The model incorporates an exercise factor, which determines the conditions under which an option holder is expected to exercise their options. It is defined as a multiple of the exercise price (eg 2.5 reflects that on average employees tend to exercise their options when the stock price reaches 2.5 times the exercise price). The expected future volatility is based on historical volatility over one, two and three year trading periods. The inputs to the models used were: Grant date Spot price ($) Exercise price ($) Vesting date Expiry date Expected future volatility (%) Risk-free rate (%) Early exercise multiple Dividend yield (%) Value of Each Option ($) Number of Options Granted Valuation Method 12/11/2021 12/11/2021 0.48 0.66 0.48 0.71 immediately immediately 30/11/2022 30/11/2024 70 0.61 2.5x - 0.0851 250,000 Trinomial 70 1.02 2.5x - 0.1647 3,300,000 Trinomial Shares issued to Key Management Personnel on exercise of compensation options During the year ended 30 June 2022, no shares were issued to Key Management Personnel on exercise of compensation options. 2022 Annual Report | Page 63 DIRECTORS’ REPORT E. EQUITY HOLDINGS AND MOVEMENTS DURING THE YEAR (a) Shareholdings of Key Management Personnel 30 June 2022 Balance at beginning of the year Increase from Exercise of Options Other Net change during the year Balance at end of the year Directors C Cairns J Murphy P Ironside A Sparks R Dennis Other KMPS M Mantle 8,032,268 5,146,705 31,887,982 2,171,206 - - 47,238,161 - - - - - - - - - - - 444,444 8,032,268 5,146,705 31,887,982 2,171,206 444,444 - - 444,444 47,682,605 (b) Option holdings of Key Management Personnel 30 June 2022 Directors C Cairns J Murphy P Ironside A Sparks R Dennis Other KMPs M Mantle Balance at beginning of the year Granted as remuneration Exercised during the year Balance at end of the year Exercisable 1,750,000 1,000,000 1,400,000 950,000 950,000 - - 850,000 575,000 575,000 550,000 300,000(1) 5,050,000 3,850,000 - - - - - - - 2,750,000 2,750,000 2,250,000 2,250,000 1,525,000 1,525,000 1,525,000 1,525,000 550,000 550,000 300,000 300,000 8,900,000 8,900,000 (1) Options granted prior to appointment as Chief Operating Officer. F. OTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL Mr Peter Ironside, Director, is a shareholder and director of Ironside Pty Ltd. Ironside Pty Ltd is a shareholder of the 168 Stirling Highway Syndicate, the entity which owns the premises the Company occupies in Western Australia. During the year an amount of $142,213 (net of GST) was paid/payable for office rental and variable outgoings (2021: $136,588, net of GST). Mr Peter Ironside, Director, is also a shareholder and non-executive director of E79 Gold Mines Limited (“E79 Gold”). Mr Chris Cairns, Director, is a shareholder and non-executive chair of E79 Gold. E79 Gold sub-leases office space in the premises the Company occupies. During the year an amount of $27,656 (net of GST) was paid/payable by E79 Gold to the Company for reimbursement of office rental and associated expenses (2021: $20,136, net of GST). Stavely Minerals Limited also sold a second-hand motor vehicle to E79 Gold during the year. The agreed price was $38,173 (excl GST) which was determined after researching prices of similar vehicles with similar mileage. 2022 Annual Report | Page 64 DIRECTORS’ REPORT G. USE OF REMUNERATION CONSULTANTS No remuneration consultants were engaged by the Company during the year. H. VOTING OF SHAREHOLDERS AT LAST YEAR’S ANNUAL GENERAL MEETING The Company received 98.71% of ‘yes’ votes for its remuneration report for the 2021 financial year and did not receive any specific feedback at the AGM or throughout the year on its remuneration practices. End of Audited Remuneration Report. INDEMNIFICATION AND INSURANCE OF OFFICERS The Company has paid a premium to insure the Directors and Officers of the Company and its controlled entities. Details of the premium are subject to a confidentiality clause under the contract of insurance. The liabilities insured are costs and expenses that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of entities in the Company. SHARES UNDER OPTION Unissued ordinary shares of the Company under option at the date of this report are as follows: Unlisted Options Unlisted Options Unlisted Options Unlisted Options Unlisted Options Number 2,700,000 4,102,500 200,000 250,000 4,737,500 Exercise Price $1.47 $1.20 $0.56 $0.66 $0.71 Expiry Date 30/11/2022 31/10/2023 30/11/2022 30/11/2022 30/11/2024 No option holder has any right under the options to participate in any other share issue of the Company or any other related entity. No options were exercised during the year (2021: None). EVENTS OCCURRING AFTER THE REPORTING PERIOD Placement 26,666,667 shares were issued on 12 July 2022, pursuant to a placement to sophisticated and institutional investors. Gross proceeds were $4,000,000. Share Purchase Plan 35,326,537 shares were issued on 5 August 2022, pursuant to a Share Purchase Plan (SPP). Gross proceeds raised under the SPP were $5,298,980. Property Purchase and Loan Funds On 15 August 2022, the Company settled on the property purchase of for a 524-acre farm, residence and an additional residential block adjacent to the Thursday’s Gossan prospect, part of its 100%-owned Stavely Copper- Gold Project in western Victoria. $1.6 million of loan funding was used towards the acquisition of the land. The funding was provided by two parties to Stavely’s wholly owned subsidiary, Stavely Pastoral Pty Ltd, as follows: Under a loan agreement with Legal Mortgage Holdings Pty Ltd (LMH), LMH advanced $1 million on the following terms: - - - Interest payable at 10% pa, payable quarterly in advance Term of 24 months with a minimum term of 12 months Secured via a 1st mortgage on the land with a guarantee provided by Stavely Minerals Limited Under a loan agreement with Anthony Cairns, Anthony Cairns advanced $0.6 million on the following terms: - - Interest payable at 10% pa, payable quarterly in advance Term of 24 months with a minimum interest term of 12 months 2022 Annual Report | Page 65 DIRECTORS’ REPORT - Unsecured, with a guarantee provided by Stavely Minerals Limited There are no other matters or circumstances that have arisen since 30 June 2022 that have or may significantly affect the operations, results, or state of affairs of the Group in future financial years. CORPORATE GOVERNANCE In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Stavely Minerals Limited support and adhere to the principles of corporate governance. Please refer to the Company’s website for details of corporate governance policies: https://www.stavely.com.au/corporate- governance. AUDIT INDEPENDENCE AND NON-AUDIT SERVICES Auditor’s independence - section 307C The Auditor’s Independence Declaration is included on page 67 of this report. Non-Audit Services The following non-audit services were provided by the entity’s auditor, BDO. The Directors are satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act. The nature and scope of each type of non-audit service provided means that auditor independence was not compromised. BDO received, or are due to receive, the following amounts for the provision of non-audit services: Taxation services 2022 $18,410 2021 $19,330 This report is made in accordance with a resolution of directors, pursuant to section 298(2)a of the Corporations Act 2001. Signed in accordance with a resolution of the Directors. Christopher Cairns Executive Chair and Managing Director Dated this 27th day of September 2022 2022 Annual Report | Page 66 AUDITOR’S INDEPENDENCE DECLARATION TO THE DIRECTORS 2022 Annual Report | Page 67 DIRECTORS’ DECLARATION 1. In the opinion of the directors: a) The financial statements and notes are in accordance with the Corporations Act 2001, including: i) ii) giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its performance for the year then ended; and complying with