DEVELOP GLOBAL LIMITED — Annual Report 2023

Sep 27, 2023

ANNUAL REPORT 2023

ASX: DVP

Table of Contents

Chair's Report	01
Review of Operations	03
Mineral Resources and Ore Reserves Statement	08
Schedule of Tenement Interests	10
Material Business Risk	12
Directors' Report	16
Directors' Report Declaration	31
Auditor's Independence Declaration	32
Consolidated Statement of Profit or Loss and Other Comprehensive Income for the Year Ended 30 June 2023	33
Consolidated Statement of Financial Position as at 30 June 2023	34
Consolidated Statement of Changes in Equity for the Year Ended 30 June 2023	35
Consolidated Statement of Cash Flows for the Year Ended 30 June 2023	36
Notes to the Consolidated Financial Statements	37
Directors' Declaration	67
Independent Audit Report	68
Supplementary Information	73

Corporate Directory

DIRECTORS	GENERAL COUNSEL
Michael Blakiston	Elle Farris
Non-Executive Chair Bill Beament Managing Director	REGISTERED OFFICE/ PRINCIPAL PLACE OF BUSINESS
Justine Magee Non-Executive Director	234 Railway Parade West Leederville WA 6007 Australia
Shirley In't Veld Non-Executive Director	Tel: (61 8) 6389 7400 Fax: (61 8) 9463 7836
COMPANY SECRETARY	ABN
Steven Wood	28 122 180 205
CHIEF FINANCIAL OFFICER	WEBSITE
Ben MacKinnon	www.develop.com.au

QUOTED SECURITIES

ASX Code: DVP

AUDITORS

BDO Audit (WA) Pty Ltd Level 9, Mia Yellagonga Tower 2 5 Spring Street Perth WA 6000 Australia

SHARE REGISTRY

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Tel: (61) 1300 554 474 Fax: (61 2) 9287 0303

Dear Fellow Shareholder,

I am delighted to report to you on what was a year of immense progress for our Company as we implemented our two-pronged strategy to supply energy transition metals and underground mining services.

It is remarkable that we started the financial year having just completed the acquisition of the Woodlawn copper-zinc mine in NSW. This was quickly followed by preparations for the underground drilling platforms which are a pivotal part of our plan for unlocking the full value of this exceptional acquisition.

We also entered the year fresh from securing the A\$400 million underground mining agreement at Bellevue Gold in what was the first contract for our mining services division.

These two pivotal events laid the foundations for Develop to launch its five-year business plan, which outlined a clear pathway for value creation. The key planks of this strategy are:

• › Production of energy transition metals and provision of underground mining services, both of which are set for exponential demand growth over the coming years;
• › Exposure to key energy transition metals via ownership of two assets (Woodlawn and Sulphur Springs) in tierone locations of Australia;
• › Target Production of over 50,000 tonnes per annum of copper equivalent metal; and
• › Capitalise on the huge increase in demand and pricing for underground skills via team of world-class underground mining specialists

A key highlight of the past year was undoubtedly the results generated at Woodlawn in NSW. It seems we are reminded of the quality and the huge value-creating potential of this asset with every phase of work we complete there. We delivered a robust Resource estimate for the Woodlawn Underground Mine of 7.3Mt at 21% CuEq. Importantly, two-thirds of this Resource are in the higher-confidence category of Measured and Indicated.

Following the release of this inventory, we embarked on an aggressive drilling campaign which returned outstanding results of up to 10 per cent copper and 4.2 per cent zinc from outside the Resource. The drilling included the thickest-ever intersection at Woodlawn of 75m at 2.1% copper and 3.1% zinc (true thickness ~62m).

These outstanding results were achieved in parallel with rapid progress in preparation for a potential mine re-start detailed in a new mine plan released in mid-September 2023. This is a crucial document which not only outlines our strategy and objectives for Woodlawn but will also demonstrate the underlying value and the cashflow generating capacity of this asset.

During the year, your Company also delivered a substantial increase in the Resource at the Sulphur Springs zinccopper-silver project in WA to 17.4Mt at 5.8% Zn, 1.0% Cu, 0.3% Pb, 21.0gpt Ag & 0.2gpt Au. Around 90 per cent of the Resource is in the Indicated category. Managing Director Bill Beament described the Resource as conservative because it was calculated on a net smelter return basis, or payable metal, making it the project's most robust Resource to date.

The revised Resource underpinned an updated Definitive Feasibility Study which showed Sulphur Springs would be a technically and economically robust project with a Pre-Tax NPV of A\$523 million and capable of generating strong financial returns.

In our mining services division, Develop continued to exceed all the key targets with our underground mining contract at the Bellevue Gold Mine. This strong performance has helped ensure that Bellevue remains on track for first production in the December quarter, 2023.

Shortly after the end of the Financial Year, Develop entered into a binding Scheme Implementation Deed with emerging WA lithium developer Essential Metals. Under the agreement, which is subject to Essential shareholder approval, Develop will acquire 100 per cent of Essential.

The strategic funding package unveiled in February 2021 marked the start of a new journey which I have

Chair's Report no doubt will be as fascinating as it is rewarding. It will see your Company re-positioned to capitalise on the once-in-a-generation opportunities which will flow from the push to decarbonise the world. But as we

unique.

conversion of options. best for the future. Essential owns the Pioneer Dome lithium project, which is located in WA's 'Lithium Corridor' 130km south of Kalgoorlie. It is a hard rock lithium development asset with a Mineral Resource of 11.2Mt at 1.2% Li2O, on which a positive Scoping Study has been completed and on which a Project Feasibility Study is underway. Essential's largest shareholder Mineral Resources has agreed to vote its 19.55% shareholding in favour of the Scheme, in the absence of a superior offer.

Shirley In't Veld. I also joined the Board as Non-executive Chair. The deal is consistent with Develop's strategy to establish a stable of energy transition metals assets. It would also allow Develop to use its world-class mining team, balance sheet and access to funding to unlock the value of Pioneer Dome in a timely and highly efficient manner.

We are currently in the midst of a \$10 million infill drilling program to de-risk and grow our Sulphur Springs copper-zinc project in the Pilbara. The drilling will also test for extensions to the known mineralisation in what is the first exploration drilling programme undertaken at the main deposit in 25 years. The drilling is designed to deliver a resource update in the June quarter of next year, which will in turn I'm sure you all agree that it has been a year of outstanding progress for your Company on all fronts. We have significantly advanced our assets, adding substantial value in the process, moved to add a third project in the form of Pioneer Dome and established our mining services division as a key player in this industry.

underpin our project funding strategy. At the same time, we will advance the approvals process. As I said at the outset, we have just started our new journey. But I believe we have made an outstanding start and we are well on track to creating significant shareholder value by applying our core strengths of a highly experienced management team and a strong balance sheet to the enormous opportunities which are emerging from the decarbonisation agenda. I look forward to reporting to you as we implement this strategy. On behalf of the Board, I would like to thank our management team, staff, contractors and suppliers for their enormous hard work, skill and dedication. Develop is ideally positioned to capitalise on the opportunities in our chosen areas of energy transition metals and underground mining services. We have immense growth opportunities given the projects we own and the world-class team we have built.

I look forward to reporting to you over the coming year as we continue to unlock the value of these assets.

MICHAEL BLAKISTON Chairman 29 September 2021 MICHAEL BLAKISTON Non-Executive Chair 27th September 2023

Develop Global POWER.PEOPLE.CHANGE

Develop Global (ASX: DVP) is an emerging mine owner and mining services business with unique capabilities and skill-sets in terms of both its people and its projects. The first string of this encompasses a portfolio of projects and commodities that focus on exploration and producing energy transition metals.

The Company's Sulphur Springs zinc-copper-silver project in WA's Pilbara region is currently the focus of a recently updated and released feasibility study. In addition to this, in 2022 Develop acquired the Woodlawn copper-zinc project in NSW. Woodlawn comprises an underground mine, a new processing plant and a large underground mineral inventory.

The second plank of Develop's strategy centres on the provision of underground mining services. The first contract secured by this business is with Bellevue Gold (ASX: BGL) for the provision of A\$400 million of underground mining services at the Bellevue Gold Project in WA.

Develop's Woodlawn copper-zinc mine is located in the world-class Lachlan Fold belt in NSW, 250km south-west of Sydney. Historically, the Woodlawn Mine operated from 1978 to 1998 and processed 13.8Mt grading 9.1% Zn, 1.6% Cu, 3.6% Pb, 74g/t Ag and 0.5g/t Au.

It was Australia's second highest grade zinc equivalent mine at the time. The Group completed the A\$30m upfront acquisition of the Woodlawn mine in 2022 and subsequently began the development of an underground drill drive for exploration and resource infill drilling.

The maiden 70-hole (34,000m) exploration and resource drilling campaign at Woodlawn was completed in late June 2023 from the purpose-built underground drill drive. The program was designed to convert Inferred Resources to Indicated, extend the mineralised lenses at depth and along strike and drill-test identified EM conductors.

Due to the success of the maiden exploration programme, Develop has elected to immediately commence a followup program. The current program will target extensions to and infill the high-grade mineralisation intersected within the 2023 drill programme, including at the newly discovered copper rich J Lens, where drilling intersected 9.9m @ 7.9% Cu and 4.2% Zn and 8.8m @ 7.6% Cu and 1.6% Zn (see ASX release 05 May 2023). This drilling is ongoing and results will be released as they become available.

A significant review of near-mine exploration targets within the Woodlawn mine along with regional targets, is also ongoing, with the aim of resuming both near-mine and regional exploration activities.

An updated Mineral Resource Estimate is set for December Quarter, 2023. A further Resource and Reserve update is scheduled for the March 2024 quarter which will feed into the final mine plan, informing the Company's Final Investment Decision on the restart of production.

(For further information on the updated mine plan refer to the ASX announcement dated 12 September 2023)

The Sulphur Springs Project is located 112km south-east of Port Hedland in WA, accessed by established roads. It sits on granted mining tenure 100%-owned by Develop Global. A Mining Agreement with the Nyamal People, who hold native title over the area, is in place and all major project approvals have been granted (Ministerial environmental approval, Mining Proposal and Mine Closure Plan).

Towards the end of the financial year, the Company released an updated DFS including a 32% increase in the fresh ore Resource. The DFS confirms that Sulphur Springs has the potential to be a mine with low cash operating costs, robust margins and outstanding economic returns.

The project is forecast to generate life-of-mine ("LOM") revenue of A\$2.9 billion and LOM project free cash flow of A\$745 million over an estimated 8-year mine life and a pre-tax NPV of A\$523M. These results confirm the project's exceptionally strong financial and technical merits based on a 1.25 million tonne per annum ("Mtpa") underground mine, paving the way for Develop to explore project off-take arrangements, project financing and predevelopment activities.

(For further information on the updated DFS and resource update refer to the ASX announcements 1 June 2023 and 30 June 2023)

Develop Mining Services BEST IN CLASS UNDERGROUND MINING SPECIALISTS

Develop continued to expand its Underground Services division with the ramp-up of the ~\$A400 million Bellevue Gold mining services agreement.

The execution of the contract to date has involved the initiation of production activities and the fourth development crew commenced late in June, resulting in an instant ramp-up in development metres. Month-on-month increases are anticipated as the fourth drill productivity is maximised. Production work continues to build with substantial production drilling activities occurring. Revenues continue to increase with the associated increased mining physicals.

During the year, Develop Mining Services (DMS) completed the acquisition of the Premium Group, a well-established provider of specialist mining personnel and equipment to the underground mining industry. This acquisition bolsters Develop's capabilities in providing underground expertise and equipment, both of which are in extremely high demand and will play critical roles in helping Develop achieve its goals as a mine owner/developer and mining services business partner.

During the second half of the year, Develop signed a memorandum of understanding to form a contracting joint venture with Tjiwarl Contracting Services. The Tjiwarl are the Traditional Owners in the region where the Bellevue Gold Project tenements are located. The agreement is aimed at building the capabilities for knowledge and skills-sharing across the two businesses by securing and executing contracts on Tjiwarl Country. The JV formation and incorporation was completed in September 2023, with its first contract starting in late September 2023.

DMS is receiving strong inbound inquiries from potential mining services clients. These discussions are progressing with several potential clients in respect to projects scheduled to start in late 2023/early 2024.

Develop has a 20% free-carried interest with Anax Metals (ASX: ANX) in the Whim Creek Base Metal Joint Venture Project located 115km south-west of Port Hedland in WA.

During the year, project partner Anax announced the completion of the Definitive Feasibility Study (DFS) on the Whim Creek Project. The DFS showed project free cash of A\$340 million (M) with a pre-tax NPV of A\$224M and an IRR of 54% with a pre-production Capex of \$71M

Project approvals and permitting activities continue to be a focus and are at an advanced stage. Final approvals are expected through 2023 and the project is undergoing due diligence with Anglo American PLC for a financing arrangement.

Mineral Resources and Ore Reserves Statement

Resource Category	Tonnes (kt)	NSR (\$A/t)	Zn %	Pb %	Cu %	Ag g/t	Au g/t	Fe %
Measured	104	\$404	4.3	1.9	2.1	100	1.4	15.9
Indicated	4,776	\$348	5	1.8	1.8	42.2	0.7	19.2
Inferred	2,461	\$408	6.9	2.5	1.8	47.8	0.3	16.9
Total	7,341	\$369	5.7	2.0	1.8	44.9	0.6	18.4

Mineral Resources Table – Woodlawn

Table 1: Mineral Resources Table – Woodlawn

Note: NSR reported at A\$100/t cut-off, with A\$140/t for remnant lenses. Tonnages are dry metric tonnes. Minor discrepancies may occur due to rounding. Mineral Resource estimates have been extracted from the Company's ASX announcements "Woodlawn Updated Mineral Resource Estimate" issued 2 August 2022. * (Cu price \$/t/ Zn price \$/t)) + (Ag grade g/t /31.103 * Ag recovery % * (Ag price \$/oz/ Zn price \$/t)) + (Au grade g/t /31.103 * Ag recovery % * (Au price \$/oz/ Zn price \$/t)) and are reported on 100% Basis. It is the opinion of Develop Global and the Competent Person that all elements and products included in the metal equivalent formula have a reasonable potential to be recovered and sold.

Mineral Resources Table – Sulphur Springs

Resource Category	Metallurgical Domain	Tonnes (kt)	NSR (\$A/t)	Cu %	Pb %	Zn %	Ag g/t	Ag g/t
	Oxide	209	\$381	4.2	0.1	0.3	18.9	0.1
Indicated	Transitional	4,941	\$314	1.2	0.3	6.1	22.5	0.1
	Fresh	7,247	\$299	1.1	0.3	5.4	21.5	0.1
	Sub-total	12,398	\$307	1.2	0.3	5.6	21.8	0.1
Inferred	Fresh	1,401	\$249	0.2	0.5	6.4	38.4	0.2
	Sub-total	1,401	\$249	0.2	0.5	6.4	38.4	0.2
GRAND TOTAL		13,798	\$301	1.1	0.3	5.7	23.5	0.2

Table 2: Mineral Resources Table – Sulphur Springs

Note: NSR reported at A\$80/t cut-off. Tonnages are dry metric tonnes. Minor discrepancies may occur due to rounding. Mineral Resource estimates have been extracted from the Company's ASX announcements "Significant increase to Sulphur Springs fresh ore Resource" issued 1 June 2023

Mineral Resources and Ore Reserves Statement

Ore Reserves Table Sulphur Springs

JORC Classification	Ore (Mt)	Cu Grade (%)	Cu Metal (kt)	Pb Grade (%)	Pb Metal (kt)	Zn Grade (%)	Zn Metal (kt)	Ag Grade (g/t)	Ag Metal (koz)	Au Grade (g/t)	Au Metal (koz)
UG Proved	-	-	-	-	-	-	-	-	-	-	-
UG Probable	8.8	1.1	100	0.2	22	5.4	479	20.6	5,818	0.1	38
Sub-total	8.8	1.1	100	0.2	22	5.4	479	20.6	5,818	0.1	38

Table 3: Ore Reserves Statement

Note: Inferred Resources contained within the Reserve design have been assigned a nil grade and dilute the reported Reserve. Total may not add due to rounding.

