Schedule 2 – Corporate Code of Conduct

1. Purpose

The purpose of this Code of Conduct is to provide a framework for decisions and actions in relation to ethical conduct in employment. It underpins the Company’s commitment to integrity and fair dealing in its business affairs and to a duty of care to all employees, clients and stakeholders.

The Code of Conduct has been approved by the Board and is periodically reviewed and updated as required. The document sets out the principles covering appropriate conduct in a variety of contexts and outlines the minimum standard of behaviour expected from employees. It is supplemented by policies approved by the Board and standards, processes and procedures developed by management that provide practical guidance on the principles, practices and standards employees are expected to follow.

2. Compliance

2.1. Scope

The Code of Conduct applies at work and to work related events and out-of-hours activities that are connected to employment or work with the company.

2.2. Personal responsibility

Everyone who works for the Company, including directors, officers, executives, managers, supervisors, employees, contractors and service providers (where they are under a contractual obligation to do so), must comply with the Code of Conduct together with policies and any standards, processes and procedures which relate to their daily business activities.

2.3. Directors’ responsibilities

Directors are requested to certify compliance with the Code of Conduct each year.

2.4. Training

Employees are required to complete annual Code of Conduct training.

3. Accountabilities

3.1. Managers and Supervisors

Managers and supervisors are responsible and accountable for:

  1. undertaking their duties and behaving in a manner that is consistent with the provisions of the Code of Conduct;

  2. the effective implementation, promotion and support of the Code of Conduct in their areas of responsibility; and

  3. ensuring employees under their control understand and follow the provisions outlined in the Code of Conduct and receive appropriate training in respect of the Code of Conduct.

3.2. Employees

All employees are responsible for:

  1. understanding and complying with the Code of Conduct. To this end, regular and appropriate training on how to comply with this Code of Conduct will be provided to all employees;

  2. undertaking their duties in a manner that is consistent with the provisions of the Code of Conduct;

  3. reporting suspected corrupt conduct in accordance with the Company’s Whistleblower Protection Policy and Anti-Bribery and Anti-Corruption Policy; and

  4. reporting any departure from the Code of Conduct by themselves or others.

4. Values and Purpose

4.1. Identity
  1. The Company is a publicly listed company engaged in the mineral resources and mineral royalty businesses.
4.2. Purpose
  1. Our primary objective is to deliver maximum shareholder value through profitable growth and the development of stable and sustainable projects] whilst acting lawfully, ethically and responsibly.

  2. The Company will pursue operational and commercial excellence by using best practice approaches in our decision-making process focusing on continuous development, accountability and teamwork in all aspects of our business. A key attribute to this approach is maintaining responsible long-term management.

  3. In order to achieve these goals, we will ensure our employees and business partners have the appropriate skills and resources to perform their work effectively and efficiently and that all stakeholders (including investors, suppliers and regulators) are aware of the Company’s values and our intention to uphold them. We will foster an open and supportive environment in all activities and relationships, and make sure that our senior executives demonstrate and reinforce our values in all aspects of our business and in all interactions with staff.

4.3. Commitment to Values
  1. The Company and its subsidiary companies (if any) are committed to conducting all of its business activities in accordance with the above stated values. The Board will ensure that all employees are given appropriate training on the Company’s values and senior executives will continually demonstrate and reinforce such values in all interactions with staff.

5. Personal and Professional Behaviour

When carrying out your duties, you should:

  1. behave honestly and with integrity and report other employees who are behaving dishonestly;

  2. treat fellow employees with respect and not engage in bullying, harassment or discrimination;

  3. disclose and deal appropriately with any conflicts between your personal interests and your duty as a director, senior executive or employee (as applicable);

  4. not take advantage of the property or information of the Company or its customers for personal gain or to cause detriment to the Company or its customers;

  5. not take advantage of your position for the opportunities arising therefrom for personal gain;

  6. carry out your work with integrity and to a high standard and in particular, commit to the Company’s policy of producing quality goods and services;

  7. operate within the law at all times;

  8. act in the best interests of the Company;

  9. follow the policies of the Company and adhere to the Company’s values; and

  10. act in an appropriate business-like manner when representing the Company in public forums and deal with customers and suppliers fairly.

6. Conflict of Interest

Potential for conflict of interest arises when it is likely that you could be influenced, or it could be perceived that you are influenced, by a personal interest when carrying out your duties. Conflicts of interest that lead to biased decision making may constitute corrupt conduct.

  1. Some situations that may give rise to a conflict of interest include situations where you have:

    1. financial interests in a matter the Company deals with or you are aware that your friends or relatives have a financial interest in the matter;

    2. directorships/management of outside organisations;

    3. membership of boards of outside organisations;

    4. personal relationships with people the Company is dealing with which go beyond the level of a professional working relationship;

    5. secondary employment, business, commercial, or other activities outside of the workplace which impacts on your duty and obligations to the Company;

    6. access to information that can be used for personal gain; and

    7. offer of an inducement.

  2. You may often be the only person aware of the potential for conflict. It is your responsibility to avoid any conflict from arising that could compromise your ability to perform your duties impartially. You must report any potential or actual conflicts of interest to your manager.

  3. If you are uncertain whether a conflict exists, you should discuss that matter with your manager and attempt to resolve any conflicts that may exist.

  4. You must comply with the Company’s Anti-Bribery and Anti-Corruption Policy at all times. You must not submit or accept any bribe, or other improper inducement. Any such inducements are to be reported to your manager.

7. Information Systems, Devices and Social Media

7.1. Information Systems

Email, the internet, facsimile, telephones and other information systems must be used appropriately so as to maintain and not put at risk the integrity of the Company’s information systems. The Company has policies in place to manage risks associated with information technology systems and their use. Employees must comply with the requirements of those policies at all times.

7.2. Bring Your Own Devices

Employees linking personal devices to the Company’s information systems must ensure they first obtain appropriate authorisation and use such devices in accordance with all relevant policies.

7.3. Social Media/Networking

Employees must ensure that they use any social media and networking sites in accordance with the requirements of the Code of Conduct and relevant policies.

8. Public and Media Comment

  1. Individuals have a right to give their opinions on political and social issues in their private capacity as members of the community.

  2. Employees must not make official comment on matters relating to the Company unless they are:

    1. authorised to do so by the Managing Director; or

    2. giving evidence in court; or

    3. otherwise authorised or required to by law.

