GREENWING RESOURCES LTD — Capital/Financing Update 2005

Oct 17, 2005

Appendix 1

$and 3, 1, 7$

1 o AUG 2005

ASX Listing application and agreement

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

• $I.$ Application for admission to the ⁺official list;
• $\overline{2}$ . Information to be completed; and
• $\overline{3}$ . Agreement to be completed.

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

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

Part 1 - Application for admission to the official list

Name of entity	ABN
Resource Finance and Investments Limited	31 109 933 995

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

Part 2 - Information to be completed

About the entity

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

All entities

$\mathbf{1}$ Deleted 30/9/2001

$\overline{2}$ ⁺Main class of ⁺securities

Number	+ Class
36,150,003	Fully paid ordinary shares
Following completion of the Prospectus and includes those shares that will be subject to escrow

$\overline{3}$ ⁺classes Additional ⁺securities (except ⁺CDIs) of

Number to be quoted	+Class
8,275,000	Options exercisable at 25 cents on or before 5pm 31 July 2007
Following completion of the	(WST), section 1.11 of the
Prospectus (Annexure A).	Prospectus (Annexure A).
Number not to be quoted	$+C$ lass
3,050,000	Directors and Corporate Advisor options Exercisable
Following completion of the	on or before 5pm 31 December
Prospectus. This includes	2007 (WST), section 1.11 of
those options that will be	the Prospectus (Annexure A).
subject to escrow.
(Annexure A)

$\overline{\mathbf{4}}$ Telephone number, postal address for all correspondence, fax number, fax general +company number for office announcements to confirm release of information to the market, and e-mail address for contact purposes.

Phone: 08 9322 8044 Ground Floor, 43 Ventnor Ave, West Perth WA 6005 Fax: 08 93228066 Email: notices@rfilimited.com

$\overline{5}$ Address of principal *security registries for each ⁺class of ⁺security (including ⁺CDIs)

Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross WA 6153

6 Annual balance date $30$ June

Companies only (Other entities go to 19)

	Name and officer/managing executive director	title of chief Mr Michael Benjamin Rosenstreich, Managing Director
8	Name and title of chairperson of directors	Mr Donald David Boyer, Chairman

11/3/2002

$+$ See chapter 19 for defined terms.

9	Names of all directors	Mr Craig Ian McGown, Non Executive Director Mr Kieran Gregory Rodgers, Non Executive Director
10	Duration of appointment of directors (if not subject to retirement by rotation) and details of any entitlement to participate in profits	Subject to rotation and no right to participate in profits.
11	Name and title of company secretary	Mr Desmond Kelly
12	Place of incorporation	Perth, Western Australia
13	Date of incorporation	7 July 2004
14	which under Legislation incorporated	Corporations Act 2001 (Cth)
15	Address of registered office in Australia	Ground Floor 43 Ventnor Street West Perth WA 6005
16	which annual Month in meeting is usually held	November
17	Months in which dividends usually paid (or are are intended to be paid)	No dividend policy has been formulated at this stage. The Company does not foresee paying dividends in the near future.

$\mathcal{L}^{\mathcal{L}}$ and the contract of the contract of $\mathcal{L}^{\mathcal{L}}$ . The contract of the contract of $\mathcal{L}^{\mathcal{L}}$

18 18A	If the entity is a foreign which has a company for certificated subregister + securities, the quoted location of Australian +security registers If the entity is a foreign company, the name and address of the entity's	Not applicable. Not applicable.
	Australian agent for service of process
	(Companies now go to 31) All entities except companies
19	Name and title of chief officer/managing executive director of the responsible entity	Not applicable.
20	Name and title of chairperson of directors of responsible entity	Not applicable.
21	Names of all directors of the responsible entity	Not applicable.
22	Duration of appointment of directors of responsible entity (if not subject to retirement by rotation) and details of any entitlement to participate in profits	Not applicable.
23	Name and title of company secretary of responsible entity	Not applicable.

$\label{eq:2.1} \frac{d\mathbf{u}}{dt} = \frac{1}{\sqrt{2\pi}}\left[ \frac{d\mathbf{u}}{dt} - \frac{d\mathbf{u}}{dt} \right] \left[ \frac{d\mathbf{u}}{dt} + \frac{d\mathbf{u}}{dt} \right]$

$\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\$

11/3/2002

$\tau$ . The set of $\tau$ $\sim 10^7$

$\hat{\mathcal{A}}$

$\bar{\mathcal{L}}$

$\omega$

⁺ See chapter 19 for defined terms.