Competency Statement

• › The information contained in this report relating to the Kangaroo Caves Resources was previously released in ASX announcement 'Kangaroo Caves Resource Update' issued 22 September 2015. The information contained in this report relating to the Sulphur Springs Resources was previously released in ASX announcement 'Sulphur Springs Updated Mineral Resource Estimate' issued 2 June 2023..
• › The information contained in this report relating to the Sulphur Springs Reserves was previously released in ASX announcement 'Sulphur Springs DFS Results and Reserve Upgrade' issued 30 June 2023. The information contained in this announcement relating to the Woodlawn Underground Resources was previously released in announcement 'Woodlawn Updated Mineral Resource Estimate' issued 2 August 2022.
• › The information contained in this report relating to the Woodlawn Ore Reserves was previously released in announcement 'Updated mine plan shows Woodlawn set to generate exceptional financial returns' issued 12 September2023. The information in this announcement that relates to Metallurgical Results at the Woodlawn Project was previously released in announcement 'Updated mine plan shows Woodlawn set to generate exceptional financial returns' issued 12 September2023.
• › The information in this report that relates to Exploration Results is based on information by Mr Luke Gibson who is an employee of the Company. Mr Gibson is a member of the Australian Institute of Geoscientists and Mr Gibson has sufficient experience with the style of mineralisation and the type of deposit under consideration.
• › The Mineral Resources and Ore Reserves Statement (the Statement) in this report is based on, and fairly represents, information and supporting documentation prepared by a competent person or persons. The Statement as a whole has been reviewed and approved by Mr Tristan Sommerford who is a Member of the Australasian Institute of Mining and Metallurgy. Mr Sommerford is a full-time employee of Develop Global.

The information contained in this report relating to exploration results references the following announcements:

• › 31 August 2023 'Discovery of high-grade mineralisation at Woodlawn'
• › 16 May 2023 'Woodlawn drilling returns thickest-ever intersection'
• › 5 April 2023 'Woodlawn drilling 10% copper, 4.2% Zinc outside Resource'
• › 16 May 2022 'High-grade assays results at Sulphur Springs'
• › 10 February 2022 'More strong drilling results at Sulphur Springs'
• › 8 December 2012 'Strong infill and exploration drilling results'
• › 17 December 2020 'Sulphur Springs Drilling Update'
• › 17 July 2019 'High Grade VMS discovered at Breakers'
• › 1 May 2019 'Venturex confirms priority near-mine VMS Targets'

The information in this report that relates to Woodlawn Production Targets or Financial Forecasts derived from Woodlawn Production Targets was previously released in announcement 'Updated mine plan shows Woodlawn set to generate exceptional financial returns' issued 12 September2023. Of Woodlawn's Production Target, 17% is comprised of Exploration Target. The potential quantity and grade of an exploration target is conceptual in nature, there has been insufficient exploration to determine a resource and there is no certainty that further exploration work will result in the determination of mineral resources or that the production target itself will be realised.

The Company confirms that: a) The form and context of the material in this report has not been materially modified from the above previous announcements; b) It is not aware of any new information or data that materially affects the information included in the previous announcements and that all material assumptions and technical parameters continue to apply and have not materially changed; and c) It is uncertain that following further exploration and evaluation that the historical estimates will be able to be reported as mineral resources or ore reserves in accordance with the JORC 2012 Code.

Schedule of Tenement Interests

As at 27 September 2023, mining tenements applied for or granted to the Company, or mining tenements in which the Company has an interest are as follows:

AREA OF INTEREST	TENEMENTS	GROUP INTEREST	EXPIRY
	M45/494	100%	21/10/2032
	M45/587	100%	6/09/2032
	M45/653	100%	28/09/2037
	M45/1001	100%	21/01/2029
	E45/4811	100%	27/03/2027
	E45/4993	100%	10/04/2028
	E 45/6033	100%	03/07/2028
	E 45/6034	100%	03/07/2028
Sulphur Springs	E 45/6666	100%	Application
	L45/166	100%	30/04/2030
	L45/170	100%	17/09/2030
	L45/173	100%	24/08/2033
	L45/179	100%	31/03/2032
	L45/188	100%	19/11/2030
	L45/189	100%	19/11/2030
	L45/287	100%	27/09/2033
	M45/1254	100%	10/10/2038
	M47/236	20%	26/07/2032
	E47/3495	20%	31/07/2022
	M47/237	20%	26/07/2032
	M47/238	20%	26/072032
Whim Creek Anax JV	M47/443	20%	1/06/2040
	L47/36	20%	18/01/2028
	M47/323	20%	3/062035
	M47/324	20%	3/06/2035
	M47/1455	20%	3/04/2033

Schedule of Tenement Interests

AREA OF INTEREST	TENEMENTS	GROUP INTEREST	EXPIRY
	S(C&PL)L20	100%	16/11/2029
	EL7257	100%	14/11/2026
	EL8325	100%	2/12/2023
	EL8353	100%	17/03/2024
	EL8623	100%	17/07/2026
Woodlawn	EL8712	100%	5/03/2024
	EL8796	100%	25/09/2024
	EL8797	100%	25/09/2024
	EL8945	100%	19/02/2026
	EL8318	20%	3/11/2023
	EL5878	20%	24/07/2023
	EL7941	20%	23/05/2028
	EL8267	20%	12/05/2026
	EL8356	20%	26/03/2027
Alchemy JV	EL8192	20%	30/10/2027
	EL8631	20%	26/07/2025
	EL8711	20%	5/03/2026
	EL7954	20%	19/06/2028
	EL8573	20%	23/05/2029
SKY Metal JV	EL8400	20%	20/10/2024

Table 4: Tenement Interest

Note: #80% interest in tenement transferred to Anax Metals Limited under the terms of the Whim Creek earn in and joint venture agreement

Material Business Risk

Given the breadth of operations in which the Company operates, a range of risk factors can impact Develop. While Develop's management attempts to respond to and manage risks where it is efficient and practicable to do so, there is no guarantee these efforts will be successful. Outlined below, in alphabetical order, is an overview of the material risks facing the Company. These risks do not comprise every risk that Develop could encounter when conducting its business. Rather, they are the most significant risks that should be considered and monitored by both existing shareholders and potential shareholders in the Company, in the opinion of the Board.

Key Risk	Summary	Managements Response
Copper & Zinc Price Volatility	If Develop achieves success leading to copper / zinc production, the financial performance will be sensitive to the spot copper / zinc price. Copper / zinc prices, like all commodity prices, are affected by numerous factors and events that are beyond Develop's control. These factors and events include general economic activity, world demand, forward selling activity, copper / zinc reserve movements at central banks, costs of production by other copper / zinc producers and other matters such as inflationary expectations, interest rates, currency exchange rates (particularly the strength of the US dollar) as well as general global economic conditions and political trends.	Develop continues to monitor the macroeconomic indicators and trends and will attempt to maintain an adequate financial position to accommodate movements in these trends and indicators.
Development Risk	There is no guarantee that Develop will achieve commercial viability through any of its projects, including the Sulphur Springs Project or the Woodlawn Project. The Sulphur Springs Project is at a pre-development stage and the Woodlawn Project is currently in the development phase. Future development activities of Develop may be affected by a range of factors including geological conditions, limitations on activities due to seasonal weather patterns, unanticipated operational and technical difficulties, industrial and environmental accidents, native title process, changing government regulations and many other factors beyond Develop's control. Develop's development costs are based on certain assumptions with respect to the method and timing of development. By their nature, these estimates and assumptions are subject to significant uncertainties and, accordingly, the actual costs may materially differ from these estimates and assumptions. Accordingly, no assurance can be given that the cost estimates and the underlying assumptions will be realised in practice, which may materially and adversely affect Develop's viability.	Develop has a dedicated project management and technical experts within the business which are tasked with specifically mitigating the technical and operational risks of each project. The Company has also developed clearly defined scopes for each project based on Scoping, Pre and Definitive Feasibility Studies, based on the latest real world cost structures available These are all subject to Develop's robust project governance overseen by Develop's board of directors.

Key Risk	Summary	Managements Response
Environmental Risk	Develop's operations and activities are subject to the environmental laws and regulations of Australia. As with most mining and exploration projects, Develop's operations and activities are expected to have an impact on the environment, particularly if advanced development proceeds at any one of the Company's existing or potential future projects. Develop will attempt to conduct its operations and activities to the highest standard of environmental obligation, including compliance with all environmental laws and regulations. However, non compliance with or breach of any conditions attached to Develop's mining or environmental licences, or the occurrence of an environmental incident, may lead to penalties or revocation of licences, a delay to Develop's operations or an increase in operating costs, and significant liability could be imposed on the Company for damages, rehabilitation and clean-up costs or penalties in the event of certain environmental damage. This would require Develop to incur significant costs and may result in an adverse impact on the Group's cash flows, financial position and performance.	Develop has a proactive approach to reviewing and monitoring its environmental impact across all its working areas. Develop has establish a research program at the Woodlawn mine to begin establishing new industry leading methods to mitigate the processing impact on the environment. In addition, Develop has linked its strategic plan to environmental outcomes and tracks its key performance indicators based on the Company's operational impact on the environment and targets to minimise this beyond industry standards.
Key personnel	The future direction of Develop, including the plans proposed to be implemented, are dependent on the continuation of Develop's managing director and key management personnel. Although Develop has sought, and will continue to ensure, that its current directors, executives and key management personnel are appropriately remunerated and incentivised, their continued services cannot be guaranteed. The loss of any of Develop's directors, executives or key management personnel's services may have an adverse effect on the performance, pending replacements being identified and retained or appointed by Develop.	Develop's managing director is the Company's largest shareholder and as such is aligned with all shareholders. The Company seeks to always have the best management team in place. Develop also has in place highly competitive equity focused remuneration structures, which create key personnel alignment with shareholders. Develop has a policy of training and promoting its personnel to key operational positions. This reduces the need to bring new people into the business.

Key Risk	Summary	Managements Response
Metallurgy	Metal and / or mineral recoveries are dependent upon the metallurgical process, and by its nature contain elements of significant risk such as identifying a metallurgical process through test work to produce a saleable product, developing an economic process route to produce a saleable product, and changes in mineralogy in the ore deposit can result in inconsistent ore grades and recovery rates affecting the economic viability of the project.	Develop conducts a wide range of activities to mitigate and manage this risk including: › A comprehensive exploration programs with systematic sampling and testing to ensure accurate data collection and assessment of resource quality. Adhere to regulatory requirements and reporting standards for resource and reserve estimation, ensuring transparency and accuracy in public disclosures to investors, stakeholders, and regulators. › Application of appropriate industry standard quality assurance and quality control protocols that covers sampling and analytical processes. › Engage independent experts or consultants to conduct audits and reviews of resource estimation methodologies, ensuring accuracy, transparency, and adherence to industry standards and best practices. › Regularly monitor and update resource and reserve estimates based on new information and data obtained from ongoing exploration, drilling, and production activities.
Mining Services Contracts and renewals	Develop's business include the provision of underground mining services. As part of this, Develop is a party to an agreement with Bellevue Gold Limited (ASX: BGL) to provide underground mining services at its Bellevue Gold Project in Western Australia. Under mining services contracts, typically the mine operator contracts Develop to undertake work in accordance with a work schedule. Contracts can be terminated for convenience by the client at short notice and without penalty with the client paying for all work completed to date, unused materials and in most cases demobilisation from the sites and redundancies. As a result, there can be no assurance that work in hand will be realised as revenue in any future period.	Develop has carefully balanced risk and reward in our projects, selecting contracts that allow for possible extensions to maximise returns. Develop uses the team's extensive industry knowledge and established processes to secure quality work with appropriate returns.

Key Risk	Summary	Managements Response
Native Title	Where native title has not been extinguished, the grant of a mining tenement attracts procedures under the Native Title Act 1993 (Cth) (NT Act). In order for a grant of the mining tenement to be valid, the relevant procedures under the NT Act need to be complied with (as noted below). There is a risk to the validity of the Group's tenure where the relevant procedures have not been complied with or where validity is challenged in the context of native title claims. Native title (and compliance with the relevant procedures) could also potentially impact the status, renewal and conversion of existing tenements held by the Group and may impact the future grant of new or renewable tenements.	Develop looks to have continued monitoring and audit of heritage information and approvals. Develop has also prioritised proactive engagement with the Traditional Owners of the country we operate on.
Operating Project and risk	Unforeseen risks can arise in the development and production phase including mining or processing issues, environmental hazards, industrial and environmental accidents, industrial disputes and unexpected shortages or increases in the costs of consumables, labour force disruption, the unavailability of materials and plant and equipment, mechanical failure or plant breakdown, unanticipated metallurgical problems which may affect extraction costs, unusual or unexpected geological formations, pit failures, changes in the regulatory environment, contractual disputes with offtake partners, removal of access rights to the property(s) and adverse weather conditions. Such occurrences could result in damage to, or destruction of, mineral properties or production facilities, personal injury or death, environmental damage, delays in mining, monetary losses, and possible legal liability.	Develop has engaged a selection of risk mitigation strategies including: › Employment of highly skilled and experienced employees › Investment in the latest. machinery to ensure minimal equipment down time. › Emergency and crisis management plans and teams. › Critical Spare availability monitoring for both the project and mining service divisions. › Appropriate maintenance programs. › Technical and operational capability is maintained as a priority. › Group Health & Safety Management System (eg. training, hazard identification, emergency preparedness). › Organisation-wide Respect in Action training and proactive education program delivered at each site.

and its subsidiaries ("Group") for the financial year ended 30 June 2023 and the auditor's report thereon.

The directors of the Company at any time during or since the end of the financial year are:

The Directors present their report together with the consolidated financial statements of the Group comprising of Develop Global Limited ("Company")

Directors - Current

Directors' Report

Michael Blakiston Non-Executive Chair Bill Beament Managing Director Shirley In't Veld Non-Executive Director Justine Magee Non-Executive Director Appointed 9 May 2023

Directors - Former

Mick McMullen Non-Executive Director Resigned 10 February 2023 Michelle Woolhouse Non-Executive Director Resigned 31 January 2023

Information on Current Directors

Michael Blakiston B Juris LLB Independent Non-Executive Chair Appointed to the Board 9 June 2021

Experience

Mr Blakiston is a partner in Gilbert + Tobin's Energy and Resources Group. He has over 40 years' experience across a range of jurisdictions. He advises about asset acquisition and disposal, project structuring, joint ventures and strategic alliances, development agreements and project commercialisation, capital raisings and company merger and acquisitions. Mr Blakiston has served on numerous ASX listed companies and not-for-profit boards and is currently the Chair of Precision Opportunities Fund Ltd, a specialist small to medium cap fund.

Internal Committees	Member of the Nomination & Remuneration Committee and Member of the Audit Committee
Current Directorships held	None
Former Directorships in the last 3 years	BCI Minerals Ltd

Bill Beament BEng-Mining (Hons) Managing Director Appointed to the Board 1 July 2021 as Executive Director 26 July 2021 appointed as Managing Director

Experience

Mr Beament is a mining engineer with more than 25 years' experience in the resource sector. He was a founding shareholder and led the growth of Northern Star Resources from a 1¢ shell to an ASX50 company with a market cap of over A\$15 billion. At the time of his resignation as Northern Star Resources Executive Chair, the Company was the second-largest ASX-listed gold producer. This growth stemmed from a combination of highly successful exploration and operating excellence as well as project acquisitions and mergers. Prior to this he held several senior management positions, including General Manager of Operations for Barminco Limited with overall responsibility for 12 mine sites across Western Australia, and General Manager of the Eloise Copper Mine in Queensland.

Internal Committees	Member of the Nomination & Remuneration Committee and Member of the Audit Committee
Current Directorships held	None
Former Directorships in the last 3 years	Northern Star Resources Ltd

Shirley In't Veld BCom, LLB (Hons)

Independent Non-Executive Director

Appointed to the Board 26 July 2021

Experience

Ms In't Veld was the CEO of Verve Energy for five years. Before this, Ms In't Veld held several senior commercial, legal and marketing positions with Alcoa, WMC Resources Ltd, Bond Corporation and Bank West, including Managing Director of Alcoa of Australia Rolled Products based in Geelong.

Internal Committees	Member of the Nomination & Remuneration Committee and Member of the Audit Committee
Current Directorships held	APA Group Alumina Ltd Karora Resources Inc
Former Directorships in the last 3 years	Northern Star Resources Ltd NBN Co Limited CSIRO

Justine Magee BBus(Acc), CPA, GAICD

Independent Non-Executive Director

Appointed to the Board 9 May 2023

Experience

Ms Magee is a chartered accountant with over 30 years' experience in the mining sector. Her principal responsibilities are commercial with a focus in the development of the existing asset portfolio and execution of new business opportunities in the resource sector.

Ms Magee also has significant experience in board engagement and considerable exposure to merger and acquisition activity, debt, and equity financing, permitting and regulatory reporting and offtake agreements.

