GENESIS RESOURCES LIMITED — Interim / Quarterly Report 2020

Apr 26, 2020

Quarterly Activities Report – March 2020

HIGHLIGHTS

Plavica Au-Ag-Cu Project (North Macedonia)

Mining, Metallurgical and Geotechnical studies are continuing in preparation for a Mining Study to be submitted to the North Macedonian Government as per North Macedonian Mining legislation. Metallurgical Studies include the testing of gold oxide ore using the CSIRO-developed ‘Clean Mining’ technique. Results are pending.

EXPLORATION & DEVELOPMENT PROGRESS DURING THE QUARTER

REPUBLIC OF NORTH MACEDONIA

PLAVICA HIGH SULPHIDATION EPITHERMAL GOLD-COPPER-SILVER PROJECT (Figure 1)

Fieldwork in the Quarter consisted of the ongoing monitoring of water from bores and surface sites and reading dust monitoring sites throughout the project area. An ESIA for the Government of North Macedonia is being completed. Mining, Metallurgical, hydrogeological, infrastructure and Geotechnical studies are continuing, as per Macedonian Mining legislation.

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Figure 1 (above) Location of the Plavica Gold-Copper-Silver Project, North Macedonia.

Metallurgical testing is now being undertaken on oxide ore samples at the CSIRO developed ‘Clean Mining’ Lab in Western Australia. The Clean Mining technique uses a non-toxic, water soluble, non-flammable inorganic compound to extract gold after the crushing and milling processes are completed.

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Figure 2 (above) Location of Australian Projects.

AUSTRALIA

ARLTUNGA PROJECT: Copper, Gold (EL25238) (GES 100%)

The Arltunga Gold Project consists of Exploration Licence EL25238 covering 95.2 sq km, is located approximately 110 km northeast of Alice Springs (Figure 2) in the vicinity of the Arltunga Goldfield. Thirty three historical gold mines and prospects are known in the licence area.

A Licence Renewal Application was lodged on the 1 November 2019 requesting a further two year period. This application is pending. The current expiry date is the 7 November 2019. EL25238 covers 31 sub blocks.

The 13 Annual Technical Report was lodged on the 11 November 2019. The Variation of Conditions (VOC) was approved on the 4 December 2019.

The Mining Management Plan (MMP) update was lodged on the 17 March 2020.

An Application to the Aboriginal Areas Protection Authority (AAPA) for an Authority Certificate was made on the 14 November 2019.

An extension of the Central Land Council Sacred Site Clearance Certificate was approved on the 6 September 2019. The new expiry date is the 31 December 2020. A meeting planned with CLC and the Native Title Holders for the 17 March 2020 at Santa Teresa was cancelled due to the recent developments of COVID-19.

A full review of all available data is currently underway, with the aim of defining targets for Reverse Circulation drilling in mid 2020.

No field work was carried out during the current Quarter.

Genesis Resources Limited | Quarterly Activities Report | January 2020 – March 2020

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ALICE SPRINGS PROJECT: Copper, Gold, Iron (EL24817) (GES 100%)

The Alice Springs Project consists of Exploration Licence EL24817 covering 372.59 sq km, is located approximately 110-155 km northeast from Alice Springs in the Northern Territory (Figure 2) .

An Application to the Aboriginal Areas Protection Authority for an Authority Certificate was made on the 14 November 2019.

A Licence Renewal Application was lodged on 14 April 2020 requesting another two-year period. The current expiry date is the 17 April 2020. EL24817 covers 118 sub-blocks.

The 14 Annual Technical Report was lodged on the 20 April 2020.

The Mining Management Plan (MMP) update was lodged on the 6 March 2020.

An extension of the Central Land Council Sacred Site Clearance Certificate was approved on the 6 September 2019. The new expiry date is the 31 December 2020. A meeting planned with CLC and the Native Title Holders for the 17 March 2020 at Santa Teresa was cancelled due to the recent developments of COVID-19.

No field work was carried out. In addition a full review of all available data is underway to define targets for RC drill testing during mid 2020.

GLADSTONE-MOUNT MILLER PROJECT: Manganese (EPM15771) (GES 100%)

The Gladstone-Mount Miller Project consists of Exploration Licence (EPM15771) covering 24.35sq km and is located approximately 15 km by road from the port of Gladstone on the east coast of central Queensland (Figure 2). The largest mine on the tenements controlled by Genesis was at Mount Miller. The mine opened in 1895 and operated intermittently until 1916 and then from 1958 to 1960. A total of 21,785 tonnes of ore was mined with a grade which ranged from 71% to 75% MnO2.

A Licence Renewal Application was lodged on the 14 February 2019. This application was approved on the 3 September 2019, the new expiry date is the 19 June 2021.

