DEVEX RESOURCES LIMITED — Annual Report 2020

Sep 28, 2020

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2020 Annual Report

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CONTENTS
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CORPORATE DIRECTORY	2
FROM THE CHAIRMAN + MANAGING DIRECTOR	3
MISSION STATEMENT	5
ESG ELEMENTS	6
HIGHLIGHTS 2019-2020	7
FORWARD PLAN 2020+	8
BASIN CREEK PROJECT	9
JUNEE PROJECT	11
SOVEREIGN PROJECT	13
OTHER PROJECTS	15
INVESTMENTS + FINANCIAL REVIEW	16
COMPETENT PERSON STATEMENT	17
TENEMENT SCHEDULE	18
DIRECTORS’ REPORT	20
AUDITOR’S INDEPENDENCE DECLARATION	30
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME	31
CONSOLIDATED STATEMENT OF FINANCIAL POSITION	32
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	33
CONSOLIDATED STATEMENT OF CASH FLOWS	34
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS	35
DIRECTORS’ DECLARATION	55
INDEPENDENT AUDITOR’S REPORT	56
ASX ADDITIONAL INFORMATION	59

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CORPORATE DIRECTORY
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Directors

Tim R B Goyder Brendan J Bradley Bryn L Jones Richard K Hacker

Chairman Managing Director

Non-executive Director Non-executive Director

Company Secretary Kym Verheyen

Principal Place of Business & Registered Office

Level 3, 1292 Hay Street WEST PERTH Western Australia 6005 Tel: (+61 8) 6186 9490 Fax: (+61 8) 6186 9495 Web: www.devexresources.com.au Email: info@devexresources.com.au

Auditors

HLB Mann Judd Level 4 130 Stirling Street PERTH Western Australia 6000

Share Registry

Computershare Investor Services Pty Limited Level 11 172 St Georges Terrace PERTH Western Australia 6000 Tel: 1300 850 505

Home Exchange

Australian Securities Exchange Ltd Level 40 152-158 St Georges Terrace PERTH Western Australia 6000 ASX Code: DEV

ABN 74 009 799 553

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 2

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FROM THE CHAIRMAN + MANAGING DIRECTOR
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Tim Goyder, Chairman

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Brendan Bradley, Managing Director

Dear Fellow Shareholder,

We are pleased to welcome you to the 2020 Annual Report for DevEx Resources, after what has been an extraordinarily busy and productive year for the Company. During the year our exploration portfolio expanded Australia-wide, our financial position strengthened and substantial drilling and exploration campaigns are underway.

The combination of increased activity and buoyant market conditions has been reflected in a substantial increase in the Company’s market capitalisation, and we are delighted to welcome a host of new shareholders and institutions to our register alongside many loyal existing shareholders.

Despite all the odds, Australian exploration has undergone a significant resurgence this year. Against this backdrop, your Board and Management team has been pursuing a strategy to move early in building formidable ground positions within highly sought-after mineral provinces which continue to show discovery promise.

By maintaining this exploration momentum, our ultimate aim is to deliver significant discovery success.

It is pleasing to report that, as a result of these focused efforts, we have made rapid advances at our key projects in the Lachlan Fold Belt region of New South Wales and, more recently, the Julimar region of Western Australia over the past twelve months.

The addition of the exciting Basin Creek Gold Project in New South Wales, alongside the existing Junee CopperGold Project, has expanded DevEx’s land holding to over 600km[2] in one of the world’s premier copper-gold provinces. Exploration activities continue at pace in the Lachlan Fold Belt, as a new wave of exciting discoveries continues to demonstrate the prospectivity of the region.

Exploration fieldwork during the year has defined multiple large gold anomalies within the Basin Creek Gold Project alongside several shallow porphyry copper-gold targets at the nearby Junee Copper-Gold Project in NSW.

Reverse Circulation (RC) and diamond drilling has commenced at the high-priority Main Ridge Gold Prospect and we are excited about the potential of these targets.

In Western Australia, DevEx lodged applications for new ground within the Julimar Complex, with the potential of this region having recently been highlighted by the successful nickel-copper-PGE discovery by Chalice Gold Mines Ltd.

More recently, we announced a new Earn-In-Agreement over the western half of the Sovereign Project, gaining early access to a large, prospective magnetic anomaly and, importantly, allowing us to commence immediate exploration. As a result, we have hit the ground running and our ramped-up exploration campaign is moving towards drilling by the end of 2020.

PAGE 3 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

DevEx’s accelerated exploration campaigns within these two very prospective regions is now well-funded following the Company’s recent successful capital raising of $5.5 million in July 2020.

While our projects in NSW and WA remain our core focus, the recent improvement in the uranium price has not escaped us – particularly given the growing number of expert commentators and industry participants suggesting that the long-awaited turnaround in the uranium sector could finally be approaching.

DevEx is well placed to benefit from these developments given its commanding ground position at the West Arnhem-Nabarlek Project, located in the heart of the premier Alligator Rivers Uranium Province in the Northern Territory.

The challenges presented globally this year by the COVID19 pandemic have been unprecedented, but we are very pleased to say that we kept our people safe at all times and our work programs on track.

This outcome is a direct result of the vigilance and proactive interaction between our field teams, our fellow directors and executive team.

On behalf of all shareholders, we would like to thank the team sincerely for their efforts.

A big vote of thanks must also go to our loyal shareholders for their ongoing and valued support over the past twelve months. DevEx is in great shape to continue to generate shareholder value in the year ahead, and we are all looking forward an action-packed year in 2021.

Yours faithfully,

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Tim Goyder Chairman

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Brendan Bradley Managing Director

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 4

MISSION STATEMENT

OPERATING AND FINANCIAL REVIEW

OUR MISSION

DevEx Resources is committed to the growth and protection of shareholder value through the identification, acquisition and exploration of high-quality projects within proven mining regions, with the intent to make a significant, economic discovery.

DevEx strives to pursue excellence by continuing to adopt responsible environmental and social standards including corporate governance, and in providing a safe and supportive workplace for all employees.

OUR VALUES

Innovation – advance discovery prospects through the adoption of cutting edge exploration approaches and technologies.

Respect – maintain a safe, respectful and healthy working environment for all employees and contractors, acknowledging that our people are our greatest asset.

Entrepreneurship – remain nimble and have the courage to do things differently in order to deliver value for our Shareholders, while making ethical business decisions.

Energy – bring energy to everything that we do including our commitments to sustainability, social governance and the environment by striving to continually improve our practices.

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PAGE 5 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

ESG ELEMENTS

BALANCING ENVIRONMENTAL, SOCIAL AND GOVERNANCE

The responsible management of Environmental, Social and Governance (ESG) elements will become a heightened focus for DevEx over the year ahead, an objective we believe is increasingly important for our investors, the communities with whom we interact, and our staff.

Our growth in 2020 has reinforced this thinking, and accordingly we are committed to identifying, reviewing and mitigating ESG risks to deliver positive and sustainable outcomes.

Environmental

DevEx is committed to meet or exceed the regulatory requirements by maintaining strong environmental management through environmental awareness and impact minimisation across all activities.

As a Company, we believe we play a role in preserving the future land use of all sites we explore on. In FY2020, DevEx ensured the rehabilitation of all ground disturbed during in its exploration activities was managed to the highest standards across it’s projects. DevEx regularly engages with key governing regulatory agencies to ensure that all activities across it’s portfolio meet or exceed regulatory expectations.

Social

DevEx believes that estalishing good relations with local communities, land holders, pastoral lease owners and government agencies is paramount for the Company’s long term performance and growth.

Following the expansion of it’s portfolio into new regions, DevEx commenced the process of executing land access agreements with landowners in both the Julimar region of Western Australia, and ongoing in the Lachlan Fold Belt region of New South Wales. DevEx has made good progress to ensure appropriate land access was achieved, allowing the Company to maintain exploration momentum and to deliver on exploration timeframes during the financial year.

DevEx is also committed to actively engage with landowners and the broader community through effective and open communication. To this effect, the Company implemented measures such as mail outs and local advertising to inform residents of upcoming exploration activity including the recent Airborne Electromagnetic Survey conducted over the Sovereign Project area.

Governance

DevEx has adopted a Corporate Governance Manual which forms the basis of a comprehensive system of control and accountability for the administration of corporate governance.

Your Board is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate governance commensurate with the Company’s needs. This framework was developed with reference to the recommendations set out in the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations, and was reviewed by your Board and updated as requried during the financial year.

Heath and Safety

DevEx strives to maintain a safe and healthy working environment for all employees and contractors. Occupational safety and health is therefore an integral part of the Company’s philosophy and management systems. Based on this, DevEx reviewed and implemented updated company-wide health and safety policies and procedures during the year.

DevEx also implemented company-wide protocols consistent with advice from the Government and health authorities to proactively manage the potential impact of COVID-19 pandemic on the Company, and is continuing to monitor the advice to ensure that its protocols remain relevant. Currently, COVID-19 has had minimal impact on the Company’s fieldwork and activities.

The global challenges presented by COVID-19 reinforced the importance of regularly reviewing and improving these governing systems, and the role the Board plays in instilling good governance practices across our business.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 6

HIGHLIGHTS 2019-2020

OPERATING AND FINANCIAL REVIEW

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• New wave of explorers hunting for the next Cadia-Ridgeway (Newcrest Mining) and Northparkes (China Molybdenum Co Ltd), sparking significant interest in the region.

• DevEx has built a large +600km2 (100% owned) ground holding.

• Basin Creek Project: Extensive gold mineralisation and alteration at surface

• Junee Project: Shallow porphyry copper gold targets supported by geophysics

Julimar Complex, WA (Earn-In & 100% owned)

• New high-grade palladium-nickel discovery by Chalice Gold Mines Ltd has demonstrated enormous potential for the region.

• DevEx has secured strategic ground with potential to host similar Ni-Cu-PGE intrusions.

• Exploration underway at the Sovereign Ni-Cu-PGE Project following new Earn-In agreement.

Leveraged for Discovery Success

• Exploring two exciting addresses in Lachlan Fold Belt NSW and Julimar Region WA.

• An aggressive explorer positioned amongst major explorers - upside potential with modest market cap and strong cash balance.

• Highly motivated team – Chairman Tim Goyder is the largest Shareholder (19%), with a track record of building successful companies through exploration discovery.

PAGE 7 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

FORWARD PLAN 2020+

OPERATING AND FINANCIAL REVIEW

OUR STRATEGY

The Company has built strong momentum over the last 12 months, and we are now well positioned with highly prospective ground in two of Australia’s exploration hot spots.

The discovery of an economic deposit remains our driving objective for the year ahead, achievable through our deliberate strategy to concentrate our exploration focus on quality exploration targets within emerging or wellendowed terranes.

In 2020, the Company further strengthened its ground position in the premier Lachlan Fold Belt of NSW with the exciting addition of the Basin Creek Project. Alongside the existing Junee Project, these projects form part of DevEx’s NSW copper and gold exploration strategy, and our approach remains to explore at scale and pace in this proven metallogenic province over the coming year.

DevEx also expanded its portfolio to include new ground within the hotly contested Julimar Complex of Western Australia. The potential of the Julimar Complex has recently been highlighted by the successful Ni-Cu-PGE discovery by Chalice Gold Mines Ltd, and represents our other key focus for the year head. The addition of the Sovereign Project perfectly aligns with our Company strategy to target opportunities within underexplored yet proven mineral regions, and our goal to ramp-up exploration is well underway.