23A	Trusts only - if the trust is a registered managed investment scheme, the names of the of the members compliance committee (if any)	Not applicable.
24	Place of registration of the entity	Not applicable.
25	Date of registration of the entity	Not applicable.
26	Legislation under which the entity is registered	Not applicable.
27	Address of administration office in Australia of the entity	Not applicable.
28	If an annual meeting is held, month in which it is usually held	Not applicable.
29	Months in which distributions are usually paid $($ or are intended to be paid)	Not applicable.
30	If the entity is a foreign entity certificated has which a subregister for quoted *securities, the location of Australian +security registers	Not applicable.
30A	If the entity is a foreign trust, the name and address of the entity's Australian agent for service of process	Not applicable.

$\frac{1}{2} \frac{d\mathbf{r}}{d\mathbf{r}}$ , where $\mathbf{r}$ is the contribution of the contribution $\mathbf{r}$

$\pmb{\tau} = \left{ \begin{array}{ccc} 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 \ 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 & 0 & 0 \ 0 & 0 & 0 & 0 &$

$\label{eq:3.1} \frac{1}{\sqrt{2\pi}}\int_{0}^{\frac{\pi}{2}}\frac{d\mu}{\sqrt{2\pi}}\left(\frac{d\mu}{\mu}\right)^2\left(\frac{d\mu}{\mu}\right)^2\frac{d\mu}{\mu}\left(\frac{d\mu}{\mu}\right)^2\frac{d\mu}{\mu}\left(\frac{d\mu}{\mu}\right)^2\frac{d\mu}{\mu}\left(\frac{d\mu}{\mu}\right)^2.$

$\omega_{\rm{c}}$

About the entity

All entities

Tick to indicate you are providing the information Where is the information or document or documents to be found? (eg, prospectus cross reference) $31$ Evidence of compliance with 20 cent minimum Prospectus front cover (Annexure A), issue price or sale price, and spread requirements and section 1 and 1.3 of the Prospectus (Annexure A) Prospectus, Product Disclosure Statement or 2 copies of Prospectus now provided at 32 information memorandum relevant to the Annexure A application (250 copies) Additional 250 copies to be provided To be invoiced 33 Cheque for fees Type of subregisters the entity will operate Chess 34 and Issuer Sponsored Subregisters- refer to section 1.13 of Example: CHESS and certificated subregisters the Prospectus (Annexure A). 35 Copies of any contracts referred to in the Refer to material contracts file prospectus, Product Disclosure Statement or attached. (Annexure B) information memorandum (including any underwriting agreement) 36 A certified copy of any restriction agreement To be provided when received entered into in relation to ⁺restricted securities Schedule to be provided 37 If there are ⁺restricted securities, undertaking issued by any bank or ⁺recognised trustee 38 (Companies only) - certificate of incorporation Copy of certificate of registration of or other evidence of status (including any change Company attached (Annexure C) of name) 39 (All entities except companies) - certificate of Not applicable registration or other evidence of status (including change of name) Copy of the entity's constitution (eg. if a 40 Refer to Annexure D. company, the memorandum and articles of association)

11/3/2002

^<sup>+ See chapter 19 for defined terms.

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

Please refer to attached application and agreement for use of electronic lodgement facility and entity details

facility. (Annexure E)

41	Completed checklist that the constitution The form of the complies with the listing rules (copy of articles Constitution has been previously checklist is available from any Companies approved by the ASX. Department)	Company's
42	A brief history of the entity or, if applicable, the Refer to Section 2 of the Prospectus group	(Annexure A)

Copy of agreement with ASX that documents $\begin{bmatrix} \text{may} & \text{be} & \text{given} & \text{to} & \text{ASK} \ \text{electronically.} & & & \end{bmatrix}$

About the securities to be quoted

All entities

$42A$

$\bar{a}$

43	Confirmation that the + securities to be quoted are eligible to be quoted under the listing rules	(a) fully paid ordinary shares.
		The shares have an issue price of 20 cents. The conditions in Listing rule
		2.1 are met.
		(b) listed options
		The options are exerciseable at 25 cents prior to 31 July and all have the same terms under Listing rule 2.1.
		Prospectus reference $1.8 \&$ - 1.11 (Annexure A)
44	Voting rights of + securities to be quoted	Refer to section 8.2 of the Prospectus (Annexure A) and sections 10.20 to 10.35 of the Constitution (Annexure D).
45	A specimen certificate/holding statement for each + class of + securities to be quoted and a specimen holding statement for + CDIs	Refer to attached specimen holdings statements for shares and options (Annexure F).
46	Terms of the + securities to be quoted	Refer to section 8 of the Prospectus (Annexure A).
47	A statement setting out the names of the 20 largest holders in each + class of + securities to be quoted, and the number and percentage of each + class of + securities held by those holders	To be provided following dispatch of holding statements.

