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CORAZON MINING LIMITED Regulatory Filings 2005

Jun 27, 2005

64747_rns_2005-06-27_3d683eec-23a4-4186-ab02-85e79d359a7f.pdf

Regulatory Filings

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Rules 1.1 Cond 3.17

Appendix 1A

ASX Listing application and agreement

This form is for use by an entity seeking admission to the +official list as an ASX Listing (for classification as an ASX Debt Listing use Appendix 1B, and for classification as an ASX Foreign Exempt Listing use Appendix 1C). The form is in 3 parts:

  • Application for admission to the +official list; $\boldsymbol{I}$ .
  • Information to be completed; and $\mathbf{z}$
  • Agreement to be completed.

Information and documents (including this appendix) given to ASX in support of an application become ASX's property and may be made public. This may be prior to admission of the entity and +quotation of its +securities. Publication does not mean that the entity will be admitted or that its +securities will be quoted.

Introduced 1/7/96, Origin: Appendix 1, Amended 1/7/97, 1/7/98, 1/9/99, 13/3/2000, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Part 1 - Application for admission to the official list

ABN
Name of entity $\sqrt{87112898825}$
Graynic Metals Limited

We (the entity) apply for admission to the *official list of Australian Stock Exchange Limited (ASX) and for 'quotation of 'securities.

Part 2 - Information to be completed

About the entity

You must complete the relevant sections (attach sheets if there is not enough space

All entities

  • $\mathbf{1}$ Deleted 30/9/2001
  • +Main class of +securities $\overline{2}$
  • *classes 3 Additional *securities (except *CDIs)
Number * Class
24,500,003 Ordinary Fully Paid Shares
be
Number
to
Class
123,250,000 Ordinary Fully Paid Shares
quoted

<sup>+ See chapter 19 for defined terms.

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Number not to be
quoted
+ Class
1,250,003 Ordinary Fully Paid Shares
4 postal
number,
Telephone
address for all correspondence,
general fax number, fax number
for + company announcements
office to confirm release of
information to the market, and
e-mail address for contact
purposes.
Graynic Metals Limited
Telephone:
Fax Number:
[email protected]
(08) 9381 1436
(08) 9381 1068
5 Address of principal +security
registries for each "class of
+security (including +CDIs)
Advanced Share Registry Services
110 Stirling Highway
Nedlands WA 6009
Tel: 08 9389 8033
Fax: 08 9389 7871
6 Annual balance date 30 June
Companies only
(Other entities go to 19)
7. title of chief
Name and
officer/managing
executive
director
Ron Thom - Managing Director
8 Name and title of chairperson
of directors
Not Applicable
9 Names of all directors Ron Thom - Managing Director
Clive Jones - Non-Executive Director
Nathan McMahon - Non-Executive Director

$+$ See chapter 19 for defined terms.

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10 Duration of appointment of
directors (if not subject to
retirement by rotation) and
details of any entitlement to
participate in profits
Currently the Non-executive Directors do not have contracts in
place but intend entering into contracts with the Company after
the Company lists on the ASX.
Ron Thom is the Managing Director and therefore not subject to
retirement by rotation. Mr Thom has entered into a contract as
set out in the Prospectus at Section 8.3.
Nathan McMahon and Clive Jones are Non-Executive Directors
and are subject to retirement by rotation
There are no entitlements to participate in profits.
11 Name and title of company
secretary
Kent Hunter - Company Secretary
12 Place of incorporation Perth, Western Australia
13. Date of incorporation 10 February 2005
14 which
under
Legislation
incorporated
The Corporations Act 2001 and is taken to be registered in
Western Australia.
15 Address of registered office in
Australia
Level 2.
22 Oxford Close,
Leederville WA 6007
16 annual
which
$\mathbf{m}$
Month
meeting is usually held
October
17 Months in which dividends
are usually paid (or
are.
intended to be paid)
Not applicable at this stage
18 If the entity is a foreign
has
which
company
fог
subregister
certificated
quoted + securities, the location
*security
Australian
$\sigma$
registers
Not Applicable
a

$+$ See chapter 19 for defined terms.