Internal Committees Current Directorships held Member of the Nomination & Remuneration Committee and Chair of the Audit Committee RTG Mining inc; A2V Mining inc; Areca Mining Ltd; Central Exploration Pty Ltd; Magee Construction (NW) Pty Ltd; Mt Labo Exploration and Development Corp; Origold Mining Ltd; Origold PNG Ltd; Oz Metal Exploration and Development Corp; PB Partners Malaysia Ltd; Ratel Group Ltd; Sierra Mining Pty Ltd; Sierra Philippines Pty Ltd; SRM Gold Ltd

Former Directorships in the last 3 years None

Company Secretary

Steven Wood Appointed 23 August 2022

Chief Financial Officer

Ben MacKinnon Appointed 23 January 2023

Information on Former Directors

Mick McMullen BSc (Geology) Independent Non-Executive

Appointed to the Board

Director

24 February 2021 as Executive Director 1 July 2021 resigned as Executive Director and appointed as Non-Executive Director. (Resigned 10th February 2023).

Experience

Mr McMullen is a geologist with over 28 years' experience in the exploration, development, financing and operation of mining projects across Australia, Africa, Asia, Europe, North and South America. Most recently, Mr McMullen became CEO of Metals Acquisition Corp, a NYSE listed SPAC that raised US\$265m for acquiring businesses within the mining sector. Before that he served as the CEO and President of Detour Gold, a 600,000 ozpa gold producer in Canada. During his tenure Mr McMullen took the market capitalisation of Detour from C\$2B to C\$4.5B over 9 months leading to its eventual sale. Mr McMullen was also the CEO and President of Stillwater Mining Company from December 2013 until June 2017. During his time at Stillwater, Mr McMullen oversaw an increase in equity value from US\$1.1B to US\$2.2B against a 10% fall in PGM prices over the same time. Stillwater was sold in an all-cash deal valued at US\$2.7B. He is a former executive board member of the National Mining Association of the United States and Board Member of the World Council, and a current Member of the AusImm.

Internal Committees Member of the Nomination & Remuneration Committee

Current Directorships held Metals Acquisition Corp

Former Directorships in the last 3 years OceanaGold Ltd

Michelle Woolhouse BBus(Acc), CPA, GAICD

Independent Non-Executive Director

Appointed to the Board

1 December 2021 (Resigned 31st January 2023)

Experience

Ms Woolhouse has spent 25 years in financial markets, specialising in the natural resources sector. During this time, she has established an extensive skillset in risk and financial analysis and managed a substantial portfolio of ASX-listed and international resources companies across a range of commodities. Ms Woolhouse has significant experience in project and corporate finance in the mining and metals sector, including evaluation, debt structuring, technical considerations and sustainability. She previously held a range of senior positions with the Commonwealth Bank, including Executive Director, head of Perth Resources and Energy client coverage, and head of WA Natural Resources project finance for the Institutional Banking and Markets division.

Internal Committees

Member of the Nomination & Remuneration Committee and Member of the Audit Committee

Current Directorships held None

Former Directorships in the last 3 years None

Directors' Meetings

The following table sets out the number of Directors' meetings held during the year and the number of meetings attended by each Director while they were a Director.

	Directors' Meetings		Committee Meetings
			Audit		Nomination & Remuneration
	Number eligible to attend	Number attended	Number eligible to attend	Number attended	Number eligible to attend	Number attended
Michael Blakiston	12	11	3	2	0	0
Mick McMullen	6	6	3	0	0	0
Shirley In't Veld	12	12	3	2	0	0
Michelle Woolhouse	5	5	2	2	0	0
Bill Beament	13	13	3	3	0	0
Justine Magee	5	5	0	0	0	0

Principal Activities

The principal activities of the Group during the year were mineral exploration and development of its projects alongside the operations of its underground mining services division – Develop Mining Services. Key activities during the year involved the continued progression towards the development of the Company's Woodlawn and Sulphur Springs Zinc-Copper Projects. The Develop Mining Services Division continued with the ramp-up and progression of the Bellevue contract alongside acquisition of the Premium Group, a well-established provider of specialist mining personnel and equipment to the underground mining industry

Strategy

Develops 5-year business plan includes a hybrid business model consisting of Mine Ownership and Mining Services Strategy.

• › Build world-class underground capability.
• › Be one of the most socially responsible and ESG friendly companies on the ASX.
• › Produce some of the world's cleanest energy transition metals.
• › Aim for annual metal output in excess of 50,000 tonnes copper equivalent and establish long mine lives, 7-10 years.
• › Mining services capability to operate 5 to 7 projects (2-3 for third parties to generate free cash flow).

Financial Review

For the year ended 30 June 2023, the consolidated loss of the Group was \$17.9m (2022: \$9.2m).

At 30 June 2023, the Company had 180,987,603 quoted fully paid ordinary shares (2022: 161,097,317) and the Group held cash reserves of \$21.8m (2022: \$43.2m).

Develop Mining Services continued to ramp up the ~\$400 million contract at Bellevue and to further expand the business unit's capabilities with the acquisition of the Premium Group. The total Group contract revenue for the year ending 30 June 2023 was \$67.8m (2022: \$4.5m).

Dividends

The Directors did not pay or declare any dividends during the 2023 financial year (2022: Nil).

Significant Events after the Reporting Period

• › On 3rd July 2023 Develop announced the proposed acquisition of Essential Metals and an accompanying capital raise of \$50m. The capital raise was completed as at 28 July 2023. This resulted in a change in director interest for Bill Beament, Michael Blakiston and Shirley In't Veld as announced on 4 August 2023.
• › The Group has signed the formal JV agreement with Tjiwarl Contracting Services Pty Ltd. The JV has been awarded the Bellevue ROM loader contract. The JV incorporation came into effect on the 1st September 2023.
• › On 12th September 2023 Develop announced a mine plan for the Woodlawn project showing increased project revenue of \$1,809 million and a pre-tax NPV of \$481m.

Other than identified in this report there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction, or event of a material and unusual nature likely, in the opinion of the Directors of the Group, to significantly affect the operations of the Group, the results of those operations, or the state of affairs.

Significant changes in the State of Affairs

In the opinion of the Directors, there were no other significant changes in the state of affairs of the Group that occurred during the financial year under review not otherwise disclosed in this report or in the financial statements.

Likely Developments and Expected Results

Likely developments in the operations of the Group in future financial years and the expected results of those operations have been included generally within the financial report. Specific focus on progressing the development of the Woodlawn and Sulphur Springs project towards operations. The mining service division will continue to assess opportunities and tender projects that align with the group criteria.

Directors' Interests

Interest in Shares and Options refer to the relevant interest of each Director in the shares, rights or options over shares issued by the companies within the Group and other related body corporate as notified by the Directors to the Australian Securities Exchange in accordance with Section 205G(1) of the Corporations Act 2001, as at the date of this report.

			Options over Ordinary Shares
	Ordinary Shares	Performance Rights	75 cents	\$5.00	\$4.38
Michael Blakiston	87,348	-	1,400,000	-	-
Bill Beament	36,341,991	2,363,551	28,000,000	-	-
Shirley In't Veld	77,586	-	-	200,000	-
Justine Magee 1	-	-	-	-	100,000
	36,506,925	2,363,551	29,400,000	200,000	100,000

1 Justine Magee's 100,000 options are subject to shareholder approval.

Directors' Indemnities

The Group provides Directors' and Officers' Insurance to cover legal liability and expenses for the Directors and Officers performing work on behalf of the Group.

The Directors have not included details of the nature of the liabilities covered or the amount of the premium paid in respect of the Director's and Officers' Insurance contracts, as such disclosure is prohibited under the terms of the contract.

Environmental Legislation

The Company is subject to significant environmental and monitoring requirements in respect of its natural resources exploration activities. The directors are not aware of any significant breaches of these requirements during the year.

Non-Audit Services

Details of amounts paid or payable to the auditor for services provided during the period by the auditor are outlined in Note 6 to the financial statements.

The Group may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor's expertise and experience with the Company and/or the Group are important.

The Board has considered the non-audit services provided during the year by the auditor and in accordance with written advice provided by resolution of the audit committee, is satisfied that the provision of those non-audit services during the year by the auditor is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons:

• › all non-audit services were subject to the corporate governance procedures adopted by the Group and have been reviewed by the audit committee to ensure they do not impact the integrity and objectivity of the auditor; and
• › the non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor's own work, acting in a management or decision making capacity for the Group, acting as an advocate for the Group or jointly sharing risks and rewards.

Remuneration Report (Audited)

The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the requirements of the Corporations Act 2001 and its Regulations.

Key Management Personnel are those persons having authority and responsibility for planning, directing, and controlling the activities of the entity, directly or indirectly.

Key Management Personnel of the Group during the year included:

Directors

Directors		Executives
Michael Blakiston	Non-Executive Chair	Trevor Hart	Company Secretary/CFO
Bill Beament	Managing Director		Resigned 29 August 2022
Mick McMullen	Non-Executive Director Resigned 10 February 2023	Ben MacKinnon	CFO Appointed 23 January 2023
Shirley In't Veld	Non-Executive Director
Michelle Woolhouse	Non-Executive Director Resigned 31 January 2023
Justine Magee	Non-Executive Director Appointed 9 May 2023

Remuneration Philosophy

The performance of the Company depends upon the quality of the Directors and executives. The philosophy of the Company in determining remuneration levels is to:

• › Set competitive remuneration packages to attract and retain high calibre employees.
• › Link executive rewards to shareholder value creation;
• › Establish appropriate, demanding performance hurdles for variable executive remuneration

At this point in the Company's development, the Board does not believe it is appropriate to link Director and executive officers' remuneration with Company financial performance but rather project milestones.

The maximum annual aggregate non-executive Directors' fee pool limit of \$1,000,000 was approved by shareholders at the general meeting on 29 November 2022.

Remuneration Committee

The Remuneration Committee of the board is responsible for determining and reviewing compensation arrangements for the Directors, the CEO, and the executive team. The Remuneration Committee assesses the appropriateness of the nature and amount of remuneration of Directors and executives on a periodic basis by reference to relevant employment market conditions with an overall objective of ensuring maximum stakeholder benefit from the retention of a high-quality Board and executive team.

Remuneration Structure

In accordance with best practice corporate governance, the structure of non-executive Director and executive remuneration is separate and distinct. The Board is satisfied that the recommendations were made free from undue influence from any members of key management personnel.

Details of Remuneration

The Key Management Personnel of the Group are disclosed above.

Remuneration packages contain the following elements:

• a) Short-term employee benefits cash salary and fees, cash bonus, non-monetary benefits and other;
• b Long-term employee benefits superannuation; and
• c) Share-based payments shares, options and performance rights granted.

Short Term Incentive (STIP):

In August 2023 the Group approved a STIP in vested performance rights for the Groups FY23 performance. This performance is based on the achievement of annual key performance indicators (KPI's). These indicators are weighted as set by the board and approved at the general meeting held on the 25th May 2023, the deem grant date.

Performance Indicator	Weighting	Achieved FY23 STIP
People Safety & Environment 1	20%	15%
Operation performance 2	50%	50%
Financial 3	30%	30%

Notes:

• 1. This includes achieving workforce numbers to fulfill budgeted activities, the Company's total recordable injury frequency rate being less than the WA Underground Industry average, and there being no significant environment incidents.
• 2. This includes delivering an updated definitive feasibility report for Sulphur Springs and completing Woodlawn exploration and development campaign.
• 3. This is achieving contract budgeted expenditure at Woodlawn, tendered profitability at Bellevue Gold and Group budget corporate overhead forecast numbers.

Long Term Incentive (LTI):

During the year 2,639,453 (2022: nil) performance rights and 100,000 options were granted (2022: 1,500,000 preconsolidation, 300,000 post-consolidation) to KMP under the company's incentive plan. These were issued to Mr Beament, Mr MacKinnon and Ms Magee to ensure the continued alignment with shareholders. Key assumptions made in the valuation of these incentives are outlined below:

	Performance Rights	Options – Ms Magee
Performance period	1-Jan-2023 to 30-Jun-2027	5-May-2023 to 5-May 2024
Exercise Price	Nil	\$4.380
Grant date	B Beament – 25 May 2023 B MacKinnon – 12 Jun 2023	Subject to shareholder approval at AGM
Expiry date	30-June 2028	5-May-2027
Underlying share price	B Beament - \$3.380 B MacKinnon - \$3.440	\$3.460
Risk free rate	B Beament – 3.435% B MacKinnon – 3.795%	3.950%
Volatility	B Beament – 70% B MacKinnon – 70%	68%
Valuation	B Beament - \$2.285-\$3.380 B MacKinnon - \$2.444-\$3.440	\$1.721
Number Granted	B Beament – 2,200,000 B MacKinnon – 439,453	100,000

The Performance rights are subject to the below key terms:

Performance Weighting	Weighting
Absolute Total Shareholder Return 1	60%
Relative Shareholder Return 1	20%
Key Milestones achieved by 30 June 2027 2	20%

Notes:

1. Shareholder return is assessed against the companies as listed in the notice of meeting released on the ASX on 21 April 2023.

• 2. This includes the Company achieving:
• (a) a copper equivalent production of >50,000 tonnes per annum;
• (b) mining services operating 5 projects;
• (c) operating either as owner or interest holder in 3 of the 5 projects; and
• (d) achieving the environmental, social and governance strategy.

Each of (a)-(d) listed above will be weighted equally.

Non-Executive Director Remuneration

Non-Executive Directors receive fixed remuneration, separate from executives, with fees set at a level to attract and retain experienced Board members for effective oversight. The Board reviews fees annually to align them with market standards. For FY24 non-executive Remuneration is set at \$71,000 plus super (FY23: \$60,000 plus super) and \$144,000 plus super for the Board Chair (FY23 \$100,000 plus Super). A \$5,000 chair fee is paid to the chair of the Audit and Risk Committee (FY23 \$nil).

The remuneration for each Director and each of the other Key Management Personnel of the Group during the year was as follows:

			Short-term employee benefits		Long-term employee benefits	Share-based payments			Performance Income as a Proportion
			Cash salary & fees	Annual Leave 5	Super	Short Term Incentives 6	Long Term Incentives 4	Total	of Total Remuneration
	Year	Note	\$	\$	\$	\$	\$	\$	\$
Directors
Michael Blakiston	2023		100,000	-	10,500	-	-	110,500	-
	2022		106,111	-	10,611	-	3,644,793	3,761,515	97%
Bill Beament	2023		246,154	16,346	25,846	562,615	661,123	1,512,084	81%
	2022	2	249,038	14,348	24,904	-	-	288,290	-
Mick McMullen	2023	3	36,786	-	3,863	-	-	40,649	-
	2022		60,000	-	6,000	-	4,074,923	4,140,923	98%
Shirley In't Veld	2023		60,000	-	6,300	-	-	66,300	-
	2022	2	55,968	-	5,597	-	227,910	289,475	79%
Michelle Woolhouse	2023	3	35,000	-	3,675	-	-	38,675	-
	2022	2	35,000	-	3,500	-	31,065	69,565	45%
Justine Magee	2023	1	8,710	-	915	-	11,000	20,625	53%
	2022		-	-	-	-	-	-	-
Executives
Trevor Hart	2023	3	64,125	-	-	-	-	64,125	-
	2022		230,004	(23,547)	-	-	31,243	237,700	13%
Ben MacKinnon	2023	1	132,259	6,712	12,139	118,910	133,940	403,960	63%
	2022		-	-	-	-	-	-	-
Total	2023		683,034	23,058	63,238	681,525	806,063	2,256,918	66%
	2022		754,303	(9,199)	52,430	-	8,009,934	8,807,468	91%

Notes:

• 1. Commenced with the Company in the 2023 financial year.
• 2. Commenced with the Company in the 2022 financial year.
• 3. Resigned from the Company in 2023 financial year.
• 4. The fair value of performance rights with market conditions is calculated at the date of grant using the Monte-Carlo simulation model, considering the impact of the market conditions. The fair value of performance rights with non-market conditions is calculated using the Closing Share Price on the grant date. The value disclosed is the portion of the fair value of the rights recognised as an expense in each reporting period.
• 5. Annual leave relates to movements in annual leave provisions during the year.
• 6. The FY2023 Short term incentive was grant in August 2023 with 163,551 right's issued to Bill Beament at a price of \$3.44/share (DVP closing price at 25 May 2023 - date approved at the EGM), and 34,567 right's issued to Ben MacKinnon at a price of \$3.44/share (DVP closing price at 25 May 2023). The STIP was subject to the weighting outcomes as discussed previously.