FOCUS FOR THE YEAR AHEAD

Basin Creek Project GOLD

• +3.5km surface gold system identified at Main Ridge Prospect

• Rock chips and soil geochemistry have defined several extensive surface gold anomalies

• RC drilling has begun – and will continue into Q4 2020

• Drilling prioritised towards surface gold hot spots within the large-scale system

• Targeting a major gold discovery in the Lachlan Fold Belt

Junee Project COPPER-GOLD

• Reverse Circulation and Diamond Drilling at Riverside North, Nangus Road and Billabong Creek Prospects scheduled for Q4 2020

• Indicative drill programme of 6 holes to test targets

• Drilling for Cadia Ridgeway style porphyry copper-gold deposits has commenced

Sovereign Project NICKEL-COPPER-PGE

• On-ground exploration commenced at Sovereign Project

• Progress applications to grant and advance Land Access

• Objective to generate drill targets in Q4 2020

• Targeting magmatic nickel-copper-PGE deposits

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 8

BASIN CREEK PROJECT

(100%) Gold, NSW

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The Basin Creek Project is located within Silurian volcanic and sedimentary rocks of the Lachlan Fold Belt, a major metalliferous province which hosts world-class copper-gold deposits such as Cadia Ridgeway (Newcrest Mining) and Northparkes (China Molybdenum Co Ltd), as well as several large-scale Silurian age gold deposits including the McPhillamys Gold Project (Regis Resources Limited), a +2Moz gold deposit.

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PROJECT UPDATE

Granted in February 2020, the Basin Creek Exploration Licence is located to the south-west of the Company’s Junee Copper-Gold Project and represents a significant addition to DevEx’s holding in this highly prospective region (Figure 1).

DevEx commenced an exploration campaign at the Main Ridge Prospect in March 2020. Surface rock chip sampling returned significant grades of up to 8.0g/t gold in strongly altered felsic to intermediate volcanic and porphyry rocks (Figure 2).

These strong rock chip results were supported by first pass soil sampling which identified extensive new gold anomalies at Main Ridge.

These anomalies are closely associated with several areas where previous rock chip sampling returned strong gold assays mentioned above, confirming the presence of an extensive and continuous gold system over the full strike length of +3.5km (Figure 2).

The compilation of exploration data resulted in the definition of several large +1,000m long priority drill targets within the more extensive gold system, further enhancing the prospectivity of DevEx’s 100% owned ground.

Figure 1: Location of the Basin Creek Project, in close proximity to the Junee Project, within the Lachlan Fold Belt of New South Wales.

PAGE 9 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

BASIN CREEK PROJECT

OPERATING AND FINANCIAL REVIEW

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Figure 2: Main Ridge Prospect showing the newly identified gold-in-soil anomalies and previous rock chip gold results. Soil geochemistry has defined several extensive gold anomalies .

FUTURE EXPLORATION

In late August 2020, DevEx commenced Reverse Circulation (RC) drilling at the Main Ridge Prospect. The current ~14-hole RC/diamond drilling program (~2,800m) is designed to test several high priority drill targets within the broader gold system.

In order to assist with the assessment of this large-scale gold system and provide additional structural geological information, a diamond drill rig has also been mobilised to site at the time of writing.

The drilling programme at the Main Ridge Gold Prospect will form part of a two-pronged drilling campaign, with drilling also to test several shallow porphyry copper-gold targets at the nearby Junee Project.

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Figure 3: Drill rig in operation at the Main Ridge prospect, Basin Creek Project.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 10

JUNEE PROJECT

(100%) Copper-Gold, NSWPERATING AND FINANCIAL REVIEW

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The Junee Project is located 60km north-east of the Basin Creek Project in the highly endowed copper-gold province of the Macquarie Arc. DevEx initially embarked on an exploration strategy based on assessment by the Geological Survey of New South Wales (‘GSNSW[1] ’) concluded that rocks within the Junee Project are considered to be the southern extension of the Junee-Narromine Volcanic Belt, and therefore highly prospective for porphyry copper-gold mineralisation.

PROJECT UPDATE

DevEx’s compilation of ongoing surface mapping, rock chip sampling and petrology over the reporting period has identified several new areas of copper, gold and base metal mineralisation at Junee, and expanded the prospective strike to over ~20km (Figure 4).

In early 2020 DevEx conducted a broad-spaced Induced Polarisation (IP) Survey which identified two significant IP chargeability anomalies directly associated with previously recognised porphyry copper-gold targets at both the Riversdale North and Billabong Creek Prospects.

Riversdale North Prospect:

A chargeability IP anomaly was identified directly beneath the area where mapping and rock chip sampling undertaken last year returned scattered occurrences of oxidised copper mineralisation (glassy limonite and malachite) associated with alteration within volcanic rocks with anomalous rock chips ranging from 0.1 to 1.3% Cu – including a small gossanous sub-crop comprising significant gold (2.81g/t Au), copper (0.4% Cu) and other base metals.

Billabong Creek Prospect:

A large 800m long chargeability IP anomaly was identified on the eastern side of the coincident Billabong Creek magnetic/gravity low. This anomaly lies directly beneath a prominent topographic high and is potentially masked by dominant silicic sediments seen at surface.

This deep circular magnetic low appears to also be masked by the overlying silicic sediments and flanked either side by silica-hematite-magnetite altered rocks. It is interpreted to be an underlying porphyry complex with associated alteration style similar other porphyry copper-gold deposits in the region.

Mapping undertaken by the Company in 2019 identified small occurrences of oxidised chalcopyrite (copper sulphide)-bearing breccia (rock chips ranging from 0.2% to 0.5% copper) immediately to the north-west and adjacent to a small quartz monzonite and diorite porphyry rocks exposed in a creek gully. It is interpreted that this copperbearing breccia and associated porphyry dykes could be part of a larger buried porphyry system now being mapped by the IP survey.

Riversdale West Prospect:

These subdued volcanic rocks are surrounded by quartz (silica)-magnetite-haematite altered rocks comprising magnetite veins at a broader scale. This alteration style is interpreted to be part of an inner-propylitic alteration halo, which typically surrounds the core of large porphyry copper-gold systems such as those seen at the world-class Northparkes and Cadia-Ridgeway deposits.

A single diamond drill hole was completed during the year to test for porphyry copper-gold mineralisation associated with a large buried magnetic anomaly at the Riversdale West Prospect. Drilling indicated that the 6km long magnetic anomaly at Riverdale is associated with porphyry copper-gold style alteration in an intrusive monzonite porphyry.

PAGE 11 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

JUNEE PROJECT OPERATING AND FINANCIAL REVIEW

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Figure 4: Junee Project, NSW, location of Prospects within EL8622, where several porphyry copper-gold targets have been identified.

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During the year, DevEx also received a substantial grant towards its exploration programs at the Junee Project as part of the New Frontiers Cooperative Drilling programme, awarded by the New South Wales State Government. The co-funding resulted in a government contribution of $84,000 towards drill testing of the Nangus Road and Riversdale copper-gold targets. The New Frontiers Cooperative Drilling grants are provided to exploration projects which demonstrate strong prospectivity, sound financial planning and a proven technical base – further reinforcing the quality of the exploration work conducted by DevEx over the last 12 months.

FUTURE EXPLORATION

DevEx has now mobilised an additional diamond rig to Junee with drilling now underway to test several shallow porphyry copper-gold targets previously identified at the Riversdale North, Billabong Creek and Nangus targets.

1 GSNSW East Riverina Mapping Project Some Highlights and Implications, Eastlake and Trigg.

Figure 5: Copper assay results from rock chip sampling at Riversdale North and Billabong Creek underlain by airborne magnetics.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 12

SOVEREIGN PROJECT

Nickel, Copper, PGE, WA

(Earn In Agreement and 100% applications) ANC

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DevEx has secured a strategic ground position within one of Australia’s most exciting new exploration hot-spots, the Julimar Nickel-Copper-PGE province, located northeast of Perth. DevEx’s holdings within the region includes the Sovereign Project alongside multiple Exploration Licence Applications, all considered prospective for magmatic Ni-Cu-PGE’s . The Julimar region has seen an exploration resurgence following the recent discovery of extensive high-grade palladium and nickel mineralisation in the area.

PROJECT UPDATE

During the year DevEx commenced exploration on the Sovereign Project, after entering into an Earn-InAgreement with Australian Silica Quartz Group Ltd (ASX: ASQ or “ASQ”), allowing the Company to fast-track exploration within the prospective region.

The Julimar region has seen increased exploration activity following the recent discovery of extensive high-grade palladium and nickel mineralisation by Chalice Gold Mines Limited (ASX: CHN, “Chalice”) at its nearby Julimar Project. The Sovereign Project is well located between the Chalice discovery and Yarawindah Brook Ni-Cu-PGE Project (Cassini Resources; ASX: CZI).

Both DevEx’s 100% owned tenement application (E70/5365) and the granted ASQ Tenement (E70/3405) overlie a favourable area of magnetic complexity interpreted on the State Geological Interpretation Map to be part of a mafic to ultramafic igneous complex, similar to rocks hosting the recent high-grade Ni-Cu-PGE mineralisation discovered by Chalice to the south (Figure 6).

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Figure 6: DevEx tenement applications with the ASQ Tenement overlying airborne magnetics (RTP) in relation to Chalice Gold Limited’s recent high- grade palladium-nickel discovery at the Julimar Project.

PAGE 13 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

SOVEREIGN PROJECT OPERATING AND FINANCIAL REVIEW

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Figure 7: Sovereign Project and underlying airborne magnetics (RTP) showing the DevEx tenement application and ASQ’s granted tenement which both cover the Sovereign magnetic anomaly.

In August 2020, the Company reported highly encouraging new geochemistry results following the re-assay of historical bauxite drill-hole samples, together with Company surface rock chip (duricrust) sampling, which identified elevated nickel, copper and chromium results coincident with the Sovereign magnetic complex.

Individual assays have returned values of up to 1,210ppm nickel (Ni), 395ppm copper (Cu), 6,830ppm chromium (Cr) and 83ppb palladium + platinum (Pd+Pt).

These results are centred around the large 6x7km Sovereign magnetic complex, supporting the interpretation that the airborne magnetics is mapping mafic-ultramafic intrusive rocks of the Julimar Complex, and are similar to those rocks that host the recent high-grade Ni-Cu-PGE discovery by Chalice.

FUTURE EXPLORATION

Buoyed by these results, the Company completed an Airborne Electromagnetic (AEM) Survey to detect possible massive sulphide zones beneath the weathered bedrock over the entire Sovereign Project area (100km[2] ). Electromagnetic techniques have proven to be effective elsewhere in the region for defining massive sulphide bodies. Results were pending at the time of writing.

DevEx is now planning to drill priority areas within the ASQ Tenement with RAB/Aircore drilling in the coming months.

The timing of this drilling program is expected to coincide with results from the AEM Survey and assist with a maiden RC/diamond drilling program planned later in the year.

Under the agreement with ASQ, DevEx has the right to earn a 50% interest in all mineral and metal rights, excluding bauxite, within the ASQ Tenement by spending up to $3 million within 3 years from commencement of the Earn-In Agreement. This includes a minimum expenditure of $250,000 in the first 12 months. DevEx can earn an additional 20%, taking its interest to 70%, by spending an additional $3 million within two years if ASQ elect to not contribute to exploration expenditure after DevEx earning the 50% interest.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 14

OTHER PROJECTS

- WILGA DOWNS GOLD BASE METALS PROJECT

(Earn In Agreement and 100% applications) New South Wales

Subsequent to the reporting period, the Company secured an exciting new exploration opportunity within the wellendowed Cobar Basin of New South Wales after entering into an Earn-In Agreement with Thomson Resources Limited (ASX: TMZ) at the Wilga Downs Gold-Base Metals Project.

A strong coincident magnetic and gravity high has been interpreted beneath historical anomalous intercepts at the prospective fault contact between outcropping Cobar Supergroup (Devonian) and the Girilambone Group (Ordovician).

This priority target is similar to those associated with other gold-polymetallic deposits in the south of the region, including Glencore’s CSA Copper Mine and other nearby mines such as the Peak and Great Cobar Copper-Gold Mines.

