ARROW MINERALS LTD — Director's Dealing 2021

Jun 30, 2021

==> picture [163 x 50] intentionally omitted <==

==> picture [36 x 36] intentionally omitted <==

ASX: AMD

1 July 2021

Stephanie Patchell Australian Securities Exchange Limited Level 40, Central Park 152-158 St Georges Tce Perth WA 6000

By Email: ListingsCompliancePerth@asx.com.au

Dear Ms Patchell

Arrow Minerals Limited (ASX: AMD) – Appendix 3Y Query

Further to your request for information in your letter dated 29 June 2021 in relation to the Appendix 3Y lodged by Arrow Minerals Limited (ASX: AMD) ( Arrow or the Company ) on the ASX Announcement platform on 25 June 2021, I provide the following responses to your queries:

1. Please explain why the Appendix 3Y was lodged late.

The change in the Director’s notifiable interests had not been disclosed within 5 business days via Appendix 3Y, due to an administrative oversight. The Company took immediate steps to address this oversight on realisation that the Appendix 3Y had not been lodged within the prescribed period.

The subject of this query relates to changes in Dr Tabeart’s notifiable interests which occurred on 12 March 2020 and 13 January 2021, being shares that were cancelled upon expiry of the term under which they were initially issued under an Employee Share Scheme Buy Back. The change did not involve any on-market transactions. The Company notes that it disclosed details of the shares cancelled respectively in March 2020 and January 2021 pursuant to Employee Share Scheme Buy Back via ASX announcements (Appendix 3F) and in the Company’s 30 June 2020 Annual Report and 31 December 2020 Half-Year Report.

2. What arrangements does AMD have in place under Listing Rule 3.19B with its directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A?

The Company has arrangements in place with its Directors that require the Directors to notify the Company of share transactions within 3 business days of such a transaction. The Company’s formal - Securities Trading Policy is available at its website at: https://arrowminerals.com.au/wp content/uploads/2020/08/8.-Securities-Trading-Policy.pdf. The notices were lodged immediately upon the oversight being identified.

3. If the current arrangements are inadequate or not being enforced, what additional steps does AMD intend to take to ensure compliance with Listing Rule 3.19B?

Suite 5, 63 Hay Street , Subiaco WA 6008

Tel +61 (8) 9383 3330

Page 1

Arrow Minerals Limited ABN 49 112 609 846

==> picture [94 x 29] intentionally omitted <==

The Board believes that the current reporting arrangements are sufficient and ensure Directors are aware of their obligations to disclose all the information required by the Company to give ASX completed Appendix 3Y within the time period allowed by listing rules 3.19A and 3.19B.

Yours sincerely

Arrow Minerals Limited

Ms Catherine Grant-Edwards Company Secretary

Page 2

Arrow Minerals Limited

==> picture [455 x 5] intentionally omitted <==

==> picture [33 x 50] intentionally omitted <==

29 June 2021

Reference: 36203

Ms Catherine Grant-Edwards Company Secretary Arrow Minerals Limited

By email: cath@bellatrixcorp.com.au

Dear Ms Grant-Edwards

Arrow Minerals Limited (‘AMD’): Appendix 3Y – Change of Director’s Interest Notice Query

ASX refers to the following:

1. AMD’s Appendix 3Y lodged on the ASX Market Announcements Platform (‘MAP’) on 25 June 2021 for Dr Frazer Tabeart (the ‘Notice’);

2. Listing Rule 3.19A which requires an entity to tell ASX the following:

3. 3.19A.1 ‘The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the following times.

   • On the date that the entity is admitted to the official list.

   • On the date that a director is appointed.

The entity must complete Appendix 3X and give it to ASX no more than 5 business days after the entity’s admission or a director’s appointment.

3.19A.2 A change to a notifiable interest of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) including whether the change occurred during a closed period where prior written clearance was required and, if so, whether prior written clearance was provided. The entity must complete Appendix 3Y and give it to ASX no more than 5 business days after the change occurs.