Ŀ,

Appendix 1A ASX Listing application and agreement

If the entity is a foreign Not Applicable
18A.
and
company, the name
entity's
address of the
Australian agent for service of
process

(Companies now go to 31)

All entities except companies

Name and title of chief 19 officer/managing executive director of the responsible entity Name and title of chairperson 20 of directors of responsible entity Names of all directors of the $21$ responsible entity $22\,$ Duration of appointment of directors of responsible entity (if not subject to retirement by rotation) and details of any entitlement to participate in profits Name and title of company 23 secretary of responsible entity

$\frac{1}{2}$

<sup>+ See chapter 19 for defined terms.

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$\frac{1}{\sqrt{2}}$ , $\frac{1}{\sqrt{2}}$

J.

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23A Trusts only - if the trust is a
registered managed investment
scheme, the names of the
members of the compliance
committee (if any)
24 Place of registration of the
entity
25 Date of registration of the
entity
26 Legislation under which the
entity is registered
27 of administration
Address
office in Australia of the entity
28 If an annual meeting is held,
month in which it is usually
held
29 Months in which distributions
are usually paid (or
are
intended to be paid)
30 If the entity is a foreign entity
certificated
$\mathbf{a}$
which has
quoted
for
subregister
"securities, the location of
Australian + security registers
30A If the entity is a foreign trust,
the name and address of the
entity's Australian agent for
service of process

+ See chapter 19 for defined terms.

About the entity

All entities

Where is the information or document Tick to indicate you are providing the information or to be found? (eg, prospectus cross documents reference) Issue price: 20 cents (refer Section 1.1) Evidence of compliance with 20 cont minimum 31 of the Prospectus - page 5) issue price or sale price, and spread requirements Spread requirements: to be provided. 1 copy provided on 14 April 2005. Prospectus, Product Disclosure Statement or 32 250 final printed copies to be provided information memorandum relevant to the when printing completed. application (250 copies) for Enclosed (refer Annexure A Cheque for fees 33 calculation). CHESS and Issuer-Sponsored Type of subregisters the entity will operate 34 (refer Section 1.13 of the Prospectus -Example: CHESS and certificated subregisters page 7). Refer Annexure E Copies of any contracts referred to in the 35 Refer to Solicitors Report on Tenement prospectus, Product Disclosure Statement or $(pages 71 - 72)$ information memorandum (including any underwriting agreement) A certified copy of any restriction agreement To be provided 36 entered into in relation to "restricted securities To be provided If there are +restricted securities, undertaking 37 issued by any bank or +recognised trustee Refer Annexure B (Companies only) - certificate of incorporation or 38 other evidence of status (including any change of name) (All entities except companies) - certificate of Not Applicable 39 registration or other evidence of status (including change of name) Copy of the entity's constitution (eg, if a Refer Annexure C 40 company, the memorandum and articles of association)

$+$ See chapter 19 for defined terms.

  • 11 $\frac{1}{\sqrt{2}}$

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Appendix 1A
ASX Listing application and agreement

Where is the information or document
(eg, prospectus cross
to be found?
reference)
41 Completed checklist that the constitution
complies with the listing rules (copy of articles
checklist is available from any Companies
Department)
Not Applicable
42 A brief history of the entity or, if applicable, the
group
Refer Section 2.1 of the Prospectus
page 9.
42A Copy of agreement with ASX that documents
may be given to ASX and authenticated
electronically.
Refer Annexure G for application form.
About the securities to be quoted
All entities
43 Confirmation that the + securities to be quoted
are eligible to be quoted under the listing rules
We confirm that the conditions for
quotation contained in Listing Rule 2.1
have been, or will be, met.
44 Voting rights of 'securities to be quoted Refer Section 8.1 (page 73) of the
Prospectus and Section 10.14 - 10.35
of the Constitution.
45 A specimen certificate/holding statement for
each + class of + securities to be quoted and a
specimen holding statement for + CDIs
Refer Annexure F
46 Terms of the + securities to be quoted Refer Section 8.1 (page 73) of the
Prospectus and the Constitution for the
rights attaching to Graynic Metals
shares, and Section 1.1 (page 5) of the
Prospectus for terms of the Offer
47 A statement setting out the names of the 20
largest holders in each class of securities to be
quoted, and the number and percentage of each
class of securities held by those holders
To be provided
48 A distribution schedule of each +class of +equity
securities to be quoted, setting out the number of
holders in the categories -
$1 - 1,000$
1,001 - 5,000
5,001 - 10,000
10.001 - 100,000
100,001 and over
To be provided
49 The number of holders of a parcel of 'securities
with a value of more than \$2,000, based on the
issue/sale price
To be provided
50 Terms of any + debt securities and + convertible
debt sccurities
Not Applicable

