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KGL RESOURCES LIMITED Annual Report 2025

Sep 25, 2025

65179_rns_2025-09-25_f9fe9a5c-1fcc-491a-b9b5-750215c628b1.pdf

Annual Report

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30 June 2025 \ ANNUAL REPORT

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Contents

  • 1 Corporate Directory

  • 2 Message from the Chairman

  • 4 Operations Review

  • 11 Reserves and Resources Table

  • 13 Tenement holdings

  • 15 Sustainability

  • 16 Corporate Governance Statement

  • 25 Financial Report

  • 82 Additional Information

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Corporate Directory

Name of Company Secretary

Kylie Anderson

Address of Registered Office

KGL Resources Limited Level 5, 167 Eagle Street Brisbane QLD 4000 07 3071 9003

Name and Address of Share Registry

MUFG Corporate Markets (AU) Limited Level 41, 161 Castlereagh Street Sydney NSW 2000

Securities Exchange Listing

Quotation has been granted for the unrestricted ordinary shares of the Company on all Member Exchanges of the Australian Securities Exchange.

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Page 1 | KGL Resources Annual Report 2025

Message from the Chairman

KGL Resources Limited (KGL) has made significant progress in advancing the high-grade Jervois Project in the financial year ended 30 June 2025, against a backdrop of accelerating copper demand and tightening supply.

During the year, drilling, resource modelling and planning have delivered improvements to the mine plan, potential pit expansions and increased resource confidence. Copper contained in the resource rose by 8% to 510,000 tonnes, with 213,000 oz of gold and 23 million oz of silver. The Project’s exposure to silver and gold provides additional upside potential with precious metal prices recently reaching multi-year highs, enhancing the overall attractiveness of Jervois and represents a value driver not yet fully reflected in the Feasibility Study Update.

Drilling at Rockface returned some of the highest-grade copper mineralisation ever encountered at Jervois, within a bornite-rich massive sulphide zone open to the west, alongside significant polymetallic intersections at Rockface Deeps. In addition, the Reward, Bellbird, and Rockface deposits remain open at depth and along strike. These results highlight the potential for resource growth and continued mine life extension.

To unlock the large-scale exploration potential of the Jervois–Unca Creek tenements more cost-effectively, KGL engaged the Viridien Geophysics team to apply advanced multi-parameter joint inversion modelling across the tenements. This program validated existing anomalies and identified new priority targets that extend or are adjacent to existing known structures. This work also revealed two major low-resistivity zones, one beneath the central J-Fold structure and another along the Bellbird–Rockface trend. This has provided the strongest evidence to date of a deep-rooted source for the deposits and suggests the mineral system is far larger than previously identified.

Future exploration will focus on further defining and ranking these targets with the objective of extending the Jervois mine life into the next decade.

In February 2025, KGL delivered the Feasibility Study Update (‘FSU25’) which confirmed Jervois as an economically robust project, with an NPV (8% real, after tax) of A$405 million at a long-term copper price of US$4.58/lb, capital efficiency (A$12,000/t), strong margins over a 10-year mine life, and a simple payback of approximately 3.4 years from first concentrate. Enhancements since the 2022 study include increasing the proportion of low cost open-cut ore from 25% to 41% of total ore mined, improved underground designs and a 25% increase in processing capacity, enabling higher early-year cashflow and reducing operational and financial risk. The company continues to build on its ongoing project optimisation initiatives.

Following delivery of FSU25, KGL has also advanced project funding initiatives with the appointment of corporate advisors to secure funding for the development of the project. The company is actively exploring a range of project funding and transaction packages to facilitate a Financial Investment Decision including strategic investments by experienced operators, offtake funding, project level joint venture, debt financing and metals streaming. We have engaged multiple parties under non-disclosure agreements and established a due diligence data room with phased engagement protocols to support the funding discussion. A comprehensive data room has been activated to progress funding discussions.

The company continues to maintain a focus on reducing the spend whilst prioritising project delivery. Staff, administration and corporate costs have been reduced by $1.2m year on year, whilst exploration and evaluation costs have been reduced by $2.7m year on year, 28% and 20% reductions respectively.

KGL continues to maintain an exemplary safety record and environmental management performance with zero lost time injuries and zero environmental incidents, over the year. In addition, KGL has focused on enhancing its corporate governance framework and practices in preparation for the next phase of the project.