Options

	Balance at 1 July 2022	Initial Holding	Granted as Remuneration	Exercise of Option	Held at Resignation	Closing Balance at 30 June 2023
	No.	No.	No.	No.	No.	No.
Directors
Michael Blakiston	1,400,000	-	-	-	-	1,400,000
Bill Beament	39,095,656	-	-	(11,095,656)	-	28,000,000
Mick McMullen	2,576,272	-	-	-	2,576,272	-
Shirley In't Veld	200,000	-	-	-	-	200,000
Michelle Woolhouse	100,000	-	-	-	100,000	-
Justine Magee	-	-	-	-	-	-
Executives
Ben MacKinnon	-	-	-	-	-	-
Trevor Hart	29,129	-	-	-	29,129	-
	43,401,057	-	-	11,095,656	2,705,401	29,600,000

Performance Rights

	Balance at the start of the year	Granted as Remuneration 1,2	Held at Resignation	Balance at 30 June 2023	Vested at 30 June 2023	Unvested at 30 June 2023
	No.	No.	No.	No.	No.	No.
Directors
Michael Blakiston	-	-	-	-	-	-
Bill Beament	-	2,363,551	-	2,363,551	-	2,363,551
Mick McMullen	-	-	-	-	-	-
Shirley In't Veld	-	-	-	-	-	-
Michelle Woolhouse	-	-	-	-	-	-
Justine Magee	-	-	-	-	-	-
Executives
Ben MacKinnon	-	474,020	-	474,020	-	474,020
Trevor Hart	96,000	-	(96,000)	-	-	-
	96,000	2,837,571	(96,000)	2,837,571	-	2,837,571

Notes:

1 Performance right's as approved by Shareholder's at the general meeting held on 25th May 2023. The rights are deemed granted for accounting purposed but are awaiting issue on the ASX. The valuation and terms of the issued performance rights are detailed in Note 19 which is expensed over the performance period.

2 Includes163,551 right's issued to Bill Beament and 34,567 right's issued to Ben MacKinnon in relation to their FY23 Short term incentive granted 31 August 2023.

Shareholdings

The number of shares in the Company held during the financial year by each Director and other Key Management Personnel of the Group, including their personally related parties, are set out below:

	Balance at 1 July 2022	Initial Holding	Options / Performance Rights Exercised	Net Change Other 1	Held at Resignation/ Termination	Balance at 30 June 2023
	No.	No.	No.	No.	No.	No.
Directors
Michael Blakiston	36,103	-	-	50,000	-	86,103
Bill Beament	23,614,843	-	11,095,656	405,525	-	35,116,024
Mick McMullen	1,214,510	-	-	-	1,214,510	-
Shirley In't Veld	30,000	-	-	45,000	-	75,000
Michelle Woolhouse	-	-	-	20,000	20,000	-
Executives
Ben MacKinnon	-	-	-	-	-	-
Trevor Hart	520,367	-	-	-	520,367	-
	25,415,823	-	11,095,656	520,525	1,754,877	35,277,127

1 On market purchases and participation in capital raisings, no shares were granted as remuneration.

Loans to Directors and Key Management Personnel

There were no loans made to the Directors or other Key Management Personnel of the Group, including their personally related parties during the 2023 financial year.

Employment Contracts of Directors and Key Management Personnel

The following Directors and Key Management Personnel were under contract at 30 June 2023.

Name	Bill Beament
Term of Contract	Ongoing
Commencement Date	1 July 2021
Amount \$	\$350,000 per annum inclusive of superannuation.
Notice Period	The Executive Service Agreement may be terminated upon mutual agreement. The Company may at its sole discretion terminate Bill Beament's employment immediately for cause or by giving twelve months written notice.
	Bill Beament may terminate the employment by giving three months' written notice to the Company, immediately if at any time the Company commits a serious or persistent breach of any of the provisions contained in the Executive Service Agreement and the breach is not remedied within seven days, if the Company enters into any deed of composition or arrangement with its creditors; is placed under the control of a receiver, receiver and manager, provisional liquidator or liquidator; or is in breach of any regulation of any government or regulatory authority which breach remains unremedied, then Bill Beament may terminate this Agreement by giving the Company one month prior written notice of the termination of this Agreement.
Incentive Plan	Maximum value of STIP - \$350,000 based on a DVP 5 day VWAP share price at the start of the reporting period and LTIP - \$1,250,000.
Termination Benefit	The termination payment comprises an amount equal to the amount that would have been received if the balance of the Term had been served but not exceeding twelve months current salary; and the aggregate of unpaid annual Salary and annual leave accrued to the date of termination.
Name	Ben MacKinnon
Term of Contract	Ongoing
Commencement Date	23 January 2023
Amount \$	\$300,000 per annum exclusive of superannuation.
Notice Period	The Company may at its sole discretion terminate Ben MacKinnon's employment immediately for cause or by giving twelve weeks written notice.
	Ben Mackinnon may terminate the employment by giving twelve weeks written notice to the Company, immediately if at any time the Company commits a serious or persistent breach of any of the provisions contained in the Executive Service Agreement and the breach is not remedied within seven days, if the Company enters into any deed of composition or arrangement with its creditors; is placed under the control of a receiver, receiver and manager, provisional liquidator or liquidator; or is in breach of any regulation of any government or regulatory authority which breach remains unremedied, then Ben Mackinnon may terminate this Agreement by giving the Company one month prior written notice of the termination of this agreement.
Incentive Plan	Maximum value of STIP - \$150,000 based on a DVP 5 day VWAP share price at the start of the reporting period and LTIP - \$225,000.
Termination Benefit	None

Other transactions with Key Management Personnel

All transactions with related parties are made on normal commercial terms and conditions except where indicated. There were no transactions with Key Management Personnel not disclosed.

During the financial year the Company paid \$47,854 to Gilbert + Tobin to provide legal consulting services, of which Michael Blakiston is a Partner. As at 30th June 2023, there was \$5,096 in Trade and Other Payables due to Gilbert + Tobin.

During the financial year the Group purchased Premium Mining & Civil Pty Ltd and Premium Mining Personnel Pty Ltd. Mr Bill Beament held 25% interest in the issued shares of Premium Mining Personnel Pty Ltd at the date of acquisition.

Additional Information

The table below shows measures of the Group's financial performance over the past 5 years as required by the Corporation Act 2001. However these measures are not consistent with the measures used in determining the variable amount of remuneration to be awarded to executive KMP. Consequently there may not always be a direct correlation between key performance measurers and the variable remuneration awarded to executive KMP.

Financial Year Ended	2023	2022	2021	2020	2019
Profit/(Loss) after Tax	(\$17.89m)	(\$9.22m)	(\$89.89m)	(\$3.90m)	(\$2.71m)
Loss per Share (Basic and Diluted)	(10.72c)	(6.39c)	(69.63c)	(1.38c)	(1.06c)
Share price at end of year	\$3.46	\$2.01	\$3.91	\$0.26	\$0.79

Services from Remuneration Consultants

During the financial year ended 30 June 2023, the Group engaged Juno Partners to review the remuneration policies for executives. Juno Partners was paid \$44,600 (2022: \$ Nil) for these services.

End of Audited Remuneration Report.

Directors' Declaration

Directors' Report Voting and comments made at the Company's 2022 Annual General Meeting

Auditor's Independence Declaration Develop Global Ltd received 99% of "yes" votes on its remuneration report for the 2022 financial year. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.

Venturex Resources Limited Financial Report for the

DIRECTORS' REPORT

A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 is set out on page 24. Auditor's Independence Declaration

Signed in accordance with a resolution of the Board of Directors. A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 is set out on page 32.

Signed in accordance with a resolution of the Board of Directors.

Managing Director Dated this 29th day of September 2021 BILL BEAMENT Managing Director Dated this 27th day of September 2023

Auditor's Independence Declaration

Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au

Level 9, Mia Yellagonga Tower 2 5 Spring Street Perth WA 6000 PO Box 700 West Perth WA 6872 Australia As lead auditor of Develop Global Limited for the year ended 30 June 2023, I declare that, to the best 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in Level 9 Mia Yellagonga Tower 2 5 Spring Street Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia

DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF DEVELOP GLOBAL LIMITED 2. No contraventions of any applicable code of professional conduct in relation to the audit. INDEPENDENT AUDITOR'S REPORT

DECLARATION OF INDEPENDENCE BY GLYN O'BRIEN TO THE DIRECTORS OF DEVELOP GLOBAL

As lead auditor of Develop Global Limited for the year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been:

• 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and Report on the Audit of the Financial Report Opinion
• 1. No contraventions of any applicable code of professional conduct in relation to the audit. Glyn O'Brien We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the

This declaration is in respect of Develop Global Limited and the entities it controlled during the period. of changes in equity and the consolidated statement of cash flows for the year then ended, and notes

27 September 2023 In our opinion the accompanying financial report of the Group, is in accordance with the Corporations

Glyn O'Brien Director (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year ended on that date; and

BDO Audit (WA) Pty Ltd Perth 27 September 2023 Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial

Consolidated Statement of Profit or Loss and Other Comprehensive Income for the Year Ended 30 June 2023

	Note	2023 \$	2022 \$
Revenue	2	67,775,130	4,512,431
Cost of sales		(64,259,544)	(3,639,077)
Gross Profit		3,515,586	873,354
Other Income	2	2,675,390	77,120
Care and maintenance expenses		(2,373,826)	(402,857)
Administrative expenses		(590,250)	(1,806,938)
Directors, employees, and consultants' expenses		(606,235)	(2,418,839)
Share based payments	19	(3,363,230)	(8,305,538)
Payroll tax		(397,858)	3,212,220
Exploration and evaluation expenses		(306,243)	(444,538)
Depreciation expenses	3	(9,972,884)	(465,388)
Impairment of exploration and evaluation expenses		-	(396,736)
Re-estimation of site rehabilitation		-	1,003,347
Operating profit/(loss)		(11,419,550)	(9,074,793)
Finance costs	3	(6,469,361)	(148,665)
Loss before income tax		(17,888,911)	(9,223,458)
Income tax expense		-	-
Loss after income tax attributable to the owners of the Group		(17,888,911)	(9,223,458)
Other comprehensive income for the year, net of tax		-	-
Total comprehensive loss for the year attributable to owners of the Group		(17,888,911)	(9,223,458)
Loss per share for the year attributable to the owners of the Group
Basic and Diluted loss per share (cents)	5	(10.72)	(6.39)

The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

Consolidated Statement of Financial Position as at 30 June 2023

Note 2023 2022 \$ \$ Assets Current assets Cash and cash equivalents 7 21,769,145 43,206,524 Trade and other receivables 8 7,171,254 2,978,776 Inventories 9 6,046,058 4,023,172 Other assets 1,877,907 1,345,198 Total current assets 36,864,364 51,553,670 Non-current assets Property, plant and equipment 10 44,166,114 34,274,935 Right of use assets 10 26,554,179 3,498,543 Exploration and evaluation expenditure 11 63,848,275 45,757,912 Mine properties 12 68,266,641 55,679,219 Goodwill 2,523,711 - Other receivables - 10,537,434 Other assets 3,577,000 3,582,548 Total non-current assets 208,935,920 153,330,591 Total assets 245,800,284 204,884,261 Liabilities Current liabilities Trade and other payables 13 20,079,287 7,953,804 Lease liabilities 14 11,837,506 1,634,662 Employee benefits 2,417,257 438,674 Provisions 15 4,753,163 2,141,480 Total current liabilities 39,087,213 12,168,620 Non-current liabilities Lease liabilities 14 16,075,642 1,883,051 Employee benefits 142,738 77,787 Provisions 15 16,518,525 27,181,064 Contract liabilities 16 24,315,238 19,019,670 Total non-current liabilities 57,052,143 48,161,572 Total liabilities 96,139,356 60,330,192 Net assets 149,660,928 144,554,069 Equity Issued capital 18 228,283,584 202,081,283 Reserves 19 125,009,281 128,215,812 Accumulated losses (203,631,937) (185,743,026) Total equity 149,660,928 144,554,069

DEVELOP GLOBAL LIMITED 34 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

Consolidated Statement of Changes in Equity for the Year Ended 30 June 2023

			Share Based Compensation	Accumulated
	Note	Issued Capital	Reserve	Losses	Total Equity
		\$	\$	\$	\$
Balance at 30 June 2021		132,008,693	80,108,642	(176,519,568)	35,597,767
Loss for the year		-	-	(9,223,458)	(9,223,458)
Total comprehensive loss for the year		-	-	(9,223,458)	(9,223,458)
Issue of securities		66,736,304	-	-	66,736,304
Security issue costs		(1,861,398)	-	-	(1,861,398)
Share based payments issued		-	8,305,538	-	8,305,538
Share based payments exercised		90,465	(90,465)	-	-
Options exercised		5,107,219	-	-	5,107,219
Share based payments contingent consideration		-	39,892,097	-	39,892,097
Balance at 30 June 2022		202,081,283	128,215,812	(185,743,026)	144,554,069
Loss for the year		-	-	(17,888,911)	(17,888,911)
Total comprehensive loss for the year		-	-	(17,888,911)	(17,888,911)
Issue of securities	18	630,300	-	-	630,300
Security issue costs	18	(114,876)	-	-	(114,876)
Share based payments issued/expired	19	959,621	1,394,762	-	2,354,383
Options exercised	18	17,000,645	(4,601,293)	-	12,399,352
Purchase of Premium Group	17	7,726,611	-	-	7,726,611
Balance at 30 June 2023		228,283,584	125,009,281	(203,631,937)	149,660,928

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.

Consolidated Statement of Cash Flows for the Year Ended 30 June 2023

	Note	2023	2022
		\$	\$
Cash flows related to operating activities
Receipts from customers		64,951,566	2,327,104
Cash paid to suppliers and employees		(52,238,008)	(8,974,472)
Interest received		570,508	42,798
Interest paid		(1,018,802)	(13,414)
Income tax paid		(24,036)	-
Net cash provided by/(used in) operating cash flows	7	12,241,228	(6,617,984)
Cash flows related to investing activities
Payment for purchases of plant and equipment		(8,421,686)	(2,037,358)
Proceeds from sale of plant and equipment		2,666,331	-
Payment for exploration and evaluation expenditure		(31,583,953)	(6,957,810)
Payment for purchase of Corporate Entity		(1,280,947)	(16,454,265)
Payment for other assets		-	(20,000)
Net cash used in investing cash flows		(38,620,255)	(25,469,433)
Cash flows related to financing activities
Proceeds from issue of securities		630,300	54,922,642
Proceeds from conversion of options into shares		11,391,749	4,972,028
Capital raising costs		(203,007)	(1,986,103)
Proceeds from borrowings		-	900,417
Repayments of borrowings		-	(250,007)
Repayments of lease liabilities		(6,897,859)	(69,963)
Net cash provided by financing cash flows		4,921,183	58,489,014
Net increase in cash and cash equivalents		(21,457,844)	26,401,597
Cash and cash equivalents at the beginning of the year		43,206,524	16,831,391
Cash acquired from acquisition of subsidiary	17	20,465	(26,464)
Cash and cash equivalents at the end of the year	7	21,769,145	43,206,524

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

Reporting Entity

The consolidated financial statements comprise Develop Global Limited ("Company") and its subsidiaries, (collectively the "Group Entity" or the "Group"). The Company is a listed public Company domiciled in Australia. The Group is a for-profit entity and is involved in the exploration and development of base metals and mining services.

Statement of compliance

These financial statements are general purpose financial statements which have been prepared in accordance with the Corporations Act 2001, AASB Standards and Interpretations, and comply with other requirements of the law. Compliance with Australian Accounting Standards ensures that the Group financial statements and notes comply with International Financial Reporting Standards (IFRS).

The Group has adopted all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the Group and effective for reporting periods beginning on or after 1 July 2022. The adoption of these standards and interpretations did not have a material impact on the Group financial report.

The accounting policies below have been consistently applied to all the years presented unless otherwise stated. The consolidated financial statements have been prepared on a going concern basis.

Historical cost convention

These financial statements have been prepared under the historical cost convention, and do not consider changing money values or, except where stated, current valuations of non-current assets. Cost is based on the fair value of the consideration given in exchange for assets.

Critical accounting estimates

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 1(u).

Functional and Presentation Currency

These consolidated financial statements are presented in Australian dollars, which is the Company's functional currency.

(a) Significant Accounting Policies

The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements, and have been applied consistently by Group entities, unless otherwise stated.

New or Amended Accounting Standards and Interpretations adopted

The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

New Accounting Standards and Interpretations not yet mandatory or early adopted

The Group has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

(b) Principals of Consolidation

Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the Group. Losses incurred by the Group are attributed to the non-controlling interest in full, even if that results in a deficit balance.

Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and noncontrolling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

(c) Segment Reporting

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that related to transactions with any of the Group's other components. The business activity segment is engaged in providing products or services within a particular economic environment and is subject to risks and returns that are different from those of segments operating.