In addition, DevEx has lodged Exploration Licences for tenements surrounding the Wilga Project and within the highly prospective North Cobar Mineral Allocation Area.

At the time of reporting, preparations are underway for a Reverse Circulation/Diamond drill program to test this highpriority target in the coming months.

The addition of the Wilga Downs Project is complementary to DevEx’s copper-gold exploration strategy underway at the Basin Creek and Junee Projects in lower NSW.

DevEx has the right to earn 80% interest in the Project, by spending up to $290,000 within 4 years from commencement of the Earn-In Agreement. Devex will also free-carry Thomson in relation to a 10% interest through to a Pre-feasibility study.

- BOGONG COPPER GOLD PROJECT

(100%) New South Wales

In late December 2019, the Company completed a Stage 1 diamond drilling programme at the Bogong Project.

Drilling confirmed the continuation of a zone of structurally controlled copper sulphide mineralisation (chalcopyrite and bornite) within and adjacent to a brecciated felsic porphyry (diorite), extending the strike length of the zone to over 400 metres.

Significant down-hole intercepts include:

• 19BGDD001 (Hole 1) 39.0m @ 0.5% Cu from 13m including 12.6m @ 1.24% Cu

• 19BGDD002 (Hole 2) 28.0m @ 0.6% Cu from 71m including 6m @ 1.2% Cu

• 19BGDD003 (Hole 3) 7.5m @ 0.9% Cu from 104.5m including 2.5m @ 2.3% Cu

Of most significance, assay results showed that the zone dips to the west and remains open to the south and at depth beneath Hole 3, indicating that there is potential for structural repetition of the mineralised breccia.

The Company continues to investigate this area with further mapping and soil geochemistry required to determine the continuation of the copper mineralisation.

- WEST ARNHEM NABARLEK PROJECT

(100%) Northern Territory

The Company continues to monitor an improving uranium price – a development that DevEx is well placed to benefit from should market sentiment continue to improve.

The West Arnhem-Nabarlek Project lies within the Alligator Rivers Uranium Province, a world-class Proterozoic uranium province hosting numerous large-scale uranium deposits. In previous years the Company had been focussed on exploration surrounding the historical Nabarlek Uranium Mine.

Nabarlek was Australia’s highest-grade uranium mine, with previous open pit production of 24Mlbs of U3O8 at a grade of 1.84% U3O8.

While the West Arnhem-Nabarlek Project is a strategic asset for DevEx, the Company’s current focus remains on advancing its gold and porphyry copper-gold exploration strategy in New South Wales and nickel-palladium-PGE exploration strategy in Western Australia.

DUNDAS LITHIUM PROJECT

(100%) Western Australia

No field activities were completed on the Dundas Lithium Project during the year.

PAGE 15 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

INVESTMENTS + FINANCIAL REVIEW OPERATING AND FINANCIAL REVIEW

INVESTMENTS

PhosEnergy Limited

DevEx Resources retains a 8.9% interest of 5,109,061 shares (2019: 8.9 % interest with 5,109,061 shares) in the unlisted company PhosEnergy Limited (PEL), a company developing innovative green-energy technologies aimed at generating energy and useful chemicals from unconventional or waste sources.

During the year, PEL made significant progress across their stable of technologies, including the addition of two new developments. PEL’s assets now include the following technologies:

The CarbonX Process – the potential to convert carbon dioxide (CO2) into useful compounds.

GenX Energy - uniquely combine metals, semiconductors and beta-radiation into smart structures that produce constant DC power over very long time frames.

GenT Energy - an electrode system capable of converting infrared radiation (waste heat) to electrical energy.

PhosEnergy Process - is a proven and patented technology developed to recover uranium from phosphate fertilizer production.

FINANCIAL REVIEW

Financial Performance

The Group reported a net loss before tax of $3,473,963 for the year (2019: $1,612,982). The current year net loss predominantly relates to expensing of exploration and evaluation expenditure in accordance with the Group’s accounting policy.

Corporate and administration expenses have increased by 33% to $1,034,531 (2019: $690,886) mainly due to an increase in staffing levels across the Group and share based payments.

Statement of Cash Flows

Cash and cash equivalents at 30 June 2020 was $2,216,866 (2019: $1,157,164).

During the year the Group completed a $4.6 million equity raising by way of a two-tranche placement with an issue price of $0.08. On 4 October 2019, the Group completed the first tranche, issuing 19,957,985 shares raising $1.6 million.

The second tranche (“Tranche 2”) of the placement was completed after shareholder approval was received at a general meeting of shareholders held on 15 November 2019. Tranche 2 resulted in the issue of 37,354,515 shares raising $3.0 million.

Financial Position

At balance date the Group had net assets of $2,469,490 (2019: net assets of $1,346,601), and a working capital surplus of $1,744,577 (2019: $907,975). The increase in net assets is mainly attributable to a decrease in creditors as a result of a drilling program still in progress at 30 June 2019 and the increase in cash held due to the placement.

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Subsequent to year end, in September 2020, the Group completed a two tranche capital raising of up to $5.5 million (before costs) at an issue price of $0.10 to sophisticated and professional investors and the Directors of the Company or their nominees.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 16

COMPETENT PERSON STATEMENT

The Information in this report that relates to Exploration Results for the Basin Creek Gold-Copper Project is extracted from the ASX announcement titled “Extensive zone of gold in rock chips identified at the Basin Creek Copper-Gold Project, NSW” released on 14[th] April 2020, “More strong gold rock chip results over a +4km strike length at the Basin Creek Copper-Gold Project, NSW” released on 6[th] May 2020, “New strong gold anomalies prioritised for upcoming drill program at the Basin Creek Project, NSW” released on 23[rd] June 2020, “Major expansion of gold anomalies ahead of imminent drilling at the Basin Creek Project, NSW” released on 5[th] August 2020 and “Drilling commences at Basin Creek Project, NSW” released on 27[th] August 2020.

The Information in this report that relates to previous exploration results for the Junee Copper-Gold Project is extracted from the ASX announcements titled “Geophysics upgrades priority drill targets at Junee Copper-Gold Project, NSW, as new drill programme commences” released on 3[rd] March 2020; “New copper and gold mineralisation supports potential for large-scale porphyry system at Junee, NSW” released on 11[th] September 2019.

The company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement.

Forward Looking Statement

This report contains forward-looking statements which involve a number of risks and uncertainties. These forward looking statements are expressed in good faith and believed to have a reasonable basis. These statements reflect current expectations, intentions or strategies regarding the future and assu mptions based on currently available information. Should one or more of the risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary from the expectations, intentions and strategies described in this announcement.

No obligation is assumed to update forward looking statements if these beliefs, opinions and estimates should change or to reflect other future developments.

The Information in this report that relates to Exploration Results for the Sovereign Project is extracted from the ASX announcement titled “DevEx applies for exploration licences in new Julimar NickelCopper-PGE region, WA” released on 20[th] April 2020, “DevEx expands position in Julimar Nickel Copper-PGE region with strategic farm-in agreement” released on 1[st] June 2020 and “New geochemistry results outline Ni-Cu-PGE targets at the Sovereign Project – Julimar region, WA” released on 19[th] August 2020.

The information in this Report that relates to the Exploration Results for the West Arnhem-Nabarlek Project, Nabarlek Prospect and U40 Prospect are extracted from ASX announcements entitled “Drilling intersects uranium mineralisation beneath the historical Nabarlek Open Pit and at U40 opening up new discovery opportunities” released on 10[th] September 2019.

The information in this Report that relates to Exploration Results for the Bogong Project is extracted from the ASX announcement titled “Porphyry hosted copper-gold targets identified in maiden exploration program at Bogong Project, Lachlan Fold Belt, NSW” released on 1[st] August 2019 and “Diamond drill program successfully completed at Bogong Porphyry Copper-Gold Project, NSW” released on 19[th] December 2019.

The information in this Report that relates to Exploration Results for the Wilga Downs Project is extracted from the ASX announcement entitled “DevEx expands NSW portfolio with farm-in on highly prospective gold-base metal project in Cobar Basin” released on the 16[th] September 2020.

All ASX Announcements are available on www.devexresources.com.au.

The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed.

PAGE 17 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

TENEMENT SCHEDULE as at 29 September 2020

Location	Project	Tenement No.	Nature of Interests
Northern Territory	West Arnhem - Nabarlek	MLN962 100%
		EL10176 100%
		EL24371 100%
		EL23700 100%
		ELA24878 100% - application and transfer pending
		EL31519 100% - Application
		EL31520 100% - Application
		EL31521 100% - Application
		EL31522 100% - Application
		EL31523 100% - Application
		EL31557 100% - Application
		ELA25384 100% - Application
		ELA25385 100% - Application
		ELA25386 100% - Application
		ELA25389 100% - Application
		ELA27513 100% - Application
		ELA27514 100% - Application
		ELA27515 100% - Application
		ELA32475 100% - Application
		ELA29947 100% - Application
		ELA29945 100% - Application
		ELA28316 100% - Application
		ELA29897 100% - Application
		ELA30073 100% - Application
New South Wales	Junee	EL8622 100%
		EL8767 100%
		EL8835 100%
		EL8851 100%
	Basin Creek	EL8939 100% - Application
		ELA5946 100% - Application
		ELA6048 100% - Application
	Bogong	EL8717 100%
		EL8930 100%
	Wilga Downs	EL8163 0% - Earn In Agreement
		ELA6076 100% - Application
	North Cobar	ELA6100 100% - Application
	Hume	EL8992 100%
Western Australia	Sovereign	E70/3405 0% - Earn In Agreement
		E70/5365 100% - Application
	Julimar Complex	E70/5363 100% - Application
		E70/5364 100% - Application
		E70/5366 100% - Application
		E70/5390 100% - Application
		E70/5404 100% - Application
	South West	E70/5498 100% - Application
		E70/5499 100% - Application
		E70/5500 100% - Application
		E70/5501 100% - Application
		E70/5543 100% - Application
	Dundas	E63/1860 100%
	Oakover	E45/5410 100% - Surrendered

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 18

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DIRECTORS’ REPORT

The directors present their report together with the financial statements of the Group consisting of DevEx Resources Limited (‘DevEx or ‘the Company’) and its controlled entities (“the Group”) for the financial year ended 30 June 2020 and the independent auditor’s report thereon.

1. DIRECTORS

The names and details of the Company’s directors in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period unless otherwise stated.

