CHALICE MINING LIMITED — Major Shareholding Notification 2024

Apr 23, 2024

603 Page 1 of 2

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Encounter Resources Limited ACN/ARSN 109 815 796

1. Details of substantial holder (1)

Chalice Mining Limited (Chalice) and each of the entities listed in Name Annexure A (Chalice Group Entities)

ACN/ARSN (if applicable) 116 648 956

The holder became a substantial holder on 23 / 04 / 2024

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Fully Paid Ordinary Shares	27,331,579	27,331,579	6.07%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Chalice Mining Limited	Relevant interest under section 608(1) of the Corporations Act 2001(Cth)	27,331,579 Fully Paid Ordinary Shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Chalice Mining Limited	Chalice Mining Limited	Chalice Mining Limited	27,331,579 Fully Paid Ordinary Shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Chalice Mining Limited	08/04/24	$1,500,000.04(being $0.22 per share)		6,818,182 fully paid ordinary shares
Chalice Mining Limited	23/04/24	$6,154,019.10 (being **$0.30 per share) **		20,513,397 fully paid ordinary shares

603 Page 2 of 2

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
The entities listed in Annexure A	Each entity listed in Annexure A is an associate of Chalice by virture of section 12(2)(a) of the Corporations Act as the entities are related bodies corporate of Chalice

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Chalice Mining Limited and Chalice Group Entities	Level 3, 46 Colin Street, West Perth, Western Australia 6005

Signature

ure
print name sign here	Jamie Armes capacity Company Secretary
	date 24/04/2024

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

• (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write "unknown".

• (9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

Annexure “A”

This is Annexure “A” of 1 page referred to in the Form 603 (Notice of Initial Substantial Holder), signed by me and dated 24 April 2024.

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Jamie Armes

Company Secretary

Chalice Mining Limited (ACN 116 648 956)

Details of Chalice Group Entities

Details of Chalice Group Entities
Entity	ACN
CGM (Julimar) Pty Ltd	657 480 432
CGM (South Yilgarn) Pty Ltd	656 733 167
CGM (WA) Pty Ltd	610 789 252
CGM (West Yilgarn) Pty Ltd	656 733 649
CGM Lithium Pty Ltd	613 148 404
Chalice Mining Limited	116 648 956
Chalice Operations Pty Ltd	061 104 158
Nebula Resources Pty Ltd	623 039 645
Western Rift Pty Ltd	124 875 323
Chalice Gold Mines (Ontario) Inc	N/A–entity registered in Canada