Australian Accounting Standards (including the Australian Accounting Interpretations), the Corporations Regulations 2001 and other mandatory professional reporting requirements; and iii) complying with International Financial Reporting Standards (IFRS) as stated in note 1 of the financial statements; and b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2022. This declaration is signed in accordance with a resolution of the Board of Directors. Christopher Cairns Executive Chair and Managing Director Dated this 27th day of September 2022 2022 Annual Report | Page 68 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2022 Revenue and Income Interest revenue Rental sub-lease revenue Profit on sale of fixed assets Government subsidies Expenses Administration and corporate expenses Administration – equity based expenses Exploration expenses Interest expense Total expenses Other gains/(losses) Net fair value losses on financial assets at fair value through profit or loss Loss on disposal of financial assets Gain on disposal of subsidiaries Total other gains Loss before income tax Income tax expense Loss after income tax attributable to members of Stavely Minerals Limited Other comprehensive income/(loss) Items that may be reclassified subsequently to profit or loss: Other Other comprehensive income/(loss) for the year, net of tax Total comprehensive loss for the year Loss per share for the year attributable to the members of Stavely Minerals Limited Basic loss per share Consolidated Year ended 30 June 2022 Year ended 30 June 2021 Note $ $ 20,895 42,190 38,173 - 101,258 90,370 40,889 12,000 50,000 193,259 2(a) 3 2(b) 2(c) (1,610,408) (802,995) (10,493,200) (8,472) (12,915,075) (1,745,610) (1,238,784) (19,929,496) (13,645) (22,927,535) 4 4 5 6 7 (1,117,161) (125,488) (40,819) - (1,157,980) - 1,685,482 1,559,994 (13,971,797) (21,174,282) - - (13,971,797) (21,174,282) - - (13,971,797) - - (21,174,282) Cents Per Share (5.35) Cents Per Share (8.28) The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. 2022 Annual Report | Page 69 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2022 ASSETS Current Assets Cash and cash equivalents Other receivables Financial assets as fair value through profit or loss Total Current Assets Non-Current Assets Other receivables Right of use assets Property, plant and equipment Deferred exploration expenditure acquisition costs Total Non-Current Assets Total Assets LIABILITIES Current Liabilities Trade and other payables Lease liabilities – right of use assets Provisions Total Current Liabilities Non-Current Liabilities Lease liabilities –right of use assets Provisions Total Non-Current Liabilities Total Liabilities Net Assets Equity Issued capital Reserves Accumulated losses Total Equity Consolidated 30 June 2022 $ Note 30 June 2021 $ 8 9 4 9 10 11 12 13 10 14 10 14 922,218 411,244 - 1,333,462 1,095,013 70,252 157,070 3,672,126 4,994,461 6,327,923 849,613 94,291 289,842 1,233,746 - 45,180 45,180 1,278,926 5,048,997 13,819,962 624,804 1,485,853 15,930,619 75,013 139,644 157,564 3,672,126 4,044,347 19,974,966 1,352,194 86,333 161,947 1,600,474 93,696 62,267 155,963 1,756,437 18,218,529 15 16 76,523,067 7,848,968 (79,323,038) 76,523,797 7,045,973 (65,351,241) 5,048,997 18,218,529 The above consolidated statement of financial position should be read in conjunction with the accompanying notes. 2022 Annual Report | Page 70 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2021 At 1 July 2020 Loss for the year Other comprehensive income/(loss) Total comprehensive loss for the year, net of tax Transactions with owners in their capacity as owners: Issue of share capital Cost of issue of share capital Share based payments Share based payments Issued Capital $ 50,033,910 Reserves $ 6,147,189 Accumulated Losses $ (44,176,959) Total Equity $ 12,004,140 - - - 27,787,000 (1,637,113) - - - - - - 1,238,784 340,000 (340,000) 26,489,887 898,784 (21,174,282) (21,174,282) - - (21,174,282) (21,174,282) - - - - - 27,787,000 (1,637,113) 1,238,784 - 27,388,671 As at 30 June 2021 76,523,797 7,045,973 (65,351,241) 18,218,529 At 1 July 2021 Loss for the year Other comprehensive income/(loss) Total comprehensive loss for the year, net of tax Transactions with owners in their capacity as owners: Issue of share capital Cost of issue of share capital Share based payments 76,523,797 7,045,973 (65,351,241) 18,218,529 - - - - (730) - (730) - - - - - 802,995 802,995 (13,971,797) (13,971,797) - - (13,971,797) (13,971,797) - - - - (79,323,038) - (730) 802,995 802,265 5,048,997 As at 30 June 2022 76,523,067 7,848,968 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. 2022 Annual Report | Page 71 CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2022 Consolidated Year ended Year ended 30 June 2022 30 June 2021 Note $ $ Cash flows from operating activities Receipts in the ordinary course of activities (incl. GST) Payments to suppliers and employees Interest received Net cash flows used in operating activities 8(i) 1,259,012 (13,236,566) 22,824 (11,954,730) 2,017,122 (23,614,812) 107,368 (21,490,322) Cash flows from investing activities Payments for plant and equipment Proceeds from disposal of plant and equipment Payment for exploration acquisitions (capitalised) Other – sale of subsidiaries Other – sale of investments Other – deposits paid Payment for bonds Bonds repaid Net cash flows used in investing activities Cash flows from financing activities Proceeds from issue of shares Payment of share issue costs Payment of lease liabilities (right of use assets) Net cash flows (used in)/from financing activities 4 9 (75,392) 38,173 (17,500) - 327,873 (1,000,000) (120,000) - (846,846) (175,941) 12,000 (587,021) 510,000 - - (2,000) 71,500 (171,462) - (730) (95,438) (96,168) 27,787,000 (1,637,113) (93,073) 26,056,814 Net (decrease)/increase in cash and cash equivalents held Add opening cash and cash equivalents brought forward (12,897,744) 4,395,030 13,819,962 9,424,932 Closing cash and cash equivalents carried forward 8 922,218 13,819,962 The above consolidated statement of cashflows should be read in conjunction with the accompanying notes. 2022 Annual Report | Page 72 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Preparation These financial statements are general purpose financial statements, which have been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board. The financial report has also been prepared on a historical cost basis. The financial report is presented in Australian dollars, which is the Group’s functional and presentation currency. Stavely Minerals Limited is a for-profit entity for the purpose of preparing the financial statements. For the year ended 30 June 2022, the Group made a loss of $13,971,797 and had cash outflows from operating activities of $11,954,730. The Board believe that the measures it has taken enable the Company to prepare the financial report on a going concern basis. Subsequent to 30 June 2022, the Company successfully completed a placement and share purchase plan with gross proceeds of $9,298,980. Refer to Note 23 for further details. The Group has sufficient funding to fund operations over the next 12 months. The annual report of Stavely Minerals Limited for the year ended 30 June 2022 was authorised for issue in accordance with a resolution of the Directors on 27 September 2022. (b) Statement of Compliance These financial statements comply with Australian Accounting Standards and International Financial Reporting Standards (IFRS). (c) Adoption of New and Revised Standards and Change in Accounting Standards New or amended Accounting Standards and Interpretations adopted The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. New Accounting Standards and Interpretations not yet mandatory or early adopted The following new/amended accounting standards and interpretations have been issued but are not mandatory for financial years ended 30 June 2022. In all