Mr Tim R B Goyder

Mr Tim R B Goyder
Non-Executive Chairman	Mr Goyder was a Non-Executive Director for the whole of the financial year. Mr Goyder was appointed as Non-Executive Chairman on 18 March 2002.
Experience:	Mr Goyder has considerable years’ experience in the resource industry. He has been involved in the formation and management of a number of publicly-listed companies.
Interests in Shares and Options at the date of this report:	53,375,269 ordinary shares 250,000 unlisted options at $0.30 expiring 30 November 2021 500,000 unlisted options at $0.10 expiring 30 November 2021 1,250,000 unlisted options at $0.135 expiring 28 November 2022
Special Responsibilities:	None
Directorships held in other listed entities in the last three years:	Mr Goyder is currently Chairman of Chalice Gold Mines Limited (October 2005 to current) and Liontown Resources Limited (February 2006 to current). Mr Goyder was previously a Non-Executive Director of Strike Energy Limited (April 2017 - December 2018).
Mr Brendan J Bradley
Managing Director	Mr Bradley was an Executive Director for the whole of the financial year. Mr Bradley was appointed as Managing Director on 1 June 2017.
Qualifications:	BSc, Hons, MAIG
Experience:	Mr Bradley is a geologist with over 20 years of mineral exploration, mining and resource development experience in a broad range of geological settings. More recently he has worked in the Asian region in a variety of business development roles for mid-tier gold miners Kingsgate Consolidated and Dominion Mining.
Interests in Shares and Options at the date of this report:	1,084,593 ordinary shares 416,667 unlisted options at $0.30 expiring 30 November 2021 3,000,000 unlisted options at $0.10 expiring 30 November 2021 3,000,000 unlisted options at $0.135 expiring 28 November 2022
Special Responsibilities:	None
Directorships held in other listed entities in the last three years:	None

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 20

DIRECTORS’ REPORT

Mr Bryn L Jones

Mr Bryn L Jones
Non-Executive Director	Mr Jones was a Non-Executive Director for the whole of the financial year.
Qualifications:	BAppSc, MMinEng, FAusIMM
Experience:	Mr Jones is an Industrial Chemist with extensive experience in the uranium industry, particularly in the development of the PhosEnergy Process and operation of In-Situ Recovery (ISR) mines gained during his time at Heathgate Resources, the operator of the Beverley Uranium Mine. Mr Jones has also worked for Worley Parsons on the Olympic Dam Expansion Project and consulted on various ISR operations around the world. Mr Jones is also the Managing Director of PhosEnergy Limited.
Interests in Shares and Options at the date of this report:	2,042,237 ordinary shares 250,000 unlisted options at $0.30 expiring 30 November 2021 500,000 unlisted options at $0.10 expiring 30 November 2021 1,250,000 unlisted options at $0.135 expiring 28 November 2022
Special Responsibilities:	Member of the Audit Committee
Directorships held in other listed entities in the last three years:	Mr Jones is currently a Non-Executive Director of Salt Lake Potash Ltd (June 2017 to current) and Technical Director of Boss Resources Limited (June 2019 to current).
Mr Richard K Hacker
Non-Executive Director	Mr Hacker was a Non-Executive Director for the whole of the financial year. Mr Hacker was appointed as a Non-Executive Director on 28 November 2013.
Qualifications:	B.Com, CA, ACIS
Experience:	Mr Hacker has significant corporate and commercial experience in the energy and resources sector in Australia and the United Kingdom. Mr Hacker has previously worked in senior finance roles with global energy companies. Mr Hacker is the CFO of Chalice Gold Mines Limited and is a Chartered Accountant and Chartered Secretary.
Interests in Shares and Options at the date of this report:	2,000,000 ordinary shares 250,000 unlisted options at $0.30 expiring 30 November 2021 500,000 unlisted options at $0.10 expiring 30 November 2021 1,250,000 unlisted options at $0.135 expiring 28 November 2022
Special Responsibilities:	Chairman of the Audit Committee
Directorships held in other listed entities in the last three years:	None

PAGE 21 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

DIRECTORS’ REPORT

2. COMPANY SECRETARY

Ms Kym A Verheyen

Ms Kym A Verheyen
Company Secretary	Ms Verheyen was appointed as Company Secretary on 16 December 2019.
Qualifications:	B.Com, CA
Experience:	Ms Verheyen is a Chartered Accountant with over 20 years’ experience gained in both public practice and commerce. Ms Verheyen commenced her career with Deloitte and has since held finance positions in a number of listed resource companies.

Mrs Rebecca Broughton

Company Secretary	Ms Broughton resigned as Company Secretary on 16 December 2019.
Qualifications:	B.Com, CA
Experience:	Ms Broughton is a Chartered Accountant with over 20 years’ experience gained in both public practice and commerce.

3. DIRECTORS MEETINGS

The number of directors’ meetings (including meetings of committees of directors) held during the year and the number of meetings attended by each director were as follows:

	Directors’ Meetings	Directors’ Meetings	Audit Committee	Audit Committee
	Held	Attended	Held	Attended
T R B Goyder	4	4	-	-
B J Bradley	4	4	-	-
B L Jones	4	4	2	2
R K Hacker	4	4	2	2

Given the current size and composition of the Board, the Company has not established a separate remuneration or nomination committee.

4. PRINCIPAL ACTIVITIES

The principal activities of the Group during the course of the financial year were mineral exploration and evaluation and there have been no significant changes in the nature of those activities during the year.

5. OPERATING AND FINANCIAL REVIEW

The directors of DevEx Resources Limited present the Operating and Financial Review of the Group, prepared in accordance with section 299A of the Corporations Act 2001 for the year ended 30 June 2020. The information provided in this review forms part of the Directors’ Report and provides information to assist users in assessing the operations, financial position and business strategies of the Company. Please refer to page 5 for further details.

Future exploration results, movements in commodity price and equity prices may adversely impact the achievement of the Company’s business strategies. Refer to note 18 for further information on these financial risks.

6. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Other than the progress documented in the Operating and Financial Review, the state of affairs of the Group was not affected by any other significant changes during the year.

7. DIVIDENDS

No dividends were declared or paid for the previous year and the directors recommend that no dividend be paid for the current year.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 22

DIRECTORS’ REPORT

8. EVENTS SUBSEQUENT TO REPORTING DATE

In July 2020, the Company signed a new office space lease commencing 1 September 2020. The lease has a 3 year term with another three year option.

On 7 September 2020 the Company completed a two tranche capital raising of up to $5.5 million (before costs) at an issue price of $0.10 to progress exploration at its Basin Creek and Junee Projects in NSW (gold and coppergold) and its recently acquired Sovereign Nickel-Copper-PGE Project in the Julimar Regionin WA.

The capital raising comprised of a two-tranche Placement with the first tranche being completed on 15 July 2020 raising approximately A$4.7 million (before costs) through the issue of 47,590,767 fully paid ordinary shares to sophisticated and professional investors.

Tranche 2 was approved by shareholders at a general meeting of shareholders held on 3 September 2020 and a total of 8,100,000 fully paid ordinary shares were issued to the Directors of the Company or their nominees at an issue price of $0.10 per share on 7 September 2020.

The impact of the Coronavirus (COVID-19) pandemic is ongoing and it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

No other matters or circumstances have occurred subsequent to balance date that have or may significantly affect the operations or state of affairs of the Group in subsequent financial years.

9. LIKELY DEVELOPMENTS

The Group’s focus remains on growing a portfolio of high-quality projects spanning some of Australia’s most prospective mineral provinces. The Group will continue actively exploring for gold, copper-gold, and nickel-copperPGE deposits within its portfolio through the use of modern exploration technologies.

10. ENVIRONMENTAL LEGISLATION

The Group’s operations are subject to significant environmental regulation under both Commonwealth and relevant state legislation in relation to the discharge of hazardous waste and materials arising from any exploration and mining activities conducted by the Group on any of its tenements. The Group believes it has complied with all environmental obligations.

11. INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS

The Company has taken out an insurance policy insuring Directors and Officers of the Company against any liability arising from a claim bought by a third party against the Company or its current or former Directors or Officers and against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in their capacity as a Director or Officer of the Company, other than conduct involving a wilful breach of duty in relation to the Company. The total insurance premiums paid total $25,906.

The Company indemnifies each of the Directors and Officers of the Company. Under its Constitution, the Company will indemnify those Directors or Officers against any claim or for any expenses or costs which may arise as a result of work performed in their respective capacities as Directors or Officers of the Company and any related entity.

During the year, the Company paid the premium on a Personal Accident - Working Director insurance policy on behalf of the Managing Director as normal Worker’s Compensation insurance coverage for company directors is not allowed under the Western Australian Worker’s Compensation scheme.

Other than to the extent permitted by law, the Group has not, during or since the financial year, indemnified or agreed to indemnify an auditor of the Group or any related body corporate against a liability incurred as an auditor.

PAGE 23 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

DIRECTORS’ REPORT

12. PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings.

13. NON-AUDIT SERVICES

During the year HLB Mann Judd, the Company’s auditor, has performed no other services in addition to their statutory audit duties.

14. OPTIONS GRANTED OVER UNISSUED SHARES

At the date of this report, 15,533,336 fully paid ordinary shares of the Company are under options on the following terms:

	Number
Exercisable at $0.30 each on or before 9 September 2021	166,667
Exercisable at $0.30 each on or before 30 November 2021	1,650,002
Exercisable at $0.10 each on or before 30 November 2021	5,016,667
Exercisable at $0.135 each on or before 28 November 2022	8,050,000
Exercisable at $0.23 each on or before 27 July 2023	650,000
Total	15,533,336

15. REMUNERATION REPORT - AUDITED

15.1 Introduction

This remuneration report for the year ended 30 June 2020 outlines remuneration arrangements in place for directors and other members of the key management personnel (“KMP”) of DevEx Resources Limited in accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. This information has been audited as required by section 308(3C) of the Act.

The remuneration report details the remuneration for key management personnel who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any director (whether executive or otherwise) of the parent company, or any controlled entity. KMPs during or since year end were:

Directors

T R B Goyder (Chairman)

B J Bradley (Managing Director)

B L Jones (Non-executive Director)

R K Hacker (Non-executive Director)

There were no other changes to KMP after the reporting date and before the date the financial report was authorised for issue.

15.2 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 and to link a significant component of executive rewards to shareholder value creation. The size, nature and financial strength of the Company are also taken into account when setting remuneration levels so as to ensure that the operations of the Company remain sustainable.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 24

DIRECTORS’ REPORT

Remuneration committee

The Board performs the role of the Remuneration Committee and is responsible for determining and reviewing compensation arrangements for the directors, the Managing Director (or equivalent) and any executives.

15.3 Remuneration Structure

In accordance with best practice corporate governance, the structure of non-executive and executive remuneration is separate and distinct.

(a) Non-executive director remuneration

The Board recognises the importance of attracting and retaining talented non-executive directors and aims to remunerate these directors in line with fees paid to directors of companies of a similar size and complexity in the mining and exploration industry. The Board seeks to set aggregate remuneration at a level that provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.

The Company’s Constitution and the ASX Listing Rules specify that the aggregate fees to be paid to non-executive directors for their role as a director are to be approved by shareholders at a general meeting. The latest determination was at the 2006 AGM, whereby Shareholders approved an aggregate amount of up to $200,000 per year (including superannuation).

The amount of total compensation apportioned amongst directors is reviewed annually and the Board considers advice from external shareholders as well as the fees paid to non-executive directors of comparable companies when undertaking the annual review process. The Board will not seek any increase for the non-executive pool at the 2020 AGM.

The remuneration of non-executive directors consists of directors’ fees. Each director receives a fee for being a director of the Company. No additional fees are paid for each Board committee which a director sits due to the size of the Company. The non-executive directors are not entitled to receive retirement benefits and, at the discretion of the Board, may participate in the Employee Incentive Scheme, subject to the usual approvals required by shareholders.

The Board considers it may be appropriate to issue options to non-executive directors given the current nature and size of the Company as, until profits are generated, conservation of cash reserves remains a high priority. Any options issued to directors will require separate shareholder approval.

Apart from their duties as directors, some non-executive directors may undertake work for the Company on a consultancy basis pursuant to the terms of any consultancy services agreement. The nature of the consultancy work may vary depending on the expertise of the relevant non-executive director. Under the terms of any consultancy agreements non-executive directors would receive a daily rate or a monthly retainer for the work performed at a rate comparable to market rates that they would otherwise receive for their consultancy services.

(b) Executive remuneration

The Company’s executive remuneration strategy is designed to attract, motivate and retain high performance individuals and align the interests of executives and shareholders. Remuneration consists of fixed remuneration and variable remuneration (comprising short-term and long-term incentive schemes).

Fixed remuneration

Fixed remuneration is reviewed as required by the Board by a process which consists of a review of relevant comparative remuneration in the market and, where appropriate, external advice on policies and practices.

Variable remuneration – Long term incentive Scheme

The Company may issue equity securities (i.e. options or performance rights) under the Employee Securities Incentive Scheme (“Scheme”) to attract, motivate and retain directors, employees and consultants of the Company and to provide an opportunity to participate in the growth of the Company. The Scheme was approved by Shareholders at the 2017 AGM and replaced the Company’s existing Employee Share Option Plan.