(d) Revenue Recognition

Revenue from Contracts with Customers

Contract mining services include contract underground mining, equipment hire and labour hire.

Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for transferring goods or services to a customer.

For each contract with a customer, the Group identifies the contract with a customer, identifies the performance obligations in the contract, determines the transaction price which takes into account estimates of variable consideration and the time value of money, allocates the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered, and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services promised. Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates are determined using either the "expected value" or "most likely amount" method. The measurement of variable consideration is subject to a constraining principle whereby revenue will be recognised only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability. Mobilisation fees are received at the start of the contract and recognised over the contract term.

Interest Revenue

Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

(e) Contract Liabilities

A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier.) Contract liabilities are recognised as revenue when the Group performs under the contract.

(f) Share Based Payments transaction of the Company

The Group may provide benefits to employees and consultants (including Directors) in the form of share-based payments, whereby employees and consultants render services in exchange for options or rights over shares ("equity settled transactions").

Equity-settled share based payments to employees and consultants are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straightline basis over the vesting period, based on the Group's estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the equity-settled employee benefits reserve. For options, the fair value is determined using a Black-Scholes model. For performance rights with market conditions, the fair value is measured using a Monte Carlo pricing model. For performance rights with non-market conditions, the fair value is measured using the closing share price at grant date.

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects the extent to which the vesting period has expired and the number of awards that, in the opinion of the Directors, will ultimately vest.

No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of the fair value at grant date. No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition.

Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award.

(g) Inventories

Raw materials, work in progress and finished goods are stated at the lower of cost and net realisable value on a 'first in first out' basis. Cost comprises of direct materials and delivery costs, direct labour, import duties and other taxes, an appropriate proportion of variable and fixed overhead expenditure based on normal operating capacity, and, where applicable, transfers from cash flow hedging reserves in equity. Costs of purchased inventory are determined after deducting rebates and discounts received or receivable. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

(h) Mine Properties

Mine properties under development represents the costs incurred in preparing mines for production and includes plant and equipment under construction and operating costs incurred before production commences. These costs are capitalised to the extent they are expected to be recouped through successful exploitation of the related mining leases. Once production commences, these costs are transferred to property, plant and equipment and mine properties, as relevant, and are depreciated and amortised using the units-of-production method based on the estimated economically recoverable reserves to which they relate or are written off if the mine property is abandoned. All care and maintenance costs are expensed.

Mine properties deemed "in development" are not amortised however are assessed for impairment. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. An impairment exists when the carrying value of mine properties exceeds its estimated recoverable amount. The asset is then written down to its recoverable amount and the impairment losses are recognised in profit or loss.

(i) Asset Acquisition

Where an acquisition does not meet the definition of a business combination the transaction is accounted for as an asset acquisition. The consideration transferred for the acquisition of an asset comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. Acquisition-related costs with regards to the acquisition are capitalised. Identifiable assets acquired and liabilities assumed in the acquisition are measured at their fair value at the acquisition date.

(j) Property, Plant and Equipment

Capital work in progress is projects of a capital nature which usually relates to the construction/installation of buildings, plant, and equipment. Upon completion (when ready for use) capital work in progress is transferred to the relevant asset category. Capital work in progress is not depreciated until ready for use. Depreciation of non-mine specific plant and equipment assets is charged to the statement of comprehensive income on a straight-line basis over the estimated useful life of each asset. Depreciation methodology is reviewed at each reporting date for appropriateness. Current depreciation rates range from 3-30 years (2022: 3-30 years).

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment. At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The variable lease payments that do not depend on an index or a rate are recognised as expense in the period on which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. The carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset. The Group applies the short term lease recognition exemption.

(k) Exploration and Evaluation Expenditure

Exploration, evaluation, and development expenditure incurred is capitalised only when that expenditure is attributable to a defined area of interest for which the Group has the rights to explore, evaluate and develop. Tenement acquisition costs are initially capitalised. Costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area, sale of the respective areas of interest or where activities in the area have not yet reached a stage, which permits reasonable assessment of the existence of economically recoverable reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made. When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Immediate restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are expensed as incurred and treated as exploration and evaluation expenditure. Exploration activities resulting in future obligations in respect of restoration costs result in a provision to be made by capitalising the estimated costs, on a discounted cash basis, of restoration and depreciating over the useful life of the asset. The unwinding of the effect of the discounting on the provision is recorded as a finance cost on the statement of profit or loss and other comprehensive income.

(l) Impairment

At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of the recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset's value in use cannot be estimated to be close to its fair value less costs to sell, and it does not generate cash inflows that are largely independent of those from other assets or Groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs. The estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised in the statement of profit or loss and other comprehensive income immediately, unless the relevant asset is carried at fair value, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised in the statement of profit or loss and other comprehensive income immediately, unless the relevant asset is carried at fair value, in which case the reversal of the impairment loss is treated as a revaluation increase.

(m) Employee Benefits

Wages and Salaries, Annual Leave, and Personnel Leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of the reporting date are recognised in liabilities in respect of employees' services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and measured at the rates paid or payable.

Long Service Leave

The liability for long service leave expected to be settled within 12 months of the reporting date is recognised in the current provision for employee benefits and in accordance with the above. The liability for long service leave expected to be settled more than 12 months from the reporting date is recognised in the provision for employee benefits and is measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.

(n) Business Combinations

The acquisition method of accounting is used for business combinations, regardless of whether equity instruments or other assets are acquired. The consideration transferred includes the fair values of assets, equity instruments, or liabilities at the acquisition date, along with any non-controlling interest in the acquiree. Acquisition costs are expensed as they occur.

Upon acquiring a business, the consolidated entity evaluates the financial assets and liabilities based on contractual terms, economic conditions, operating policies, and other relevant factors at the acquisition date. If the business combination occurs in stages, previously held equity interest is remeasured to fair value, with the difference recognised in profit or loss.

Goodwill is recognised as the difference between the fair value of assets acquired, liabilities assumed, and the consideration transferred.

Initially, business combinations are accounted for provisionally. The acquirer later adjusts provisional amounts and recognizes additional assets or liabilities during the measurement period, based on new information obtained about the acquisition-date circumstances. The measurement period ends either after twelve months from the acquisition date or when all necessary information to determine fair value is obtained.

(o) Goodwill

Goodwill arises on the acquisition of a business. Goodwill is not amortised but tested annually for impairment, or more frequent assessments if certain events suggest potential. Impairment is carried at cost less accumulated impairment losses. If impairment is identified, the corresponding losses are recognised in the profit or loss statement and cannot be reversed

(p) Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, considering the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, it carrying amount is the present value of those cash flows, where the effect of the time value of money is material.

When some or all the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received, and the amount of the receivable can be measured reliably.

Rehabilitation

Obligations associated with exploration and development assets are recognised when the Group has a present obligation, the future sacrifice of economic benefit is probable, and the provision can be measured reliably. The provision is measured at the present value of the future expenditure to restore the land with a corresponding asset.

(q) Taxation

The income tax expense or benefit for the year is the tax payable on the current year's taxable income, based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences, and to unused tax losses. Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax assets are recognised for all deductible temporary differences, carry forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised.

A deferred income tax asset is not recognised where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent it is reasonably probable that sufficient taxable profit will be available to allow all or part of the deferred income tax to be utilised. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted at the reporting date. Income taxes relating to items recognised directly in equity are recognised in equity and not in the statement of profit or loss and other comprehensive income.

(r) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:

• › where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of the asset or as part of the expense item; or
• › for receivables and payables which are recognised inclusive of GST.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables. Cash flows are included in the statement of cash flows on a gross basis. The GST component of cash flows arising from investing and financing activities which are recoverable from, or payable to, the taxation authority is classified as an operating cash flow.

(s) Earnings per Share

Basic learning per share is determined by dividing the earnings for the year attributable to owners of the Group, excluding any costs of service equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

(t) Share Capital

Ordinary share capital is recognised at the fair value of the consideration received by the Group. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction in share proceeds received.

(u) Critical Accounting Judgements, Estimates and Assumptions

In the application of the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

Critical Judgements in Applying Accounting Policies

The following are the critical judgements, apart from those involving estimations (see below), that the Directors have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in the financial statements:

Capitalisation of Exploration and Evaluation Expenditure

Under AASB 6 'Exploration for and Evaluation of Mineral Resources', the Company may capitalise exploration and evaluation expenditure purchase costs as incurred provided that certain conditions are satisfied. All other exploration expenditure is expenses when its incurred. The Group capitalises acquisition expenditure relating to exploration and evaluation where it is considered likely to be recouped through the successful development or sale of the area of interest or where the activities have not reached a stage which permits a reasonable assessment of the existence of economically recoverable reserves. While there are certain areas of interest from which no reserves have been extracted, the directors are of the continued belief that such expenditure should not be written off since feasibility studies in such areas have not yet concluded.

Taxation

The Group is subject to various taxes in Australia and offshore jurisdictions and at times significant judgement is required in determining the Group's liability associated with these taxes. The Group estimates its tax liabilities based on its understanding of the transactions and the tax laws in the local jurisdictions in which it operates. Should the final outcome of these matters be different from the initial assessment, such differences will impact the Group's liabilities in the period in which such determination is made.

Key Sources of Estimation Uncertainty

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities in the next financial year. The Group continues to focus on managing the various risk factors associated with development of its projects. This includes health, safety and environmental risks, inclement weather, contractor performance, operational ramp-up, contractual claims and disputes. Based on an assessment of contractual claims received to date and ongoing disputes, the Group's obligation for these has been provided for in the financial report.

Impairment of Exploration and Evaluation Expenditure

Exploration and evaluation expenditure is reviewed for impairment if there is any indication that the carrying amount may not be recoverable. The Directors are required to exercise judgement on future events and the likelihood of defining an economic reserve. Assumptions made are altered as exploration and evaluation continues and more information becomes available. Where it is evident that the value of exploration and evaluation expenditure cannot be recovered the capitalised amount will be impaired through the statement of profit or loss and other comprehensive income.

The future recoverability of capitalised exploration and evaluation expenditure is dependent on several factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.

Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. At 30 June 2023, there were no triggers for impairment testing.

Share-Based Payment Transactions

The Company measures the cost of equity-settled transactions with Directors, employees and consultants by reference to the fair value of the equity instruments at the date at which they are granted. For options, the fair value is determined using the Black Scholes model. For performance rights with market conditions, the fair value is measured using a Monte Carlo pricing model. For performance rights with non-market conditions, the fair value is measured using the closing share price at grant date and managements estimation of the probability of vesting.

Rehabilitation Provision

The Group assesses site rehabilitation liabilities annually. The provision recognised is based on an assessment of the estimated cost of closure and reclamation of the areas using internal information concerning environmental issues in the exploration and previously mined areas, discounted to present value. Significant estimation is required in determining the provision for site rehabilitation as there are many factors that may affect the timing and ultimate cost to rehabilitate sites where mining and/or exploration activities have previously taken place. These factors include future development/exploration activity, changes in the cost of goods and services required for restoration activity and changes to the legal and regulatory framework. These factors may result in future actual expenditure differing from the amounts currently provided.

Tax Losses

The deferred tax liability in relation to temporary differences arising from exploration and evaluation expenditure has not been recognised as the Company expects to have sufficient carried forward tax losses to offset this balance. The future recovery of these losses is subject to the Company satisfying the requirements imposed by the regulatory taxation authorities and passing the required Continuity of Ownership and Same Business Test rules at the time the losses are expected to be utilised.

Recovery of Deferred Tax Assets

Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity considers it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Mine Properties

The Group regularly checks for signs of asset impairment and calculates the recoverable amount of cashgenerating units when such signs are present. If an asset's carrying amount exceeds its recoverable amount, an impairment loss is recognised, which is the excess amount. The recoverable amount is determined as the higher of the asset's fair value less selling costs and its value in use.

Assets are assessed for impairment at the lowest level with identifiable cash flows. If an impairment loss later reverses, the asset's carrying amount is adjusted upward but not beyond its original amount. Reversals are immediately recognised in profit or loss. As of June 30, 2023, no impairment indicators were identified, and assessing recoverable amounts involves various estimates and assumptions like reserves, commodity prices, and operational factors. No impairment testing triggers were found.

Share-based Payment Transactions – Contingent Consideration

The Group evaluates contingent consideration by considering whether there's a current obligation to settle it in cash or shares at the acquisition date. If there's an obligation to pay in cash, it's recognised as a liability that's reevaluated regularly. If there's no cash obligation, management can choose the likely settlement scenario, either in cash or shares. If settled in shares, contingent consideration is valued at fair market value, leading to a credit in the Share Based Payment Reserve.

Asset Acquisition not Constituting a Business

When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to the acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 applies. No goodwill will arise on the acquisition and transaction costs of the acquisition will be included in the capitalised cost of the asset. Estimates and judgements are required by the Group, taking into consideration all available information at the acquisition date, to assess the fair value of assets acquired, liabilities and contingent liabilities assumed.

Business Combinations

The acquisition method is used for business combinations and involves determining the value of consideration transferred, including assets, equity, liabilities, and non-controlling interests. Acquisition costs are expensed as they occur. After acquisition, the consolidated entity evaluates the financial assets and liabilities of the acquired business for proper classification. If the acquisition happens in stages, previously held equity interests are revalued at fair value, with any difference recorded in profit or loss. Goodwill arises when the consideration transferred exceeds the fair value of assets and liabilities acquired. Initially, acquisitions are recorded provisionally, with adjustments made during a measurement period (up to twelve months from acquisition) based on new information.

Useful Life

The Group estimates the useful life of its tangible and intangible assets at the time of acquisition or capitalization and reviews these estimates regularly to ensure they remain appropriate. Useful life is assessed based on the expected period over which the asset is expected to generate economic benefits for the Group.

Incremental Borrowing Rate

The Group determines its incremental borrowing rate based on its estimated cost of borrowing over the term of the lease. The incremental borrowing rate reflects the specific terms and conditions of each lease, including the currency of the lease, the term, and any collateral provided by the lessee. The rate is also adjusted for credit risk specific to the Group.

Fair Value of Silver Steam

As disclosed in the following notes the fair value of the liability of silver stream payable has been calculated based on the latest Life of mine model.

NOTE 2 – REVENUE AND OTHER INCOME

	2023 \$	2022 \$
(a) Revenue from contracts with customers
Contract and operational revenue	67,775,130	4,512,431
	67,775,130	4,512,431
(b) Other Income
Interest income	564,960	45,408
Profit From Sale of PPE	1,868,097	-
Other Income	242,333	31,712
Total other income	2,675,390	77,120

The disaggregation of revenue from contracts with customers is as follows:

2023	Mining Services	Mining and Exploration	Other	Total
Type of goods or services	\$	\$	\$	\$
Contract and operational revenue	67,775,130	-	-	67,775,130
Total external revenue from contracts with customers	67,775,130	-	-	67,775,130

2022	Mining Services	Mining and Exploration	Other	Total
Type of goods or services	\$	\$	\$	\$
Contract and operational revenue	4,512,431	-	-	4,512,431
Total external revenue from contracts with customers	4,512,431	-	-	4,512,431

During the year ended 30 June 2023 the Groups mining services revenue from the largest customer Golden Spurs Pty Ltd (Bellevue Gold Project) amount to \$67,492,818 (2022: 4,512,431).

NOTE 3 - EXPENSES
	2023	2022
	\$	\$
Depreciation Expenses
Depreciation expenses	6,171,877	246,416
Depreciation expenses – Right of Use Asset	3,801,007	218,972
	9,972,884	465,388
Finance Costs
NPV Movement – Contract Liabilities (note 16)	5,295,568	-
Interest Expense	1,173,793	148,665
	6,469,361	148,665

NOTE 4 - INCOME TAX EXPENSE

The Group and its acquired entities have formed a consolidated tax Group, and all acquired entities are incorporated into this Group. As a result of the tax consolidated Group the Group is taxed as a single entity with the head entity in the Group being Develop Global Ltd.

	2023	2022
	\$	\$
Income tax recognised in profit or loss
Current tax expense	-	-
Deferred tax expense	-	-
Total income tax expense	-	-
Loss before tax	(17,888,911)	(9,223,458)
Income tax using the domestic corporation tax rate of 30% (2022: 30%)	(5,366,673)	(2,767,037)
Increase/(decrease) in income tax expense due to:
Non-deductible expenses	1,220,787	2,517,024
Deductible expenses	-	-
Tax losses not brought to account	4,145,886	250,013
Income tax (credit) expense	-	-

Unrecognised Deferred Tax Liabilities

The Group has a legally enforceable right to set off current tax assets against current tax liabilities and intends to settle on a net basis. Deferred tax liabilities not brought to account, are as follows:

	2023	2022
	\$	\$
Taxable temporary differences	54,938,850	19,629,119
	54,938,850	19,629,119

Unrecognised Deferred Tax Assets

The Group hasn't recognised deferred tax assets as future income tax benefit will only be obtained if:

• › the Group derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deductions for the losses to be realised;
• › the Group continues to comply with the conditions for deductibility imposed by tax legislation;
• › no changes in tax legislation adversely affect the Group in realising the benefit.