We have also been strengthening our owner’s team by engaging and integrating with experienced project execution and delivery partners to advance construction readiness and critical path works whilst funding initiatives are being delivered. The team has made strong progress in preparing critical path packages for the major project components, including civil works, accommodation camp, water pipeline and bore field infrastructure, process plant, power supply, and open pit mining contract.

Page 2 | KGL Resources Annual Report 2025

We continue to work closely with contractors, government authorities, and the local community to ensure the necessary support for this major development.

We believe the time is right to develop the Jervois copper, silver, gold project. A major structural deficit is expected to arise in the latter third of this decade, with the industry requiring up to 10 million tonnes of new supply per annum by 2035 to meet demand growth ( BHP Economic and Commodity Outlook, 2025 ). The International Energy Agency (IEA) forecasts that the current global mine project pipeline could result in a 30% supply shortfall by 2035, as accelerating demand collides with declining ore grades, rising capital costs, limited new discoveries, and long development lead times.

Independent forecasters echo these concerns, warning that such deficits are likely to have a material impact on copper prices and identifying the supply gap as a critical challenge for the clean energy transition, large-scale electrification, AI/data-centre build-out, urbanisation in developing economies and economic development.

In February 2025, the United States formally designated copper as “ a critical material essential to national security, economic strength, and industrial resilience ”, citing its importance in defence systems, infrastructure, clean energy, and electric vehicles.

Against these backdrops, Jervois stands out as one of Australia’s next fully permitted, construction-ready, high-grade copper developments, ideally timed to deliver into a forecast period of chronic supply shortfalls. Substantial silver and gold by-product credits enhance the project’s financial strength. Strategically important for the Northern Territory, Jervois could anchor a long-term regional mineral processing hub in the eastern Arunta region and serve as a catalyst for economic development and job creation.

Our target remains construction commencement in 2026 and first production in 2027.

On behalf of the Board, I remain grateful to all stakeholders, including the Central Land Council, the Bonya community, Lucy Creek and Jervois Station pastoralists, as well as the Northern Territory Government for their continued support. I also thank our employees for their dedication, and our shareholders for their patience, confidence, and commitment to our shared goals.

With your continued support, we look forward to bringing the Jervois Project into production, delivering enduring benefits to the Northern Territory, and creating long-term shareholder value through disciplined execution, market-aligned growth, and the systematic unlocking of the vast potential of the high-grade mineralising systems across the Jervois–Unca Creek tenements.

Jeff Gerard Chairman Brisbane 26 September 2025

Page 3 | KGL Resources Annual Report 2025

Operations Review

KGL Resources Limited ( KGL , the Company ) has made significant progress in the development of its highgrade construction ready Jervois Project ( Jervois , the Project ) through the year ended 30 June 2025 with the goal of delivering the Project into a copper market underpinned by accelerating demand and a chronic supply shortfall.

FEASIBILITY STUDY UPDATE 2025

  • Released in February 2025, FSU25 confirmed Jervois as an economically robust project with:

  • NPV (8% real, after tax) : A$405 million

  • Low capital intensity: A$12,000/t

  • Strong cash generation :

    • Strong EBITDA $229m p.a. (steady state)

    • Payback period: ~3.4 years from first concentrate; IRR 24%

  • Mine life : 10 years; all lodes remain open along strike and at depth.

  • Key improvements over Feasibility Study 2022 (FS22):

  • Enhanced mine plan with updated capital and operating cost estimates

  • – Contained copper resource increased by 8% to 510,000 tonnes

  • Proportion of open-cut ore increased from 25% to 41% of total ore mined

  • Four years of open-pit ore feed before transitioning to underground operations funded by operating cashflows

  • Increased concentrator nameplate capacity by 25% from 1.6 Mtpa to 2.0 Mtpa ore feed.

  • Mining and Processing Plan:

    • Years 1-3: Two open cut mines in operation
  • Year 4 onwards: Transition to underground production following 4 years of open pit mining

  • – Straightforward metallurgy: 95% sulphides at 92% Cu recovery

  • Approx. 1 Mt of 27% Cu concentrate produced over 10 year mine life with Au & Ag credits

  • Steady state annual production rate of 30kt per annum copper contained following plant ramp up

  • Concentrate to be sold under a Free on Transport (FOT) / ex-site, commercial offtake contract to be finalised.