  3. Employees must not release unpublished or privileged information unless they have the authority to do so from the Managing Director.

  4. The above restrictions apply except where prohibited by law, for example in relation to “whistleblowing”. Employees should refer to the Company’s Whistleblower Protection Policy for further information.

9. Use of Company Resources

Requests to use Company resources outside core business time should be referred to management for approval.

If employees are authorised to use Company resources outside core business times, they must take responsibility for maintaining, replacing, and safeguarding the resources and following any special directions or conditions that apply.

Employees using Company resources without obtaining prior approval could face disciplinary and/or criminal action. Company resources are not to be used for any private commercial purposes.

10. Security of Information

Employees are to make sure that confidential and sensitive information cannot be accessed by unauthorised persons. Sensitive material should be securely stored overnight or when unattended. Employees must ensure that confidential information is only disclosed or discussed with people who are authorised to have access to it. It is considered a serious act of misconduct to deliberately release confidential documents or information to unauthorised persons, and may incur disciplinary action.

11. Intellectual Property/Copyright

Intellectual property includes the rights relating to scientific discoveries, industrial designs, trademarks, service marks, commercial names and designations, and inventions and is valuable to the Company.

The Company is the owner of intellectual property created by employees in the course of their employment unless a specific prior agreement has been made. Employees must obtain written permission to use any such intellectual property from the Company Secretary/ Chairperson of the Board before making any use of that property for purposes other than as required in their role as employee.

12. Safe workplace environment

The Company is committed to providing employees with a safe workplace environment free from discrimination and harassment (including sexual harassment). In this context, ‘workplace’ includes a work-related environment, for example, where employees are conducting business on behalf of the Company (whether onsite or offsite), attending work-related events, training activities, offsite conferences, work social functions, customer functions and volunteer days.

Employees must not harass, discriminate, or support others who harass and discriminate against colleagues or members of the public on the grounds of gender, marital or family status, sexual orientation, gender identity, age, disabilities, ethnicity, religious or political beliefs, cultural or ethnic background, socio-economic background, physical features, perspective or experience. Such prohibited behaviour includes conduct which is physical, in written form (including in electronic form using any form of technology) or spoken form.

Bullying is viewed as a risk to workplace health and safety. Employees must avoid actions which harass or bully another team member.

Such harassment, discrimination or bullying may constitute an offence under legislation and can have serious consequences for the Company and individual colleagues (including personal liability). The Company is committed to equal employment opportunity, personal rights and freedom in all aspects of the Company’s operations.

We expect all employees to help to create the right environment by supporting each other and working collaboratively and ensuring that no one in our workplace is unlawfully discriminated against, bullied or harassed. Employees are reminded that they can speak up against any form of bullying, discrimination, harassment or other actual or suspected unlawful conduct following the avenues set out in the Company’s Whistleblower Protection Policy. Victimisation of those who speak up may be unlawful and will be considered seriously by the Company and may result in termination of employment.

Where behaviour involves threats to harm someone, acts of violence (e.g. physical assault or the threat of physical assault) or stalking, it should be reported immediately to the police.

  1. Discrimination

    Unlawful discrimination can be direct or indirect. Direct discrimination occurs when a person or group of people treats, or proposes to treat, another person or group less favourably on the basis of a particular ground or attribute protected by law. Indirect discrimination occurs when a person imposes, or proposes to impose, an unreasonable requirement, condition or practice that has, or is likely to have, the effect of disadvantaging a person or persons with one of the grounds or attributes.

  2. Harassment

    Unlawful harassment is any form of behaviour where a person is made to feel intimidated, insulted or humiliated because of one of the grounds or attributes listed in clause 12 above. It can be a single unwelcome incident or a persistent pattern of intimidating, insulting or humiliating behaviour.

  3. Sexual harassment

    The Company has a zero-tolerance approach to sexual harassment. Sexual harassment is a specific form of harassment. It is where a person engages in unwelcome conduct of a sexual nature and, having regard to all the circumstances, a reasonable person would anticipate that the person harassed would be offended, humiliated or intimidated. Sexual harassment can be physical, spoken or written. It is irrelevant if the harasser did not intend to offend, humiliate or intimidate, or even know that this was the effect of their conduct, for it to be against the law.

13. Corrupt Conduct

Employees must comply with the Company’s Anti-Bribery and Anti-Corruption Policy at all times.

Corrupt conduct involves the dishonest or partial use of power or position which results in one person/group being advantaged over another. Corruption can take many forms including, but not limited to:

  1. official misconduct;

  2. bribery and blackmail;

  3. unauthorised use of confidential information;

  4. fraud; and

  5. theft.

Corrupt conduct will not be tolerated by the Company. Disciplinary action up to and including dismissal will be taken in the event of any employee participating in corrupt conduct.

Employees should refer to the Company’s Whistleblower Protection Policy in respect of reporting corrupt conduct, conduct in breach of any of the Company’s policies or its Code of Conduct.

14. Occupational Health and Safety

It is the responsibility of all employees to act in accordance with the occupational health and safety legislation, regulations and policies applicable to their respective organisations and to use security and safety equipment provided.

Specifically, all employees are responsible for safety in their work area by:

  1. following the safety and security directives of management;

  2. advising management of areas where there is a potential problem in safety and reporting suspicious occurrences; and

  3. minimising risks in the workplace.

15. Legislation

It is essential that all employees comply with the laws and regulations of the countries in which we operate. Violations of such laws may have serious consequences for the Company and any individuals concerned. Any known violation must be reported immediately to management.

16. Fair Dealing

The Company aims to succeed through fair and honest competition and not through unethical or illegal business practices. Each employee should endeavour to deal fairly with the Company’s suppliers, customers and other employees.

17. Insider Trading

All employees must observe the Company’s “Trading Policy”. In conjunction with the legal prohibition on dealing in the Company’s securities when in possession of unpublished price sensitive information, the Company has established specific time periods when Directors, management and employees are only permitted to buy and sell the Company’s securities.

18. Responsibilities to Investors

The Company strives for full, fair and accurate disclosure of financial and other price sensitive information on a timely basis.

19. Breaches of the Code of Conduct

Material breaches of this Code of Conduct must be reported to the Board or a committee of the Board.

Breaches of this Code of Conduct may lead to disciplinary action. The process for disciplinary action is outlined in Company policies and guidelines, relevant industrial awards and agreements.

Employees should note that breaches of certain sections of this Code of Conduct may also be punishable under legislation.