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$^+$ See chapter 19 for defined terms.

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Appendix 1A
ASX Listing application and agreement
Where is the information or document
to be found?
(eg, prospectus cross
reference)
51 Trust deed for any + debt securities
and l
+convertible debt securities
Not Applicable
52 Trusts only - if the trust is not a registered
managed investment scheme, ASIC exemption re-
buy-back provisions
Not Applicable
All entities with classified assets
(Other entities go to 62)
All + mining exploration entities and, if ASX asks, any other entity that has acquired, or entered into an
agreement to acquire a $^+$ classified asset, must give ASX the following information.
53 The name of the vendor and details of any Refer Annexure D
relationship of the vendor with us
54 If the vendor was not the beneficial owner of the
*classified asset at the date of the acquisition or
agreement, the name of the beneficial owner(s)
and details of the relationship of the beneficial
$owner(s)$ to us
Refer Annexure D
55 The date that the vendor acquired the + classified
asset
Refer Annexure D
56 The method by which the vendor 'acquired the
*classified asset, including whether by agreement,
exercise of option or otherwise
Refer Annexure D
57 The consideration passing directly or indirectly
from the vendor (when the vendor 'acquired the
asset), and whether the consideration has been
provided in full
Refer Annexure D
58 Full details of the + classified asset, including any
title particulars
Refer Annexure D

$+$ See chapter 19 for defined terms.

Where is the information or document to be found? (eg, prospectus cross reference)

59 The work done by or on behalf of the vendor in developing the +classified asset. In the case of a +mining tenement, this includes prospecting in relation to the tenement. If money has been spent by the vendor, state the amount (verification of which may be required by ASX).

  • The date that the entity +acquired the +classified 60 asset from the vendor, the consideration passing directly or indirectly to the vendor, and whether that consideration has been provided in full
  • A breakdown of the consideration, showing how it was calculated, and whether any experts' reports were commissioned or considered (and if so, with copies attached).
Refer Annexure D

Refer Annexure D

Refer Annexure D

About the entity's capital structure

All entities

61

62 Deleted 1/9/99.
63 A copy of the register of members, if ASX asks To be provided, if ASX asks
64 A copy of any court orders in relation to a
reorganisation of the entity's capital in the last
Not Applicable
65 five years
The terms of any "employee incentive scheme
Refer Section 8.12 on the Prospectus
$(\text{page } 81 - 82)$
66 The terms of any "dividend or distribution plan Not Applicable
67 The terms of any + securities that will not be
quoted
Refer Section 1.1 (page 5) of the
Prospectus
68 Deleted 1/7/98.

<sup>+ See chapter 19 for defined terms.

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L.