A Partial relinquishment report was lodged on the 16 April 2019 requesting the surrender of 3 sub blocks. 4 sub blocks will be retained. The Environmental Authority Partial Surrender Report was approved on the 21 May 2019.

Reconnaissance mapping was carried out during the quarter ending 30 September 2019. A mall pit of manganese was discovered to the southwest of Mt Millar. A small outcrop of quartz breccia was also discovered to the west of the Mt Millar mine. This was assayed for Au and base metals with no significant results.

No field work was carried out during the Quarter.

PIONEER PROJECT: Gold (EPM15619) (GES 100%)

The Pioneer Project consists of one granted Exploration Permit Mineral (EPM15619) covering 6.23 sq km approximately 70 km by road from Bundaberg via the Bruce Highway in Queensland (Figure 2) . The project lies within the Gaeta Goldfield and has undergone previous exploration for gold, uranium and base metals, with numerous historical gold workings located throughout the area. Historical mining was primarily focused on the Pioneer Reef which was the largest producer, but mining activities also included several other reefs including Gympie, Lord Nelson, West Yorkshire and Happy Jack.

The 13 Annual Technical Report was lodged on the 6 August 2019.

A Licence Renewal Application was lodged on 22 April 2020 requesting a further two year period. The current expiry date is the 2 August 2020. EPM15619 covers 2 sub blocks.

Reconnaissance mapping was undertaken in August 2019. A number of pegmatites were sampled for Lithium plus Au and base metals. Results were disappointing.

Prospect scale mapping was conducted at Pioneer during the December Quarter. Due to the drought in SE Australia, the grass was at a minimum resulting in maximum exposure of outcrop. As a result a number of previously unmapped old workings and quartz veins were discovered ( Figure 3 ). Planned work now includes Pole dipole IP and ground magnetics to help define targets prior to drilling.

No field work was carried out.

Genesis Resources Limited | Quarterly Activities Report | January 2020 – March 2020

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Figure 3 (above) Interpreted Geology at Pioneer following December 2019 mapping program

McARTHUR RIVER PROJECT: Manganese (EL24814) (GES 100%)

The McArthur River project consists of Exploration Licence EL24814 covering 380.88 sq km and is located approximately 850 km south east of Darwin in the Northern Territory and 450 km north-west of Mount Isa in Queensland (Figure 2) . The project area contains the Masterton No2 manganese occurrence.

A Licence Renewal Application was lodged on 14 April 2020 requesting another two-year period. The current expiry date is the 17 April 2020. EL24814 covers 116 sub-blocks.

The 14 Annual Technical Report was lodged on the 20 April 2020.

The Mining Management Plan Update was lodged on the 14 November 2019.

No field work was carried out. A full review of all data available is underway to guide further exploration on the tenement.

LAURA RIVER Au-Pt PROJECT: (EMP15242) (GES:100%)

The Laura River project consists of Exploration Licence EPM15242 covering 39.68 sq km is centered on the Cape York Peninsular township of Laura, 210km north-west of Cairns and 88km west of Cooktown in North Queensland (Figure 2) . The area is prospective for gold. Several historical alluvial workings are found in the vicinity of the Laura River and tributaries.

A Licence Renewal Application was lodged on the 11 May 2018 requesting another two-year period. This application was approved on the 3 September 2019. The new expiry date is the 22 August 2020.

A Partial relinquishment report was lodged on the 2 September 2019 requesting the surrender of 13 sub blocks. This application was approved on the 4 September 2019 - 12 sub blocks were retained. The Environmental Authority Partial Surrender Report was lodged on the 3 September 2019.

Genesis Resources Limited | Quarterly Activities Report | January 2020 – March 2020

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Reconnaissance mapping was carried out over 4 days in August 2019. A number of samples were collected both of in-situ basement schists and quartz veins plus quartz gravels. All samples returned less than detection for Au and Ag and had very low levels of base metals.

The 12 Annual Technical Report was lodged on the 16 September 2019.

No field work was carried out.

TENEMENTS AS AT 31 MARCH 2020

PROJECT	TENEMENT NUMBER COMMODITY COMPANY’S BENEFICIAL INTEREST CURRENT AREA (KM2) CURRENT HOLDER COUNTRY/ STATE
Alice Springs	EL24817 Copper-Iron-Gold 100% 372.59 Genesis NT
Arltunga	EL25238 Gold-PGE 100% 95.2 Genesis NT
Laura River	EMP15242 Gold-PGE 100% 39.68 Genesis QLD
Pioneer	EPM15619 Gold 100% 6.23 Genesis QLD
McArthur River	EL24814 Manganese-Base Metals 100% 380.88 Genesis NT
Gladstone	EPM15771 Manganese 100% 24.35 Genesis QLD
Plavica & Crn Vrv	19-6648/1 Gold-Silver- Copper 62% 16.85 Silgen Resources North Macedonia

All tenements noted above are Exploration Licences except Plavica in Macedonia which is an Exploitation Licence.