20. Reporting Matters of Concern

Employees are encouraged to raise any matters of concern in good faith with the Managing Director or with the Company Secretary, without fear of retribution and in compliance with the Company’s Whistleblower Policy. Complaints will be handled impartially, confidentially and will be acted upon in a timely manner. Please be reminded that the Company is committed to providing an environment which is safe and a process that colleagues can have confidence in when raising a concern or complaint.

21. Monitoring and Review

  1. The Board will monitor the content, effectiveness and implementation of this Code of Conduct on a regular basis. Any updates or improvements identified will be addressed as soon as possible.

  2. Employees are invited to comment on the Code of Conduct and suggest ways in which it might be improved. Suggestions and queries should be addressed to the Board.

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Schedule 1 – Board Charter

1. Role of the Board

The role of the Board is to provide overall strategic guidance and effective oversight of management. The Board derives its authority to act from the Company’s Constitution.

2. The Board’s Relationship with Management

  1. The Board shall delegate responsibility for the day-to-day operations and administration of the Company to the Managing Director.

  2. Specific limits on the authority delegated to the Managing Director and the team of executives as appointed by the Company (Executive Team) must be set out in the delegated authorities approved by the Board.

  3. The role of management is to support the Managing Director and implement the running of the general operations and financial business of the Company including instilling and reinforcing the Company’s values, in accordance with the delegated authority of the Board.

  4. In addition to formal reporting structures, members of the Board are encouraged to have direct communications with management and other employees within the Company and its subsidiaries (if any) (Group) to facilitate the effective carrying out of their duties as Directors.

3. Specific Responsibilities of the Board

In addition to matters it is expressly required by law to approve, the Board has reserved the following matters to itself:

  1. Driving the strategic direction of the Company and defining the Company’s purpose, ensuring appropriate resources are available to meet objectives and monitoring management’s performance.

  2. Approving the Company’s statement of values and Code of Conduct to ensure the desired culture within the Company is maintained and monitoring the implementation of such values and culture at all times.

  3. Ensuring that an appropriate framework exists for relevant information to be reported by management to the Board including the escalation of risks to the Board.

  4. When required, challenging management and holding it to account.

  5. Appointment and replacement of the Managing Director, other senior executives and the Company Secretary and the determination of the terms and conditions of their employment including remuneration and termination.

  6. Approving the Company’s remuneration framework and ensuring it is aligned with the Company’s purpose, values, strategic objectives and risk appetite.

  7. Monitoring the timeliness and effectiveness of reporting to shareholders.

  8. Reviewing and ratifying systems of audit, risk management and internal compliance and control, codes of conduct and legal compliance to minimise the possibility of the Company operating beyond acceptable risk parameters.

  9. Approving and monitoring the progress of major capital expenditure, capital management and significant acquisitions and divestitures.

  10. Overseeing the integrity of the Company’s accounting and corporate reporting systems, including any external audit (satisfying itself financial statements released to the market fairly and accurately reflect the Company’s financial position and performance).

  11. Establishing procedures for verifying the integrity of those periodic reports which are not audited or reviewed by an external auditor, to ensure that each periodic report is materially accurate, balanced and provides investors with appropriate information to make informed investment decisions.

  12. Overseeing the Company’s procedures and processes for making timely and balanced disclosure of all material information to a reasonable person would expect to have a material effect on the price or value of the Company’s securities.

  13. Approving significant changes to the organisational structure.

  14. Approving decisions affecting the Company’s capital, including determining the Company’s dividend policy and declaring dividends.

  15. Recommending to shareholders the appointment of the external auditor as and when their appointment or re-appointment is required to be approved by them (in accordance with the Corporation Act 2001 (Cth) and ASX Listing Rules if applicable).

  16. Ensuring a high standard of corporate governance practice and regulatory compliance and promoting ethical and responsible decision making.

  17. Procuring appropriate professional development opportunities for Directors to develop and maintain the skills and knowledge needed to perform their role as Directors effectively and to deal with new and emerging business and governance issues.

4. Composition of the Board

  1. The Board should comprise Directors with a mix of qualifications, experience and expertise which will assist the Board in fulfilling its responsibilities, as well as assisting the Company in achieving growth and delivering value to shareholders.

  2. In appointing new members to the Board, consideration must be given to the demonstrated ability and also future potential of the appointee to contribute to the ongoing effectiveness of the Board, to exercise sound business judgement, to commit the necessary time to fulfil the requirements of the role effectively and to contribute to the development of the strategic direction of the Company.

  3. The composition of the Board is to be reviewed regularly against the Company’s Board skills matrix prepared and maintained by the nominations committee to ensure the appropriate mix of skills and expertise is present to facilitate successful strategic direction and to deal with new and emerging business and governance issues.

  4. Where practical, the majority of the Board should be comprised of non-executive Directors who can challenge management and hold them to account as well as represent the best interests of the Company and its shareholders as a whole rather than those of individual shareholders or interest groups. Where practical, at least 50% of the Board should be independent.

  5. An independent Director is a director who is free of any interest, position or relationship that might influence, or reasonably be perceived to influence, in a material respect his or her capacity to bring an independent judgement to bear on issues before the Board and to act in the best interests of the Company as a whole rather than in the interests of an individual shareholder or other party.

  6. In considering whether a Director is independent, the Board should consider the definition of what constitutes independence as detailed in Box 2.3 of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations 4th Edition as set out in Annexure A (Independence Tests).

  7. Prior to the Board proposing re-election of non-executive Directors, their performance will be evaluated by the remuneration and nomination committee to ensure that they continue to contribute effectively to the Board.

  8. The Company must disclose the length of service of each Director in, or in conjunction with, its annual report (Annual Report).

  9. The Company must disclose the relevant qualifications and experience of each member of the Board in, or in conjunction with, its Annual Report.

5. Director Responsibilities

  1. Where a Director has an interest, position or relationship of the type described in the Independence Tests, but the Board is of the opinion that it does not compromise the independence of the Director, the Company must disclose the nature of the interest or relationship in question and an explanation of why the Board is of that opinion.

  2. Directors must disclose their interests, positions or relationships. The independence of the Directors should be regularly assessed by the Board in light of the interests disclosed by them.

  3. Directors are expected to bring their independent views and judgement to the Board and must declare immediately to the Board any potential or active conflicts of interest.

  4. Directors must declare immediately to the Board, and the Board will determine whether to declare to the market, any loss of independence.

