HIGHFIELD RESOURCES LIMITED — Board/Management Information 2016

Jun 19, 2016

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ASX Release 20 June 2016

HIGHFIELD RESOURCES APPOINTS

PROVEN MINE BUILDER AS MANAGING DIRECTOR

Highlights

• Experienced international mining executive and proven mine builder, Mr Peter Albert, to join the Highfield Resources Group as Managing Director and CEO from 1 September 2016.

• Mr Albert to be based in the Company´s Head Office in Pamplona, Spain with a focus on constructing the Company´s flagship Muga Potash Mine and bringing the mine into a steadystate and sustainable operation.

• Current Managing Director, Mr Anthony Hall, will work closely with Mr Albert providing transitional support for several months as the Company moves into the construction phase of the Muga Potash Mine.

The Board of Highfield Resources (ASX:HFR) (“Highfield” or “the Company”) is pleased to advise that Mr Peter Albert will join the Highfield Resources Group as Managing Director and Chief Executive Officer with effect from 1 September 2016.

Mr Albert’s appointment comes as the Company moves into the construction phase of its flagship Muga Potash Mine and a decision by the Company’s current Managing Director, Mr Anthony Hall, not to continue into the construction phase in his current role and to return to Australia. The decision to appoint Mr Albert as the incoming Managing Director and CEO was made following an extensive global search using an independent recruitment firm.

Mr Albert is an international mining executive with an outstanding track record in mine building, operations and sustainability. He has over 30 years’ experience in project management, construction, operations, ESG (Environmental, Social and Governance performance) as well as corporate strategy in Australia, Asia, Africa and Europe. He has held leadership and senior executive roles with OZ Minerals Ltd, Oxiana Ltd, Fluor Corporation, Shell-Billiton (Australia), Aker Kvaerner (Australia) and Johannesburg Consolidated Investments (South Africa) and most recently CEO roles in two Hong Kong listed organisations - Jinchuan Group International Resources Company and the G-Resources Group. His recent achievements include building the Sepon gold and copper mines in Laos and the Martabe gold mine in Indonesia.

Mr Albert, a metallurgist by training and a Chartered Engineer, holds an Executive MBA and is a member of Institute of Materials, Minerals and Mining (London) and a Fellow of the Australasian Institute of Mining and Metallurgy. Mr Albert has received industry recognition for his outstanding achievements and in both 2012 and 2013 was awarded “Mining CEO of the Year” by the Asia Mining Congress. In 2015 Mr Albert was a nominee for Mining CEO of the Year at the Hong Kong Mines and Money Conference.

Details of Mr Albert´s remuneration and key contractual terms are included in Appendix 1.

Highfield Resources Ltd. ACN 153 918 257 ASX: HFR

Issued Capital

310.8 million shares 51.5 million performance shares 53.3 million options

Registered Office

Head Office

Directors

C/– HLB Mann Judd 169 Fullarton Road Dulwich, SA 5065 Australia

Avenida Carlos III, 13 - Derek Carter 1°B, 31002 Pauline Carr Pamplona, Richard Crookes Spain Jim Dietz –––––––––––––––––– Anthony Hall T. +34 948 050 577 Owen Hegarty F. +34 948 050 578 Pedro Rodriguez

–––––––––––––––––– –––––––––––––––––– T. +61 8 8133 5098 T. +34 948 050 577 F. +61 8 8431 3502 F. +34 948 050 578

Company Secretary Donald Stephens

www.highfieldresources.com.au

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The Company´s Chairman, Mr Derek Carter, commented:

“We are excited to have someone of Peter´s calibre and reputation joining the Highfield team as Managing Director and CEO to steward the Highfield Resources Group into its next phase of growth as we ready for the construction of our flagship Muga Potash Mine. Peter is a proven mine builder and is looking forward to the challenge of establishing a world class potash operation in Spain.”

“We would also like to express our sincere gratitude and appreciation to Anthony Hall who has worked tirelessly over the past five years to build a strong team in Spain and to position the Highfield Resources Group to become a substantial global potash producer. It is through his skill and leadership that we are so well placed to take the next step of our growth.”

Mr Hall, will step down from the Board on 31 August 2016 and will support Mr Albert in a full time transitional role through to 30 November 2016, at which time he will be placed on a part time consultancy agreement through to 30 June 2017.