$\ddot{\phantom{a}}$

j.

$\sim$

Appendix 1A Page 7

$\ddot{}$

^<sup>+ See chapter 19 for defined terms.

48	A distribution schedule of each + class of + equity securities to be quoted, setting out the number of holders in the categories - $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ $10,001 - 100,000$ 100,001 and over	To be provided following dispatch of holding statements.
49	The number of holders of a parcel of + securities with a value of more than \$2,000, based on the issue/sale price	To be provided following dispatch of holding statements.
50	Terms of any + debt securities and + convertible debt securities	Not applicable.
51	Trust deed for any + debt securities and + convertible debt securities	Not applicable.
52	Trusts only - if the trust is not a registered managed investment scheme, ASIC exemption re buy-back provisions	Not applicable.

All entities with classified assets

(Other entities go to 62)

$\mathcal{L}$

$\sim$

All ⁺mining exploration entities and, if ASX asks, any other entity that has acquired, or entered into an agreement to acquire $a^+$ classified asset, must give ASX the following information.

53	The name of the vendor and details of any relationship of the vendor with us	Refer section of 4 the to Prospectus (Annexure A)
54	If the vendor was not the beneficial owner of the + classified asset at the date of the acquisition or agreement, the name of the beneficial owner(s) and details of the relationship of the beneficial $owner(s)$ to us	Not applicable.
55	The date that the vendor acquired the + classified asset	Refer section 4 the to of Prospectus (Annexure A)
56	The method by which the vendor $^+$ acquired the including whether + classified by asset. agreement, exercise of option or otherwise	Refer section 4 οf the to Prospectus (Annexure A)

$\ddot{\phantom{0}}$

$\bar{\mathcal{A}}$

$\omega$

$\sim$ $\sim$

$\sim$

j,

11/3/2002

$\bar{\mathsf{T}}$

$+$ See chapter 19 for defined terms.

57	The consideration passing directly or indirectly	Refer of section the to $\overline{4}$
	from the vendor (when the vendor $^+$ acquired the asset), and whether the consideration has been provided in full	Prospectus (Annexure A)
58	Full details of the + classified asset, including any title particulars	of Refer section $\overline{\mathbf{4}}$ the to Prospectus (Annexure A)
		Where is the information $\alpha$ r document to be found? (eg, prospectus cross reference)
59	The work done by or on behalf of the vendor in developing the + classified asset. In the case of a + mining tenement, this includes prospecting in relation to the tenement. If money has been spent by the vendor, state the amount (verification of which may be required by ASX).	Refer of section the to 4 Prospectus (Annexure A)
60	The date that the entity + acquired the + classified asset from the vendor, the consideration passing directly or indirectly to the vendor, and whether that consideration has been provided in full	Refer section of to $\overline{\mathbf{4}}$ the Prospectus (Annexure A)
61	A breakdown of the consideration, showing how it was calculated, and whether any experts' reports were commissioned or considered (and if so, with copies attached).	Refer of section to $\overline{4}$ the Prospectus (Annexure A)

About the entity's capital structure

All entities

$\bar{\mathcal{A}}$

62	Deleted 1/9/99.
63	A copy of the register of members, if ASX asks	Pre IPO (Annexure G)
64	A copy of any court orders in relation to a reorganisation of the entity's capital in the last five years	Not applicable.
65	The terms of any + employee incentive scheme	There is an ESOP in place which was approved by members on 21 March 2005 the terms of which are detailed in schedule B of section 5 in the Prospectus attached as Annexure A.
66	The terms of any + dividend or distribution plan	Not applicable.

$\mathbb{Z}^2$

$\sim$

$\label{eq:2} \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \left( \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i=1}^n \frac{1}{2} \sum_{i$

Appendix 1A Page 9

$\overline{\mathbf{T}}^{(n)}$ and $\overline{\mathbf{T}}^{(n)}$

$+$ See chapter 19 for defined terms.