  5. Directors are expected to maintain the skills required to discharge their obligations to the Company and should undertake continuing professional development to the extent necessary.

  6. No member of the Board (other than a Managing Director) may serve for more than three years or past the third annual general meeting following their appointment, whichever is the longer, without being re-elected by the shareholders.

6. The Role of the Chairperson

  1. The Chairperson of the Board is responsible for the leadership of the Board, ensuring it is effective, setting the agenda of the Board, conducting the Board meetings, ensuring then approving that an accurate record of the minutes of Board meetings is held by the Company and conducting the shareholder meetings.

  2. Where practical, the Chairperson of the Board should be a non-executive Director. If a Chairperson of the Board ceases to be an independent Director then the Board will consider appointing a lead independent Director.

  3. Where practical, the Managing Director should not be the Chairperson of the Board of the Company during their term as Managing Director or in the future.

  4. The Chairperson of the Board must be able to commit the time to discharge the role effectively.

  5. The Chairperson of the Board should facilitate the effective contribution of all Directors and promote constructive and respectful relations between Board members and management.

  6. In the event that the Chairperson of the Board is absent from a meeting of the Board then the Board shall appoint a Chairperson for that meeting in an acting capacity.

7. Board Committees

  1. Once the Board is of a sufficient size and structure, reflecting that the Company’s operations are of a sufficient magnitude, to assist the Board in fulfilling its duties, the Board must establish the following committees, each with written charters:

    1. audit and risk committee;

    2. remuneration committee; and

    3. nomination committee.

  2. The charter of each committee must be approved by the Board and reviewed following any applicable regulatory changes.

  3. The Board will ensure that the committees are sufficiently funded to enable them to fulfil their roles and discharge their responsibilities.

  4. Members of committees are appointed by the Board. The Board may appoint additional Directors to committees or remove and replace members of committees by resolution.

  5. The Company must disclose the members and Chairperson of each committee in, or in conjunction with, its Annual Report.

  6. The minutes of each committee meeting shall be provided to the Board at the next occasion the Board meets following approval of the minutes of such committee meeting.

  7. The Company must disclose in, or in conjunction with, its Annual Report, in relation to each reporting period relevant to a committee, the number of times each committee met throughout the period and the individual attendances of the members at those committee meetings.

  8. Where the Board does not consider that the Company will benefit from a particular separate committee:

    1. the Board must carry out the duties that would ordinarily be assigned to that committee under the written terms of reference for that committee; and

    2. the Company must disclose in, or in conjunction with, its Annual Report:

      1. the fact a committee has not been established; or

      2. if an audit and risk committee has not been established, the processes the Board employs that independently verify and safeguard the integrity of its financial reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner, and the process it employs for overseeing the Company’s risk management framework.

8. Board Meetings

  1. The Directors may determine the quorum necessary for the transaction of business at a meeting, however, until otherwise determined, there must be two Directors present at a meeting to constitute a quorum.

  2. The Board will schedule formal Board meetings at least quarterly and hold additional meetings, including by telephone, as may be required.

  3. Non-executive Directors may confer at scheduled times without management being present.

  4. The minutes of each Board meeting shall be prepared by the Company Secretary, approved by the Chairperson of the Board and circulated to Directors after each meeting.

  5. The Company Secretary shall ensure that the business at Board and committee meetings is accurately captured in the minutes.

  6. The Company Secretary shall co-ordinate the timely completion and distribution of Board and committee papers for each meeting of the Board and any committee.

  7. Minutes of meetings must be approved at the next Board meeting.

  8. Further details regarding Board meetings are set out in the Company’s Constitution.

9. The Company Secretary

  1. When requested by the Board, the Company Secretary will facilitate the flow of information of the Board, between the Board and its committees and between senior executives and non-executive Directors.

  2. The Company Secretary is accountable directly to the Board, through the Chairperson of the Board, on all matters to do with the proper functioning of the Board.

  3. The Company Secretary is to facilitate the induction and professional development of Directors.

  4. The Company Secretary is to facilitate and monitor the implementation of Board policies and procedures.

  5. The Company Secretary is to provide advice to the Board on corporate governance matters, the application of the Company’s Constitution, the ASX Listing Rules and applicable other laws.

  6. All Directors have access to the advice and services provided by the Company Secretary.

  7. The Board has the responsibility for the appointment and removal, by resolution, of the Company Secretary.

10. Access to Advice

  1. All Directors have unrestricted access to Company records and information except where the Board determines that such access would be adverse to the Company’s interests.

  2. All Directors will receive briefings on material developments in industry-related matters, laws, regulations and accounting standards relevant to the Company.

  3. All Directors may consult management and employees as required to enable them to discharge their duties as Directors.

  4. All new Directors will be offered induction training, tailored to their existing skills, knowledge and experience, to position them to discharge their responsibilities effectively and to add value. This will include:

    1. having interviews with key senior executives to gain an understanding of the Company’s structure, business operations, history, culture and key risks, and conducting site visits of key operations;

    2. training on legal duties and responsibilities as a Director under the key legislation governing the Company and the ASX Listing Rules (including ASX’s continuous and periodic reporting requirements); and

    3. training on accounting matters and on the responsibilities of Directors in relation to the Company’s financial statements.

  5. The Board, committees or individual Directors may seek independent external professional advice as considered necessary at the expense of the Company, subject to prior consultation with the Chairperson of the Board. A copy of any such advice received is made available to all members of the Board.

11. Foreign Directors

In the event that a Director does not speak the language in which key corporate documents are written or Board or shareholder meetings are held, the Company will ensure that:

  1. such documents are translated into the Director’s native language; and

  2. a translator is present at all Board and shareholder meetings.

In this case, “key corporate documents” includes the Company’s Constitution, prospectuses, product disclosure statements, corporate reports and continuous disclosure announcements.

12. Performance Review

The nomination committee shall conduct an annual performance review of the Board that:

  1. compares the performance of the Board with the requirements of its charter;

  2. critically reviews the mix of the Board to ensure it covers the skills needed to address existing and emerging business and governance issues relevant to the Company and to ensure the currency of each Director’s knowledge and skills and whether the Director’s performance has been impacted by other commitments; and

  3. suggests any amendments to this charter as are deemed necessary or appropriate.