cases the Group intends to apply these standards from application date as indicated in the table below. Standards likely to have a financial impact: AASB 2021-2 (issued March 2021) ‘Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and Definition of Accounting Estimates’. Application Date: Annual reporting period beginning on 1 July 2023. Nature of Change Introduces a definition of ‘accounting estimate’, i.e. monetary amounts in financial statements that are subject to estimation uncertainty, such as estimating expected credit losses for receivables, or estimating the fair value of an item recognised in the financial statements at fair value. Accounting estimates are developed using measurement techniques and inputs. Measurement techniques comprise estimation techniques (such as used to determine expected credit losses or value in use) and valuation techniques (such as the income approach to determine fair value). The amendments clarify that a change in an estimate occurs when there is either a change in a measurement technique or a change in an input. Impact on Initial Application There will be no impact on the financial statements when these amendments are first adopted because they apply prospectively to changes in accounting estimates that occur on or after the beginning of the first annual reporting period to which these amendments apply, i.e. annual period beginning on 1 July 2023. 2022 Annual Report | Page 73 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued Standards likely to have a disclosure impact only: AASB 2021-2 (issued March 2021) ‘Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and Definition of Accounting Estimates’. Application Date: Annual reporting period beginning 1 July 2023. Impact on Initial Application Disclosure impact only. Nature of Change Only ‘material’ accounting policy information must be disclosed in the financial statements, i.e. if it relates to material transactions, other events or conditions and: • The entity has changed its accounting policy during the period • There are one or more accounting policy options in Accounting Standards • The accounting policy was developed applying the hierarchy in AASB 108 because there is no specific IFRS dealing with the transaction • Significant judgement was required in applying the accounting policy • The accounting is complex, e.g. more than one IFRS applies to the transaction. (d) Significant Accounting Estimates and Judgments 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 key judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities are as follows: Share-based payment transactions The Group measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using Hoadley Trading & Investment Tools ES02 trinomial option valuation model or a Black-Scholes model 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. Refer to note 3 for further information. Commitments - Exploration The Group has certain minimum exploration commitments to maintain its right of tenure to exploration permits. These commitments require estimates of the cost to perform exploration work required under these permits. 2022 Annual Report | Page 74 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued Fair Value Measurement The Group is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. Deferred Exploration Expenditure Acquisition Costs The Group capitalises acquisition expenditure relating to exploration and evaluation where it is considered likely to be recoverable or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. While there are certain areas of interest from which no reserves have been extracted, the Directors are of the continued belief that such expenditure should not be written off since exploration activities in such areas have not yet concluded. (e) Basis of Consolidation and Business Combinations The consolidated financial statements comprise the financial statements of Stavely Minerals limited (“Company” or “Parent Entity”) and its subsidiaries as at 30 June each year (the Group). Subsidiaries are all entities over which the group has control. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has: - - - Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee), Exposure, or rights, to variable returns from its involvement with the investee, and The ability to use its power over the investee to affect its returns The financial statements of the subsidiaries are prepared for the same period as the parent entity, using consistent accounting policies. In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit or losses resulting from intra-group transactions have been eliminated in full. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Control exists where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The acquisition of subsidiaries has been accounted for using the purchase method of accounting. The purchase method of accounting involves allocating the cost of the business combination to the fair value of the assets acquired and the liabilities and contingent liabilities assumed at the date of acquisition. Accordingly, the consolidated financial statements include the results of subsidiaries for the period from their acquisition. The purchase method of accounting is used to account for all business combinations regardless of whether equity instruments or other assets are acquired. Cost is measured as the fair value of the assets given, shares issued or liabilities incurred or assumed at the date of exchange plus costs directly attributable to the combination. Where equity instruments are issued in a business combination, the fair value of the instruments is their published market price as at the date of exchange, adjusted for any conditions imposed on those shares. Transaction costs arising on the issue of equity instruments are recognised directly in equity. 2022 Annual Report | Page 75 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued All identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The excess of the cost of the business combination over the net fair value of the Group's share of the identifiable net assets acquired is recognised as goodwill. If the cost of acquisition is less than the Group's share of the net fair value of the identifiable net assets of the subsidiary, the difference is recognised as a gain in the statement of profit or loss and other comprehensive income, but only after a reassessment of the identification and measurement of the net assets acquired. NOTE 2 - EXPENSES (a) Administration and Corporate Expenses Administration and corporate expenses include: Depreciation - administration Depreciation – right of use assets Office premises expenses Personnel costs – administration and corporate Other administration and corporate expenses Equity based payments expense – refer note 3 (b) Exploration Costs Expensed Exploration costs expensed include: Depreciation - exploration Other exploration costs expensed (c) Interest Expensed Interest on right of use assets Year ended 30 June 2022 $ Year ended 30 June 2021 $ 40,394 70,620 48,710 811,570 639,114 1,610,408 802,995 2,413,403 55,201 70,984 46,446 972,484 600,495 1,745,610 1,238,784 2,984,394 35,492 10,457,708 10,493,200 135,538 19,793,958 19,929,496 8,472 13,645 NOTE 3 – EQUITY-BASED PAYMENTS (Recognised as Remuneration Expenses) Equity settled transactions: The Group provides benefits to executive directors, employees and consultants of the Group in the form of share based payments, whereby those individuals render services in exchange for shares or rights over shares (equity- settled transactions). When provided, the cost of these equity-settled transactions with these individuals is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value of options is determined using a Hoadley Trading & Investment Tools ES02 trinomial option valuation model or a Black-Scholes model. In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Stavely Minerals Limited (market conditions) if applicable. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant individuals become fully entitled to the award (the vesting date). 2022 Annual Report | Page 76 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 3 – EQUITY-BASED PAYMENTS (Recognised as Remuneration Expenses) – continued The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects: (i) (ii) (iii) the grant date fair value of the award; the extent to which the vesting period has expired; and the number of awards that, in the opinion of the Directors of the Company, will ultimately vest taking into account such factors as the likelihood of non-market performance conditions being met. This opinion is formed based on the best available information at reporting date. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market condition. If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. If an equity-settled award is forfeited, any expense previously recognised for the award is reversed. However, if a new award is substituted for a cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph. (a) Value of equity based payments in the financial statements Expensed in the profit or loss: Equity-based payments- options Equity-based payments- options not yet issued (note 3(c)) 30 June 2022 $ 30 June 2021 $ 802,995 - 802,995 1,212,534 26,250 1,238,784 (b) Summary of equity-based payments granted during the year: Granted to key management personnel and employees as equity compensation: During the year, the following unlisted options were granted: - - - 200,000 unlisted options granted on 30 August 2021 to an employee pursuant to the Company’s Employee Incentive Plan. 3,550,000 unlisted options as approved by shareholders at the 2021 Annual General Meeting held on 12 November 2021, granted to directors or their nominees. These unlisted options were allotted on 15 November 2021. 1,437,500 unlisted options granted and allotted on 15 November 2021 to employees/consultants pursuant to the Company’s Employee Incentive Plan. (c) Summary of equity-based payments not yet issued during the year: In May 2021, as part of the appointment of Robert Dennis as a Director, the Board offered Mr Dennis 250,000 unlisted options which were to be granted upon Shareholder approval. For accounting purposes, in 2021, an estimated value of $26,250 was expensed for these options (based on the Black-Scholes option pricing model). Shareholder approval was received on 12 November 2021 and the value of these options was recalculated in the current period. 2022 Annual Report | Page 77 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 3 – EQUITY-BASED PAYMENTS (Recognised as Remuneration Expenses) – continued Grant date Spot price ($) Exercise price ($) Vesting date Expiry date 30/08/2021 12/11/2021 12/11/2021 15/11/2021 0.43 0.56 0.48 0.66 0.48 0.71 0.495 0.71 immediately immediately immediately Immediately 30/11/2022 30/11/2022 30/11/2024 30/11/2024 Expected future volatility (%) Risk-free rate (%) Early exercise multiple Dividend yield (%) 63 0.0 N/A - 70 0.61 2.5x - 70 1.02 2.5x - 70 0.97 2.5x - Value of Each Option ($) Number of Options Granted 0.0802 200,000 0.0851 250,000 0.1647 0.1728 3,300,000 1,437,500 Valuation Method Black-Scholes Trinomial Trinomial Trinomial Black-Scholes option pricing model The assessed fair values of the options issued on 30 August 2021 were determined using a Black-Scholes option pricing model, taking into account the exercise price, term of option, the share price at grant date and expected price volatility of the underlying share, expected dividend yield and the risk-free interest rate for the term of the option. The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value. Hoadley Trading & Investment Tools ES02 trinomial option valuation model The assessed fair values of the options granted on 12 and 15 November 2021 were determined using the Hoadley Trading & Investment Tools ES02 trinomial option valuation model, taking into account the exercise price, term of option, the share price at grant date, the expected early exercise multiple, expected price volatility of the underlying share, expected dividend yield and the risk-free interest rate for the term of the option. The expected early exercise multiple is factored into the valuation using the binomial model. The model incorporates an exercise factor, which determines the conditions under which an option holder is expected to exercise their options. It is defined as a multiple of the exercise price (eg 2.5 reflects that on average employees tend to exercise their options when the stock price reaches 2.5 times the exercise price). The expected future volatility is based on historical volatility over one, two and three year trading periods. (d) Weighted average fair value The weighted average fair value of equity-based payment options granted during the year was $0.1599 (2021: $0.2956). (e) Range of exercise price The range of exercise price for options granted as share based payments outstanding at the end of the year was $0.56 to $1.47 (2021: 1.20 to $1.47). (f) Weighted average remaining contractual life The weighted average remaining contractual life of share based payment options that were outstanding as at the end of the year was 1.56 years (2021: 1.97 years). 2022 Annual Report | Page 78 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 3 – EQUITY-BASED PAYMENTS (Recognised as Remuneration Expenses) – continued (g) Weighted average exercise price The following table shows the number and weighted average exercise price (“WAEP”) of share options granted as share based payments. 12 Months to 30 June 2022 Number 12 Months to 30 June 2022 WAEP $ 12 Months to 30 June 2021 Number 12 Months to 30 June 2021 WAEP $ Outstanding at the beginning of year Granted during the year Exercised during the year Lapsed during the year Outstanding at the end of the year Exercisable at year end 6,802,500 5,187,500 - - 11,990,000 11,990,000 1.31 0.70 - - 1.05 1.05 2,700,000 4,102,500 - - 6,802,500 6,802,500 1.47 1.20 - - 1.31 1.31 The weighted average share price for options exercised during the year was $nil (2021: $nil). NOTE 4 - FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS 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. Investments in equity instruments are categorised as financial assets at fair value through profit or loss. When these financial assets are recognised initially, they are measured at fair value. At each reporting date, gains or losses on these financial assets are recognised in profit or loss using Level 1 inputs of unadjusted quoted prices in active markets at the measurement date. 2022 Annual Report | Page 79 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 4 - FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - continued Financial Assets Investments in equity instruments Initial recognition of financial assets at fair value (refer note 5) Net fair value (losses) at the beginning of the period Net fair value loss on financial assets at fair value through profit or loss for the year Proceeds received from the sale of financial assets Less: carrying amount of net financial assets Loss on sale of financial assets NOTE 5 - SALE OF SUBSIDIARIES Net gain on sale of subsidiary, Stavely Tasmania Pty Ltd (a) Net gain on sale of subsidiary, Ukalunda Pty Ltd (b) 30 June 2022 30 June 2021 $ - 1,611,341 (125,488) $ 1,485,853 1,611,341 - (1,117,161) (125,488) 368,692 1,485,853 327,873 (368,692) (40,819) - - - 30 June 2022 30 June 2021 $ - - - $ 1,298,159 387,323 1,685,482 (a) On 16 December 2020, the Company completed the sale of its subsidiary, Stavely Tasmania Pty Ltd, to Nubian Resources Limited (‘Nubian’), an entity listed in Canada on the TSV. The Company received $100,000 cash payment and 4,195,708 Nubian shares as consideration (valued at $1,611,341). The gain of $1,298,159 on sale of the subsidiary