67	The terms of any + securities that will not be quoted	Refer to section 1.11 and 8.3 of the Prospectus (Annexure A).
68	Deleted 1/7/98.
		Where is the information or document to be found? (eg, prospectus cross reference)
69	The entity's issued capital (interests), showing separately each + class of + security (except + CDIs), the amount paid up on each + class, the issue price, the dividend (in the case of a trust, distribution) and voting rights attaching to each + class and the conversion terms (if applicable)	Refer to sections $6 \text{ (note 9)}$ , 8.2 and 8.3 of the Prospectus (Annexure A)
70	The number of the entity's debentures, except to bankers, showing the amount outstanding, nominal value and issue price, rate of interest, dates of payment of interest, date and terms of redemption of each + class and conversion terms (if applicable) Note: This applies whether the securities are quoted or not.	Not applicable.
71	The number of the entity's unsecured notes, showing the amount outstanding, nominal value and issue price, rate of interest, dates of payment of interest, date and terms of redemption of each + class and conversion terms (if applicable) Note: This applies whether the securities are quoted or not.	Not applicable.
72	The number of the entity's options to $^+$ acquire unissued + securities, showing the number outstanding Note: This applies whether the securities are quoted or not.	Refer to sections 1.11 and 6 (note 9) of the Prospectus (Annexure A).
73	Details of any rights granted to any + person, or to any class of + persons, to participate in an issue of the entity's + securities Note: This applies whether the securities are quoted or not.	Refer to sections 1.1 and 1.2 of the Prospectus (Annexure A).
74	If the entity has any + child entities, a list of all + child entities stating in each case the name, the nature of its business and the entity's percentage holding in it. Similar details should be provided for every entity in which the entity holds (directly or indirectly) 20% or more of the issued capital (interests).	Not applicable

$\mathbb{Z}^2$

$\alpha_{\rm{eff}}$

$\label{eq:3.1} \mathcal{L}{\mathcal{A}}(\mathbf{w}) = \mathcal{L}{\mathcal{A}}(\mathbf{w}) \mathcal{L}_{\mathcal{A}}(\mathbf{w})$

$\bar{a}$

$\mathcal{L}(\mathcal{A})$ and $\mathcal{L}(\mathcal{A})$

$\mathcal{A}$

11/3/2002

$\mathbf{r}=\frac{1}{2}(\mathbf{r}-\mathbf{r})$

$+$ See chapter 19 for defined terms.

About the entity's financial position (Entities meeting the profit test go to 75. For the assets test go to 81A.)

All entities meeting the profit test

$\mathcal{L}$

$\sim$

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

$\bar{\bar{z}}$

$\hat{\phi}$

$\frac{1}{2}$ and $\frac{1}{2}$

$\sim$ 40 $\pm$ 60 $\pm$

$\ddot{ }$

Appendix 1A Page 11

$\pmb{\tau}$ .

$\overline{\phantom{a}}$

⁺ See chapter 19 for defined terms.

			Where is the information or document to found? be (eg, prospectus cross reference)
82		Evidence that at least half of the entity's total tangible assets (after raising any funds) is not cash or in a form readily convertible to cash (if there are no-commitments)	Not applicable.
83		Evidence that there are commitments to spend at least half of the entity's cash and assets in a form readily convertible to cash (if half or more of the entity's total tangible assets (after raising any funds) is cash or in a form readily convertible to cash)	Refer to section 1.10 of the Prospectus. If this information is not sufficient further details will be provided (Annexure A).
84		Statement that there is enough working capital to carry out the entity's stated objectives (and statement by independent expert, if required)	Refer to section 1.10 of the Prospectus (Annexure A).
85		Deleted 1/9/99.
86		Deleted 1/7/97.
87		*Accounts for the last 3 full financial years and audit report, review or statement that not audited or not reviewed	Refer to Annexure H for Annual audited Financial Report for the period from 7 July 2004 (incorporation) to 30 June 2005.
87A		Half yearly + accounts (if required) and audit report, review or statement that not audited or not reviewed	Refer to Annexure I for the audit reviewed Financial Report for the period 7 July 2004 to 31 December 2004.
87B		Audited balance sheet (if required) and audit report	Not applicable.
87C		Pro forma balance sheet and review	Refer to Section 6 of the Prospectus (Annexure A).
(Now go to $106$ )
88		Deleted 1/7/97.
89-92C		Deleted 1/9/99.
93		Deleted 1/7/97.
94-98C		Deleted 1/9/99.
99		Deleted 1/7/97.
100-105C		Deleted 1/9/99