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Corporate Governance Plan

30 June 2024

The Company is committed to the pursuit of creating value for shareholders, while at the same time meeting shareholders’ expectations of sound corporate governance practices. As with all its business activities, the Company is proactive in respect of corporate governance and puts in place those arrangements which it considers are in the best interests of shareholders, and consistent with its responsibilities to other stakeholders.

The Board Of Directors

The Board determines the corporate governance arrangements of the Company.

This statement discloses the Company’s adoption of the Corporate Governance Principles and Recommendations (4th edition) (the Principles) released by the Australian Securities Exchange Corporate Governance Council effective 1 January 2020. The Principles can be viewed at www.asx.com.au. The Principles are not prescriptive; however, listed entities (including the Company) are required to disclose the extent of their compliance with the Principles, and to explain why they have not adopted a Principle (the ‘if not, why not’ approach). The Principles have operated throughout the year unless otherwise indicated.

The table at the end of this statement provides cross references between the disclosures and statements in this Corporate Governance Statement and the relevant Principles.

Role Of The Board

The Directors must act in the best interest of the Company and in general are responsible for, and have the authority to determine, all matters relating to the policies, management and operations of the Company.

The Board’s responsibilities, in summary, include:

  • providing strategic direction and reviewing and approving corporate strategic initiatives;

  • appointing, monitoring the performance of, and, if necessary, removing the Managing Director;

  • ratifying the appointment or removal, and contributing to the performance assessment of the members of the senior management team;

  • planning for Board and executive succession;

  • ensuring there are effective management processes in place and approving major corporate initiatives;

  • adopting an annual budget and monitoring management and financial performance and plans;

  • monitoring the adequacy, appropriateness and operation of internal controls;

  • identifying significant business risks and reviewing how they are managed;

  • considering and approving the Company’s Annual Financial Report and the interim financial and activities reports;

  • enhancing and protecting the reputation of the Company;

  • reporting to, and communicating with, shareholders; and

  • setting business standards and standards for social and ethical practices.

Day to day management of the Company and implementation of Board policies and strategies has been formally delegated to senior executives and management. It is the responsibility of the Board to oversee the activities of management in executing delegated tasks. In particular, the Board has delegated management responsibility for:

  • delivering key objectives and milestones in accordance with market expectation as are set by the Board;

  • developing project budgets for capital and operating expenditure for Board review and if appropriate, approval;

  • developing and maintaining an effective risk management framework and keeping the Board and the market fully informed about risk;

    • the prudent management of the Company’s cash reserves in accordance with the approved annual operating budget;

    • regulatory compliance across all jurisdictions in which the Company undertakes business covering amongst other things health and safety, tax, accounting and company reporting.

Composition Of The Board

The Board currently comprises two non-executive Directors and one executive Director with a broad range of skills, expertise and experience, and all of whom add value to the operation of the Board. Given the Company’s current stage of development, the Board considers its structure effectively and efficiently meets the Company’s requirements.

Name of Director: Date of Appointment:
Anthony William Howland-Rose 2 December 2010
David Deitz 13 July 1999
Kevin William Howland-Rose 26 July 2022

In considering new candidates, the nomination committee (presently the full Board) evaluates the range of skills, experience and expertise of the existing Board in accordance the Company’s Board skills matrix. In particular, the nomination committee identifies the particular skills that will best increase the Board's effectiveness. Consideration is also given to the balance of independent Directors on the Board. Reference is made to the Company’s size and operations as they evolve from time to time.

All Directors are required to consider the number and nature of their directorships and calls on their time from other commitments.

The following director is considered by the Board to be independent:

Kevin Howland-Rose – Non-executive Director, appointed 26 July 2022

Independence is determined by objective criteria acknowledged as being desirable to protect investor interests and optimise value to investors.

In determining the status of a Director, the Company considers that a Director is independent when he or she is independent of management and free of any business or other relationship (for example a significant shareholding) that could materially interfere with, or could reasonably be perceived to interfere with the exercise of unfettered and independent judgement. The Company’s criteria for assessing independence are in line with standards set by the Principles.

The appointment and removal of Directors is governed by the Company’s constitution. Under the Constitution the Board must comprise of a minimum of three Directors. The nomination committee is responsible for selecting and approving candidates to fill any casual vacancies that may arise on the Board from time to time.

Directors who have been appointed to fill casual vacancies, other than the Managing Director, must offer themselves for re-election at the next annual general meeting of the Company. In addition, at each annual general meeting, at least one Director, other than the Managing Director, must be a candidate for re-election and no Director, other than the Managing Director, shall serve more than three years without being a candidate for re-election.

In making decisions regarding the appointment of Directors, the Board assesses the appropriate mix of skills, experience and expertise required by the Board and assesses the extent to which the required skills and experience are represented on the Board. When a vacancy exists, the Board determines the selection criteria based on the skills deemed necessary. The Board identifies potential candidates, and if appropriate, will utilise an external consultant to assist in identifying potential candidates. The Board then appoints the most suitable candidate.

The composition of the Board is to be reviewed regularly against the Company’s Board skills matrix prepared and maintained by the Board to ensure the appropriate mix of skills and expertise is present to facilitate successful strategic direction.

The Board will undertake appropriate background checks and screening checks prior to nominating a Director for election by shareholders and provides to shareholders all material information in its possession concerning the Director standing for election or re-election in the explanatory notes to accompany the notice of meeting. New Directors will participate in an induction program to assist them to understand the Company’s business and the particular issues it faces.

The Board collectively has the right to seek independent professional advice as it sees fit. Each Director individually has the right to seek independent professional advice, subject to the approval of the Chairman. All Directors have direct access to the Company Secretary.

Directors may seek briefings from senior management on specific matters and are entitled to request additional information at any time when they consider it appropriate.

The Role Of The Chairman

  • The Chairman is responsible for the leadership of the Board, ensuring it is effective, setting the agenda of the Board, conducting the Board meetings, ensuring then approving that an accurate record of the minutes of board meetings is held by the Company and conducting the shareholder meetings.

  • Where practical, the Managing Director should not be the Chairman of the Company during his term as Managing Director or in the future.

  • The Chairman must be able to commit the time to discharge the role effectively.

  • The Chairman should facilitate the effective contribution of all Directors and promote constructive and respectful relations between Board members and management.

Board Committees

The Board generally operates as a whole across the range of its responsibilities but, to increase its effectiveness, uses committees where closer attention to particular matters is required given the nature and scale of the Company’s operations.