Under the Scheme, the Company can issue either share options or performance rights, and generally, the Company believes that the issue of share options in the Company aligns the interests of directors, employees and shareholders alike. No formal performance hurdles are set on options issued to executives, however the Company believes that as options are issued at a price in excess of the Company’s current share price at the date of issue of those options, there is an inherent performance hurdle as the share price of the Company’s shares has to increase before any reward can accrue to the executive.

PAGE 25 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

DIRECTORS’ REPORT

Short term incentive schemes

The Company currently has no formal performance related remuneration policy which governs the payment of annual cash bonuses upon meeting pre-determined performance targets. However, the board may consider performance related remuneration in the form of cash or share options when they consider these to be warranted. There were no bonuses paid or received in the years ended 30 June 2020 and 30 June 2019.

15.4 Remuneration of key management personnel

The table below shows the fixed and variable remuneration for key management personnel.

2020	Short-term benefits	Short-term benefits	Post- employment benefit	Share- based payment		Proportion of remuneration performance related
	Salary & Fees1	Other fees 2	Super- annuation	Options3	Total
	$	$	$	$	$	%
Directors
T R Goyder1	22,883	5,181	2,174	47,634	77,872	61%
B J Bradley	220,000	15,333	20,900	77,340	333,573	23%
B L Jones1	22,883	5,181	2,174	47,634	77,872	61%
R K Hacker1	22,883	5,181	2,174	47,634	77,872	61%
Total	288,649	30,876	27,422	220,242	567,189

1 As a cash conserving measure, the Board agreed to accrue rather than pay the majority of non-executive director fees and the Managing Director during the COVID-19 Western Australian restriction period. As at 30 June 2020, $17,184 was owing to the Non-Executive Directors and $14,345 to the Managing Director respectively. The outstanding amounts were repaid to the directors in July 2020.

2 Other fees, where applicable, include the cost to the Company of providing fringe benefits, movements in employee provisions and the attributable non-cash benefit applied by virtue of the Company’s Directors and Officers Liability policy.

3 The fair value of the options is calculated using a Black-Scholes valuation model and allocated to each reporting period starting from grant date to vesting date.

2019	Short-term benefits	Short-term benefits	Post- employment benefit	Share- based payment		Proportion of remuneration performance related
	Salary & Fees1	Other fees 2	Super- annuation	Options3	Total
	$	$	$	$	$	%
Directors
T R Goyder1	22,883	4,221	2,174	14,781	44,059	34%
B J Bradley	220,000	4,221	20,900	55,669	300,790	19%
B L Jones1	22,883	4,221	2,174	14,781	44,059	34%
R K Hacker1	22,883	4,221	2,174	14,781	44,059	34%
Total	288,649	16,884	27,422	100,012	432,967

1 As a cash conserving measure, the Board agreed to accrue rather than pay the majority of non-executive director fees. As at 30 June 2019, $2,022 was owing to each Non-Executive Director (total $6,066).

2 Other fees, where applicable, include the cost to the Company of providing fringe benefits and the attributable non-cash benefit applied by virtue of the Company’s Directors and Officers Liability policy.

3 The fair value of the options is calculated using a Black-Scholes valuation model and allocated to each reporting period starting from grant date to vesting date.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 26

DIRECTORS’ REPORT

15.5 Movement in ordinary shares

The relevant interest of each of the key management personnel in the share capital of the Company as at 30 June 2020 was:

Director	Balance 1 July 2019	Granted as remuneration	Received on exercise options	Other changes1	Balance 30 June 2020
T R Goyder	30,769,157	-	-	14,626,112	45,395,269
B J Bradley	572,093	-	-	312,500	884,593
B L Jones	1,261,880	-	-	580,357	1,842,237
R K Hacker	1,166,667	-	-	633,333	1,800,000

1 Other changes refers to shares purchased on market or through participation in eligible entitlement offers.

Director	Balance 1 July 2018	Granted as remuneration	Received on exercise options	Other changes1	Balance 30 June 2019
T R Goyder	21,920,543	-	-	8,848,614	30,769,157
B J Bradley	234,375	-	-	337,718	572,093
B L Jones	909,503	-	-	352,377	1,261,880
R K Hacker	618,465	-	-	548,202	1,166,667

1 Other changes refers to shares purchased on market or through participation in eligible entitlement offers.

15.6 Share-based payments

As outlined in 17.3, Directors, key employees and consultants may be eligible to participate in equity-based compensation schemes.

Options on issue

Under the terms and conditions of the options issued to employees, each option gives the holder the right to subscribe to one fully paid ordinary share. Any option not exercised before the expiry date will lapse on the expiry date.

Options have been valued using the Black-Scholes option valuation method. The following table lists the inputs to the model for Director options outstanding during the period:

	Director options 2	Director options 3	Director options 4	Director options 5
Dividend yield (%)	-	-	-	-
Expected volatility (%)	100	100	124	98
Risk-free rate (%)	1.70	2.16	2.11	0.62
Expected life of options (years)	5	4	3	3
Exercise price ($)	0.300	0.300	0.100	0.135
Grant date share price ($)	0.060	0.140	0.048	0.077
Grant date	30 Nov 2016	27 Nov 2017	27 Nov 2018	28 Nov 2019
Expiry date	30 Nov 2021	30 Nov 2021	30 Nov 2021	28 Nov 2022
Number	750,000	416,667	4,500,000	6,750,000
Fair value at grant date ($)	0.030	0.082	0.029	0.038

Director options 2 were issued to Messrs Goyder, Jones and Hacker, Director options 3 were issued to Mr Bradley and Director options 4 and 5 were issued to Messrs Goyder, Bradley, Hacker and Jones.

There are no participating rights or entitlements inherent in the options and the holders will not be entitled to participate in new issues of capital offered to shareholders during the currency of the options. All shares allotted upon the exercise of options will rank pari passu in all respect with other shares.

PAGE 27 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

DIRECTORS’ REPORT

The below table shows a reconciliation of options held by each KMP during the year:

2020	Opening balance vested and exercisable	Granted as compensation	Vested	Vested %	Closing balance vested and exercisable
T R Goyder	750,000	1,250,000	1,250,000	100%	2,000,000
B J Bradley1	1,416,667	3,000,000	1,000,000	23%	2,416,667
B L Jones	750,000	1,250,000	1,250,000	100%	2,000,000
R K Hacker	750,000	1,250,000	1,250,000	100%	2,000,000

1 Options issued to Mr Bradley have the following vesting dates:

• 1,500,000 options vest one year post grant date on 28 November 2020 subject to Mr Bradley’s continuing employment; and

• 1,500,000 options vest two years post grant date on 28 November 2021, subject to Mr Bradley’s continuing employment.

2019	Opening balance vested and exercisable	Granted as compensation	Vested	Vested %	Closing balance vested and exercisable
T R Goyder	250,000	500,000	500,000	100%	750,000
B J Bradley1	416,667	3,000,000	1,000,000	41%	1,416,667
B L Jones	250,000	500,000	500,000	100%	750,000
R K Hacker	250,000	500,000	500,000	100%	750,000

1 Options issued to Mr Bradley have the following vesting dates:

• 1,000,000 options vested immediately on grant date of 27 November 2018;

• 1,000,000 options vest one year post grant date on 27 November 2019 subject to Mr Bradley’s continuing employment; and

• 1,000,000 options vest two years post grant date on 27 November 2020, subject to Mr Bradley’s continuing employment.

There were no options exercised or forfeited during the year ended 30 June 2020 (2019: nil).

15.7 Employment contracts

Remuneration arrangements for KMP are generally formalised in employment agreements. Details of these contracts are provided below.

Name and Job Title	Employment Contract Duration	Notice Period	Termination Provisions
B J Bradley Managing Director	Unlimited	3 months by the Company and the employee	Nil

15.8 Other transactions with key management personnel and their related parties

Other transactions with key management personnel

The Group receives corporate services including office rent and facilities, management and accounting services under a Corporate Services Agreement with Chalice Gold Mines Limited. Messrs Goyder and Hacker are all KMP’s of Chalice Gold Mines Limited. Amounts billed are based on a proportionate share of the cost to Chalice Gold Mines Limited of providing the services and have normal payment terms. The amount recognised in the statement of comprehensive income for the year is $147,233 (2019: $114,000) and the amount unpaid as at 30 June 2020 was $14,805 (2019: $39,000).

This is the end of the audited remuneration report.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 28

DIRECTORS’ REPORT

16. LEAD AUDITOR’S INDEPENDENCE DECLARATION

The Lead auditor’s independence declaration is set out on the following page and forms part of the directors’ report for financial year ended 30 June 2020.

17. CORPORATE GOVERNANCE

The directors of the Group support and adhere to the principles of corporate governance, recognising the need for the highest standard of corporate behaviour and accountability.

Please refer to the corporate governance statement dated 29th September 2020 released to ASX and posted on the Company website at www.devexresources.com.au/governance.

This report is signed in accordance with a resolution of the Board of Directors:

==> picture [161 x 82] intentionally omitted <==

Brendan Bradley Managing Director

Dated at Perth 29[th] September 2020

PAGE 29 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

AUDITOR’S INDEPENDENCE DECLARATION

==> picture [512 x 740] intentionally omitted <==

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 30

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the year ended 30 June 2020

Note Other income 5 (d) Exploration and evaluation expenses 5 (c) Business development expenses Corporate and administration expenses 5 (a) Loss from operating activities Finance income 5 (e) Finance expenses 5 (e) Net finance income/(expenses) Loss before income tax Income tax benefit 6 Loss attributable to owners of the Company Other comprehensive income Total comprehensive loss for the period attributable to owners of the Company Basic and diluted loss per share attributable to ordinary equity holders (cents per share) 7	2020 2019 $ $
	107,826 633,533 (2,464,883) (1,552,391) (92,730) (26,365) (1,034,531) (690,886)
	(3,484,318) (1,636,109)
	29,670 50,442 (19,315) (27,315)
	10,355 23,127
	(3,473,963) (1,612,982) - 168,375
	(3,473,963) (1,444,607)
	- -
	(3,473,963) (1,444,607)
	(2.00) (1.47)

The consolidated statement of comprehensive income is to be read in conjunction with the notes to the financial statements.

PAGE 31 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 30 June 2020

Note Current assets Cash and cash equivalents 10 Trade and other receivables 11 Total current assets Non-current assets Restricted cash 12 Financial assets 13 Property, plant and equipment Total non-current assets Total assets Current liabilities Trade and other payables 14 Provisions 15 Employee benefits 8 Total current liabilities Non-current liabilities Provisions 15 Total non-current liabilities Total liabilities Net assets Equity Issued capital 16 Reserves 17 Accumulated losses Total equity	2020 2019 $ $
	2,216,866 1,157,164 63,140 466,190
	2,280,006 1,623,354 1,378,978 1,338,978 255,453 255,453 16,753 23,152
	1,651,184 1,617,583
	3,931,190 3,240,937 211,397 605,866 215,000 83,365 109,032 26,148
	535,429 715,379 926,271 1,178,957
	926,271 1,178,957
	1,461,700 1,894,336
	2,469,490 1,346,601
	58,981,664 54,648,634 461,793 197,971 (56,973,967) (53,500,004)
	2,469,490 1,346,601

The consolidated statement of financial position is to be read in conjunction with the notes to the financial statements.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 32

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 30 June 2020

Balance as at 1 July 2018 Loss for the period Other comprehensive income Total comprehensive loss for the period Transactions with Owners in their capacity as Owners: Issue of shares (net of costs) Transfers between equity items Share-based payments Balance at 30 June 2019	Issued capital Share-based payment reserve Accumulated losses Total equity $ $ $ $
	53,098,959 102,709 (52,086,093) 1,115,575 - - (1,444,607) (1,444,607) - - - -
	- - (1,444,607) (1,444,607) 1,549,675 - - 1,549,675 - (30,696) 30,696 - - 125,958 - 125,958
	54,648,634 197,971 (53,500,004) 1,346,601
Loss for the period	- - (3,473,963) (3,473,963)
Other comprehensive income	- - - -
Total comprehensive loss for the period	- - (3,473,963) (3,473,963)
Transactions with Owners in their capacity as Owners:
Issues of shares (net of costs)	4,333,030 - - 4,333,030
Transfers between equity items	- - - -
Share-basedpayments	- 263,822 - 263,822
Balance at 30 June 2020	58,981,664 461,793 (56,973,967) 2,469,490

The consolidated statement of changes in equity is to be read in conjunction with the notes to the financial statements.