$\ddot{\phantom{0}}$

$\hat{\phi}$

$\mathcal{A}^{\mathrm{c}}$ , where $\mathcal{A}^{\mathrm{c}}$ , $\mathcal{A}^{\mathrm{c}}$ , $\mathcal{A}^{\mathrm{c}}$ , and

$\ddot{\phantom{a}}$

$\label{eq:2} \frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1}{\sqrt{2}}\sum_{i=1}^n\frac{1$

11/3/2002

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

٠

⁺ See chapter 19 for defined terms.

About the entity's business plan and level of operations

All entities

$\sim$ $\sim$

$\sim$

Information memorandum 106 107	information contained the in Details of the entity's existing and proposed activities, and level of operations. State the main business Details of any issues of the entity's + securities (in all + classes) in the last 5 years. Indicate issues for consideration other than cash	Where is the information or document to be found? (eg, prospectus cross reference) Exploration and evaluation of mineral tenements Refer section 2.1 of the Prospectus (Annexure A) Refer to sections 6 of the Prospectus If this information is not sufficient further details will provided be (Annexure A).
	Information memorandum requirements
All entities
108	If the entity is a company, a statement that all the information that would be required under section 710 of the Corporations Act if the information memorandum were a prospectus offering for subscription the same number of securities for which quotation will be sought is contained in the information memorandum. If the entity is a trust, a statement that all the information that would be required under section 1013C of the Corporations Act if the information memorandum were a Product Disclosure Statement offering for subscription the same number of + securities for which + quotation will be sought is contained in the information memorandum	Not applicable.
109	The signature of every director, and proposed director, of the entity personally or by a *person authorised in writing by the director (in the case of a trust, director of the responsible entity)	Not applicable.
110	The date the information memorandum is signed	Not applicable.
111(a)	Full particulars of the nature and extent of any interest now, or in the past 2 years, of every director or proposed director of the entity (in the case of a trust, the responsible entity), in the promotion of the entity, or in the property acquired or proposed to be acquired by it	Not applicable.
111(b)	If the interest was, or is, as a member or partner in another entity, the nature and extent of the interest of that other entity	Not applicable.

$\sim$

$\frac{1}{2} \left( \frac{1}{2} \right)$ , where $\frac{1}{2} \left( \frac{1}{2} \right)$

$\mathcal{L}$

Appendix 1A Page 13

$\pmb{\tau}$ . $\mathcal{L}$ $\boldsymbol{\beta}$

$\label{eq:2.1} \mathcal{L}(\mathbf{r}) = \mathcal{L}(\mathbf{r}) \mathcal{L}(\mathbf{r}) = \mathcal{L}(\mathbf{r}) \mathcal{L}(\mathbf{r}) = \mathcal{L}(\mathbf{r}) \mathcal{L}(\mathbf{r})$

⁺ See chapter 19 for defined terms.

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

$\ddot{\phantom{a}}$

$\bar{\mathcal{L}}$

$\sim 10^6$ $\sim$ $\sim$

$\bar{m}$ .

$\label{eq:2.1} \frac{1}{\sqrt{2}}\int_{0}^{\infty}\frac{1}{\sqrt{2\pi}}\left(\frac{1}{\sqrt{2\pi}}\right)^{2\alpha} \frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac{1}{\sqrt{2\pi}}\frac$

$\tau$

$\overline{a}$

⁺ See chapter 19 for defined terms.

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

116	A statement that the entity has not raised any capital for the 3 months before the date of issue of the information memorandum and will not need to raise any capital for 3 months after the date of issue of the information memorandum	Not applicable
117	A statement that a supplementary information memorandum will be issued if the entity becomes + aware of any of the following between the issue of the information memorandum and the date the entity's + securities are + quoted or reinstated. A material statement in the information memorandum is misleading or deceptive. There is a material omission from the $\bullet$ information memorandum. There has been a significant change affecting a ٠ matter included in the information memorandum. A significant new circumstance has arisen and it ٠ would have been required to be included in the information memorandum	Not applicable.