The Board maintains two Board Committees covering Remuneration and Nomination, and Audit and Risk. Details regarding the number of Board and committee meetings held during the year and the attendance of each member is set out in the Annual Report.

The charter of each Board Committee must be approved by the Board and reviewed following any applicable regulatory changes.

Remuneration and Nomination Committee

As and when it is required a Remuneration and Nomination Committee will be established by resolution of the Board. Given the Company’s size and stage of development, the Remuneration and Nomination Committee is comprised of the Board as a whole.

The Remuneration Committee advises the Board on remuneration and incentive policies and practices. It makes specific recommendations on remuneration packages and other terms of employment for Non-Executive and Executive Directors and senior executives.

Any increase in the maximum remuneration of Non-Executive Directors is the subject of shareholder resolution in accordance with the Company’s constitution, the Corporations Act and the ASX Listing Rules, as applicable. The apportionment of Non-Executive remuneration within that maximum will be made by the Board having regard to the inputs and value to the Company of the respective contributions by each Non-Executive Director.

The Board may award additional remuneration to Non-Executive and Executive Directors called upon to perform extra services or undertake special duties on behalf of the Company.

Audit and Risk Committee

As and when it is required an Audit and Risk Committee will be established by resolution of the Board. Given the Company’s size and stage of development, the Audit and Risk Committee is comprised of the Board as a whole.

The main responsibilities of the Audit and Risk Committee are to:

  • review and report to the Board on the periodic reports and financial statements;

  • provide assurance to the Board that it is receiving adequate, timely and reliable information;

  • assist the Board in reviewing effectiveness of the Company’s internal control environment covering compliance with applicable laws and regulations and reliability of financial reporting;

  • liaise with the external auditors and ensure that the annual audit and half-year review are conducted in an efficient manner; and

  • ensure that the Company has an effective risk management system and that major risks to the Company are reported to the Board and are appropriately managed.

The Committee reviews the performance of the external auditors on an annual basis. A representative of the committee meets with the auditors during the year to discuss the external audit plan, any significant problems that may arise, and to review the fees proposed for the audit work to be performed.

Any written matters raised by the auditors are discussed and dealt with at full Board meetings. The auditors, by request, may attend committee and Board meetings to discuss any matter that they believe warrants attention by the Board. The auditors also attend shareholder meetings of the Company.

Board Meetings

  • The Directors may determine the quorum necessary for the transaction of business at a meeting, however, until otherwise determined, there must be two Directors present at a meeting to constitute a quorum.

  • The Board will schedule formal Board meetings at least quarterly and hold additional meetings, including by telephone, as may be required.

  • The minutes of each Board meeting shall be prepared by the Company Secretary, approved by the Chairman and circulated to Directors after each meeting.

  • The Company Secretary shall ensure that the business at Board and committee meetings is accurately captured in the minutes.

  • The Company Secretary shall co-ordinate the timely completion and distribution of Board and committee papers for each meeting of the Board and any committee.

  • Minutes of meetings must be approved at the next Board meeting.

  • Further details regarding Board meetings are set out in the Company's Constitution.

Risk Management And Internal Controls

The Company presently does not have an internal audit function. The Company has a formalised risk management framework encompassing market, financial, liquidity and corporate governance risk, which it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes. The identification and effective management of risk, including calculated risk taking is viewed as an essential part of the Company’s approach to creating long term shareholder value. Compliance with risk management policies is monitored by the Board.

Governance Policies

Integrity, ethical standards and compliance

The Company has adopted a formal Code of Conduct for its Directors and employees. The Code seeks to set the standards for dealing ethically with employees, investors, customers, regulatory bodies and the financial and wider community, and the responsibility and accountability of individuals for reporting and investigating reports of unethical behaviour.

The Company is committed to being a good corporate citizen within all jurisdictions that it undertakes its business activities, and the Board has undertaken to ensure that the Company implements:

  • practices necessary to maintain confidence in the Company’s integrity;

  • practices necessary to take into account its legal obligations and the reasonable expectations of its stakeholders; and

  • responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

Directors are provided with Board reports in advance of Board meetings which contain sufficient information to enable informed discussion of all agenda items.

The Board has the responsibility for the integrity of the Company’s financial reporting. To assist the Board in fulfilling its responsibility, the processes discussed above have been adopted with a view to ensuring that the Company’s financial reporting is a truthful and factual presentation of the Company’s financial performance and position.

Dealing in Securities

The Company has in place a formal Securities Trading Policy which regulates the manner in which Directors and staff involved in the management of the Company can deal in Company securities. It requires that they conduct their personal investment activities in a manner that is lawful and avoids conflicts between their own interests and those of the Company and contains all contents suggested in the ASX Corporate Governance Principles and Recommendations.

The policy specifies trading blackouts as the periods during which trading securities cannot occur.

Trading is always prohibited if the relevant person is in possession of non-public price sensitive information regarding the Company. A copy of the current Security Trading Policy is available on the Company’s website.

Diversity

The Board has adopted a Diversity Policy which describes the Company's commitment to ensuring a diverse mix of skills and talent exists amongst its directors, officers and employees, to enhance Company performance. The Diversity Policy addresses equal opportunities in the hiring, training and career advancement of directors, officers and employees. The Diversity Policy outlines the process by which the Board may set measurable objectives to achieve the aims of its Diversity Policy. The Board is responsible for monitoring Company performance in meeting the Diversity Policy requirements, including the achievement of any diversity objectives.

The Company actively values and embraces the diversity of its employees and is committed to creating an inclusive workplace where everyone is treated equally and fairly and where discrimination, harassment and inequity is not tolerated. The Company is committed to fostering diversity at all levels. However, due to the Company’s current stage of development, measurable objectives have yet to be set.

Health, safety and environment

The Company has continued its emphasis on health and safety in the workplace with the aim of ensuring that people achieve outcomes in a safe manner, thereby contributing to operational effectiveness and business sustainability.

During the reporting period there were no reported environmental incidents and no Lost Time Injuries (LTIs).

Continuous Disclosure And Communications With Shareholders

The Company is committed to providing relevant and timely information to its shareholders and to the broader market, in accordance with its obligations under the ASX continuous disclosure regime.