Where is the information or document
(eg, prospectus cross
to be found?
reference)
69 The entity's issued capital (interests), showing
separately each "class of 'security (except
+ CDIs), the amount paid up on each + class, the
issue price, the dividend (in the case of a trust,
distribution) and voting rights attaching to each
*class and the conversion terms (if applicable)
Refer as follows:
Page 3 of the Prospectus; and Section 6
(pages $52 - 61$ ), of the Prospectus -
capital structure.
Section 8.1 (page 73) of the Prospectus
Also refer
- dividends and rights.
constitution, clauses $10.1 - 10.36$ .
70 The number of the entity's debentures, except to
outstanding,
showing the amount
bankers,
nominal value and issue price, rate of interest,
dates of payment of interest, date and terms of
redemption of each + class and conversion terms
(if applicable)
Note: This applies whether the securities are quoted or not.
Nil
71 The number of the entity's unsecured notes,
showing the amount outstanding, nominal value
and issue price, rate of interest, dates of payment
of interest, date and terms of redemption of each
*class and conversion terms (if applicable)
Note: This applies whether the securities are quoted or not.
Νï
72 The number of the entity's options to 'acquire
number
showing the
unissued tsecurities,
outstanding
Note: This applies whether the securities are quoted or not.
Nil
73 Details of any rights granted to any "person, or to
any class of + persons, to participate in an issue of
the entity's + securities
Note: This applies whether the securities are quoted or not.
Not Applicable
74 If the entity has any 'child entities, a list of all
+ child entities stating in each case the name, the
nature of its business and the entity's percentage
holding in it. Similar details should be provided
for every entity in which the entity holds (directly
or indirectly) 20% or more of the issued capital
(interests).
Not Applicable

$^+$ See chapter 19 for defined terms.

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About the entity's financial position
(Entities meeting the profit rest go to 75. For the assets test go to 81A.)
All entities meeting the profit test Where is the information or document
(eg, prospectus cross
to be found?
reference)
75 Evidence that the entity has been in the same
main business activity for the last 3 full financial
years
76 Evidence that the entity is a going concern (or
successor) and its aggregated profit for the last 3
full financial years
76A the entity's + profit from
that
Evidence
continuing operations in the past 12 months
exceeded \$400,000
77 Audited 'accounts for the last 3 full financial
years and audit reports
78 - 79 Deleted 1/7/97.
80 Half yearly *accounts (if required) and audit
report or review
80 A Pro forma balance sheet and review
80B Statement from all directors or all directors of
the responsible entity confirming that the entity
is continuing to earn 'profit from continuing
operations
All entities meeting the assets test
(only complete one of 81A, 81B or 81C and one of 82 or 83)
Introduced 1/7/96. Amended 1/7/99,
Deleted 1/7/97
81
81A
For entities other than "investment entities,
evidence of net tangible assets of at least \$2
million or market capitalisation of at least \$10
million
Refer Proforma Statement of Financial
Position (page 55) in the Investigating
Accountant's Report (Section 6 of the
Prospectus – pages $52 - 61$ ).
81B For + investment entities other than + pooled
development funds, evidence of net tangible
assets of at least \$15 million
Not Applicable
81C that the entity is a 'pooled
Evidence
development fund with net tangible assets of at
least \$2 million
Not Applicable

+ See chapter 19 for defined terms.

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Where is the information or document to
CTOSS
(eg, prospectus
be found?
reference)
82 Evidence that at least half of the entity's total
tangible assets (after raising any funds) is not
cash or in a form readily convertible to cash (if
there are no-commitments)
Not Applicable
83 Evidence that there are commitments to spend at
least half of the entity's cash and assets in a
form readily convertible to cash (if half or more
of the entity's total tangible assets (after raising
any funds) is cash or in a form readily
convertible to cash)
Refer Section 1.4 (page 5) and 2.3
(pages 11 - 13) of the Prospectus.
84 Statement that there is enough working capital
to carry out the entity's stated objectives (and
statement by independent expert, if required)
directors'
fог
1.4
Section
Refer
statement (page 5), and Section 5
Independent Geologist's Report (pages
$19 - 20$ ).
85 Deleted 1/9/99.
86 Deleted 1/7/97.
87 *Accounts for the last 3 full financial years and
audit report, review or statement that not audited
or not reviewed
entity
the
Applicable
Not
incorporated on 10 February 2005
87A Half yearly 'accounts (if required) and audit
report, review or statement that not audited or
not reviewed
Not Applicable
87B Audited balance sheet (if required) and audit
report
Not Applicable
87C Pro forma balance sheet and review Refer Section 6 (page 52 - 61) of the
Prospectus (Investigating Accountant's
Report).
(Now go to 106)
88 Deleted 1/7/97.
89-92C Deleted 1/9/99.
93 Deleted 1/7/97.
94-98C Deleted 1/9/99.
99 100-105C Deleted 1/7/97.
Deleted 1/9/99.