Information contained in the supplementary information memorandum

118	there is a supplementary information If memorandum:	Not applicable.
	• Correction of any deficiency.
	• Details of any material omission, change or new matter.
	• A prominent statement that it is a supplementary information memorandum.
	• The signature of every director, or proposed director, of the entity personally or by a + person authorised in writing by the director (in the case of a trust, director of the responsible entity).
	information The date the supplementary ٠ memorandum is signed.

$\overline{a}$

Evidence if supplementary information memorandum is issued

Evidence that the supplementary information 119 memorandum accompanied every copy of the information memorandum issued after the date of the supplementary information memorandum.

Not applicable.

ο.

Appendix 1A Page 15

۳

$\overline{a}$

^<sup>+ See chapter 19 for defined terms.

Other information

All entities

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

120	Evidence that the supplementary information memorandum was sent to every + person who was sent an information memorandum	Not applicable.
121	Details of any material contracts entered into between the entity and any of its directors (if a trust, the directors of the responsible entity)	Refer to section 5, schedule B of the Prospectus (Annexure A) and Material Contracts file (Annexure B).
122	A copy of every disclosure document or Product Disclosure Statement issued, and every information memorandum circulated, in the last 5 years	Refer to Annexure J
123	Information not covered elsewhere and which. in terms of rule 3.1, is likely materially to affect the price or value of the entity's + securities	Not applicable
123A	The documents which would have been required to be given to ASX under rules $4.1, 4.2, 4.3$ , 4.5, 5.1, 5.2 and 5.3 had the entity been admitted to the $\pm$ official list at the date of its application for admission, unless ASX agrees otherwise. Example: ASX may agree otherwise if the entity was recently incorporated.	Not applicable.

Mining exploration entities

124 A map or maps of the mining tenements prepared [ by a qualified ⁺person. The maps must indicate (Annexure A). the geology and other pertinent features of the tenements, including their extent and location in relation to a capital city or major town, and relative to any nearby properties which have a significant bearing on the potential of the tenements. The maps must be dated and identify the qualified ⁺person and the report to which they relate.

Refer to Section 4 of the Prospectus

125 Deleted 1/7/97

^<sup>+ See chapter 19 for defined terms.

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

126	A schedule of + mining tenements prepared by a The schedule must state in qualified person. relation to each + mining tenement: the geographical area where the + mining tenement is situated; the nature of the title to the + mining tenement; whether the title has been formally confirmed or approved and, if not, whether an application for confirmation or approval is pending and whether the application is subject to challenge; and the + person in whose name the title to the + mining tenement is currently held.	Refer to Section 4 of the Prospectus (Annexure A)
127	If the entity has + acquired an interest or entered into an agreement to + acquire an interest in a + mining tenement from any + person, a statement detailing the date of the + acquisition of the interest from the vendor and the purchase price paid and all other consideration (whether legally enforceable or not) passing (directly or indirectly) to the vendor.	Refer to Section 5, schedule B of the Prospectus (Annexure A) and to agreements in the Material Contracts file (Annexure B)
128	A financial statement by the directors (if a trust, the directors of the responsible entity) setting out a program of expenditure together with a timetable for completion of an exploration program in respect of each + mining tenement or, where appropriate, each group of tenements	Refer to section 2 of the Prospectus (Annexure A)
129	A declaration of conformity or otherwise with the Australasian Code for Reporting of Identified Mineral Resources and Ore Reserves for any reports on mineral resources and + ore reserves	Refer to section 4 (para $10.1$ ) of the Prospectus (Annexure A)

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Appendix 1A Page 17

$\frac{1}{\sqrt{2}}$ . The set of $\frac{1}{2}$

$+$ See chapter 19 for defined terms.

Part 3 - Agreement

All entities

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

We agree:

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

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

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any ⁺securities to be quoted under sections 601MB(1), 737, 738, 992A, 992AA or 1016F of the Corporations Act at the time that we request that the 'securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• $\overline{3}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from, or connected with, any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before 'quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

^<sup>+ See chapter 19 for defined terms.

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

^<sup>+ See chapter 19 for defined terms.

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

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

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

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

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

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

Dated: 17 August 2005

Executed by Resource Finance and Investments Limited ACN 109 933,995 In accordance with the Corporations Act 2001

Director Directd Company Secretary

• See chapter 19 for defined terms.

Appendix 1A Page 20

3/5/2004

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