The Board complies with the following processes to ensure that information is communicated to shareholders and the wider market:

  • the Company’s website is updated regularly with business activity information and is linked to all announcements published on the ASX www.gullewa.com.au;

  • the Annual Report is distributed to eligible shareholders. The Board ensures that the Annual Report includes relevant information about the operations of the group during the year, changes in the state of affairs of the group and details of future developments, in addition to other disclosures required by Corporations Act 2001;

  • quarterly reports and half-yearly financial statements are lodged with the ASX and copies are sent to any shareholder upon request;

  • any proposed major changes in the group which may impact on the share ownership rights would be submitted to a vote of shareholders;

  • the Board ensures that the continuous disclosure requirements of the ASX are fully complied with, ensuring that shareholders are kept informed on significant events affecting the group. 

Continuous Review Of Corporate Governance

Directors consider, on an ongoing basis, how management information is presented to them and whether such information is sufficient to enable them to discharge their duties as Directors of the Company. Such information must be sufficient from time to time in light of changing circumstances and economic conditions. The Directors recognise that mineral exploration is an inherently risky business and that operational strategies adopted should, notwithstanding, be directed towards improving or maintaining the net worth of the Company.

ASX Corporate Governance Council’s Principles And Recommendations

ASX Corporate Governance Council Principle Compliance
Principle 1: Lay solid foundations for management and oversight
1.1

A listed entity should have and disclose a board charter setting out:

  1. the respective roles and responsibilities of its board and management; and

  2. those matters expressly reserved to the board and those delegated to management.

Comply
1.2

A listed entity should:

  1. undertake appropriate checks before appointing a director or senior executive or putting someone forward for election as a director; and

  2. provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.

Comply
1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment. Comply
1.4 The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board. Comply
1.5

A listed entity should:

  1. have and disclose a diversity policy;

  2. through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and

  3. disclose in relation to each reporting period:

    1. the measurable objectives set for that period to achieve gender diversity;

    2. the entity’s progress towards achieving those objectives; and

    3. either:

      1. the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined “senior executive” for these purposes); or

      2. if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act.

If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period.

Does not comply. Refer to “Diversity Policy” in the Corporate Governance Statement.
1.6

A listed entity should:

  1. have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and

  2. disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.

Comply
1.7

A listed entity should:

  1. have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and

  2. disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.

Comply
Principle 2: Structure the Board to add value
2.1

The board of a listed entity should:

  1. have a nomination committee which:

    1. has at least three members, a majority of whom are independent directors; and

    2. is chaired by an independent director, and disclose:

    3. the charter of the committee;

    4. the members of the committee; and

    5. as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or

  2. if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively.

Does not comply. Refer to “Composition of the Board” and “Remuneration and Nomination Committee” in the Corporate Governance Statement.
2.2 A listed entity should have and disclose a board skills matrix setting out the mix of skills that the board currently has or is looking to achieve in its membership. Comply
2.3

A listed entity should disclose:

  1. the names of the directors considered by the board to be independent directors;

  2. if a director has an interest, position, affiliation or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position or relationship in question and an explanation of why the board is of that opinion; and

  3. the length of service of each director.

Comply
2.4 A majority of the board of a listed entity should be independent directors. Does not comply. Refer to “Composition of the Board” in the Corporate Governance Statement.
2.5 The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity. Does not comply. Refer to “Composition of the Board” in the Corporate Governance Statement.
2.6 A listed entity should have a program for inducting new directors and for periodically reviewing whether there is a need for existing directors to undertake professional development to maintain the skills and knowledge needed to perform their role as directors effectively. Comply
Principle 3: Act ethically and responsibly
3.1 A listed entity should articulate and disclose its values. Comply
3.2

A listed entity should:

  1. have and disclose a code of conduct for its directors, senior executives and employees; and

  2. ensure that the board or a committee of the board is informed of any material breaches of that code.

Comply
3.3

A listed entity should:

  1. have and disclose a whistleblower policy; and

  2. ensure that the board or a committee of the board is informed of any material incidents reported under that policy.

Comply
3.4

A listed entity should:

  1. have and disclose an anti-bribery and corruption policy; and

  2. ensure that the board or a committee of the board is informed of any material breaches of that policy.

Comply
Principle 4: Safeguard integrity in corporate reporting
4.1

The board of a listed entity should:

  1. have an audit committee which:

    1. has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and

    2. is chaired by an independent director, who is not the chair of the board, and disclose:

    3. the charter of the committee;

    4. the relevant qualifications and experience of the members of the committee; and

    5. in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or

  2. if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.

Does not comply. Refer to “Audit and Risk Committee” in the Corporate Governance Statement.
4.2 The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. Comply
4.3 A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. Comply
Principle 5: Make timely and balanced disclosure
5.1 A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under the listing rule 3.1. Comply
5.2 A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made. Comply
5.3 A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation. Comply
Principle 6: Respect the rights of security holders
6.1 A listed entity should provide information about itself and its governance to investors via its website. Comply
6.2 A listed entity should have an investor relations program that facilitates effective two-way communication with investors. Comply
6.3 A listed entity should disclose how it facilitates and encourages participation at meetings of security holders. Comply
6.4 A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands. Comply
6.5 A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically. Comply
Principle 7: Recognise and manage risk
7.1

The board of a listed entity should:

  1. have a committee or committees to oversee risk, each of which:

    1. has at least three members, a majority of whom are independent directors; and

    2. is chaired by an independent director,

      and disclose:

    3. the charter of the committee;

    4. the members of the committee; and

    5. as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or

  2. if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.

Does not comply. Currently risk and risk mitigation is managed by the Board as a whole.
7.2

The board or a committee of the board should:

  1. review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and

  2. disclose, in relation to each reporting period, whether such a review has taken place.

Comply
7.3

A listed entity should disclose:

  1. if it has an internal audit function, how the function is structured and what role it performs; or

  2. if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes.

Comply
7.4 A listed entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks. Comply
Principle 8: Remunerate fairly and responsibly
8.1

The board of a listed entity should:

  1. have a remuneration committee which:

    1. has at least three members, a majority of whom are independent directors; and

    2. is chaired by an independent director,

      and disclose:

    3. the charter of the committee;

    4. the members of the committee; and

    5. as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or

  2. if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.

Does not comply. Refer to “Remuneration and Nomination Committee” in the Corporate Governance Statement.
8.2 A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives. Comply
8.3

A listed entity which has an equity-based remuneration scheme should:

  1. have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and

  2. disclose that policy or a summary of it.