Genesis Resources Limited | Quarterly Activities Report | January 2020 – March 2020

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OTHER INFORMATION

Payments to related parties of the Company and their associates

The aggregate amount of payments made during the quarter to related parties and their associates (referred to in item 6.1 of the accompanying Appendix 5B (quarterly cash flow report)) comprises director fees paid to directors, consultancy fees paid to a director for the provision of geological consulting and tenement management services, as well as general company management services, at a discount from normal commercial rates.

Securities on issue as at 31 March 2020

CLASS OF SECURITIES	NO. OF SECURITIES ON ISSUE
Fully paid ordinary shares 782,841,294
Board and Management as at 31 March 2020 Mr Eddie Pang Executive Chairman Mr Deric Wee Non-Executive Director Mr Kim Heng Lim Non-Executive Director Mr Chin Niap Mah Non-Executive Director Mr James Patterson Non-Executive Director Mr Yau Young Lim Non-Executive Director Ms Alyn Tai Company Secretary Ms Patricia Wong Chief Financial Officer

COMPETENT PERSON

The information in this report that relates to Exploration Targets, Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by James Patterson, a Competent Person who is a Member of the Australian Institute of Geoscientists.

James Patterson is a Non-Executive Director of Genesis Resources Limited. James Patterson has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. James Patterson consents to the inclusion in the report of the matters based on his information in the form and context of which it appears.

-ENDS

About Genesis Resources Limited

Genesis Resources Limited is an Australian company with a portfolio of quality gold, iron, manganese, uranium and base metal (copper-zinc-silver) in the highly prospective Proterozoic and Phanerozoic metallogenic provinces of northern and central Australia. Genesis has signed a Joint Venture over an advanced copper-gold project (Plavica) within the Former Yugoslav Republic of Macedonia. The Plavica Project lies within Carpathian Volcanic Arc, a major epithermal province running through Eastern Europe, which is highly prospective for gold, copper and silver mineralisation. Genesis’ projects are close to established infrastructure including railways, shipping ports, highways, power stations and populated areas. The Company’s objective is to provide rapid capital growth through mineral discoveries and development of economic deposits in Australia and overseas.

For more information please visit the Company’s website at: www.genesisresourcesltd.com.au

Genesis Resources Limited | Quarterly Activities Report | January 2020 – March 2020

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Rule 5.5

Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Name of entity

GENESIS RESOURCES LIMITED

ABN Quarter ended (“current quarter”) 22 114 787 469 31 March 2020

Consolidated statement of cash flows	Current quarter $A’000	Year to date (9 months) $A’000
1. Cash flows from operating activities 1.1 Receipts from customers 1.2 Payments for (a) exploration & evaluation (if expensed) (b) development (c) production (d) staff costs (e) administration and corporate costs 1.3 Dividends received (see note 3) 1.4 Interest received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Government grants and tax incentives 1.8 Other (provide details if material) 1.9 Net cash from / (used in) operating activities	(49) - - (111) (111) - - - 2 - -	(246) - - (339) (449) - - - (31) - -
	(269)	(1,065)
2. Cash flows from investing activities 2.1 Payments to acquire: (a) entities (b) tenements (c) property, plant and equipment (d) exploration & evaluation (if capitalised) (e) investments (f) other non-current assets	- - - - - -	- - (25) - - -

ASX Listing Rules Appendix 5B (01/12/19) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Consolidated statement of cash flows	Current quarter $A’000	Year to date (9 months) $A’000
2.2 Proceeds from the disposal of: (a) entities (b) tenements (c) property, plant and equipment (d) investments (e) other non-current assets 2.3 Cash flows from loans to other entities 2.4 Dividends received (see note 3) 2.5 Other (provide details if material) 2.6 Net cash from / (used in) investing activities	- - - - - - - -	- - - - - - - -
	-	(25)
3. Cash flows from financing activities 3.1 Proceeds from issues of equity securities (excluding convertible debt securities) 3.2 Proceeds from issue of convertible debt securities 3.3 Proceeds from exercise of options 3.4 Transaction costs related to issues of equity securities or convertible debt securities 3.5 Proceeds from borrowings 3.6 Repayment of borrowings 3.7 Transaction costs related to loans and borrowings 3.8 Dividends paid 3.9 Other (provide details if material) 3.10 Net cash from / (used in) financing activities	- - - - 370 - - - -	- - - - 1,297 - - - -
	370	1,297
4. Net increase / (decrease) in cash and cash equivalents for the period
4.1 Cash and cash equivalents at beginning of period 4.2 Net cash from / (used in) operating activities (item 1.9 above) 4.3 Net cash from / (used in) investing activities (item 2.6 above) 4.4 Net cash from / (used in) financing activities (item 3.10 above)	198 (269) - 370	98 (1,065) (25) 1,297