PAGE 33 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

CONSOLIDATED STATEMENT OF CASH FLOWS

for the year ended 30 June 2020

for the	year ended 30 June 2020
Cash flows from operating activities Payments to suppliers and employees Payments for mining exploration, evaluation and rehabilitation Payments for business development costs Interest received Government grants and incentives Other Net cash used in operating activities 10 Cash flows from investing activities Acquisition of property, plant & equipment Loans to related parties Net cash used in investing activities Net cash used in financing activities Net proceeds from issue of shares Movement in restricted cash Net cash from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at 1 July Cash and cash equivalents at 30 June 10	2020 2019 $ $
	(708,608) (499,790) (3,002,010) (1,206,646) - (44,443) 29,301 58,537 50,000 - 25,520 -
	(3,605,797) (1,692,342) (3,046) (19,756) - (10,000)
	(3,046) (29,756) 4,333,030 1,487,435 335,515 (82,379)
	4,668,545 1,405,056 1,059,702 (317,042) 1,157,164 1,474,206
	2,216,866 1,157,164

The consolidated statement of cash flows is to be read in conjunction with the notes to the financial statements.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 34

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

BASIS OF PREPARATION

Note 1: Corporate information Note 2: Reporting entity Note 3: Basis of preparation

PERFORMANCE FOR THE YEAR

Note 4: Segment reporting Note 5: Revenue and expenses Note 6: Income tax Note 7: Loss per Share

EMPLOYEE BENEFITS

Note 8: Employee benefits Note 9: Share-based payments

ASSETS

Note 10: Cash and cash equivalents Note 11: Trade and other receivables Note 12: Restricted cash Note 13: Financial assets

EQUITY AND LIABILITIES

Note 14: Trade and other payables Note 15: Provisions Note 16: Capital and capital management Note 17: Reserves

FINANCIAL INSTRUMENTS Note 18: Financial instruments

GROUP COMPOSITIION

Note 19: List of subsidiaries Note 20: Parent entity information

OTHER INFORMATION

Note 21: Contingent liabilities Note 22: Remuneration of auditors Note 23: Commitments Note 24: Related party transactions Note 25: Events occurring after the reporting period

ACCOUNTING POLICIES

Note 26: Changes in accounting policies Note 27: New accounting standards and interpretations

PAGE 35 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

BASIS OF PREPARATION

This Section of the financial report sets out the Group’s (being DevEx Resources Limited and its controlled entities) accounting policies that relate to the financial statements as a whole. Where an accounting policy is specific to one Note, the policy is described in the Note to which it relates.

The Notes include information which is required to understand the financial statements and is material and relevant to the operations and the financial position and performance of the Group.

Information is considered relevant and material if:

• The amount is significant due to its size or nature

• The amount is important in understanding the results of the Group

• It helps to explain the impact of significant changes in the Group’s business

• It relates to an aspect of the Group’s operations that is important to its future performance.

1. CORPORATE INFORMATION

The consolidated financial report of DevEx Resources Limited for the year ended 30 June 2020 was authorised for issue in accordance with a resolution of Directors on 29[th] September 2020.

DevEx Resources Limited (the ‘Company’ or ‘DevEx’) is a for-profit company limited by shares whose shares are publicly traded on the Australian Securities Exchange. The Company and its subsidiaries were incorporated and domiciled in Australia. The registered office and principal place of business of the Company is Level 3, 1292 Hay Street, West Perth, WA 6005.

The nature of the operations and principal activities are disclosed in the Directors’ Report.

2. REPORTING ENTITY

The financial statements are for the Group consisting of DevEx Resources Limited and its subsidiaries. A list of the Group’s subsidiaries is provided at Note 19.

3. BASIS OF PREPARATION

These general purpose financial statements have been prepared in accordance with the Corporations Act 2001 and Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (‘AIFRS’). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (‘IFRS’).

These financial statements have been prepared under the historical cost convention except for certain financial assets and liabilities which are required to be measured at fair value.

(a) Basis of consolidation

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group 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 Group. They are deconsolidated from the date that control ceases.

The acquisition method of accounting is used to account for business combinations by the Group.

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

(b) Functional currency translation

Functional and presentation currency

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

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 36

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

(c) Goods and Services Tax (‘GST’)

Revenue, 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. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense.

Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the Australia Taxation Office (‘ATO’) is included as a current asset or liability in the statement of financial position.

Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.

(d) Going concern

Subsequent to year end the Group raised $5.5 million (before costs) of equity capital via an issue of ordinary shares at $0.10. The funds raised will be used to meet the ongoing working capital requirements of the Group.

The Directors are of the opinion that the Company is a going concern and have prepared the financial report on a going concern basis.

PAGE 37 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

PERFORMANCE FOR THE YEAR

This section provides additional information about those individual line items in the Statement of Comprehensive Income that the Directors consider most relevant in the context of the operations of the entity.

4. SEGMENT REPORTING

For management purposes, the Group is organised into one main business and geographic segment, which involves exploration for mineral deposits in Australia. All of the Group’s activities are interrelated, and discrete financial information is reported to the Board (Chief Operating Decision Makers) as a single segment. Accordingly, all significant operating decisions are based upon analysis of the Group as one segment. The financial results from the segment are equivalent to the financial statement of the Group as a whole.

5. REVENUE AND EXPENSES

. REVENUE AND EXPENSES
(a) Corporate and administration expenses Depreciation and amortisation Insurance Legal fees Office costs – corporate service charge and reimbursements Personnel expenses (5(b)) Regulatory and compliance Other	2020 2019 $ $
	9,443 5,172 8,616 5,237 9,795 8,140 144,487 114,714 600,624 355,836 117,989 103,529 143,577 98,258
	1,034,531 690,886

(b) Personnel expenses Directors’ fees, wages and salaries Other associated personnel expenses Superannuation Annual leave and long service leave Share-based payments Less allocations directly attributable to exploration expenditure	2020 2019 $ $
	677,904 537,247 45,502 46,171 54,159 40,096 28,101 22,140 263,822 125,958 (468,864) (415,776)
	600,624 355,836

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 38

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

for the year ended 30 June 2020
(c) Exploration and evaluation expenditure by Project Nabarlek Junee Bogong Basin Creek Sovereign Julimar Complex Generative Exploration Rent Reimbursements 50% Government Co-funding	2020 2019 $ $
	515,728 985,845 572,024 341,373 974,124 59,111 279,919 - 46,781 - 59,263 - 171,065 166,062 (107,932) - (46,089) -
	2,464,883 1,552,391

Accounting Policy

Costs incurred in the exploration and evaluation stages of specific areas of interest are expensed against profit or loss as incurred. All exploration and evaluation expenditure, including general permit activity, geological and geophysical costs, project generation and drilling costs, is expensed as incurred. The costs of acquiring interests in new exploration licences is also expensed. Once the technical feasibility and commercial viability of extracting a mineral resource are demonstrable in respect to an area of interest, development expenditure is capitalised to the Statement of Financial Position.

(d) Other income/(expenses) Government grants and incentives Adjustment to rehabilitation provision1 Other Fair value adjustment to financial assets Reversal of prior period impairment of financial assets	2020 2019 $ $
	62,500 - 41,722 375,500 3,604 15,924 - 159,424 - 82,685
	107,826 633,533

1 During the year ended 30 June 2019, the Department of Primary Industry and Resources (DPIR) and the Northern Land Council agreed to a reduced security held for the provision of rehabilitation on the Nabarlek Project, resulting in a reduction of $375,500 and a further adjustment in 30 June 2020 of $41,722.

PAGE 39 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

(e) Net financing income Interest income Unwinding of the discount on rehabilitation provision Bank charges Total finance expenses Net financing income	2020 2019 $ $
	29,670 50,442
	(10,784) (16,055) (8,531) (11,260)
	(19,315) (27,315)
	10,355 23,127

Accounting Policy

Net financing costs comprise the unwinding of the discount on rehabilitation provisions and interest receivable on funds invested.

Interest income is recognised in the statement of comprehensive income as it accrues, using the effective interest method.

6. INCOME TAX

The Company and its wholly-owned Australian resident subsidiaries are part of a tax-consolidated group. As a consequence, all members of the tax-consolidated group are taxed as a single entity.

Deferred tax benefit Total income tax benefit reported in the statement of comprehensive income Numerical reconciliation between tax benefit and pre-tax net loss: Loss before tax Income tax benefit using the domestic corporation tax rate of 27.5% Decrease in income tax benefit due to: Non-deductible expenses Junior mineral exploration incentive Current and deferred tax expense not recognised Over provision of tax in prior years Income tax benefit	2020 2019 $ $
	- 168,375
	- 168,375
	2020 2019 $ $
	(3,473,960) (1,612,982) 955,339 443,570 (72,841) (15,717) (426,908) - (455,590) (427,853) - 168,375
	- 168,375

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 40

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

Deferred tax assets (except for those relating to tax losses) and liabilities for the Group are attributable to the following:

ollowing:
Capital raising costs Financial assets reversal of impairment/(impairment) Rehabilitation provision Other items Tax losses used to offset net deferred tax liability Net deferred tax assets and liabilities not recognised	Assets Liabilities 2020 2019 2020 2019 $ $ $ $	Total 2020 2019 $ $
	(86,327) (49,380) - - - 47,511 - - (313,849) (347,138) - - (37,409) (91,315) 248 343	(86,327) (49,380) - 47,511 (313,849) (347,138) (37,161) (90,972)
	(437,585) (440,322) 248 343	(437,337) (439,979)
		- -
		(437,337) (439,979)

Deferred tax assets in respect of tax losses have not been recognised as follows:

Unrecognised tax losses – Revenue Unrecognised tax losses – Capital Unrecognised tax losses – Total Unrecognised deferred tax asset on unused tax losses	2020 2019 $ $
	29,847,634 29,371,333 311,211 311,211
	30,158,845 29,682,544
	8,293,682 8,162,700

Accounting Policy

The income tax expense or benefit for the period is the tax payable or receivable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantially enacted at the end of the reporting period in the country where the company’s subsidiaries operate and generate taxable income. Provisions are established where appropriate on the basis of amounts expected to be paid to the tax authorities.

Current tax liabilities for the current period and prior periods are measured at the amount expected to be recovered from or paid to taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the balance date.

Deferred income tax is provided on all temporary differences at reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Unrecognised deferred income tax assets at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Income taxes relating to items recognised directly in equity are recognised in equity and not profit or loss. Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

PAGE 41 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

7. LOSS PER SHARE

The calculation of basic and diluted loss per share at 30 June 2020 was based on the loss attributable to ordinary shareholders of $3,473,963 (2019: $1,444,607).

The weighted average number of ordinary shares outstanding during the financial years comprised the following:

Ordinary shares on issue at beginning of year Effect of share issues Effect of share issues in lieu of consulting fees Weighted average number of ordinary shares on issue at the end of the year (Basic and Diluted)	2020 2019 $ $
	133,050,573 91,940,151 40,544,668 6,006,924 - 109,589
	173,595,241 98,056,664

At 30 June 2020 there were no options (2019: nil) included in the diluted weighted average number of ordinary shares calculation as their effect would have been anti-dilutive.