  • Key operating metrics:

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ASSUMPTION UNITS VALUE
Mine Life Years 10
Life of Mine Net Revenue A$ billion 4.4
Life of Mine EBITDA A$ billion 1.9
Cu Concentrate (LOM) kdmt 983
Reserve Mt 14.38
Production (steady state)
Copper kt pa 30
Silver koz pa 1,016
Gold koz pa 8.9
Operating and Capital Costs
C1 Cost steady state US$/lb 1.95
C1 Cost (LOM) US$/lb 2.19
AISC steady state US$/lb 2.86
Pre-Construction Capital A$ million 362
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Page 4 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

FEASIBILITY STUDY UPDATE 2025 (CONTINUED)

  • The project remains highly leveraged to copper prices (see Table 1 below), further value uplift from silver and gold, both of which have appreciated significantly to multi-year highs since the release of FSU25. Based on an incentive price of US$5.90/lb, the project is expected to generate an NPV (8% real after tax) of A$682 million. KGL believes the Jervois Project is timed to deliver copper into the potential supply deficit where increased commodity / incentive prices will prevail. The FSU25 does not reflect supply deficit pricing however the upside economics facing the Project, once delivered, are significant.

Table 1: Project key sensitivities

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INCENTIVE “BULLISH
FS 2022 FSU 25 PRICE PRICE
ASSUMPTION FORECAST”
US$/lb 4.23 4.58 [1] 5.90 6.80
Copper Price
US$/t 9,370 10,094 13,000 15,000
Exchange Rate A$:US$ 0.70 0.64 0.70 0.70
NPV 8% (real, before tax) A$M 372 601 992 1,413
NPV 8% (real, after tax) A$M 241 405 682 978
IRR (before tax) % 28% 30% 41% 52%
IRR % 21% 24% 33% 42%
Simple Payback Period (1st Conc.) [2] Years 4.2 3.4 2.7 2.1
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  • 1 Bloomberg Brokers Consensus (avg.) and London Metals Exchange Forecast to 2027 – US$4.58/lb / US$10,100/t

  • 2 1.5 years of construction period before 1st concentrate

  • Contribution:

  • The Jervois Project, including both KGL and its contractors, is expected to generate peak employment of around 450 people during construction and up to 500 people during operations supported by a 300-man camp.

  • Over the life of the project, the Northern Territory royalty contribution is estimated at approximately A$220 million.

  • Platform for Growth:

  • The FSU25-defined mine life provides a strong platform for low-cost, accretive growth and long-term shareholder value creation.

Page 5 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

EXPLORATION AND RESOURCE GROWTH

On 10 February 2025, KGL announced a revised Mineral Resource Estimate for the Jervois Project following release of the FSU25.

  • Open Cut Resource : Increased by 2.38Mt (+30.7%), with contained copper, silver and gold up by 25.5Kt, 4.15Moz and 18.2Koz respectively.

  • Underground Resource : Increased by 3.22Mt (+20.6%), with mainly contained copper up by 12.1Kt with silver decreased by 4% and gold increased by 1.5%.

  • Total Mineral Resource : Increased 23.8% from 23.37Mt to 28.95Mt, with contained copper rising from 472Kt to 510Kt, silver to 23Moz (+18.6%), and gold to 213Koz (+10.5%).

Beyond the defined mine plan, there remains significant upside potential to expand Resources and Ore Reserves across each of the three main deposits. Exploration success continued during the year, with key outcomes including:

  • Reward : Both the Main Underground and Reward Deeps lodes remain open at depth and along strike. Drilling programs were primarily focused on infill to upgrade the underground resource classification from Inferred to Indicated. In the process, high-grade copper–gold intercepts were encountered, highlighting opportunities for further resource extensions.

  • Rockface : Drilling delivered some of the highest-grade copper mineralisation ever recorded at Jervois, intersecting a bornite-rich massive sulphide zone open to the west. In addition, significant polymetallic intersections were reported at Rockface Deeps, which remains open at depth. These results reinforce the strong potential for both resource growth and mine life extension.