Deferred tax assets not brought to account, the benefits of which will only be realised if the conditions for deductibility set out above occur, are as follows:

	2023	2022
	\$	\$
Deductible temporary differences	15,033,596	9,574,595
Tax losses	84,801,218	42,969,569
	99,834,814	52,544,164

The Company will continue to reassess these assumptions as key growth milestones are achieved in the coming financial years.

The future recovery of these losses is subject to the Company satisfying the requirements imposed by the regulatory taxation authorities and passing the required continuity of ownership and same business test rules at the time the losses are expected to be utilised.

NOTE 5 - LOSS PER SHARE

	2023	2022
Basic and Diluted loss per share (cents)	(10.72)	(6.39)
Weighted average number of ordinary shares during the year used in calculating basic loss per share	166,948,977	144,398,535

The Group has made a loss so the potential of ordinary shares being issued from the exercise of options and performance rights has been excluded due to their anti-dilutive effect.

NOTE 6 - AUDITOR'S REMUNERATION

	2023	2022
	\$	\$
Audit and review of financial statements	228,014	87,548
Other services	-	18,837
	228,014	106,385

NOTE 7 - CASH AND CASH EQUIVALENTS

2023	2022
\$	\$
21,769,145	2,027,446
-	41,179,078
21,769,145	43,206,524

(a) Reconciliation of Cash Flow from Operating Activities	2023	2022
	\$	\$
Loss for the year	(17,888,911)	(9,223,458)
Depreciation expense (PPE and ROU)	9,972,884	465,388
Impairment of exploration and evaluation expenditure	-	396,736
Interest from other parties	-	30,089
Share based payment expense	3,363,230	8,305,538
Re-estimation of rehabilitation provision	-	(1,003,347)
Unwind of discount on rehabilitation	-	118,577
Net Profit/Loss on sale of plant & equipment	2,013,801	-
Changes In:
Trade and other receivables	(4,192,478)	(2,225,426)
Inventories	(2,022,886)	(1,530,766)
Other current assets	-	(1,045,568)
Trade and other payables	12,125,483	2,837,136
Employee provisions	2,676,633	552,161
Other provisions and Contract Liabilities	5,295,568	(4,237,947)
Lease liabilities	897,904	(57,097)
Cash flow provided for/ (used in) operations	12,241,228	(6,617,984)

Non Cash investing and financing activities disclosed in other notes are:

• Acquisition of right of use assets – Note 10

• Partial payment of an acquired subsidiary through shares – Note 17

• Options and shares issued to employees under the employee option and share scheme for non-cash consideration – Note 19

NOTE 8 - TRADE AND OTHER RECEIVABLES

	2023	2022
	\$	\$
Trade and other receivables	7,171,254	3,341,218
Impairment of Trade and other receivables	-	(362,442)
	7,171,254	2,978,776

Accounts receivable are all payable in Australian dollars, are non-interest bearing and normally settled on 30-day terms. Refer to note 20 for details of the Company's exposure to liquidity risks on financial liabilities. Trade and other receivables are non-interest bearing and are measured at fair value less any allowance for expected credit losses. The net amount of goods and services tax (GST) recoverable from, or payable to, the taxation authority is included as part of receivables or payables. The carrying amount is the equivalent to the fair value due to the short-term nature of the receivable.

NOTE 9 - INVENTORIES

	2023	2022
	\$	\$
Consumables	6,891,644	4,023,172
Provision – Inventory Obsolescence	(845,586)	-
	6,046,058	4,023,172

During a routine stocktake of the inventory, which was acquired as part of the Heron acquisition, the company became aware of the deterioration of a portion of the stock on hand. On further inspection 20% of the inventory was deemed to be showing signs of obsolescence, physical damage and being idle. A provision has been recognised at 20% of current inventory held at the Woodlawn warehouse.

NOTE 10 - PROPERTY, PLANT AND EQUIPMENT AND RIGHT OF USE ASSETS
	2023	2022
	\$	\$
Property, Plant and Equipment - at cost 1	44,337,819	34,464,930
Capital Work in Progress	2,850,386	805,345
Accumulated depreciation	(3,022,091)	(995,340)
	44,166,114	34,274,935
Right of Use Assets - at cost	33,575,402	3,854,163
Accumulated Depreciation	(7,021,223)	(355,620)
	26,554,179	3,498,543

1 The Plant acquired at Woodlawn deemed not ready for use awaiting commencement of production at Woodlawn.

NOTE 10 - PROPERTY, PLANT AND EQUIPMENT AND RIGHT OF USE ASSETS (CONTINUED)

	2023	2022
Movements in Property, Plant and Equipment Carrying Value	\$	\$
Carrying amount at the beginning of year	34,274,935	686,859
Additions	8,140,003	3,834,492
Additions through acquisition of Subsidiary	5,599,320	30,000,000
Disposals	(856,454)	-
Depreciation expense	(2,991,690)	(246,416)
Carrying amount at the end of year	44,166,114	34,274,935

Movements in Right of Use Assets Carrying Value

Additions	30,003,191	1,876,727
Additions through acquisition of Subsidiary	-	1,739,365
Depreciation expense	(6,947,555)	(218,972)
Carrying amount at the end of year	26,554,179	3,498,543

Ref to Note 14 for details on the Groups corresponding lease liabilities.

NOTE 11 – EXPLORATION AND EVALUATION EXPENDITURE
	2023	2022
Exploration & evaluation expenditure	\$	\$
At cost	104,016,020	85,925,657
Accumulated impairment	(40,167,745)	(40,167,745)
	63,848,275	45,757,912
Movements in Carrying Amounts of Exploration and Evaluation Expenditure
Carrying amount at the beginning of year	45,757,912	27,281,840
Additions	18,902,309	8,272,808
Additions through acquisition of Heron Resources	-	10,600,000
Rehab Adjustments	(505,703)	-
Joint Venture receivable for rehabilitation	-	1,319,800
Rehabilitation - Increase in the discounted amount arising due to change in assumptions – JV 80%	-	(1,742,517)
Rehabilitation – Interest Expense – JV 80%	-	422,717
Impairment / Write Off	(306,243)	(396,736)
Carrying amount at the end of year	63,848,275	45,757,912

The Group has assessed that there are no indicators that would require the Group to undertake an impairment assessment as at the reporting date. However, acknowledges the recoverability of the carrying amount of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

NOTE 12 – MINE PROPERTIES

	2023	2022
Mine Properties 1	\$	\$
At cost	68,266,641	55,679,219
	68,266,641	55,679,219
Movements in Carrying Amounts of Mine Properties
Carrying amount at the beginning of year	55,679,219	-
Additions through acquisition of Corporate Entity	-	55,679,219
Rehabilitation Adjustment	75,568	-
Additions - Development	12,511,854	-
Carrying amount at the end of year	68,266,641	55,679,219

1 Mine Properties at Woodlawn deemed not ready for use awaiting commencement of production at Woodlawn.

Mine Properties have seen significant activity due to the initiation of construction work on the underground mining infrastructure at the Woodlawn Mine. This infrastructure is being developed for exploration purposes and to prepare for the eventual reopening of the Woodlawn Mine.

NOTE 13 - TRADE AND OTHER PAYABLES

	2023	2022
	\$	\$
Trade and other payables	9,862,059	5,777,887
Accrued expenses	9,387,722	1,466,364
Insurance premium funding	829,506	709,553
	20,079,287	7,953,804

Trade payables are unsecured, non-interest bearing and usually settled on 30-day terms.

The financial risk management can be found in Note 20. The carrying amount is the equivalent to the fair value due to the short term nature of the payable.

NOTE 14 – LEASE LIABILITIES
	2023	2022
	\$	\$
Lease Liabilities - current	11,837,506	1,634,662
Lease Liabilities - non-current	16,075,642	1,883,051
	27,913,148	3,517,713

The significant increase in lease liabilities is resulting from the Group entering into a selection of financing arrangements to purchase PPE under various financing arrangement. These arrangements range from 30-48 months and offer security over the select PPE identified under the agreement.

NOTE 15 - PROVISIONS

	2023 \$	2022 \$
Payroll Tax – current	4,753,163	2,141,480
	4,753,163	2,141,480
Rehabilitation Provision – non-current	16,518,525	27,181,064
	16,518,525	27,181,064

The Group has provided a provision for Payroll tax estimated payable on the current outstanding unlisted options and performance rights issued to employees as long-term incentives as per the Company's long term incentive plan.

The Group assesses site rehabilitation liabilities on an annual basis. The provision recognised is based on an assessment of the estimated cost of closure and reclamation of the areas using internal information concerning environmental issues in the exploration and previously mined areas, discounted to present value. Significant estimation is required in determining the provision for site rehabilitation as there are many factors that may affect the timing and ultimate cost to rehabilitate sites where mining and/ or exploration activities have previously taken place. These factors include future development/exploration activity, changes in the costs of goods and services required for restoration activity and changes to the legal and regulatory framework. These factors may result in future actual expenditure differing from the amounts currently provided.

During the year 80% of the legal title to the tenement (that form the Whim Creek Project) transferred to ANAX (JV Partner). As such the Group has now recognised 20% of the rehabilitation provision (2022: 100%). The receivable for 80% of the rehabilitation obligation has been derecognised.

The fair value of the mine rehabilitation model inputs used are as follows:

Whim Creek	2023	2022
Inflation Rate – CPI	2.43%	2.30%
Discount Rate	3.92%	3.49%
Estimated commencement of outflow	2033	2030
Woodlawn	2023	2022
Inflation Rate – CPI	2.4%	2.30%
Discount Rate	3.79%	3.49%
Estimated commencement of outflow	2032	2032

NOTE 16 – CONTRACT LIABILITIES
	2023	2022
	\$	\$
Contract liabilities	24,315,238	19,019,670

The contract liabilities relate to the Nomad stream arrangement in respect of Woodlawn, the aggregate amount of silver to be delivered to Nomad will be capped at \$27 million. The fair value of the contract liabilities model inputs used are as follows:

	2023	2022
Discount Rate	3.79%	10.51%
Estimated commencement of outflow	2024	2024

NOTE 17 – ACQUISITION OF PREMIUM GROUP

On 1 November 2022 Dev Mining Services Pty Ltd, a subsidiary of Develop Global Ltd, acquired 100% of the ordinary shares of Premium Mining & Civil Pty Ltd and Premium Mining Personnel Pty Ltd ("Premium Group"). The Premium Group are a well-established provider of specialist mining personnel and equipment to the underground mining industry.

Dev Mining Services Pty Ltd acquired the Premium Group for \$8,559,320, \$832,709 cash and \$7,726,611 in Ordinary Shares (2,904,741 Ordinary Shares). The Equity Consideration is subject to escrow from completion of settlement of the acquisition. The acquired business contributed revenues of \$3,065,266 to the consolidated entity for the period from 1 November to 30 June 2023. An additional \$542,516 of revenue would have been contributed to the Group if the acquisition arose at 1 July 2022.

The goodwill of \$2,523,711 represents the increase in the Groups capabilities in providing underground expertise and equipment, both of which are in high demand and have played a role in helping the Group achieve its goals as a mine owner/developer and mining services business partner. The allocation of the purchase price to assets and liabilities as a result of the acquisition are as follows:

	Fair value
	\$
Cash and cash equivalents	20,465
Trade and other receivables	1,186,330
Other assets	108,988
Property, plant, and equipment	5,599,320
Trade and other payables	(621,479)
Employee benefits	(258,015)
Net assets acquired	6,035,609
Goodwill	2,523,711
Acquisition-date fair value of the total consideration transferred	8,559,320
Representing:
Cash paid to vendor	832,709
Shares issued to vendor	7,726,611
	8,559,320
Acquisition costs expensed to profit or loss	266,581
Cash used to acquire business; net of cash acquired:
Acquisition date fair value of the total consideration transferred	832,709
Less: cash and cash equivalents	(20,465)
Net cash used	812,244

NOTE 18 – CAPITAL AND RESERVES

	2023	2022
	\$	\$
Ordinary shares fully paid	228,283,584	202,081,283
Share based payment reserve	125,009,281	128,215,812
	353,292,865	330,297,095

Ordinary Shares fully paid	2023	2023	2022	2022
	No.	\$	No.	\$
At the beginning of reporting period	161,097,317	202,081,283	605,182,456	132,008,693
Shares issued - \$0.080	-	-	61,451,352	4,916,112
Exercise of Performance Rights –– 2020LTIa - \$0.130	-	-	597,222	77,639
Exercise of Options DVPAZ & DVPAW - \$0.10	-	-	2,307,788	230,779
Exercise of Options DVPAZ & DVPAW - \$0.135	-	-	31,758,168	4,287,356
Consolidation 5 to 1 (26 November 2021)	-	-	(561,036,015)	-
Shares issued - \$3.300	-	-	15,153,492	50,006,530
Shares issued - \$2.470	-	-	4,782,859	11,813,662
Exercise of Performance Rights – LTI2020a – \$0.650 /share	-	-	19,733	12,826
Exercise of Options – DVPAZ/DVPAW - \$0.675 /share	-	-	851,169	574,537
Exercise of Options - \$0.50 /share	-	-	29,093	14,546
Exercise of Performance Rights - 2020LTIa (1)	141,934	959,621	-	-
Shares issued on Acquisition of Premier Group \$2.660 /share (2)	2,904,741	7,726,611	-	-
Share issued to KMP \$3.300 /share (3)	191,000	630,300	-	-
Option Conversion - DVPAW	-	-	-	-
Options Conversion DVPAW & DVPAZ - \$0.675/share (4)	14,652,611	9,890,513	-	-
Option Conversion – DVPAY (5)	2,000,000	7,110,132	-	-
Transaction costs relating to share issues	-	(114,876)	-	(1,861,397)
At end of the reporting period	180,987,603	228,283,584	161,097,317	202,081,283

Notes:

(1) 141,934 Performance rights issued to employees were converted to shares pursuant to the Company's Long-term Incentive Plan.

(2) Share issued as consideration for the acquisition of the Premium Group (ref to ASX announcement 2-Dec-22).

(3) Shares were issued to Directors S In't Veld, M Woolhouse, M McMullen and M Blackiston as part of their participation in the placement approved by shareholders (ref to ASX announcement 2-Sep-22).

(4) Of the total exercised, B Beament converted 11,080,035 Options (Class: DVPAZ) to shares in his capacity as a shareholder (exercised price of \$0.675). These were issue from the capital raise (ref to ASX announcement 21-Feb-21).

(5) 2,000,000 Option converted by Michael McMullen pursuant to the Company's Long-term Incentive Plan. (ref to ASX announcement 10-Feb-23).

NOTE 18 – CAPITAL AND RESERVES (CONTINUED)
	Exercise Price	Expiry Date	Balance at beginning of period	Issued	Exercised	Expired	Balance at end of period
	\$		No.	No.	No.	No.	No.
DVPAZ	0.675	22-Jun-23	14,408,300	-	(13,662,535)	(745,765)	-
DVPAW	0.675	18-Jul-23	2,038,543	-	(990,076)	-	1,048,467
DVPAAA	0.750	17-Jun-24	14,000,000	-	-	-	14,000,000
DVPAY	0.750	22-Jun-24	3,400,000	-	(2,000,000)	-	1,400,000
DVPAAC	5.000	01-Oct-24	200,000	-	-	-	200,000
DVPAAB	0.750	17-Jun-25	14,000,000	-	-	-	14,000,000
DVPAAH	4.250	21-Sep-25	-	100,000	-	(100,000)	-
DVPAAG	various	various	1,390,000	-	-	(30,000)	1,360,000
TBC (1)(2)	4.380	5-Sep-25	-	100,000	-	-	100,000
TBC (1)	various	various	-	805,000	-	-	805,000
			49,436,843	1,005,000	(16,652,611)	(875,765)	32,913,467

Notes:

(1) 805,000 options were mutually agreed with Employees during the financial year pursuant to the Company's Long-term Incentive Plan.

(2) 100,000 option issued to Justine Magee are subject to shareholder approval at the FY23 Annual General meeting.

NOTE 19 – SHARE-BASED PAYMENTS RESERVE

Share Based Payment Reserve – Performance Rights

Share-based payments including options and performance rights are granted at the discretion of the Board to align the interests of executives, employees, and consultants with those of shareholders.