Accounting Policy

Basic earnings/loss per share is calculated as net profit/loss attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted earnings/loss per share is calculated as net profit/loss attributable to members of the parent, adjusted for:

• costs of servicing equity (other than dividends) and preference share dividends;

• the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and

• other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 42

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

EMPLOYEE BENEFITS

This section of the Notes includes information that must be disclosed to comply with accounting standards and other pronouncements relating to the remuneration of employees and consultants of the Group, but that is not immediately related to individual line items in the Financial Statements.

8. EMPLOYEE BENEFITS

. EMPLOYEE BENEFITS
Annual leave Long service leave	2020 2019 $ $
	83,378 26,148 25,654 -
	109,032 26,148

Accounting Policy

Liabilities for employee benefits for wages, salaries and annual leave expected to be settled within 12 months of the reporting date are recognised in employee benefits in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled.

9. SHARE-BASED PAYMENTS

The Company provides benefits to employees (including directors) in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares (‘equity-settled transactions’).

The Company currently provides benefits under an Employee Incentive Scheme. This Scheme was approved by shareholders on 29 November 2017.

Each option entitles the holder, on exercise, to one ordinary fully paid share in the Company. There is no issue price for the options. The exercise price for the options is such price as determined by the Board. An option may only be exercised after that option has vested and any other conditions imposed by the Board on exercise are satisfied. The Board may determine the vesting period, if any.

There are no voting or dividend rights attached to the options. There are no voting rights attached to the unissued ordinary shares. Voting rights will be attached to the unissued ordinary shares when the options have been exercised.

Accounting Policy

The cost of share-based payments is recognised in employee benefits expense, together with a corresponding increase in Share-based Payments Reserve in equity, over the period in which the performance and/or service conditions are fulfilled (the vesting period).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects:

• (i) the extent to which the vesting period has expired; and

• (ii) 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 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 the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of the modification, as measured at the date of modification.

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, as described in the previous paragraph.

The dilutive effect, if any, of outstanding options and rights is reflected as additional share dilution in the computation of earnings per share.

The Group measures the cost of equity-settled share-based payments at fair value at the grant date using a Black Scholes option-pricing model taking into account the terms and conditions upon which the instruments were granted.

PAGE 43 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

The number and weighted average exercise prices of share options outstanding at 30 June 2020 is as follows:

Outstanding at beginning of the year Granted during the period Lapsed during the period Outstanding at the end of the year Exercisable at the end of the year	Weighted average exercise price Number of options Weighted average exercise price Number of options 2020 2020 2019 2019 $ $
	0.153 6,833,334 0.360 2,483,336 0.135 8,050,000 0.106 5,183,334 - - 0.480 (833,334)
	0.143 14,883,336 0.153 6,833,334
	0.150 10,883,336 0.175 4,833,336

No share options were exercised during the year (2019: nil). The weighted average life as at 30 June 2020 is 1.13 years (2019: 2.4 years).

Non-market performance conditions are not taken into account in the grant date fair value measurement of the services received.

The total expenditure recognised in the statement of comprehensive income is $263,822 (2019: $125,958).

The fair value of the options is estimated at the grant date using a Black Scholes option-pricing model. Refer to the table below for inputs to the Black Scholes option-pricing model for options granted during the year:

Share price at grant date (weighted average) Exercise price (weighted average) Expected volatility (expressed as weighted average used in the modelling under Black Scholes option pricing model) Expected life (expressed as weighted average used in the modelling under Black Scholes option pricing model) Expected dividends Risk-free interest rate (weighted average) Number	2020 2019
	$0.076 $0.049 $0.135 $0.106 99% 126% 3.0 years 3.0 years Nil Nil 0.66% 2.10% 8,050,000 5,183,334

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 44

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

ASSETS

This section provides additional information about those individual line items in the Statement of Financial Position that the Directors consider most relevant in the context of the operations of the entity.

10. CASH AND CASH EQUIVALENTS

0. CASH AND CASH EQUIVALENTS
Cash at bank Term deposits Petty cash	2020 2019 $ $
	2,216,667 1,151,772 - 1,287 199 4,105
	2,216,866 1,157,164

Accounting Policy

Cash and cash equivalents comprise cash balances and term deposits which are readily convertible to cash.

The reconciliation to loss after income tax for the year to net cash flows from operations is below:

Loss after tax for the period Depreciation and amortisation Unwinding of interest on fair value of rehabilitation provision Share-based payments Reversal of impairment on financial assets Fair value of financial assets Non-cash interest expense Loss on write down of assets Equity-settled share-based payment expenses Changes in operating assets and liabilities: Decrease/(increase) in trade and other receivables (Decrease)/Increase in trade and other payables Increase/(decrease) in provisions Net operating cash outflows	2020 2019 $ $
	(3,473,963) (1,444,607) 9,443 5,172 10,784 16,055 263,822 125,958 - (82,685) - (159,424) - (3,343) - 964 - 8,000 27,535 (4,675) (526,303) 456,173 82,885 (609,930)
	(3,605,797) (1,692,342)

11. TRADE AND OTHER RECEIVABLES

1. TRADE AND OTHER RECEIVABLES
Other trade receivables Prepayments	2020 2019 $ $
	49,383 417,987 13,757 48,203
	63,140 466,190

Accounting Policy

Trade and other receivables are initially recognised at fair value and subsequently at amortised cost less impairment losses.

PAGE 45 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

12. RESTRICTED CASH

2. RESTRICTED CASH
Bank guarantees in relation to rehabilitation obligations Bank guarantee in relation to business credit cards	2020 2019 $ $
	1,353,978 1,313,978 25,000 25,000
	1,378,978 1,338,978

Bank guarantees in relation to rehabilitation obligations are held by the Northern Territory Department of Mines and Energy (DME) for rehabilitation obligations on the Nabarlek Mineral Lease ($1,158,362), the Northern Land Council and DME on the Nabarlek tenements held (totalling $105,616) and the New South Wales Department of Planning and Environment – Resources & Energy on the New South Wales tenements ($90,000).

Accounting Policy

Funds placed on deposit with financial institutions to secure bank guarantees are classified as restricted cash.

13. FINANCIAL ASSETS

3. FINANCIAL ASSETS
Equity investments at fair value through profit or loss	2020 2019 $ $
	255,453 255,453
	255,453 255,453

The Company has 5,109,061 fully paid ordinary shares in PhosEnergy at a deemed value $0.05 per share.

Accounting Policy

Financial assets are measured at fair value on initial recognition. Subsequent measurement of financial assets depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial asset or both.

For the purposes of subsequent measurement, the Group’s financial assets are measured at fair value through profit or loss. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair value recognised in the statement of profit or loss.

This category includes the equity investment which the Group had not irrevocably elected to classify at fair value through OCI. Any dividends on equity investments are also recognised as other income in the statement of profit or loss when the right of payment has been established.

The fair value measurement level under the fair value measurement hierarchy is level 3, where inputs for the asset are not based on observable market data.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 46

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

EQUITY AND LIABILITIES

This section provides additional information about those individual line items in the Statement of Financial Position that the Directors consider most relevant in the context of the operations of the entity.

14. TRADE AND OTHER PAYABLES

Trade and other payables	2020 2019 $ $
	211,397 605,866
	211,397 605,866

Accounting Policy

Trade payables are initially recognised at fair value and subsequently measured at amortised cost. Trade and other payables are presented as current liabilities unless payment is not due within 12 months.

15. PROVISIONS

5. PROVISIONS
Current Rehabilitation Income tax payable Non-current Rehabilitation	2020 2019 $ $
	215,000 83,365 - -
	215,000 83,365
	2020 2019 $ $
	926,271 1,178,957
	926,271 1,178,957

The movement in the rehabilitation provision is shown below:

Opening balance Adjustment to estimated provision Expenditure for the year Unwinding of the discount on rehabilitation provision Closing balance	2020 2019 $ $
	1,262,322 1,702,553 (41,722) (375,500) (90,113) (80,786)
	10,784 16,055
	1,141,271 1,262,322

The Company assumed all obligations for rehabilitation at the Nabarlek Mineral Lease following the acquisition of Queensland Mines Pty Ltd in 2008. Rehabilitation obligations for the Nabarlek Mineral Lease are backed by bank guarantees (refer to note 12).

Accounting Policy

The Group records the present value of the estimated cost of legal and constructive obligations to restore operating site locations in the period in which the obligation arises. The nature of restoration activities includes the removal of facilities and restoration of affected areas.

When the rehabilitation provision is initially recorded, the estimated cost is expensed against the profit and loss.

At each reporting date the rehabilitation provision is re-measured to reflect any changes in discount rates and timing and amounts of the costs to be incurred. Such changes in the estimated liability are accounted for prospectively from the date of the change and are added to, or deducted from, the profit or loss.

The unwinding of the discount is recorded as an accretion charge within finance costs.

PAGE 47 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

Estimates and assumptions of the appropriate discount rate at which to discount the liability, the timing of cash flows, the application of relevant environmental legislation and the future expected costs of rehabilitation are all used in determining the carrying value of the rehabilitation provision.

16. CAPITAL AND CAPITAL MANAGEMENT

Ordinary shares on issues:

rdinary shares on issues:
On issue at the beginning of the year Consolidation of share capital Rights issues and placements1 Issue of shares in lieu of consulting fees Share issue costs On issue at the end of the year	2020 2019 No. $ No. $
	133,050,573 54,648,634 1,103,276,188 53,098,959 - - (1,011,336,037) - 57,312,500 4,585,000 40,110,422 1,604,417 - - 1,000,000 48,000 - (251,970) - (102,742)
	190,363,073 58,981,664 133,050,573 54,648,634

1 In October 2019, the Company completed a placement to raise $4,585,000 by issuing 57,312,500 shares at $0.08 per share.

Issuance of Ordinary Shares

Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings. In the event of winding up of the Company, the ordinary shareholders rank after all other shareholders and creditors and are fully entitled to any proceeds on liquidation.

17. RESERVES

Nature and purpose of reserves:

Share-based payments

This reserve is used to record the value of equity benefits provided to employees and directors as part of their remuneration.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 48

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

FINANCIAL INSTRUMENTS

This section of the Notes discusses the Group’s exposure to various risks and shows how these could affect the Group’s financial position and performance.

18. FINANCIAL INSTRUMENTS

(a) Capital risk management

The capital structure of the Group consists of equity attributable to equity holders, comprising issued capital, reserves and retained earnings as disclosed in notes 16 and 17.

The Board reviews the capital structure on a regular basis and considers the cost of capital and the risks associated with each class of capital. The Group will balance its overall capital structure through new share issues as well as the issue of debt, if the need arises.

(b) Market risk

Market risk is the risk that changes in market prices such as foreign exchange rates, equity prices and interest rates will affect the Group’s income or value of its holdings of financial instruments.

(c) Foreign exchange rate risk

The Group currently has no significant exposure to foreign exchange rates.

(d) Equity prices

The Group currently has no significant exposure to equity prices.

(e) Interest rate risk

Interest rate risk is the risk that changes in bank deposit rates affect the consolidated entity’s income and future cash flow from interest income. The exposure to interest rate risk and the effective weighted average interest rate for classes of financial assets and financial liabilities is set out below:

2020 Financial assets Cash at bank Term deposits Restricted cash Trade and other receivables Financial liabilities Trade and other payables	Fixed interest maturing in: >1 year 1-5 years Floating interest Non- interest bearing Total Weighted average interest rate $ $ $ $ $ %
	- - 2,216,667 199 2,216,866 0.69%
	- - - - - 1.38%
	1,278,213 - - 100,765 1,378,978 1.38%
	- - - 63,140 63,140 -
	- - - 211,397 211,397 -

PAGE 49 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

2019 Financial assets Cash at bank Term deposits Restricted cash Trade and other receivables Financial assets Financial liabilities Trade and other payables	Fixed interest maturing in: >1 year 1-5 years Floating interest Non- interest bearing Total Weighted average interest rate $ $ $ $ $ %
	- - 1,151,772 4,105 1,155,877 0.54% 1,287 - - - 1,287 2.10% 1,278,213 - - 60,765 1,338,978 2.10% - - - 466,190 466,190 - - - - 255,453 255,453 - - - - 605,866 605,866 -

A change of 100 basis points in interest rates on bank balances and term deposits over the reporting period would have increased/(decreased) the Group’s profit and loss by $29,631 (2019: $27,496).