  • Bellbird : The deposit continues to demonstrate open extensions at depth and along strike, supporting the potential for further resource delineation.

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KJD625 4.41m @ 6.40% Cu , 74.79 g/t KJD329: 8.39m @ 4.72% Cu , 162 g/t Ag,
Ag, 0.33 g/t Au from 15.00 m
0.27 g/t Au from 193.67m
KJD628: 4.15m @ 5.04% Cu , 129.06 g/t
Ag, 0.41 g/t Au from 15.38 m, KJD572: 14.7m @ 2.50% Cu , 25.8 KJD413: 10.6m @ 3.05% Cu , 28.5
g/t Ag, 0.87 g/t Au from 110.3m g/t Ag, 1.07 g/t Au from 339.1 m
KJD395:30.0 m @ 3.6% Cu ,
98.6 g/t Ag, 0.45 g/t Au from
210.3 m
KJD638: 8.79m @ 2.57% Cu , 36.25
DHEM g/t Ag, 0.77 g/t Au from 506.0m
KJD637: 18.90 m @ 1.99% Cu , 17.43 g/t
Ag, 0.32 g/t Au from 527m
KJD220W1: 5.80 m @ 5.11% Cu , 78.5
g/t Ag, 2.44 g/t Au from 561.82 m KJD639: : 6.28m @ 4.05%
KJD216:7.0 m @ 4.2% Cu , 86 g/t Cu, 44.22 g/t Ag, 0.42 g/t Au from 570m
Ag, 0.65 g/t Au from 636.10 m
N
Reward Long projection Cu grade block model 2024
Long-section projection of Reward looking west, showing the copper-grade resource block model, highlighted intersections,
Reward open-pit shell, underground development and stopes, and modelled DHEM conductors at Marshall Deep.
Deeps S
Deeps N
Main Shoot
Marshall
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Page 6 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

EXPLORATION AND RESOURCE GROWTH (CONTINUED)

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Rockface Long projection
Cu grade block model 2022
(cut-off at 1% Cu)
KJCD171: 10m @ 2.14% Cu , 12.5g/t Ag, 0.10g/t Au from 255m
KJCD197:
• 6.6m @ 11.53% Cu from 535.4 m
•• 6.2m @ 1.0% Cu 10.5m @ 7.11% Cu , 7.3 g/t Ag, 0.9 g/t Au from 544.8m, 29.4 g/t, 0.89 g/t Au from 558m KJCD203: including 11.6m @ 8.89% Cu23.2m @ 5.08% Cu, , 38.5 g/t Ag, 0.38 g/t Au from 436m22.4 g/t Ag, 0.22 g/t Au from 435
KJCD201: 7.5m @ 8.99% Cu , 45.5 g/t KJCD215:
Ag, 0.60 g/t Au from 645.65 m • 6m @ 9.21% Cu , 38.1g/t Ag, 0.29g/t Au from 587.5m
• 10.2m @ 4.74% Cu , 23.0g/t Ag, 0.26g/t Au from 610.09m
KJCD481D3: 4.45m @
18.88% Cu , 396.8 g/t Ag,
0.42 g/t Au from 725.35 m
KJCD556D3: 142.7 g/t Ag, 0.40 g/t Au from 985.10m 5.60 m @ 3.10 % Cu , KJCD556D4: 4.1m @ 3.59% Cu ,
20.49% Zn, 4.32% Pb, 199.9 g/t
Ag, 0.65 g/t Au from 990.0m
KJCD556: 12.38m @ 2.6% Cu , 23.8
g/t Ag, 0.34 g/t Au from 978.26m KJD627D1 : 5.08m @ 6.74% Cu , 330.63g/t E
Ag, 5.36g/t Au, 18.41% Zn, 8.42% Pb,
199.9 g/t from 1013.05m
Decline from Bellbird Box cut
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Long-section projection of Rockface looking north, showing the copper-grade resource block model, highlighted intersections, and underground development.

To unlock the district’s large-scale potential more cost-effectively, KGL engaged Viridien Geophysics to apply advanced multi-parameter joint inversion modelling, integrating over a decade of geophysical, geochemical, and drilling data. As part of this work, 3D resistivity mapping down to depths of up to 3 kilometres was completed. Together, these methods have:

  • Confirmed existing deposits and anomalies.