Mr Hall was a founding director of the Company in October 2011 and was responsible for the acquisition of the Spanish potash projects that now form the entirety of the Company´s operations. Mr Hall was also responsible for raising close to A$150m for the Company and placing it into the S&P / ASX 300 Index. He leaves with the Company now having a fully diluted market capitalisation of over A$500m and more than 2,000 shareholders.

Highfield is well positioned to commence construction of its flagship Muga Potash Mine as its first step in its goal to become a significant global potash producer.

ENDS

Company	Investor Relations
Anthony Hall Managing Director Ph: + 34 617 872 100	Simon Hinsley APAC Investor Relations Ph: +61 401 809 653
Hayden Locke Head of Corporate Development Ph: +34 609 811 257	Nuala Gallagher / Simon Hudson UK Investor Relations Ph: +44 207 920 3150

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www.highfieldresources.com.au

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About Highfield Resources

Highfield Resources (ASX: HFR) is an ASX 300 potash company with five 100%-owned projects located in Spain.

Highfield’s Muga, Vipasca, Pintano, Izaga and Sierra del Perdón potash projects are located in the Ebro potash producing basin in Northern Spain, covering a project area of more than 550km[2] . The Sierra del Perdón project includes two former operating potash mines.

The Company completed a Definitive Feasibility Study for its flagship Muga Project in March 2015, which was optimised in November 2015 to enhance operational efficiencies, sales and marketing activities and the life of mine.

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Figure 1: Location of Highfield´s Muga, Vipasca, Pintano, Izaga and Sierra del Perdón Projects in Northern Spain

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Appendix 1:

Summary of the Key Terms of the Executive Service Agreement between Geoalcali,S.L., a wholly owned subsidiary of Highfield Resources Limited, and Mr Peter Albert

1. Commencement Date

Geoalcali,S.L., a wholly owned subsidiary of Highfield Resources Limited, will employ Mr Albert in the position of Managing Director and CEO. He will be appointed to the Board of directors of Highfield Resource Limited and other Highfield Group companies, as required. Mr Albert’s employment is due to commence on 1 September 2016.

2. Term

Mr Albert will be appointed for an ongoing term subject to termination by either party (see section 4 below).

3. Remuneration

(a) Fixed Remuneration

Mr Albert will be entitled to a salary of A$600,000 (inclusive of government charges, social security and taxes) per annum. This will be subject to annual review, with no guaranteed increases.

(b) Short-Term Incentive

Mr Albert will be entitled to a maximum potential short-term incentive of A$480,000 (ie 80% of his total fixed remuneration) each year in cash, subject to financial and nonfinancial performance of Highfield Resources Limited and its related bodies corporate ( the Group ), Mr Albert’s performance targets and priorities will be set by the Board of Highfield Resources Limited in consultation with Mr Albert. Unless otherwise agreed in writing by the Chairman of the Board, and subject to applicable laws, Mr Albert is only entitled to receive a Short-Term Incentive award and payment if he is employed as at 30 June each year.

(c) Long-Term Incentive

Subject to any approval Highfield Resources Limited considers necessary or appropriate, Mr Albert will be eligible to participate in the Highfield Resources Limited executive share-based long-term incentive plan in accordance with the rules of the plan and any applicable Highfield policy. Mr Albert will be entitled to a maximum potential long-term incentive of A$600,000 (i.e. 100% of total fixed remuneration paid as Performance Rights to ordinary shares in the Company).

Unless otherwise agreed in writing by the Chairman of the Board, Mr Albert is only entitled to receive a benefit under the plan if he is employed as at 30 June each year. Under the Plan the Board grants eligible employees’ rights, known as Performance Rights, which “vest” into Highfield shares at a later date, subject to the satisfaction of performance conditions (“Vesting Conditions”) and Mr Albert exercising his Performance Rights into shares.

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4. Termination

Mr Albert’s employment may be terminated at any time on three (3) months’ notice or payment in lieu of notice, for any reason, including if in the opinion of the Board his performance is unsatisfactory.

Mr Albert may terminate his employment with the Highfield Resources Group at any time on three (3) months’ notice or, at Highfield Resources Group’s election, payment in lieu of notice.

Depending on the reason for a termination of his employment, Mr Albert may be entitled to severance benefits of up to 12 months' cash remuneration (based on an average of his previous annual remuneration), or other minimum severance benefits set by Spanish law, as applicable.

Mr Albert’s employment may also be terminated at any time without notice by Highfield Resources Group in circumstances of his misconduct or illness.

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