(f) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The consolidated entity’s exposure to credit risk is not significant and currently arises principally from sundry receivables which represent an insignificant proportion of the Group’s activities and cash and cash equivalents.

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets is the carrying amount, net of any provision for doubtful debts, as disclosed in the notes to the financial statements.

(g) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board actively monitors the Group’s ability to pay its debts as and when they fall due by regularly reviewing the current and forecast cash position based on the expected future activities.

The Group has non-derivative financial liabilities which include trade and other payables of $211,397 (2019: $605,866) all of which are due within 60 days.

(h) Net fair values of financial assets and liabilities

AASB 7 Financial Instruments: Disclosures requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

• quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);

• inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (level 2), and

• inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3).

All financial assets and liabilities approximate their net fair values and are disclosed as level 1 fair values, other than the investment in PhosEnergy Limited which is disclosed as a Level 3 fair value (see Note 13).

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 50

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

Accounting Policy

Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL):

• they are held within a business model whose objective is to hold the financial assets to collect its contractual cash flows

• the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Investments in equity instruments that are not held for trading are eligible for an irrevocable election at inception to be measured at FVOCI.

Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL.

The directors have assessed that the fair value of cash and short-term deposits, trade receivables, trade payables and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

GROUP COMPOSITION

This section of the Notes includes information that must be disclosed to comply with accounting standards and other pronouncements relating to the structure of the Group, but that is not immediately related to individual line items in the Financial Statements.

19. LIST OF SUBSIDIARIES

	Country of	Ownership Interest	Ownership Interest
	Incorporation
		2020	2019
		%	%
Parent entity
DevEx Resources Limited	Australia
Subsidiaries
G E Resources Pty Ltd	Australia	100%	100%
TRK Resources Pty Ltd	Australia	100%	100%
Queensland Mines Pty Ltd	Australia	100%	100%
Copper Green Pty Ltd	Australia	100%	100%
Arnhem Minerals Pty Ltd	Australia	100%	100%

20. PARENT ENTITY INFORMATION

The financial information for the parent entity, DevEx Resources Limited, has been prepared on the same basis as the consolidated financial statements, except as set out below.

(a) Investments in subsidiaries, associates and joint venture entities

Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the parent entity’s financial statements.

(b) Contingencies

The parent entity has no contingent assets or liabilities.

PAGE 51 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

(c) Commitments

The parent entity has no commitments.

Statement of comprehensive income Loss for the year Total comprehensive loss Statement of financial position Assets Current assets Non-current assets Total assets Liabilities Current liabilities Total liabilities Net assets Equity Share capital Reserves Accumulated losses Total equity	2020 2019 $ $
	(3,785,372) (1,729,596)
	(3,785,372) (1,729,596)
	2,280,006 1,623,354 1,561,187 1,567,583
	3,841,193 3,190,937
	225,620 386,845
	225,620 386,845
	3,615,573 2,804,092
	58,981,664 54,648,634 461,794 197,972 (55,827,885) (52,042,514)
	3,615,573 2,804,092

The accounting policies of the parent entity are consistent with those of the Group.

OTHER INFORMATION

This section of the Notes includes other information that must be disclosed to comply with accounting standards and other pronouncements, but that is not immediately related to individual line items in the Financial Statements.

21. CONTINGENT LIABILITIES

There are no contingent assets or liabilities.

22. REMUNERATION OF AUDITORS

2. REMUNERATION OF AUDITORS
Audit services Audit and review Other services	2020 2019 $ $
	29,341 28,356 - 1,000
	29,341 29,356

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 52

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 June 2020

23. COMMITMENTS

In order to maintain current rights of tenure to exploration tenements, the Group is required to perform exploration work to meet the minimum expenditure requirements specified by various State governments. These amounts are subject to negotiation when application for a lease application and renewal is made and at other times. These amounts are not provided for in the financial report and are payable:

Within 1 year 1-5 years >5 years	2020 2019 $ $
	618,782 257,034 159,884 757,289 159,884 26,859
	938,550 1,041,182

To the extent that expenditure commitments are not met, tenement areas may be reduced and other arrangements made in negotiation with the relevant state and territory government departments on renewal of tenements to defer expenditure commitments or partially exempt the Company. Where the group decides to relinquish a tenement the commitment will be reduced accordingly.

24. RELATED PARTY TRANSACTIONS

(a) Key management personnel

The following were key management personnel of the Group at any time during the reporting period and unless otherwise indicated were key management personnel for the entire period:

Tim R B Goyder

Brendan J Bradley

Bryn L Jones

Richard K Hacker

The key management personnel compensation is as follows:

Short-term employee benefits Post-employment benefits Share-based payments	2020 2019 $ $ 319,525 305,533 27,422 27,422 220,242 100,012 567,189 432,968

A number of key management personnel, or their related parties, hold positions in other entities that result in them having control or significant influence over the financial or operating policies of those entities.

A number of these entities transacted with the Company or its subsidiaries in the reporting period. The terms and conditions of the transactions with key management personnel and their related parties were no more favourable than those available, or which might reasonably be expected to be available, on similar transactions to non-key management personnel related entities on an arm’s length basis.

(b) Loans made to key management personnel and related parties

No loans were made to key management personnel and their related parties.

PAGE 53 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2020

(c) Other transactions with key management personnel

The Group receives corporate services including office rent and facilities, management and accounting services under a Corporate Services Agreement with Chalice Gold Mines Limited. Messrs Goyder and Hacker are all KMP’s of Chalice Gold Mines Limited. Amounts billed are based on a proportionate share of the cost to Chalice Gold Mines Limited of providing the services and have normal payment terms. The amount recognised in the statement of comprehensive income for the year is $147,233 (2019: $114,000) and the amount unpaid as at 30 June 2020 was $14,805 (2019: $39,000).

25. EVENTS OCCURRING AFTER THE REPORTING PERIOD

In July 2020, the Company signed a new office space lease commencing 1 September 2020. The lease has a 3 year term with another three year option.

On 7 September 2020 the Company completed a two tranche capital raising of up to $5.5 million (before costs) at an issue price of $0.10 to progress exploration at its Basin Creek and Junee Projects in NSW (gold and coppergold) and its recently acquired Sovereign Nickel-Copper-PGE Project in the Julimar Regionin WA.

The capital raising comprised of a two-tranche Placement with the first tranche being completed on 15 July 2020 raising approximately A$4.7 million (before costs) though the issue of 47,590,767 fully paid ordinary shares to sophisticated and professional investors.

Tranche 2 was approved by shareholders at a general meeting of shareholders held on 3 September 2020 and a total of 8,100,000 fully paid ordinary shares were issued to the Directors of the Company or their nominees at an issue price of $0.10 per share on 7 September 2020.

The impact of the Coronavirus (COVID-19) pandemic is ongoing and it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

No other matters or circumstances have occurred subsequent to balance date that have or may significantly affect the operations or state of affairs of the Group in subsequent financial years.

ACCOUNTING POLICIES

This section of the Notes includes information that must be disclosed to comply with accounting standards and other pronouncements relating to new and revised accounting standards and their impact.

26. CHANGES IN ACCOUNTING POLICIES

In the year ended 30 June 2020, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board that are relevant to the Group and effective for the current annual reporting period.

As a result of this review, the Directors have intially applied AASB 16 Leases from 1 July 2019, however there is no material impact of this Standard on the Group and therefore no change is necessary to the Group’s accounting policies.

27. NEW ACCOUNTING STANDARDS AND INTERPRETATIONS

Australian Accounting Standards and Interpretations most relevant to the Group that have recently been issued or amended but are not yet effective and have not been adopted by the Group for the year ended 30 June 2020 are outlined below.

There are no standards that are not yet effective and that would be expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 54

DIRECTORS’ DECLARATION for the year ended 30 June 2020

In the opinion of the directors of DevEx Resources Limited:

1. the attached financial statements notes and the Remuneration Report in the Directors’ Report are in accordance with the Corporations Act 2001, including:

   • (ii) giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its performance for the financial year ended on that date; and

   • (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001;

2. (a) the financial report also complies with Australian Accounting Standards as disclosed in note 3; and

3. (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

4. there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of the directors:

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Brendan Bradley Managing Director

Dated at Perth on 29th September 2020.

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INDEPENDENT AUDITOR’S REPORT

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ASX ADDITIONAL INFORMATION
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as at 25 September 2020

Additional information required by the ASX Limited Listing Rules and not disclosed elsewhere in this report is set out below. SHAREHOLDINGS

Substantial shareholders

The number of shares held by substantial shareholders and their associated interests were:

Shareholder	Number of	Percentage of	Number of	Percentage of
	ordinary	capital held	unlisted	unlisted
	shares held	%	options held	options held%
Timothy R B Goyder	53,375,269	21.69	2,000,000	12.88%

Class of Shares and Voting Rights

There were 2,040 holders of the ordinary shares of the Company and 12 holders of unlisted options. The Company has 15,533,336 unlisted options on issue at 25 September 2020, all of which were issued under the previous Employee Share Option Plan or the current Employee Securities Incentive Plan.

Holders of fully paid ordinary shares are entitled to one vote per fully ordinary shares.

Distribution of equity security holders

	Number of equity security holders
	Ordinary Shares Unlisted Share Options
Category
1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Total	215 - 470 - 279 - 760 4 316 8
	2,040 12

Restricted Securities

There are no restricted ordinary shares on issue.

On-market buy-back

There are no current on-market buy-back of securities.

Marketable parcel

The number of shareholders holding less than a marketable parcel was 311.

PAGE 59 | DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT

as at 25 September 2020

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ASX ADDITIONAL INFORMATION
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TWENTY LARGEST ORDINARY FULLY PAID SHAREHOLDERS

Name	Number of ordinary shares held Percentage of capital held %
MR TIMOTHY RUPERT BARR GOYDER CALM HOLDINGS PTY LTD CITICORP NOMINEES PTY LIMITED BNP PARIBAS NOMINEES PTY LTD ALBION BAY PTY LTD J P MORGAN NOMINEES AUSTRALIA PTY LIMITED DRAGON TREE CAPITAL PTY LTD CAIRNGLEN INVESTMENTS PTY LTD GREMAR HOLDINGS PTY LTD MR SIMON YAMMINE HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED THE UNIVERSAL ZONE PTY LTD BOND STREET CUSTODIANS LIMITED CS FOURTH NOMINEES PTY LIMITED COLIBRI NOMINEES PTY LTD MR PAUL JOHN DEMPSEY MR JUSTIN GRAHAM DAVIES + MS ANGELA CLAIRE QUIN MR BRYN LLEWELLYN JONES GKMI PTY LTD MR RICHARD KEITH HACKER + MRS SUSAN CORLETTE HACKER Total	53,375,269 21.69 7,000,000 2.84 4,993,993 2.03 4,911,806 2.00 4,575,527 1.86 3,554,967 1.44 3,350,000 1.36 3,325,000 1.35 3,300,000 1.34 3,000,000 1.22 2,537,317 1.03 2,500,000 1.02 2,406,810 0.98 2,208,703 0.90 2,163,848 0.88 2,100,000 0.85 2,085,507 0.85 2,042,237 0.83 2,000,000 0.81 2,000,000 0.81
	113,430,984 46.10

DEVEX RESOURCES LIMITED 2020 ANNUAL REPORT | PAGE 60

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Level 3, 1292 Hay Street West Perth WA 6005, Australia T: +61 8 6186 9490

E: info@devexresources.com.au

W: www.devexresources.com.au