  • Identified a pipeline of new high-priority targets at depth and near surface, including several prospects amenable to open-pit mining.

  • Reinforced the large-scale exploration potential of the Jervois–Unca Creek tenements.

  • Provided the strongest geophysical evidence to date that Jervois hosts a significantly larger and deeper mineralising system than previously recognised.

Horizontal slice (0 mRL) of the 3D joint inversion model showing MT resistivity (colour scale) and gravity (contour lines) over the southern Jervois Project. The figure also includes structural interpretation from magnetic data and highlights four anomalies.

Page 7 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

EXPLORATION AND RESOURCE GROWTH (CONTINUED)

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Cross section at 7492418.00mN
Falcon- to E
Between Scarp &
Ma'am Salama
Bellbird north
A J-fold centre trend
B
KJCD555W1
Cross section at 7492418.00mN looking north highlighting resistivity of Area 1 (J-fold centre).
A
C D
N
B
Jervois Fault
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Horizontal slice at -3Km of joint 3D MT model constrained with down hole information indicating the 2 prominent resistivity lows under Bellbird and Rockface trend and along the centre of J-fold (western limb) further north. MT stations location shown with purple triangles. Page 8 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

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EXPLORATION AND RESOURCE GROWTH (CONTINUED)
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Cross section over Bellbird 7490795.0mN Cross section over Rockface 628265.00mE
E S
Bellbird Area 1 Rockface
C D A B
Cross section line CD over Bellbird deposit of the joint MT 3Din- Cross section line AB over Rockface deposit of the joint MT3D
version model constrained with down hole information. inversion model constrained with down hole information.
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The new pipeline of targets indicates the potential to extend the Project’s operating life to 20+ years positioning KGL for sustained production growth and long-term shareholder value creation.

Expanding magnetotellurics (MT) survey coverage, particularly through infill over the southern corridor and extension across the broader Jervois Project, can increase confidence in previously identified anomalies and new priority targets that can then be ranked based on geological prospectivity, proximity to development infrastructure and capital efficiency.

In the short term, high-confidence untested targets within the approved Jervois tenement include Area 4/Krak Ridge (south of Reward South), Reward North, the Boundary prospects, and the Oleg–Moley trend east of Reward. The Scarp–Crowe’s Nest trend also remains a high-priority structural corridor.

Future drilling programs will be prioritised in alignment with development sequencing and financing milestones, ensuring capital efficiency while progressively building the resource base.

CONSTRUCTION READINESS AND FINANCING

Since completing the FSU25, KGL has focused on two parallel streams: Construction Readiness and securing Project Financing.

Construction Readiness

KGL has appointed experienced project execution partners as part of KGL’s integrated owner’s team (IOT) to support and advance the early works program, enabling the delivery of the project to schedule.

The IOT has progressed the critical path packages with the preparation for tendering and evaluation of the following:

  • Process plant delivery workflow via EPC

  • Civil works (early and main)

  • Accommodation and Mine Infrastructure Areas

  • Water and borefield infrastructure

Project Financing

In April 2025, KGL appointed Cutfield Freeman & Co and amicaa Advisors as joint Corporate Advisors to assist in securing funding for development of the shovel-ready Jervois Project. A secure dataroom was opened in June 2025. Discussions have been initiated with strategic partners and funding providers, with encouraging levels of interest received to date.

The Company remains focused on securing an optimal funding solution that will support:

  • Communication

  • Fuel supply

  • Open pit mining.

  • Construction commencement in 2026

  • First production in 2027.

Page 9 | KGL Resources Annual Report 2025

OPERATIONS REVIEW (CONTINUED)

COPPER MARKET

The medium to long-term outlook for copper remains strong, with supply deficits forecast to widen over the coming decade. The International Energy Agency’s Global Critical Minerals Outlook 2025 projects a 30% shortfall by 2035, reflecting declining ore grades, rising capital costs, limited new discoveries, and long lead times for project development.

BHP estimates copper demand will increase by nearly 1 Mt per year through to 2035 considerably faster than historic trends and projects overall demand growth of 70% over the next two decades to more than 50 Mt per annum. Copper is increasingly being viewed as the “next iron ore”: a commodity that will define global economic landscapes for decades.