was realised in the profit or loss for the year ended 30 June 2021. Consideration received – cash Consideration received – shares in Nubian (refer to note 4) Total consideration received Less: carrying amount of net assets of subsidiary sold held by the group Total gain from disposal of subsidiary 30 June 2021 $ 100,000 1,611,341 1,711,341 (413,182) 1,298,159 2022 Annual Report | Page 80 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 5 - SALE OF SUBSIDIARIES - continued (b) On 31 March 2021, the Company completed the sale of its subsidiary, Ukalunda Pty Ltd. The Company received a cash payment of $410,000, comprising a $10,000 option fee and $400,000 for the subsidiary). The gain of $387,323 on sale of the subsidiary was realised in the profit or loss for the year ended 30 June 2021. Consideration received – cash Less: carrying amount of net assets of subsidiary sold held by the group Total gain from disposal of subsidiary 30 June 2021 $ 410,000 (22,677) 387,323 NOTE 6 - INCOME TAX EXPENSE Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognised for all taxable temporary differences except: • when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or • when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint operations, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except: • when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or • when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint operations, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised. The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. 2022 Annual Report | Page 81 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 6 - INCOME TAX EXPENSE - continued Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority. 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 legislation and the anticipation that the Group will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law. (a) Income Tax Expense The reconciliation between tax expense and the product of accounting loss before income tax multiplied by the Group’s applicable income tax rate is as follows: Loss for year Prima facie income tax (benefit) @ 30% (2021: 30%) Tax effect of non-deductible items Net deferred tax assets not brought to account Income tax attributable to operating loss (b) Net deferred tax assets not recognised relate to the following: DTA - Tax losses DTA/(DTL) - Other Timing Differences, net Year ended 30 June 2022 Year ended 30 June 2021 $ $ (13,971,797) (4,191,539) 591,089 3,600,450 (21,174,282) (6,352,285) 544,440 5,807,845 - - 16,652,696 604,733 17,257,429 14,298,059 (647,833) 13,650,226 These deferred tax assets have not been brought to account as it is not probable that tax profits will be available against which deductible temporary differences can be utilised. Losses may be carried forward and utilised against future taxable income provided the relevant loss recoupment tests are met. Tax Consolidation The Company and its 100% owned subsidiaries have formed a tax consolidated group. Under the tax consolidation regime, all members of a tax consolidated group are jointly and severally liable for the tax consolidated group’s income tax liabilities. The head entity of the tax consolidated group is Stavely Minerals Limited. (c) Franking Credits The franking account balance at year end was $nil (2021: $nil). 2022 Annual Report | Page 82 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 7 - EARNINGS PER SHARE Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element. Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for: • • • costs of servicing equity (other than dividends); the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. Basic loss per share Loss attributable to ordinary equity holders of the Company used in calculating: - basic loss per share Weighted average number of ordinary shares outstanding during the year used in the calculation of basic earnings per share Year ended 30 June 2022 Year ended 30 June 2021 Cents (5.35) Cents (8.28) $ $ (13,971,797) (21,174,282) Number of shares Number of shares 260,961,452 255,612,101 For the year ended 30 June 2022, diluted earnings per share was not disclosed because potential ordinary shares, being options granted, are not dilutive and their conversion to ordinary shares would not demonstrate an inferior view of the earnings performance of the Company. 2022 Annual Report | Page 83 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 8 - CASH AND CASH EQUIVALENTS Cash comprises cash at bank and in hand. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as described above. Cash at bank and on hand (i) Reconciliation of loss for the period to net cash flows used in operating activities Loss after income tax Adjustments to reconcile profit before tax to net operating cash flows: Depreciation Depreciation – Right of Use Assets Gain on disposal of property, plant and equipment Gain on disposal of subsidiaries Net fair value loss on financial assets Loss on disposal of investments Share based payments expensed - options Change in assets and liabilities: (Increase)/decrease in receivables Increase/(decrease) in payables Increase/(decrease) in provisions Net cash flows used in operating activities Year ended 30 June 2022 $ Year ended 30 June 2021 $ 922,218 13,819,962 (13,971,797) (21,174,282) 75,886 70,620 (38,173) - 1,117,161 40,819 802,995 190,739 70,984 (136) (1,275,482) 125,488 - 1,238,784 313,560 (485,081) 119,280 (11,954,730) (160,290) (569,916) 63,789 (21,490,322) (ii) Non-Cash Financing and Investing Activities During the year there were no non-cash financing and investing activities undertaken. During the previous year, 2021, the following non-cash financing and investing activities were undertaken: - - 850,000 shares ($340,000) were issued as part-consideration for the purchase of the Stavely Royalty from New Challenge Resources Pty Ltd. 4,195,708 shares in a Canadian listed company were received as part consideration for the sale of a subsidiary (valued at $1,611,341). Refer to note 5. NOTE 9 – OTHER RECEIVABLES Receivables are initially recognised at fair value and subsequently measured at amortised cost, less provision for doubtful debts. Current receivables for GST are due for settlement within 30 days and other current receivables within 12 months. Cash on deposit is not due for settlement until rights of tenure are forfeited or performance obligations are met. Revenues, expenses and assets are recognised net of the amount of GST except: ▪ when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and receivables and payables, which are stated with the amount of GST included. ▪ 2022 Annual Report | Page 84 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 9 – OTHER RECEIVABLES - continued The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position. Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. Current GST refundable Bonds – credit card Bond – other short term Prepayments Other Total current receivables Non-Current Cash on deposit - security bonds Deposits paid for Property Purchase - refer to note 17(d) Total non-current receivables 30 June 2022 $ 30 June 2021 $ 111,548 40,000 100,000 157,051 2,645 411,244 95,013 1,000,000 1,095,013 504,495 40,000 - 75,916 4,393 624,804 75,013 - 75,013 Fair Value and Risk Exposures – all above excluding the Deposit for Beaconsfield Assets: (i) Due to the short term nature of these receivables, their carrying value is assumed to approximate their fair value. (ii) The maximum exposure to credit risk is the fair value of receivables. Collateral is not held as security. (iii) Details regarding interest rate risk exposure are disclosed in note 21. (iv) Other current receivables generally have repayments between 30 and 90 days. Receivables do not contain past due or impaired assets as at 30 June 2022 (2021: none). NOTE 10 – RIGHT OF USE ASSETS AND LIABILITIES Right-of-use assets The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, adjusted for any remeasurement of lease liabilities. The cost of right-to-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less and lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment. 2022 Annual Report | Page 85 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 10 – RIGHT OF USE ASSETS AND LIABILITIES - continued Lease liabilities At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as expense in the period on which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset. Short-term leases and leases of low-value assets The Group applies the short-term lease recognition exemption to its short-term leases (ie: those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases that are considered of low value. Lease payments on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis over the lease term. Non-Current Assets Right of use assets - properties Lease Liabilities Current Non-Current 30 June 2022 $ 30 June 2021 $ 70,252 139,644 94,291 - 94,291 86,333 93,696 180,029 NOTE 11 - PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows: Plant and equipment Motor vehicles - 0 to 4 years - 3 to 7 years The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end. Disposal An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised. 2022 Annual Report | Page 86 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 11 - PROPERTY, PLANT AND EQUIPMENT - continued Motor vehicles- at cost Less: Accumulated depreciation Plant and equipment - at cost Less: Accumulated depreciation 30 June 2022 $ 193,245 (113,120) 80,125 30 June 2021 $ 178,812 (126,254) 52,558 642,171 (565,226) 76,945 619,498 (514,492) 105,006 Total property, plant and equipment 157,070 157,564 Reconciliation of property, plant and equipment: Motor Vehicles Carrying amount at beginning of year Additions Depreciation Carrying amount at end of year Plant and Equipment Carrying amount at beginning of year Additions Disposals Depreciation Carrying amount at end of year 52,558 52,719 (25,152) 80,125 105,006 22,673 - (50,734) 76,945 12,443 52,924 (12,809) 52,558 171,783 123,017 (11,864) (177,930) 105,006 The Company sold a second-hand motor vehicle to E79 Gold Mines Limited during the year. The agreed price was $38,173 (excl GST) which was determined after researching prices of similar vehicles with similar mileage. At the time of the sale the asset was fully depreciated. NOTE 12 - DEFERRED EXPLORATION EXPENDITURE ACQUSITION COSTS Exploration expenditure is expensed to the statement of profit or loss and other comprehensive income as and when it is incurred and included as part of cash flows from operating activities. Exploration costs are only capitalised to the statement of financial position if they result from an acquisition. Costs carried forward in respect of an area of interest which is abandoned are written off in the year in which the abandonment decision is made. Deferred exploration acquisition costs brought forward Capitalised acquisition expenditure additions Disposals upon sale of subsidiaries Deferred exploration acquisition costs carried forward 30 June 2022 $ 3,672,126 - - 3,672,126 30 June 2021 $ 4,099,719 9,520 (437,113) 3,672,126 Ultimate recoupment of exploration and evaluation expenditure carried forward is dependent on successful development and commercial exploitation or, alternatively, sale of the respective areas. 2022 Annual Report | Page 87 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 13 - TRADE AND OTHER PAYABLES Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. Trade creditors Accruals and other payables 30 June 2022 $ 485,589 364,024 849,613 30 June 2021 $ 1,117,694 234,500 1,352,194 Fair Value and Risk Exposures (i) Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value. (ii) Trade and other payables are unsecured and usually paid within 60 days of recognition. NOTE 14 – PROVISIONS Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. (i) Wages, salaries and, annual leave Liabilities for wages and salaries, including non-monetary benefits and annual leave and expected to be settled wholly within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. (ii) Other long-term employee benefit obligations The liability for long service leave and annual leave not expected to be settled wholly within 12 months of the reporting date are recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and period of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows. The obligations are presented as current liabilities if the Group does not have an unconditional right to defer settlement for at least 12 months of the reporting date, regardless of when actual settlement is expected to occur. Current Employee entitlements Non-Current Employee entitlements 30 June 2022 $ 30 June 2021 $ 289,842 161,947 45,180 62,267 2022 Annual Report | Page 88 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 15 – ISSUED CAPITAL Ordinary shares are classified as equity. 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. 30 June 2022 $ 30 June 2021 $ 76,523,067 76,523,797 50,033,910 340,000 16,800,000 2,787,000 8,200,000 (1,637,113) 76,523,797 76,523,797 (730) 76,523,067 (a) Issued Capital 260,961,452 (2021: 260,961,452) ordinary shares fully paid (b) Movements in Ordinary Share Capital 213,799,785 Opening balance at 1 July 2020 850,000 28,000,000 4,645,000 13,666,667 Issue of shares – New Challenge Royalty 9 July 2020 Issue of shares – Placement 30 July 2020 Issue of shares – Share Purchase Plan 14 August 2020 Issue of shares – Placement 7 September 2020 Costs of equity issues 260,961,452 Closing Balance at 30 June 2021 260,961,452 Opening balance at 1 July 2021 Costs of equity issues 260,961,452 Closing Balance at 30 June 2022 (c) Options on issue at 30 June 2022 Unlisted Options Unlisted Options Unlisted Options Unlisted Options Unlisted Options Number 2,700,000 200,000 250,000 4,102,500 4,737,500 11,990,000 Exercise Price $1.47 $0.56 $0.66 $1.20 $0.71 Expiry Date 30/11/2022 30/11/2022 30/11/2022 31/10/2023 30/11/2024 During the year: (i) (ii) (iii) No unlisted options were exercised (2021: nil). 5,187,500 unlisted options were granted as share-based payments (2021: 4,102,500); No unlisted options expired (2021: nil); and (d) Terms and conditions of issued capital Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. In the event of winding up of the Company, ordinary shareholders rank after all other shareholders and creditors are fully entitled to any proceeds of liquidations. (e) Capital management When managing capital, management's objective is to ensure the entity continues as a going concern as well as maintains optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity. Management may in the future adjust the capital structure to take advantage of favourable costs of capital and issue further shares in the market. Management has no current plans to adjust the capital structure. There are no plans to distribute dividends in the next year. 2022 Annual Report | Page 89 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 16 - RESERVES Share-based payment transactions The Group measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black-Scholes option pricing model. Equity-based payments reserve: Balance at the beginning of the year Equity-based payments expense – refer note 3 Balance at the end of the year Other reserve: Balance at the beginning of the year Shares to be issued / (Shares issued) – refer note 15(b) Balance at the end of the year Total Reserves 30 June 2022 $ 30 June 2021 $ 7,045,973 802,995 7,848,968 5,807,189 1,238,784 7,045,973 - - - 340,000 (340,000) - 7,848,968 7,045,973 Nature and purpose of the reserves: The Equity-based payments reserve is used to recognise the fair value of options granted. NOTE 17 – COMMITMENTS AND CONTINGENCIES Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease. (a) Operating leases (non-cancellable): Within one year More than one year but not later than five years 30 June 2022 $ 30 June 2021 $ 2,544 8,256 10,800 37,048 - 37,048 These non-cancellable operating leases are primarily for residential premises at site and a ground lease. (b) Exploration Commitments The Group has certain minimum exploration commitments to maintain its right of tenure to exploration permits. These commitments require estimates of the cost to perform exploration work required under these permits. 