JUNO MINERALS LIMITED — Major Shareholding Notification 2021

May 12, 2021

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme

Juno Minerals Limited ( JNO )

ACN/ARSN

ACN 645 778 892

1. Details of substantial holder (1)

Name Safika Resources (Pty) Ltd (South African entity with reg #: 2002/017459/07) and Safika Holdings (Pty) Ltd (South African entity with reg #: 1996/001693/07) and each of the entities set out in Section 6 ACN/ARSN (if applicable) Not applicable The holder became a substantial holder on 7 May 2021 2021

7 May 2021

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities(4)	Number of securities	Person’s votes(5)	Voting power(6)
FULLY PAID ORDINARY	23 884 669	23 884 669	17.5%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

r are as follows:
Holderofrelevantinterest	Nature of relevant interest (7)	Class and number ofsecurities
Safika Resources (Pty) Ltd	Relevant interest due to Safika Resources (Pty) Ltd having votingpower in Ntsimbintle Holdings (Pty) Ltd above 20%, and thus isdeemed under Section 608(3)(a) of the Corporations Act 2001 tohave the same relevant interest in JNO shares as that ofNtsimbintle Holdings (Pty) Ltd.	23 884 669 ORD
Safika Holdings (Pty) Ltd	Relevant interest due to Safika Holdings (Pty) Ltd having controlof Safika Resources (Pty) Ltd, and thus is deemed under Section608(3)(b) of the Corporations Act 2001 to have the same relevantinterest in JNO shares as that of Safika Resources (Pty) Ltd.	23 884 669 ORD

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevantinterest	Registered holder ofsecurities	Person entitled to beregistered as holder(8)	Class and numberof securities
Safika Resources (Pty) Ltd andSafika Holdings (Pty) Ltd	Refer to Form 603 "Notice of initial substantial holder"lodged by Ntsimbintle Holdings (Pty) Ltd on or around thesame date as this Form 603.		23 884 669 ORD

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

ntial holder is as follows:
Holder of relevantinterest	Date of acquisitionConsideration (9)Class and numberof securities
	Refer to Form 603 "Notice of initial substantial holder" lodged by Ntsimbintle Holdings (Pty)
Safika Resources (Pty) Ltd and	Ltd on or around the same date as this Form 603.
Safika Holdings (Pty) Ltd	Other than by way of Section 608(3) of the Corporations Act 2001, Safika Resources (Pty)
	Ltd and Safika Holdings (Pty) Ltd do not have any other relevant interest in JNO shares.

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
Safika Transport & Logistics (Pty) Ltd	Each of the entities are associates of Safika Holdings (Pty)
(South African entity with reg #: 2008/00455/07)	Ltd and of each-other (including of Safika Resources (Pty)
	Ltd) due to each entity being controlled by Safika Holdings
Safika International Holdings (Pty) Ltd	(Pty) Ltd.
(South African entity with reg #: 2014/124394/07)
Safika House (Pty) Ltd
(South African entity with reg #: 2001/024228/07)
Tutuwa Strategic Holdings 2 (Pty) Ltd
(South African entity with reg #: 2004/016377/07)
Safine Investments (Pty) Ltd
(South African entity with reg #: 2015/346485/07)

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Safika Holdings (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Safika Resources (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Ntsimbintle Holdings (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Safika Transport & Logistics (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Safika International Holdings (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Safika House (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Tutuwa Strategic Holdings 2 (Pty) Ltd	89 Central Street, Houghton, Johannesburg, South
	Africa
Safine Investments (Pty) Ltd	PKF Constantia Valley, 75 Main Road, Diep River,
	cape Town,South Africa

Signature

print name Justin Pitt Capacity Managing Director sign here date 12 May 2021

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

  • See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown.’”

• (9) Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.