$+$ \$ee chapter 19 for defined terms.

Where is the information or document

About the entity's business plan and level of operations

All entities

Information contained in the. information reference) to be found? (eg, prospectus cross
memorandum 106 $\sqrt{\phantom{a}}$ Details of the entity's existing and proposed activities,
and level of operations. State the main business
Refer Section 2 (pages 11) of the
Prospectus for Company background
and proposed activities.
107 s san dan adhar than coch Details of any issues of the entity's "securities (in all Refer Section 1.1 (page 5) & Section 6
$\cdot$ $\cdot$ classes) in the last 5 years. Indicate issues for (pages 52 - 61) of the Prospectus for
shares presently on issue.

Information memorandum requirements

consideration other than cash

All entities

108

  • If the entity is a company, a statement that all the information that would be required under section 710 of the Corporations Act if the information memorandum were a prospectus offering for subscription the same number of *securities for which *quotation will be sought is contained in the information memorandum. If the entity is a trust, a statement that all the information that would be required under section 1013C of the Corporations Act if the information memorandum were a Product Disclosure Statement offering for subscription the same number of "securities for which *quotation will be sought is contained in the information memorandum
  • The signature of every director, and proposed director, of the entity personally or by a +person authorised in writing by the director (in the case of a trust, director of the responsible entity)

110

The date the information memorandum is signed

$111(a)$

109

Full particulars of the nature and extent of any interest now, or in the past 2 years, of every director or proposed director of the entity (in the case of a trust, the responsible entity), in the promotion of the entity, or in the property acquired or proposed to be acquired by it

$111(b)$

If the interest was, or is, as a member or partner in another entity, the nature and extent of the interest of that other entity

+ See chapter 19 for defined terms.

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$\frac{1}{2}$

Appendix 1A
ASX Listing application and agreement

Information contained in the information memorandum Where is the information or document
to be found?
(eg, prospectus cross)
reference)
111(c) If the interest was or is as a member or partner
in another entity, a statement of all amounts paid
or agreed to be paid to him or her or the entity in
cash, + securities or otherwise by any + person to
induce him or her to become or to qualify him or
her as, a director, or for services rendered by
him or her or by the entity in connection with
the promotion or formation of the listed entity
112(a) Full particulars of the nature and extent of any
interest of every expert in the promotion of the
entity, or in the property acquired or proposed to
be acquired by it
112(b) If the interest was or is as a member or partner
in another entity, the nature and extent of the
interest of that other entity
112(c) If the interest was or is as a member or partner in
another entity, a statement of all amounts paid or
agreed to be paid to him or her or the entity in
cash, + securities or otherwise by any + person for
services rendered by him or her or by the entity in
connection with the promotion or formation of the
listed entity
113 A statement that ASX does not take any
responsibility for the contents of the information
memorandum
114 A statement that the fact that ASX may admit the
entity to its + official list is not to be taken in any
way as an indication of the merits of the entity
115 If the information memorandum includes a
statement claiming to be made by an expert or
based on a statement made by an expert, a
statement that the expert has given, and has not
withdrawn, consent to the issue of the information
memorandum with the particular statement
included in its form and context

$\ddot{\phantom{a}}$

$+$ See chapter 19 for defined terms.

L.

Appendix 1A ASX Listing application and agreement

Where is the information or document to be found? (eg, prospectus cross reference)

116 A statement that the entity has not raised any capital
for the 3 months before the date of issue of the
information memorandum and will not need to raise
any capital for 3 months after the date of issue of the
information memorandum
117 A statement that a supplementary information
memorandum will be issued if the entity becomes
*aware of any of the following between the issue of
the information memorandum and the date the
entity's 'securities are 'quoted or reinstated.
information
statement in the
material
A
memorandum is misleading or deceptive.
There is a material omission from the information
memorandum.
• There has been a significant change affecting a
matter included in the information memorandum.
A significant new circumstance has arisen and it
would have been required to be included in the
information memorandum
Information contained in the supplementary information memorandum
118 information
supplementary
is
Ιf
there
a
memorandum:
Correction of any deficiency.
$\bullet$
• Details of any material omission, change or new
matter.
A prominent statement that it is a supplementary
information memorandum.
The signature of every director, or proposed
$\bullet$
director, of the entity personally or by a + person
authorised in writing by the director (in the case
of a trust, director of the responsible entity).
supplementary information
the
date
The
memorandum is signed.
Evidence if supplementary information memorandum is issued
119 Evidence that the supplementary information
memorandum accompanied every copy of the
information memorandum issued after the date of the
supplementary information memorandum.