30 June 2022 $ 30 June 2021 $ Tenement Expenditure Commitments: The Group is required to maintain current rights of tenure to tenements, which require outlays of expenditure in 2022/2023. Under certain circumstances these commitments are subject to the possibility of adjustment to the amount and/or timing of such obligations, however, they are expected to be fulfilled in the normal course of operations. 1,680,305 843,000 2022 Annual Report | Page 90 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 17 – COMMITMENTS AND CONTINGENCIES – continued (c) Black Range Joint Venture The Company has earned a 80% Participating Interest in exploration licence 5425 pursuant to the Stavely Farm- in and Joint Venture Agreement with Black Range Metals Pty Ltd. Black Range Metals Pty Ltd elected not to contribute and hence will be diluted as per the Joint Venture Agreement. (d) Purchase of Land In March 2022, Stavely entered into a property purchase agreement for a 524-acre farm, residence and an additional block adjacent to the Thursday’s Gossan Project. The terms of the agreement included the payment of a $1 million deposit, which was paid during the year (refer to note 9). The balance of $2.4 million was paid on settlement on 15 August 2022. The purchase cost was within the valuation range obtained from an independent licensed property valuer. (e) Contingencies The Group had no contingent liabilities at year end (30 June 2021: nil). NOTE 18 – RELATED PARTIES (a) Compensation of Key Management Personnel Short-term employment benefits Long-term employment benefits Post-employment benefits Equity-based payments 30 June 2022 $ 30 June 2021 $ 957,448 148 76,956 538,535 680,488 8,231 57,342 866,250 1,573,087 1,612,311 (b) Other transactions and balances with Key Management Personnel Other Transactions with Key Management Personnel Mr Peter Ironside, Director, is a shareholder and director of Ironside Pty Ltd. Ironside Pty Ltd is a shareholder of the 168 Stirling Highway Syndicate, the entity which owns the premises the Company occupies in Western Australia. During the year an amount of $142,213 (net of GST) was paid/payable for office rental and variable outgoings (2021: $136,588, net of GST). Mr Peter Ironside, Director, is also a shareholder and non-executive director of E79 Gold Mines Limited (“E79 Gold”). Mr Chris Cairns, Director, is a shareholder and non-executive chair of E79 Gold. E79 Gold sub-leases office space in the premises the Company occupies. During the year an amount of $27,656 (net of GST) was paid/payable by E79 Gold to the Company for reimbursement of office rental and associated expenses (2021: $20,136, net of GST). Stavely Minerals Limited also sold a second-hand motor vehicle to E79 Gold during the year. The agreed price was $38,173 (excl GST) which was determined after researching prices of similar vehicles with similar mileage. (c) Transactions with Other Related Parties There were no transactions with other related parties (2021: none). 2022 Annual Report | Page 91 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 19 – AUDITOR’S REMUNERATION Amount received or due and receivable by the auditor for: Auditing the financial statements, including audit review - current year audits Other services – taxation and corporate advisory Total remuneration of auditors NOTE 20 – SEGMENT INFORMATION 30 June 2022 $ 30 June 2021 $ 44,728 18,410 63,138 39,940 19,330 59,270 An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. Management will also consider other factors in determining operating segments such as the existence of a line manager and the level of segment information presented to the board of Directors. Operating segments have been identified based on the information provided to the chief operating decision makers – being the executive management team. The Group aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in each of the following respects: - - - - Nature of the products and services, Type or class of customer for the products and services, Methods used to distribute the products or provide the services, and if applicable Nature of the regulatory environment. Operating segments that meet the quantitative criteria as prescribed by AASB 8 are reported separately. However, an operating segment that does not meet the quantitative criteria is still reported separately where information about the segment would be useful to users of the Financial Statements. Management has determined the operating segments based on the reports reviewed by the board of directors that are used to make strategic decisions. The Group does not have any material operating segments with discrete financial information. The Group does not have any customers and all its’ assets and liabilities are primarily related to the mineral exploration industry and are located within Australia. The Board of Directors review internal management reports on a regular basis that is consistent with the information provided in the statement of profit or loss and other comprehensive income, statement of financial position and statement of cash flows. As a result, no reconciliation is required because the information as presented is what is used by the Board to make strategic decisions. NOTE 21 – FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES Interest revenue Interest revenue is recognised as it accrues, taking into account the effective yield on the financial asset. The Group’s principal financial instrument comprises cash. The main purpose of this financial instrument is to provide working capital for the Group’s operations. The Group has various other financial instruments such as sundry debtors, security bonds and trade creditors, which arise directly from its operations. It is, and has been throughout the year under review, the Group’s policy that no trading in financial instruments shall be undertaken. 2022 Annual Report | Page 92 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 21 – FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES - continued The main risk arising from the Group’s financial instruments is interest rate risk. The Board reviews and agrees on policies for managing each of these risks and they are summarised below. Interest rate risk At reporting date the Group’s exposure to market risk for changes in interest rates relates primarily to the Group’s cash and bonds. The Group constantly analyses its exposure to interest rates, with consideration given to potential renewal of existing positions, the mix of fixed and variable interest rates and the period to which deposits may be fixed. At reporting date, the Group had the following financial assets exposed to variable interest rates: Financial Assets: Cash and cash equivalents - interest bearing Other receivables – bonds and deposits Net exposure There are no financial liabilities exposed to interest rates. 