Each option issued converts into one ordinary share of Develop Global Limited on exercise. No amounts are paid or payable by the recipient on receipt of the option. Options neither carry rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry by paying the exercise price.

Performance rights are granted under the Group's Long Term Incentive Plan for no consideration and are granted for a period not exceeding 5 years.

Options

Fair value of share options granted in the year

The fair value of the options at grant date was determined using a Black Scholes pricing method that took into account the exercise price, the term of the option, the share price at grant date and expected volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option. The table below lists the inputs to the model used for valuation of the unlisted options. There has been no alteration of the terms and conditions of share-based payment arrangement since grant date. The fair value of the equity-settled share options granted under both the option and the loan plans is estimated as at the date of grant using the Black-Scholes model taking into account the terms and conditions upon which the options were granted. The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value

NOTE 19 – SHARE-BASED PAYMENTS RESERVE (CONTINUED)

Performance Rights

Fair value of performance rights granted in the year

For performance rights with market conditions, the fair value of services received is measured using a Monte Carlo pricing model. For performance rights with non-market conditions, fair value is measured using the closing share price at grant date. Vesting is based on the managements estimate of performance conditions being met which are listed below.

During the year 3,609,453 LTIP performance rights were granted to KMP's including 439,453 issued to Ben MacKinnon and 2,200,000 to Bill Beament as approved at the general meeting held on the 25 May 2023.

Relating to the FY23 period, the company granted 163,551 performance rights to Bill Beament and 34,567 to Ben MacKinnon at price of \$3.44/share (DVP closing price at 25 May 2023, the date approved at the EGM). These performance rights were mutually agreed and are yet to be granted on the ASX but are deemed issued for accounting purposes.

STIP Performance Indicator	Weighting	Approved FY23 STIP
People Safety & Environment 1	20%	15%
Operation performance 2	50%	50%
Financial 3	30%	30%

Notes:

(1) This includes achieving workforce numbers to fulfill budgeted activities, the Company's total recordable injury frequency rate being less than the WA Underground Industry average, and there being no significant environment incidents.

(2) This includes delivering an updated definitive feasibility report for Sulphur Springs and completing Woodlawn exploration and development campaign.

(3) This is achieving contract budgeted expenditure at Woodlawn, tendered profitability at Bellevue Gold and Group budget corporate overhead forecast numbers.

	2023	2022
Reserves	\$	\$
Unlisted Options	83,287,650	87,273,196
Unlisted Performance Rights	1,829,534	1,050,519
Share Based Payment Contingent Consideration	39,892,097	39,892,097
Total Reserves	125,009,281	128,215,812

Recognition of share-based transactions

	2023	2022
	\$	\$
Unlisted Options	1,008,847	8,118,053
Unlisted Performance Rights	2,354,383	187,485
Total share-based payments recognised in reserves	3,363,230	8,305,538

Share Based Payment – Contingent Consideration

As part of the acquisition of Heron Resources Ltd Develop has agreed to payments of contingent consideration of up to \$70 million in cash or shares (or a combination thereof at the Company's discretion) dependent on the successful achievement of each of the milestones.

	2023	2022
	\$	\$
Share Based Payment Contingent Consideration	39,892,097	39,892,097
	39,892,097	39,892,097

NOTE 19 – SHARE-BASED PAYMENTS RESERVE (CONTINUED)

Performance Rights

The performance condition of each tranche is set out as follows:

1. Absolute Total Shareholder Return as per Notice of Meeting lodged on ASX 21/04/23 The Absolute Total Shareholder Return performance criteria will be assessed from the starting point of \$2.56 (being the 6-month VWAP for the period ended on 31 December 2022) over the Performance Period and measured based on the compound annual growth rate (CAGR) of the Company's Share price.

Absolute TSR Vesting Schedule:

CAGR TSR	Proportion of absolute TSR Awards Vesting
Below 10%	Nil
10%	25%
Between 10% & 15%	Straight-line pro-rata between 25% & 50%
15%	50%
Between 15% & 20%	Straight-line pro-rata between 50% & 75%
20%	75%
Between 20% & 25%	Straight-line pro-rata between 75% & 100%
25% and Above	100%

1. Relative Total Shareholder Return as per Notice of Meeting lodged on ASX 21/04/23 Total Shareholder Return (TSR) is a measure of investment return in percentage terms, adjusted for dividends and capital movements, from the start to the end of the performance period. The TSR of DVP is compared and ranked to the TSR of each peer Group constituent. Ranking is used to determine the proportion of Awards vesting based on the set vesting schedule.

DVP TSR Percentile	Proportion of Relative TSR Awards Vesting
Below 25th percentile	0%
At 25th percentile	25%
Between 25th and 50th	Pro-rata vesting on a straight-line basis
At 50th percentile	50%
Between 50th and 75th	Pro-rata vesting on a straight-line basis
75th percentile and Above	100%
Below 25th percentile	0%
At 25th percentile	25%

Relative TSR Vesting Schedule:

• 1. Mining services operating 5 projects
• 1. Operating either as a mine owner or interest holders in 3 of the projects
• 1. Achieving the environmental, social and governance strategy
• 1. Bankable feasibility/Project finance (SS or WDL)
• 1. Commercial/profitable SS/WDL production
• 1. Copper equivalent production of >30,000 tonnes per annum
• 1. Copper equivalent production of >50,000 tonnes per annum
• 1. Establishment/deployment of underground capability for partnerships and/or third-party services
• 1. Sign on Bonus (subject to completion of a 3-years' service term)

NOTE 19 – SHARE-BASED PAYMENTS RESERVE (CONTINUED)

Class	Issued to	Tranche	Fair Value at Grant Date \$/Right	Number Granted	Grant Date	Expected Life
2022LTI	Various Employees	3-11	2.49 - 3.46	970,000	31/7/2022- 30/6/2023	1-5 years
2022LTI	William Beament	1	2.385	1,320,000	21/04/2023	4.5 years
2022LTI	William Beament	2	3.021	440,000	21/04/2023	4.5 years
2022LTI	William Beament	9	3.380	110,000	21/04/2023	4.5 years
2022LTI	William Beament	3	3.380	110,000	21/04/2023	4.5 years
2022LTI	William Beament	4	3.380	110,000	21/04/2023	4.5 years
2022LTI	William Beament	5	3.380	110,000	21/04/2023	4.5 years
2022LTI	Ben MacKinnon	1	2.444	263,672	12/6/2023	4.5 years
2022LTI	Ben MacKinnon	2	2.977	87,891	12/6/2023	4.5 years
2022LTI	Ben MacKinnon	9	3.440	21,972	12/6/2023	4.5 years
2022LTI	Ben MacKinnon	3	3.440	21,972	12/6/2023	4.5 years
2022LTI	Ben MacKinnon	4	3.440	21,973	12/6/2023	4.5 years
2022LTI	Ben MacKinnon	5	3.440	21,973	12/6/2023	4.5 years
Total				3,609,453

	B Beament			B MacKinnon
	Tranche 1	Tranche 2	Tranche 3/4/5/9	Tranche 3/4/5/9	Tranche 2	Tranche 3/4/5/9
Valuation date	25-May-23	25-May-23	25-May-23	12-Jun-23	12-Jun-23	12-Jun-23
Underlying security spot price	\$3.380	\$3.380	\$3.380	\$3.440	\$3.440	\$3.440
Commencement of performance period	01-Jan-23	01-Jan-23	01-Jan-23	01-Jan-23	01-Jan-23	01-Jan-23
End of performance period	30-Jun-27	30-Jun-27	30-Jun-27	30-Jun-27	30-Jun-27	30-Jun-27
Performance period (years)	4.50	4.50	4.50	4.50	4.50	4.50
Life of the Rights (years)	5.00	5.00	5.00	5.00	5.00	5.00
Volatility	70%	70%	-	70%	70%	-
Risk-free rate	3.435%	3.435%	-	3.795%	3.795%	-

Holders of Performance Rights are not entitled to receive dividends prior to vesting and expire at the earlier of the date that is 5 years from the date of employment or upon termination of employment by either party. The following reconciles the performance rights outstanding at the beginning and end of the year:

	2023	2022
Total Performance Rights on Issue	No.	No.
Balance at beginning of the year	1,127,267	2,532,222
Granted during the year (pre-consolidation)	-	-
Exercised during the year (pre-consolidation)	-	(597,222)
Consolidation (FY 2022)	-	(1,548,000)
Granted during the year (post consolidation)	3,609,453	760,000
Expired during the year (post consolidation)	(197,733)	-
Exercised during the year (post consolidation)	(141,934)	(19,733)
Balance at end of the year	4,397,053	1,127,267

NOTE 19 – SHARE-BASED PAYMENTS RESERVE (CONTINUED)

Options

The following refers to unlisted options issued by the Company, other than those issued as part of a capital issue. 905,000 options were granted during the year (2022: 1,590,000) but are subject to be issued on the ASX at the 30 June 2023. Details of these options issued are detailed below and all have expiry dates 1 year after vesting or on cessation of employment and nil expected dividend. The following outlines the options granted to employees and directors subject to the Company's long-term incentive plan. The fair value of options granted are calculated at the grant date using a Black Scholes optionpricing model which represents the fair value of services received in return for the share options granted.

	Fair Value at Grant Date \$/ Option	Number Granted	Grant Date	Vesting Date	Share Price (\$)	Excersize Price (\$)	Expected Volatility	Expected Life of Option (year)	Risk Free interest rates (%)
Justine Magee	1.721	100,000	9/05/2023	9/05/2024	3.46	4.38	68%	2.5 yrs.	4.1%
Employees	0.895 - 2.052	805,000	19/7/22 - 23/4/23	31/10/24 - 23/4/28	3.08 - 3.19	2.75 - 4.84	73% - 76%	2.5 yrs. - 5.5 yrs.	3.14 % - 3.73 %
Total		905,000

	2023	2022
Share Based Payments Reserve – Options	No.	No.
Balance at beginning of the year	32,990,000	157,000,000
Granted during the year (pre-consolidation)	-	1,000,000
Exercised during the year (pre-consolidation)	-	-
Consolidation (FY 2022)	-	(126,400,000)
Granted during the year (post consolidation)	905,000	1,390,000
Expired during the year (post consolidation)	-	-
Exercised during the year (post consolidation)	(2,000,000)	-
Balance at end of the year	31,895,000	32,990,000

NOTE 20 – FINANCIAL INSTRUMENTS – FAIR VALUES AND RISK MANAGEMENT

Capital management

The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The Group's overall strategy remains unchanged during the financial year.

The capital structure of the Group consists of debt, cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings. None of the Group's entities are subject to externally imposed capital requirements.

Operating cash flows are used to maintain and expand operations, as well as to make routine expenditures such as tax, dividends and general administrative outgoings. Gearing levels are reviewed by the Board on a regular basis in line with its target gearing ratio, the cost of capital and the risks associated with each class of capital.

NOTE 20 – FINANCIAL INSTRUMENTS – FAIR VALUES AND RISK MANAGEMENT (CONTINUED)

Categories of financial instruments

	Weighted Average Interest Rate	2023 \$	2022 \$
Financial assets
Cash and cash equivalents	0.16% (2022: 0.77%)	21,769,145	43,206,524
Trade and other Receivables	-% (2022: -%)	7,171,254	2,978,776
Other Assets	0.16% (2022: 0.77%)	3,577,000	3,582,548
Other Receivable		-	10,537,434
		32,517,399	60,305,282
Financial liabilities
Lease liabilities	6.65% (2022: -%)	27,913,148	3,517,713
Trade and other payables	-% (2022: -%)	20,020,287	7,953,804
		47,933,435	11,471,517

Financial risk management objectives

The Group is exposed to market risk (including interest rate risk and liquidity risk). The use of financial derivatives is governed by the Group's policies approved by the board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by management on a continuous basis. The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

Interest rate risk management

The sensitivity analysis below has been determined based on the exposure to interest rates for both and non-derivative instruments at balance date and the stipulated change taking place at the beginning of the financial period and held constant throughout the reporting period. A 20-basis point increase is used when reporting interest rate risk internally to management and represents management's assessment of the change in interest rates.

At balance date, if interest rates had been 20 basis points higher or lower and all other variables were held constant, the Group's earnings would increase/decrease by \$113,012 (2022: \$936,957).

Fair value of financial assets and liabilities

The fair value of the Group's financial assets and financial liabilities at balance date approximates their carrying amounts.

NOTE 20 – FINANCIAL INSTRUMENTS – FAIR VALUES AND RISK MANAGEMENT (CONTINUED)

Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group and arises principally from the Group's receivables. There were no trade and other receivables in arrears.

The Group's exposure and the credit ratings of its counterparties are continuously monitored. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral/security bonds where appropriate, as a means of mitigating the risk of financial loss from defaults.

The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies. At risk amounts are as follows:

	2023	2022
	\$	\$
Financial assets
Trade and Other Receivable	7,171,254	2,978,776
Other Assets	3,577,000	3,582,548
Other Receivables	-	10,537,434
	10,748,254	17,098,758

Liquidity risk management

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as and when they fall due. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities as and when they fall due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.

Ultimate responsibility for liquidity risk management rests with the Board, which has established an appropriate liquidity risk management framework for the management of the Group's short, medium, and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows, identifying when further capital raising or other initiatives are required.

The following table details the Group's remaining contractual maturity for its non-derivative financial liabilities. These values are the real value and do not take into account the time value of the cashflow.

	Carry Amount	Contractual Cashflow				Weighted Average
2023	\$	<1 Year	2 Years	3 Years	4+ Years	Interest Rate
Financial liabilities
Trade and Other Payable	20,020,287	20,020,287	-	-	-	-%
Lease liabilities	27,913,148	12,545,740	11,262,884	4,673,565	1,441,767	6.65%
	47,933,435	32,566,027	11,262,884	4,673,565	1,441,767
	Carry Amount	Contractual Cashflow				Weighted
2022	\$	<1 Year	2 Years	3 Years	4+ Years	Average Interest Rate
Financial liabilities
Trade and Other Payable	7,953,804	7,953,804	-	-	-	-%
Lease liabilities	3,517,713	3,517,713	-	-	-	-%

NOTE 20 – FINANCIAL INSTRUMENTS – FAIR VALUES AND RISK MANAGEMENT (CONTINUED)

Fair value of financial assets and liabilities

The Group's financial assets and financial liabilities are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. The fair value of the financial assets and financial liabilities approximates their carrying amounts.

Fair value hierarchy

The level in the fair value hierarchy within which the financial asset or financial liability is categorised is determined on the basis of the lowest level input that is significant to the fair value measurement being:

First.	Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date
Second.	Inputs other than quoted prices included within first level that are observable for the asset or liability, either directly or indirectly; and
Third.	Unobservable inputs for the asset or liability.

NOTE 21 – CAPITAL COMMITMENTS

Exploration Expenditure Commitments

Exploration expenditure commitments represent tenement rentals and expenditure requirements that may be required to be met under the relevant legislation should the consolidated entity wish to retain tenure on all current tenements in which the consolidated entity has an interest. Capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:

Capital Commitments

Capital commitments represents values of PPE on order which the Company has financially committed to purchase at the end of the reporting period but not recognised as liability is a follows:

	2023	2022
	\$	\$
Exploration Expenditure - not later than 12 months	252,436	1,525,123
Capital Expenditure	10,157,734	-
	10,410,170	1,525,123

NOTE 22 – OPERATING SEGMENTS

The Group has identified its operating segments based on internal management reports that are reviewed by the Board (the Chief Operating Decision Makers) in assessing performance and in determining the allocation of resources.

The Group reports its business results as Three operating segments being the Develop Mining Services, Mining and Exploration and Corporate. All are operating within the Australian resources sector. The measurement of segment results is in line with the basis of information presented to management for internal management reporting purposes and the performance of each segment is measured based on EBITDA contribution. The accounting policies applied for internal reporting purposes are consistent with those applied in the preparation of the financial statements. All non-current assets of the Group exclusive of, where applicable, financial instruments and deferred tax assets, are in Australia.