$\ddot{\phantom{a}}$

$^+$ See chapter 19 for defined terms.

Other information

All entities Where is the information or document
to be found? (eg, prospectus cross
reference)
120 Evidence that the supplementary information
memorandum was sent to every "person who
was sent an information memorandum
Not Applicable
121 Details of any material contracts entered into
between the entity and any of its directors (if a
trust, the directors of the responsible entity)
Refer Sections 8.2 and 8.3 (page 74 -
75) of the Prospectus and Solicitors
Report (pages $62 - 72$ ).
122 A copy of every disclosure document or Product
and
every
issued.
Statement
Disclosure
information memorandum circulated, in the last
5 years
Not Applicable
123 Information not covered elsewhere and which,
in terms of rule 3.1, is likely materially to affect
the price or value of the entity's "securities
None, to the best of our knowledge.
123A The documents which would have been required
to be given to ASX under rules $4.1, 4.2, 4.3, 4.5$ ,
5.1, 5.2 and 5.3 had the entity been admitted to
the + official list at the date of its application for
admission, unless ASX agrees otherwise.
be
Other relevant documents will
provided if ASX asks.
Éxample: ASX may agree otherwise if the entity was recently
incorporated.

Mining exploration entities

(Independent $\overline{\mathbf{5}}$ Section A map or maps of the mining tenements prepared Refer 124 Geologist's Report) generally. by a qualified +person. The maps must indicate the geology and other pertinent features of the tenements, including their extent and location in relation to a capital city or major town, and relative to any nearby properties which have a significant bearing on the potential of the tenements. The maps must be dated and identify the qualified 'person and the report to which they relate.

125 Deleted 1/7/97

+ See chapter 19 for defined terms.

Where is the information or document to (eg, prospectus cross be found? reference)

Refer Section 7 (pages $62 - 72$ ) of the

Section 5 (Independent Geologist's

Refer Section $7$ (pages $71 - 72$ ) of the

Prospectus for a summary of all vendor

A schedule of "mining tenements prepared by a qualified person. The schedule must state in relation to each +mining tenement; the geographical area where the "mining tenement is situated: the nature of the title to the "mining tenement; whether the title has been formally confirmed or approved and, if not, whether an application for confirmation or approval is pending and whether the application is subject to challenge; and the +person in whose name the title to the +mining

If the entity has +acquired an interest or entered into an agreement to +acquire an interest in a *mining tenement from any *person, a statement detailing the date of the +acquisition of the interest from the vendor and the purchase price paid and all other consideration (whether legally enforceable or not) passing (directly or indirectly) to the vendor.

tenement is currently held.

Refer Section 2.2 (page 9) of the Prospectus for details of exploration expenditure budgets by project.

agreements.

Prospectus.

Report) generally

A financial statement by the directors (if a trust, the directors of the responsible entity) setting out a program of expenditure together with a timetable for completion of an exploration program in respect of each +mining tenement or, where appropriate, each group of tenements

A declaration of conformity or otherwise with the Australasian Code for Reporting of Identified Mineral Resources and Ore Reserves for any reports on mineral resources and +ore reserves

Refer Section 5 of the Prospectus (Independent Geologist's Report)

127

128

129

126

<sup>+ See chapter 19 for defined terms.

Part 3 - Agreement

All entities

You must complete this agreement. If you require a seal to be bound, the agreement must be under seal.