3.19A.3 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the date that the director ceases to be a director. The entity must complete Appendix 3Z and give it to ASX no more than 5 business days after the director ceases to be a director.’

1. Listing rule 3.19B which states that:

‘An entity must make such arrangements as are necessary with a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) to ensure that the director discloses to the entity all the information required by the entity to give ASX completed Appendices 3X, 3Y and 3Z within the time period allowed by listing rule 3.19.A. The entity must enforce the arrangements with the director.’

The Notice indicates that changes in Dr Tabeart’s notifiable interests occurred on 12 March 2020 and 13 January 2021. It appears that the Notice was not lodged with ASX within 5 business days of those changes. Consequently, AMD may have breached Listing Rules 3.19A and/or 3.19B. It also appears that Dr Tabeart may have breached section 205G of the Corporations Act 2001 (Cth).

ASX Customer Service Centre 131 279 | asx.com.au

ASX Limited [[Listings]]

==> picture [455 x 5] intentionally omitted <==

Request for Information

Under Listing Rule 18.7, we ask that you answer each of the following questions having regard to Listing Rules 3.19A and 3.19B and Guidance Note 22: Director Disclosure of Interests and Transactions in Securities - Obligations of Listed Entities .

1. Please explain why the Appendix 3Y was lodged late.

2. What arrangements does AMD have in place under Listing Rule 3.19B with its directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A?

3. If the current arrangements are inadequate or not being enforced, what additional steps does AMD intend to take to ensure compliance with Listing Rule 3.19B?

When and where to send your response

This request is made under Listing Rule 18.7. Your response is required as soon as reasonably possible and, in any event, by no later than 10.00 AM AWST on Friday, 2 July 2021 . You should note that if the information requested by this letter is information required to be given to ASX under Listing Rule 3.1 and it does not fall within the exceptions mentioned in Listing Rule 3.1A, AMD’s obligation is to disclose the information ‘immediately’. This may require the information to be disclosed before the deadline set out in the previous paragraph and may require AMD to request a trading halt immediately.

Your response should be sent to me by e-mail at ListingsCompliancePerth@asx.com.au . It should not be sent directly to the ASX Market Announcements Office. This is to allow me to review your response to confirm that it is in a form appropriate for release to the market, before it is published on the ASX Market Announcements Platform.

Trading halt

If you are unable to respond to this letter by the time specified above, you should discuss with us whether it is appropriate to request a trading halt in AMD’s securities under Listing Rule 17.1. If you wish a trading halt, you must tell us:

• the reasons for the trading halt;

• how long you want the trading halt to last;

• the event you expect to happen that will end the trading halt;

• that you are not aware of any reason why the trading halt should not be granted; and

• any other information necessary to inform the market about the trading halt, or that we ask for.

We require the request for a trading halt to be in writing. The trading halt cannot extend past the commencement of normal trading on the second day after the day on which it is granted. You can find further information about trading halts in Guidance Note 16 Trading Halts & Voluntary Suspensions .

Suspension

If you are unable to respond to this letter by the time specified above, ASX will likely suspend trading in AMD’s securities under Listing Rule 17.3.

2/3 ASX Customer Service Centre 131 279 | asx.com.au

==> picture [455 x 5] intentionally omitted <==

Listing Rules 3.1 and 3.1A

In responding to this letter, you should have regard to AMD’s obligations under Listing Rules 3.1 and 3.1A and also to Guidance Note 8 Continuous Disclosure : Listing Rules 3.1 – 3.1B. It should be noted that AMD’s obligation to disclose information under Listing Rule 3.1 is not confined to, nor is it necessarily satisfied by, answering the questions set out in this letter.

Release of correspondence between ASX and entity

We reserve the right to release a copy of this letter, your reply and any other related correspondence between us to the market under Listing Rule 18.7A.

Questions

If you have any questions in relation to the above, please do not hesitate to contact me.

Yours sincerely

Stephanie Patchell

Adviser, Listings Compliance (Perth)

3/3 ASX Customer Service Centre 131 279 | asx.com.au