ASX Listing Rules Appendix 5B (01/12/19) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

Consolidated statement of cash flows	Current quarter $A’000	Year to date (9 months) $A’000
4.5 Effect of movement in exchange rates on cash held 4.6 Cash and cash equivalents at end of period	10	4
	309	309
5. Reconciliation of cash and cash equivalents at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts	Current quarter $A’000	Previous quarter $A’000
5.1 Bank balances 5.2 Call deposits 5.3 Bank overdrafts 5.4 Other (Term deposits - bank guarantee) 5.5 Cash and cash equivalents at end of quarter (should equal item 4.6 above)	309 - - 98	198 - - 98
	407	296
6. Payments to related parties of the entity and their associates 6.1 Aggregate amount of payments to related parties and their associates included in item 1 6.2 Aggregate amount of payments to related parties and their associates included in item 2
		Current quarter $A'000
		59
		-

Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such payments

7. Financing facilities Note: the term “facility’ includes all forms of financing arrangements available to the entity. Add notes as necessary for an understanding of the sources of finance available to the entity. Total facility amount at quarter end $A’000 Amount drawn at quarter end $A’000 7.1 Loan facilities - - 7.2 Credit standby arrangements - - 7.3 Other – Loan from shareholders - - 7.4 Total financing facilities - - 7.5 Unused financing facilities available at quarter end - 7.6 Include in the box below a description of each facility above, including the lender, interest rate, maturity date and whether it is secured or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end, include a note providing details of those facilities as well.	Total facility amount at quarter end $A’000	Amount drawn at quarter end $A’000
	-	-
	-	-
	-	-
	-	-
N/A

ASX Listing Rules Appendix 5B (01/12/19) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

8.	Estimated cash available for future operating activities	$A’000
8.1 8.2 8.3 8.4 8.5 8.6 8.7	Net cash from / (used in) operating activities (Item 1.9) Capitalised exploration & evaluation (Item 2.1(d)) Total relevant outgoings (Item 8.1 + Item 8.2) Cash and cash equivalents at quarter end (Item 4.6) Unused finance facilities available at quarter end (Item 7.5) Total available funding (Item 8.4 + Item 8.5) Estimated quarters of funding available (Item 8.6 divided by Item 8.3)	(269) - (269) 309 - 309
		1
8.8	If Item 8.7 is less than 2 quarters, please provide answers to the following questions: 1. Does the entity expect that it will continue to have the current level of net operating cash flows for the time being and, if not, why not?
	Answer: Yes. Future operating expenditure is generally discretionary in nature and as such, can be slowed or suspended as part of the Company’s cash management strategy.
	2. Has the entity taken any steps, or does it propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe that they will be successful?
	Answer: Yes. The Directors will, if necessary, continue to seek further capital through debt and equity raisings. Based on the Company’s previous track record of raising capital, and its supportive shareholder base, the Board considers that it will be in a position to raise capital as and when required to continue funding the Company’s operations and to meet its objectives.
	3. Does the entity expect to be able to continue its operations and to meet its business objectives and, if so, on what basis?
	Answer: Yes. As noted in item 8.8 (2) above, the Directors will, if necessary, continue to seek further capital through debt and equity raisings. Based on the Company’s previous track record of raising capital, and its supportive shareholder base, the Board considers that it will be in a position to raise capital as and when required to continue funding the Company’s operations and to meet its objectives.

Compliance statement

• 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

• 2 This statement gives a true and fair view of the matters disclosed.

Dated : 30 April 2020

Authorised by: Board of Genesis Resources Limited

Notes

1. This quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the entity’s activities for the past quarter, how they have been financed and the effect this has had on its cash position. An entity that wishes to disclose additional information over and above the minimum required under the Listing Rules is encouraged to do so.

2. If this quarterly cash flow report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly cash flow report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.

3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.

4. If this report has been authorised for release to the market by your board of directors, you can insert here: “By the board”. If it has been authorised for release to the market by a committee of your board of directors, you can insert here:

ASX Listing Rules Appendix 5B (01/12/19) + See chapter 19 of the ASX Listing Rules for defined terms.

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Appendix 5B

Mining exploration entity or oil and gas exploration entity quarterly cash flow report

• “By the [ name of board committee – eg Audit and Risk Committee ]”. If it has been authorised for release to the market by a disclosure committee, you can insert here: “By the Disclosure Committee”.

• If this report has been authorised for release to the market by your board of directors and you wish to hold yourself out as complying with recommendation 4.2 of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations , the board should have received a declaration from its CEO and CFO that, in their opinion, the financial records of the entity have been properly maintained, that this report complies with the appropriate accounting standards and gives a true and fair view of the cash flows of the entity, and that their opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

ASX Listing Rules Appendix 5B (01/12/19)

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• See chapter 19 of the ASX Listing Rules for defined terms.