We do not have an equity-based remuneration scheme. This recommendation is therefore not applicable.
Additional Recommendations that apply only in Certain Cases
9.1 A listed entity with a director who does not speak the language in which board or security holder meetings are held or key corporate documents are written should disclose the processes it has in place to ensure the director understands and can contribute to the discussions at those meetings and understands and can discharge their obligations in relation to those documents. We do not have a director in this position. This recommendation is therefore not applicable.
9.2 A listed entity established outside Australia should ensure that meetings of security holders are held at a reasonable place and time. We are established in Australia and this recommendation is therefore not applicable.
9.3 A listed entity established outside Australia, and an externally managed listed entity that has an AGM, should ensure that its external auditor attends its AGM and is available to answer questions from security holders relevant to the audit. We are established in Australia and not an externally managed entity and this recommendation is therefore not applicable.

All references are to sections of this Corporate Governance Statement unless otherwise stated.

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Annual Reports

Date Title

Size

29 September, 2023 Annual Report – 2023 11.5 MB
15 September, 2022 Annual Report – 2022 1126 KB
30 September, 2021 Annual Report – 2021 2245 KB
29 September, 2020 Annual Report – 2020 1.2 MB
10 September, 2019 Annual Report – 2019 1.4 MB

18 September, 2018 

Annual Report – 2018  4.3 MB

4 October, 2017 

Annual Report – 2017  1.9MB

3 October, 2016 

Annual Report – 2016  1.3MB

30 September, 2015 

Annual Report – 2015  2.5MB

31 October, 2014 

Annual Report – 2014  3.1MB

31 October, 2013 

Annual Report – 2013  2.2MB

1 November, 2012 

Annual Report – 2012  5.3MB
27 September, 2011 Annual Report – 2011 4.0MB
30 September, 2010 Annual Report – 2010 2.3MB
21 September, 2009 Annual Report – 2009 1.6MB 
25 September, 2008 Annual Report – 2008 14.0MB
26 September, 2007 Annual Report – 2007 18.2MB
31 October, 2006 Annual Report – 2006 689KB
26 October, 2005 Annual Report – 2005 1.4MB
29 September, 2004 Annual Report – 2004 142KB
25 September, 2003 Annual Report – 2003 69KB
30 September, 2002 Annual Report – 2002 66KB
28 September, 2001 Annual Report – 2001 80KB
26 September, 2000 Annual Report – 2000 433KB
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Properties

Hunter Valley solution

Aberlyn Estate. Gullewa through its fully owned subsidiary Gullpro Pty Ltd hols a 69% interest in a land subdivision at Aberglassyn. The project is in four stages.

Stage I 19 blocks
Stage II 23 blocks
Stage III 11 blocks
Stage IV Residual

Sale prices will be from $190 000 to $240 000. Seltdng of Stage I has commenced. Construction of Stage I will take place in early 2018.

Hunter Video Link Image

For more information on Aberlyn Estate, please visit the website.





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Royalty

ATW Venture (Australia) Pty Ltd

Gullewa Limited has a 1% royalty in several ATW Venture (Australia) Pty Ltd Mining Tenements.

This includes the Deflector Gold-Copper Project, located in the Gullewa Project area.  Further exploration drilling was undertaken on the Deflector Gold-Copper Project which was successful in increasing the Mineral Resource to 770,000 Au Eq ozs. The global resource inventory for the Gullewa Project is now 872,000 Au Eq ozs.

The metallurgical testwork program was successful in meeting the key objective of developing a common gravity and flotation process to produce gold bullion and copper-gold concentrate from the oxide, transitional and primary material.

 

Gullewa Gold Mine

The Gullewa Project is located 450 km north of Perth, 160 km east of Geraldton and 300 km south west of ATW's 100% owned Bumakura Gold Mine in the Yilgam goldfields of Western Australia.

The Gullewa Project includes a total of 756 square kilometres of mineral tenements that cover the prospective central and southern portions of the Gullewa Greenstone Belt and include the Gullewa Mining Centre, the Deflector Deposit, the Prince George Mine, the Michaelangelo and Monarch Prospects.

Mining infrastructure asets of the Gullewa Project include a turn-key gold operation with a Carbon-in-Leach plant capable of up to 300,000 tpa (tonne per annum) gold production, a licensed tailings disposal facility, a 50-person camp, offices, workshops, bore fields and haulage roads.  The site is currently on care and maintenance.

 

Deflector Gold Project

Gullewa Limited has a 1% royalty in the Deflector Gold Project owned by Doray Minerals Limited.

In the 30 June 2017 financial year Gullewa received $1,048,775 in royalties from Deflector Gold. In their 2017 Annual Report they included the following comments.

Highlights:

  • On track to meet FY 2017 production guidance of 50,000-55,000 oz Au and 4,200-4,600 t Cu;
  • FY 2018 forecast to produce 60,000-65,000 oz Au at AISC between A$1,225- A$1,275 inclusive of copper credits;
  • Potential new discovery of Northern extensions; and
  • High Grade drill intercepts from infill and extension drilling.

For more information on the Deflector Gold Project, please visit Doray Minerals' website.

Deflector Gold Project

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Geothermal

Gullewa, though its wholly owned subsidiary, Gullewa Geothermal Pty Limited, is pursuing an aggressive strategy of identifying and acquiring an interest in projects considered potentially capable of generating base load electrical energy from deep hot rock geothermal sources in eastern Australia.

To date, a substantial very prospective and strategic tenement has been acquired in Tasmania, and several significant opportunities in other States are under active evaluation.

The following activities were achieved in the March, 2010 quarter:

  • A geothermal assessment report on Gullewa’s 3,000km2 Tasmanian Special Prospecting Licence (SPL) 9/2009 was completed by consulting firm Hot Dry Rocks Pty Limited.

This report highlighted several key areas which warrant detailed investigation, and the Company will focus future exploration work on these priority target areas.

  • A field program was initiated to locate existing drill holes from previous exploration in at least one of the high priority areas on SPL 9/2009.  The aim is to conduct temperature surveys to assess local heat gradients and several possibly useful drill holes were located for this purpose in the Hampshire area.
  • Preliminary geothermal assessments were also undertaken on specific new target areas in several other eastern States.

The following work is planned for the June 2010 quarter:

  • Continue assessments of new opportunities in other States with a view to identifying specific areas worthy of more detailed investigation and tenement acquisition.
  • In the Hampshire project area within SEL9/2009 in Tasmania, the Company will undertake down hole temperature logging and drill core rock conductivity studies where possible in suitable drillholes.
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