30 June 2022 $ 30 June 2021 $ 842,997 85,013 928,010 13,702,392 85,013 13,787,405 Sensitivity At 30 June 2022, if interest rates had increased by 0.5% from the year end variable rates with all other variables held constant, post tax loss would have been $4,615 lower and equity for the Group would have been $4,615 higher (2021: changes of 0.5% $37,348 lower loss and higher equity). The 0.5% (2021: 0.5%) sensitivity is based on reasonably possible changes, over a financial year, using an observed range of historical RBA movements over the last three years. Liquidity risk As at 30 June 2022, the Group has no significant exposure to liquidity risk as there was effectively no debt. The Group manages liquidity risk by monitoring immediate and forecast cash requirements and ensuring adequate cash reserves are maintained. Credit risk Credit risk refers to the risk that a counter party will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted the policy of dealing with creditworthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group measures credit risk on a fair value basis. Significant cash deposits are with institutions with a minimum credit rating of AA- (or equivalent) as determined by a reputable credit rating agency e.g. Standard & Poor. The Group does not have any other significant credit risk exposure to a single counterparty or any group of counterparties having similar characteristics. 2022 Annual Report | Page 93 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 22 – PARENT ENTITY INFORMATION Statement of Financial Position Information Current assets Non-current assets Current liabilities Non-current liabilities Net Assets Issued capital Reserves Accumulated losses Profit or loss information Loss for the year Comprehensive loss for the year Company 30 June 2022 $ 30 June 2021 $ 1,332,466 3,994,462 (1,233,746) (45,180) 15,930,546 4,044,348 (3,304,391) (155,963) 4,048,002 16,514,540 76,523,067 7,848,968 (80,324,033) 4,048,002 76,523,797 7,045,973 (67,055,230) 16,514,540 (13,268,803) (13,268,803) (22,532,596) (22,532,596) Commitments and contingencies There are no commitments or contingencies, including any guarantees entered into by Stavely Minerals Limited on behalf of its subsidiaries. Subsidiaries Name of Controlled Entity Stavely Pastoral Pty Ltd* Energy Metals Australia Pty Ltd** *formerly Van Diemens Gold Pty Ltd **formerly Stavely Tasmania Operations Pty Ltd Class of Share Ordinary Ordinary Place of Incorporation % Held by Parent Entity 30 June 2022 30 June 2021 Australia Australia 100% 100% 100% 100% NOTE 23 – EVENTS OCCURRING AFTER THE REPORTING PERIOD Placement 26,666,667 shares were issued on 12 July 2022, pursuant to a placement to sophisticated and institutional investors. Gross proceeds were $4,000,000. Share Purchase Plan 35,326,537 shares were issued on 5 August 2022, pursuant to a Share Purchase Plan (SPP). Gross proceeds raised under the SPP were $5,298,980. Property Purchase and Loan Funds On 15 August 2022, the Company settled on the property purchase of for a 524-acre farm, residence and an additional residential block adjacent to the Thursday’s Gossan prospect, part of its 100%-owned Stavely Copper- Gold Project in western Victoria. $1.6 million of loan funding was used towards the acquisition of the land. The funding was provided by two parties to Stavely’s wholly owned subsidiary, Stavely Pastoral Pty Ltd, as follows: Under a loan agreement with Legal Mortgage Holdings Pty Ltd (LMH), LMH advanced $1 million on the following terms: - - - Interest payable at 10% pa, payable quarterly in advance Term of 24 months with a minimum term of 12 months Secured via a 1st mortgage on the land with a guarantee provided by Stavely Minerals Limited 2022 Annual Report | Page 94 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2022 NOTE 23 – EVENTS OCCURRING AFTER THE REPORTING PERIOD - continued Under a loan agreement with Anthony Cairns, Anthony Cairns advanced $0.6 million on the following terms: - Interest payable at 10% pa, payable quarterly in advance - Term of 24 months with a minimum interest term of 12 months - Unsecured, with a guarantee provided by Stavely Minerals Limited There are no other matters or circumstances that have arisen since 30 June 2022 that have or may significantly affect the operations, results, or state of affairs of the Group in future financial years. 2022 Annual Report | Page 95 INDEPENDENT AUDITOR’S REPORT 2022 Annual Report | Page 96 INDEPENDENT AUDITOR’S REPORT 2022 Annual Report | Page 97 INDEPENDENT AUDITOR’S REPORT 2022 Annual Report | Page 98 INDEPENDENT AUDITOR’S REPORT 2022 Annual Report | Page 99 ADDITIONAL SHAREHOLDER INFORMATION Information as at 5 September 2022 a) Substantial Shareholders Name Peter Reynold Ironside Jupiter Investment Management Ltd b) Shareholder Distribution Schedule Size of Holding 1 - 1,001 - 5,001 - 10,001 - 1,000 5,000 10,000 100,000 100,001 and over Total Number of shareholders holding less than a marketable parcel c) Voting Rights Number of Ordinary Shares per Notice given to Stavely Minerals Limited 32,087,982 17,700,001 Number of Shareholders 348 999 649 1,586 430 4,012 987 % held 0.05 0.89 1.62 16.96 80.48 100.00 (i) at meetings of members entitled to vote each member may vote in person or by proxy or attorney, or in the case of a member which is a body corporate, by representative duly appointed under section 250D; (ii) on a show of hands every member entitled to vote and present in person or by proxy or attorney or representative duly authorised shall have one (1) vote; (iii) on a poll every member entitled to vote and present in person or by proxy or attorney or representative duly authorised shall have one (1) vote for each fully paid share of which he is the holder and in the case of contributing shares until fully paid shall have voting rights pro rata to the amount paid up or credited as paid up on each such share; and (iv) a member shall not be entitled to vote at general meeting or be reckoned in a quorum in respect of any shares upon which any call or other sum presently payable by him is unpaid. 2022 Annual Report | Page 100 ADDITIONAL SHAREHOLDER INFORMATION d) Twenty Largest Shareholders: Name Citicorp Nominees Pty Limited Chaka Investments Pty Ltd HSBC Custody Nominees (Australia) Limited BNP Paribas Nominees Pty Ltd BNP Paribas Noms Pty Ltd Ironside Pty Ltd Greenstone Property Pty Ltd Ironside Pty Ltd 1 2 3 4 5 6 7 8 9 Ms Jennifer Elaine Murphy 10 Ms Roslyn Theresa Cairns 11 Mr Christopher John Cairns 12 J P Morgan Nominees Australia Pty Limited 13 Goldwork Asset Pty Ltd 14 Ms Savannah Sydney Jackson 15 McNeil Nominees Pty Limited 16 Ms Julie Ann Cairns 17 Mr Harle John Mossman 18 Michelle Maria Skinner 19 Goldwork Asset Pty Ltd 20 Brazil Farming Pty Ltd Shares on issue at 5 September 2022 e) Unlisted Options Issued under Stavely’s Employee Incentive Plan: Number of Ordinary Shares 29,276,836 19,580,000 17,170,624 8,386,533 7,473,514 6,592,621 6,122,678 5,915,361 5,162,345 4,400,000 3,136,350 3,050,472 2,938,387 2,697,667 2,614,735 2,540,012 2,495,849 2,174,204 2,147,531 2,000,000 135,875,719 322,954,656 % of Issued Capital 9.07 6.06 5.32 2.60 2.31 2.04 1.90 1.83 1.60 1.36 0.97 0.94 0.91 0.84 0.81 0.79 0.77 0.67 0.66 0.62 42.07 # of Options Exercise Price Expiry Date # of Holders 2,700,000 200,000 4,102,500 1,437,500 $1.47 $0.56 $1.20 $0.71 30/11/2022 30/11/2022 31/10/2023 30/11/2024 12 1 19 16 Other Unlisted Options: Name Goldwork Asset Pty Ltd Edenglen Pty Ltd Ironside Pty Ltd Mrs Amanda Grace Sparks Mr Robert Andrew Dennis Total Options exercisable at $0.71 each on or before 30/11/2024 Options exercisable at $0.66 each on or before 30/11/2022 1,000,000 850,000 575,000 575,000 300,000 3,300,000 - - - - 250,000 250,000 2022 Annual Report | Page 101 TENEMENT SCHEDULE AS AT 30 JUNE 2022 Tenement Portfolio - Victoria The tenements held by Stavely Minerals as at 30 June 2022 are as follows: Area Name Tenement Black Range JV* Yarram Park Ararat Stavely Stavely Stavely Stavely Yarram Park EL 5425 EL 5478 RL 2020 RL 2017 EL 6870 EL 7346 EL 7347 EL 7628 Grant Date/ (Application Date) 18 December 2012 26 July 2013 8 May 2020 8 May 2020 30 August 2021 (10 June 2020) 17 June 2022 10 December 2021 Size (Km2) 100 26 28 81 865 41 17 28 * 80% held by Stavely Minerals Limited, 20% by Black Range Metals Pty Ltd, a fully owned subsidiary of Navarre Minerals Limited. Black Range Metals Pty Ltd is being diluted. 2022 Annual Report | Page 102

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