2023	Mining Services	Mining and Exploration	Corporate	Total
	\$	\$	\$	\$
Revenue
External Revenue	67,775,130	-	-	67,775,130
Total Revenue	67,775,130	-	-	67,775,130
Underlying EBITDA	2,034,636	(7,932,085)	(864,253)	(6,761,702)
Depreciation, Amortisation and Interest	(9,219,048)	(1,478,235)	(429,926)	(11,127,209)
Underlying Profit/Loss	(7,184,412)	(9,410,320)	(1,294,179)	(17,888,911)
Asset	54,709,757	176,787,617	14,302,910	245,800,284
Liability	(34,805,204)	(49,611,996)	(11,722,156)	(96,139,356)
Net Assets	19,904,553	127,175,621	2,580,754	149,660,928

2022	Mining Services	Mining and Exploration	Corporate	Total
	\$	\$	\$	\$
Revenue
External Revenue	4,512,431	-	-	4,512,431
Total Revenue	4,512,431	-	-	4,512,431
Underlying EBITDA	509,226	117,902	(9,385,198)	(8,758,070)
Depreciation, Amortisation, and Interest	(92,712)	(279,418)	(93,258)	(465,388)
Underlying Profit/Loss	416,514	(161,516)	(9,478,456)	(9,223,458)
Asset	4,714,140	155,667,558	44,502,563	204,884,261
Liability	(5,788,663)	(49,502,996)	(5,038,533)	(60,330,192)
Net Assets	(1,074,523)	106,164,562	39,464,030	144,554,069

NOTE 23 – PARENT INFORMATION

The following details information related to the Company (Develop Global Ltd) and presented here has been prepared using consistent accounting policies as presented in Note 1.

2023	2022
\$	\$
8,455,899	42,600,452
2,039,711	219,532
10,495,610	42,819,984
	4,535,956
2,004,069	294,746
10,483,198	4,830,702
12,412	37,989,282
228,283,584	202,081,283
125,009,281	128,215,812
(350,299,375)	(283,247,285)
(2,981,078)	(9,060,527)
12,412	37,989,282
	8,479,129

Guarantees Entered into by the Company in Relation to Debts of its Subsidiaries

The Company has not entered into a Deed of Cross Guarantee in relation to the debts of its subsidiaries during the year ended 30 June 2023.

NOTE 24 – RELATED PARTY TRANSACTIONS

Key Management Personnel Compensation

The aggregate compensation made to Directors and Key Management Personnel of the Group is set out below:

	2023	2022
	\$	\$
Short-term employee benefits	769,330	797,534
Share-based payments	1,487,588	8,009,934
	2,256,918	8,807,468

Other Transactions with Key Management Personnel

Disclosures relating to Key Management Personnel are set out in the Directors Report.

There were no loans to Key Management Personnel during the year (2022: Nil).

During the financial year the Company paid \$47,854 to Gilbert + Tobin to provide legal consulting services, of which Michael Blakiston is a Partner. As at 30th June 2023, there was \$5,096 in Trade and Other Payables due to Gilbert + Tobin.

During the financial year the Group purchased Premium Mining & Civil Pty Ltd and Premium Mining Personnel Pty Ltd. Mr Bill Beament held 25% interest in the issued shares of Premium Mining Personnel Pty Ltd at the date of acquisition.

Transactions between related parties are on commercial terms and conditions and are no more favourable than those available to other parties unless otherwise stated.

NOTE 25 – CONTROLLED ENTITIES

	Country of	Percentage Owned (%)
	Incorporation	2023	2022
Company:
Develop Global Ltd	Australia
Subsidiaries of Develop Global Ltd:
Jutt Resources Pty Ltd	Australia	100	100
Juranium Pty Ltd	Australia	100	100
CMG Gold Ltd	Australia	100	100
Venturex Pilbara Pty Ltd	Australia	100	100
Venturex Sulphur Springs Pty Ltd	Australia	100	100
Dev Mining Services Pty Ltd	Australia	100	100
Heron Resources Pty Ltd	Australia	100	100
Woodlawn Mine Holdings Pty Ltd	Australia	100	100
Tarago Operations Pty Ltd	Australia	100	100
Tarago Exploration Pty Ltd	Australia	100	100
Ochre Resources Pty Ltd	Australia	100	100
Hampton Nickel Pty Ltd	Australia	100	100
Premium Mining and Civil Pty Ltd	Australia	100	-
Premium Mining Personnel Pty Ltd	Australia	100	-

NOTE 26 – CONTINGENCIES

The Group's contingencies are as follows:

• › A \$9 million payment (paid off over 5 years) to Atlas Iron for Haul Road Construction subject to the commencement of construction at the Sulphur Springs Zinc-Copper Project.
• › The Nomad stream arrangement relating to the Woodlawn project exists with a initial stream of silver deliverable capped at \$27m and second payment of A\$1.0 million for every 1Mt of tailings ore processed at a certain tenement at Woodlawn, capped at A\$10 million. The Group has made provision for the initial stream in its account however the second payment has not been provided for as a liability because treating of the tailing is not contemplated in the current life of mine model for Woodlawn.

NOTE 27 – EVENTS AFTER THE REPORTING PERIOD

• › On 3rd July 2023 Develop announced the proposed acquisition of Essential Metals and an accompanying capital raise of \$50m. The capital raise was completed on 28 July 2023. This resulted in a change in director interest for Bill Beament, Michael Blakiston and Shirley In't Veld as announced on 4 August 2023
• › The Group has signed the formal JV agreement with Tjiwarl Contracting Services Pty Ltd. The JV has been awarded the Bellevue ROM loader contract. The JV incorporation came into effect on the 1st September 2023.
• › On 12th September 2023 Develop announced a mine plan for the Woodlawn project showing increased project revenue of \$1,809 million and a pre-tax NPV of \$481m

Directors' Declaration

In the opinion of the directors of Develop Global Limited (the "Company"):

• (a) the consolidated financial statements and notes that are set out on pages 37 to 66 and the Remuneration report set out on pages 23-30 in the Directors' report, are in accordance with the Corporations Act 2001, including:
• (i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements, and
• (ii) giving a true and fair view of the Group's financial position as at 30 June 2023 and of its performance for the financial year ended on that date, and
• (b) the remuneration disclosures contained in the remuneration report in the directors comply with 300A of the Corporation Act 2001, and Venturex Resources Limited Financial Report for the and Group Entities Year Ended 30 June 2021 DIRECTORS' REPORT
• (c) There are reasonable grounds to believe that Develop Global Ltd will be able to pay its debts as and when they become due and payable. 28 122 180 205

Note 1 confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board. Auditor's Independence Declaration

The directors have been given the declarations by the chief executive officer and chief financial officer required by section 295A of the Corporations Act 2001. A copy of the Auditor's Independence Declaration as required under section 307C of the Corporations Act 2001 is set out on page 24.

This declaration is made in accordance with a resolution of the directors. Signed in accordance with a resolution of the Board of Directors.

BILL BEAMENT Managing Director Dated this 27th day of September 2023 Managing Director Dated this 29th day of September 2021

Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au

Tel: +61 8 6382 4600

Level 9 Mia Yellagonga Tower 2 5 Spring Street Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia 5 Spring Street Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia Perth, WA 6000 PO Box 700 West Perth WA 6872 Australia

Level 9

INDEPENDENT AUDITOR'S REPORT Report on the Audit of the Financial Report

INDEPENDENT AUDITOR'S REPORT We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the To the members of Develop Global Limited

To the members of Develop Global Limited Report on the Audit of the Financial Report consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes Report on the Audit of the Financial Report

to the financial report, including a summary of significant accounting policies and the directors' Opinion

Report on the Audit of the Financial Report Opinion We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors' declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year ended on that date; and We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors' declaration.

to the financial report, including a summary of significant accounting policies and the directors' declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including:

• In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year ended on that date; and
• (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.

financial performance for the year ended on that date; and APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) Basis for opinion

(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report.

given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters

for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report, and in forming our opinion thereon, and we do not provide a separate Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

our audit of the financial report, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

INDEPENDENT AUDITOR'S REPORT Carrying Value of Exploration and Evaluation Assets

To the members of Develop Global Limited Report on the Audit of the Financial Report At 30 June 2023 the carrying value of exploration and evaluation assets was disclosed in Note 11 of the financial report.

Opinion We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes As the carrying value of these Exploration and Evaluation Assets represents a significant asset of the Group, we considered it necessary to assess whether any facts or circumstances exist to suggest that the carrying amount of this asset may exceed its recoverable amount.

declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: Judgement is applied in determining the treatment of exploration expenditure in accordance with Australian Accounting Standard AASB 6 Exploration for and Evaluation of Mineral Resources. In particular:

• financial performance for the year ended on that date; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. • Whether the conditions for capitalisation are satisfied.
• Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under • Which elements of exploration and evaluation expenditures qualify for recognition; and
• Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's • Whether facts and circumstances indicate that the exploration and expenditure assets should be tested for impairment.

Our procedures included, but were not limited to:

• Obtaining a schedule of the areas of interest held by the Group and assessing whether the rights to tenure of those areas of interest remained current at balance date;
• to the financial report, including a summary of significant accounting policies and the directors' • Holding discussions with management as to the status of ongoing exploration programs in the respective areas of interest;
• (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its • Considering whether any such areas of interest had reached a stage where a reasonable assessment of economically recoverable reserves existed;
• Considering whether any facts or circumstances existed to suggest impairment testing was required;
• those standards are further described in the Auditor's responsibilities for the audit of the Financial APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other • Verifying, on a sample basis, exploration and evaluation expenditure capitalised during the year for compliance with the recognition and measurement criteria of AASB 6; and
• We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the • Assessing the adequacy of the related disclosures in note 11 to the financial report.

time of this auditor's report.

Basis for opinion

reliably.

INDEPENDENT AUDITOR'S REPORT Accounting for Mine Properties Under Development

a) It is probable that future economic

flow to the entity; and

benefits associated with the item will

b) The cost of the item can be measured

	Key audit matter	How the matter was addressed in our audit
• Opinion • (i)	To the members of Develop Global Limited Accounting for Mine Properties under development related to the Woodlawn Project is a key audit matter due to: Report on the Audit of the Financial Report The size of Mine Properties under Development, which represents 28% of the Group's total assets as at 30 June Group), which comprises the consolidated statement of financial position as at 30 June 2023, the 2023; and consolidated statement of profit or loss and other comprehensive income, the consolidated statement During the year the Group capitalised of changes in equity and the consolidated statement of cash flows for the year then ended, and notes significant expenditure as Mine to the financial report, including a summary of significant accounting policies and the directors' Properties. declaration.	Our procedures included, but were not limited to: Verifying on a sample basis, mine • development expenditure capitalised during the year for compliance with the measurement and recognition criteria of We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the the applicable accounting standards; • Considering management's assessment of
		indicators of impairment as at 30 June 2023 in accordance with Australian Accounting Standards;
	Mine Properties are recorded by the Group in accordance with AASB 116 Property, Act 2001, including: Plant and Equipment. The standard	• Evaluating the reasonableness of In our opinion the accompanying financial report of the Group, is in accordance with the Corporations management's classification of the project as under Development; and
	prescribes that expenditure shall be financial performance for the year ended on that date; and recognised as an asset if, and only if:	Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its Assessing the adequacy of the related • disclosures in Note 1(h) and Note 12 to the

(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations

financial report.

DEVELOP GLOBAL LIMITED 70

INDEPENDENT AUDITOR'S REPORT Other information

To the members of Develop Global Limited The directors are responsible for the other information. The other information comprises the information in the Group's annual report for the year ended 30 June 2023, but does not include the financial report and the auditor's report thereon.

Report on the Audit of the Financial Report Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

Opinion We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

to the financial report, including a summary of significant accounting policies and the directors' Responsibilities of the directors for the Financial Report

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year ended on that date; and The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

those standards are further described in the Auditor's responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Auditor's responsibilities for the audit of the Financial Report

Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at:

Key audit matters https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf

Key audit matters are those matters that, in our professional judgement, were of most significance in This description forms part of our auditor's report.

INDEPENDENT AUDITOR'S REPORT Report on the Remuneration Report

Opinion on the Remuneration Report

To the members of Develop Global Limited We have audited the Remuneration Report included in pages 23 to 30 of the directors' report for the year ended 30 June 2023.

Report on the Audit of the Financial Report In our opinion, the Remuneration Report of Develop Global Limited, for the year ended 30 June 2023, complies with section 300A of the Corporations Act 2001.

Opinion Responsibilities

We have audited the financial report of Develop Global Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors' The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Yours sincerely,

Act 2001, including: BDO Audit (WA) Pty Ltd

(i) Giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial performance for the year ended on that date; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001.

Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the Financial Glyn O'Brien Director Perth, 27 September 2023

Supplementary Information

The following Supplementary Information is provided as at 19 September 2023: EQUITY SECURITIES HOLDER INFORMATION

Ordinary Shares

197,781,372 quoted fully paid ordinary shares (DVP). All ordinary shares carry one vote per share.

Distribution of Fully Paid Ordinary Shares	No of Holders	No of Units	% of Issued Capital
100,001 and Over	154	152,765,534	77.24
10,001 to 100,000	1,087	29,431,395	14.88
5,001 to 10,000	863	6,309,641	3.19
1,001 to 5,000	3,164	7,746,145	3.92
1 to 1,000	3,220	1,528,657	0.77
Total	8,488	197,781,372	100.00

Nil Shareholders held less than a marketable parcel (<\$500) of ordinary fully paid shares based on the current market price (\$3.20 – 19-9-2023).

	Twenty Largest Holders of Ordinary Fully Paid Shares	No of Shares	%
1	MR WILLIAM JAMES BEAMENT	35,893,507	18.15
2	BELL POTTER NOMINEES LTD	24,459,960	12.37
3	CITICORP NOMINEES PTY LIMITED	14,967,176	7.57
4	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	14,784,227	7.48
5	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2	4,156,550	2.10
6	NATIONAL NOMINEES LIMITED	3,512,472	1.78
7	WYLLIE GROUP PTY LTD	2,912,417	1.47
8	PAUL ALLISON	2,788,263	1.41
9	HENGHOU INDUSTRIES (HONG KONG) LIMITED	2,556,303	1.29
10	MR MICHAEL JAMES MCMULLEN	1,999,000	1.01
11	PRECISION OPPORTUNITIES FUND LTD	1,908,345	0.96
12	J P MORGAN NOMINEES AUSTRALIA PTY LIMITED	1,787,751	0.90
13	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	1,633,169	0.83
14	MR GEOFFREY MUIR & MRS JACQUI MUIR	1,525,425	0.77
15	GREENRIDGE HOLDINGS PTY LTD	1,482,940	0.75
16	UBS NOMINEES PTY LTD	1,041,616	0.53
17	AVR TEAM PTY LTD	1,009,714	0.51
18	BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD	972,300	0.49
19	MINERAL RESOURCES LTD	813,560	0.41
20	CERTANE CT PTY LTD	806,951	0.41
	Total	121,011,286	61.18

Supplementary Information

Substantial Shareholders

The names of substantial Shareholders who have notified the Company in accordance with Section 671B of the Corporations Act are:

Beneficial Owner	No of Shares	%	Date
Mr William Beament	36,341,991	18.46	2/08/2023
Mineral Resources	23,266,077	12.87	22/6/2023
BlackRock Group	8,311,810	5.14	26/9/2022

* Figures as reported on the last Substantial Shareholder notice received by the Company.

Security Holders

The names of the security holders with more than 20% of an unlisted class of security as at the date of this report are listed below:

Holder	DVPAAA	DVPAAB	DVPAAC	DVPAAG	DVPAY
	75 cents	75 cents	\$5.00	Various	75 cents
William Beament	14,000,000	14,000,000	-	-	-
Michael Blakiston	-	-	-	-	1,400,000
Shirley Int Veld	-	-	200,000	-	-
Total number of holders	1	1	1	12	1
Total holdings over 20%	14,000,000	14,000,000	200,000	-	3,400,000
Other holders	-	-	-	1,360,000	-
Total	14,000,000	14,000,000	200,000	1,360,000	1,400,000

CORPORATE GOVERNANCE

In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Develop Global Limited support and have adhered to the principles of sound corporate governance. The Board recognises the recommendations of the ASX Corporate Governance Council and considers that the Company is compliant with many of those guidelines which are of importance to the commercial operations of the Company.

Details of Develop's current corporate governance practices is set out in the Company's corporate governance statement which can be viewed on the Company website at https://develop.com.au/corporate-governance/

SHAREHOLDER ENQUIRIES

All Shareholder queries (including Holding Details, Change of Address, Change of Name and Consolidation of Shareholder should be directed to the Share Registry:

Link Market Services Limited

Level 12	Tel:	(61) 1300 554 474
250 St Georges Terrace	Fax:	(61 2) 9287 0303
Perth WA 6000

REGISTERED OFFICE

234 Railway Parade West Leederville WA 6007 Australia

POSTAL ADDRESS

PO Box 1184 West Leederville WA 6901 Australia

T: +61 8 6389 7400 F: +61 8 9463 7836 E: hello@develop.com.au ABN: 28 122 180 205