We agree:

$\overline{\phantom{a}}$

  • Our admission to the 'official list is in ASX's absolute discretion. ASX may admit us $\mathbf{1}$ on any conditions it decides. "Quotation of our 'securities is in ASX's absolute discretion. ASX may quote our "securities on any conditions it decides. Our removal from the 'official list or the suspension or ending of 'quotation of our 'securities is in ASX's absolute discretion. ASX is entitled immediately to suspend +quotation of our *securities or remove us from the *official list if we break this agreement, but the absolute discretion of ASX is not limited.
  • We warrant the following to ASX. $\overline{2}$
  • The issue of the "securities to be quoted complies with the law, and is not for an illegal purpose.
  • There is no reason why the *securities should not be granted *quotation.
  • An offer of the 'securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 601MB(1), 737, 738, 992A, 992AA or 1016F of the Corporations Act at the time that we request that the 'securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
  • We will indemnify ASX to the fullest extent permitted by law in respect of any claim, ٩ action or expense arising from, or connected with, any breach of the warranties in this agreement.
  • We give ASX the information and documents required by this form. If any information 4 or document is not available now, we will give it to ASX before "quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

<sup>+ See chapter 19 for defined terms.

  • We will comply with the listing rules that are in force from time to time, even if 5 *quotation of our *securities is deferred, suspended or subject to a *trading halt.
  • The listing rules are to be interpreted: 6
  • in accordance with their spirit, intention and purpose;
  • by looking beyond form to substance; and
  • in a way that best promotes the principles on which the listing rules are $\blacksquare$ hased.
  • ASX has discretion to take no action in response to a breach of a listing rule. ASX $\overline{7}$ may also waive a listing rule (except one that specifies that ASX will not waive it) either on our application or of its own accord on any conditions. ASX may at any time vary or revoke a decision on our application or of its own accord.
  • A document given to ASX by an entity, or on its behalf, becomes and remains the 8 property of ASX to deal with as it wishes, including copying, storing in a retrieval system, transmitting to the public, and publishing any part of the document and permitting others to do so. The documents include a document given to ASX in support of the listing application or in compliance with the listing rules.
  • In any proceedings, a copy or extract of any document or information given to 9 ASX is of equal validity in evidence as the original.
  • Except in the case of an entity established in a jurisdiction whose laws have the $10$ effect that the entity's +securities cannot be approved under the operating rules of the *approved CS facility:
  • We will satisfy the 'technical and performance requirements of the *approved CS facility and meet any other requirements the *approved CS facility imposes in connection with approval of our *securities.
  • When *securities are issued we will enter them in the *approved CS facility's subregister holding of the applicant before they are quoted, if the applicant instructs us on the application form to do so.
  • The 'approved CS facility is irrevocably authorised to establish and administer a subregister in respect of the 'securities for which 'quotation is sought.

<sup>+ See chapter 19 for defined terms.

ă. $\Delta$

Appendix 1A ASX Listing application and agreement

Except in the case of an entity established in a jurisdiction whose laws have the $11$ effect that the entity's 'securities cannot be approved under the operating rules of the 'approved CS facility, we confirm that either:

we have given a copy of this application to the 'approved CS facility in accordance with the operating rules of the 'approved CS facility ; or

we ask ASX to forward a copy of this application to the *approved CS facility.

  • In the case of an entity established in a jurisdiction whose laws have the effect that the $12.$ entity's +securities cannot be approved under the operating rules of the +approved CS facility:
  • The 'approved CS facility is irrevocably authorised to establish and administer a subregister in respect of +CDIs.
  • We will make sure that *CDIs are issued over *securities if the holder of quoted *securities asks for *CDIs.
  • In the case of an entity established in a jurisdiction whose laws have the effect that the 13 entity's *securities cannot be approved under the operating rules of the *approved CS facility:

we have given a copy of this application to the approved CS facility in accordance with the operating rules of the "approved CS facility; or

we ask ASX to forward a copy of this application to the 'approved CS facility.

Dated:

Signed for and on behalf of Graynic Metals Limited in accordance with Section 127 of the Corporations Act 2001:

Ron Thom Managing Director

$\frac{1}{100000000000000000000000000000000000$

Clive-Jones Director

<sup>+ See chapter 19 for defined terms.