The drivers of this demand growth are broad-based. Traditional consumption linked to population growth and urbanisation in developing economies will remain important. However, accelerating demand from the global energy transition, infrastructure renewal, and emerging technologies will underpin structural growth:

  • Energy transition : Net-zero commitments require significant investment in renewable generation, electricity grid upgrades, and electric vehicles (EVs). EVs are at least three times as copper-intensive as internal combustion engine vehicles, and analysts expect the transport sector to account for more than 20% of global copper demand by 2040, up from 11% today.

  • Technology : Major technology companies are expected to invest US$1 trillion in data centres over the next five years. Artificial intelligence (AI) data centre racks could require up to seven times more power than conventional racks. While currently only c.1% of global copper demand, this sector could grow sixfold by 2050.

On the supply side, mine development is struggling to keep pace. Lower ore grades, increased depth and complexity of deposits, protracted permitting, and geopolitical uncertainty have all added cost and delay. Industry analysts estimate that an additional 10 Mtpa of supply will be needed over the next decade— requiring over US$250 billion of new investment. Even with increased recycling, primary mine supply will be critical, yet the inflationary pressures and regulatory hurdles facing new developments remain significant.

Source: Bloomberg NEF Transition Metals Outlook

The copper market is forecast to move into a growing deficit through this decade, and to grow quickly to expand to a large deficit of 21 million tonnes per year by 2050. Illustrating this, the orange line in the chart above represents supply, and the shaded area represents demand (and its constituents by use type).

Page 10 | KGL Resources Annual Report 2025

Reserves and Resources Table

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RESOURCE MATERIAL GRADE METAL
Area Category Mt Copper (%) Silver (g/t) Gold (g/t) Copper (kt) Silver (Moz) (Gold koz)
Measured 2.67 1.89 46.4 0.42 50.4 3.98 36.2
Reward Indicated 4.01 1.31 44.4 0.23 52.6 5.73 30.2
Inferred 0.05 1.08 15.4 0.14 0.6 0.03 0.2
Open Cut Potential
Measured 1.73 1.91 11.7 0.11 33.1 0.65 6.1
> 0.35% CuEq
Bellbird Indicated 1.38 1.43 9.0 0.14 19.7 0.40 6.2
Inferred 0.27 1.00 7.2 0.09 2.7 0.06 0.8
Sub Total 10.12 1.57 33.4 0.25 159.1 10.85 79.7
Indicated 4.54 1.85 29.1 0.40 83.8 4.25 58.4
Reward
Inferred 6.13 1.25 19.6 0.17 76.9 3.86 33.1
Underground Indicated 0.40 1.76 15.4 0.20 7.0 0.20 2.5
Bellbird
Potential Inferred 3.98 1.82 12.1 0.11 72.4 1.55 13.6
> 0.8% CuEq Indicated 2.91 3.27 20.9 0.23 95.2 1.96 21.3
Rockface
Inferred 0.88 1.73 16.3 0.16 15.3 0.46 4.5
Sub Total 18.84 1.86 20.3 0.22 350.7 12.28 133.4
TOTAL 28.95 1.76 24.8 0.23 509.8 23.13 213.1
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Refer to ASX announcement on 10 February 2025

  • Cut-off grades: 0.35% CuEq above an optimised pit shell (RF 1.15), 0.8% CuEq below the pit shell.

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GRADE METAL
RESERVES Mt CuEq Cu Au Ag Cu Au Ag
(%) (%) (g/t) (g/t) (kt) (koz) (Moz)
Reward Open Pit
Proven 2.68 2.19 1.71 0.39 41.96 45.7 33.6 3.6
Probable 2.2 1.54 1.19 0.22 36.3 26.1 15.6 2.6
Bellbird Open Pit
Proven 1.51 2.07 1.94 0.11 11.59 29.2 5.3 0.6
Probable 0.48 1.1 1.04 0.06 5.55 5 0.9 0.1
Rockface Underground
Proven - - - - - - - -
Probable 2.96 2.74 2.55 0.18 16.58 75.4 17.0 1.6
Bellbird Underground
Proven - - - - - - - -
Probable 0.37 1.77 1.65 0.08 13.23 6.0 1.0 0.2
Reward Underground
Proven - - - - - - - -
Probable 2.48 2.28 1.88 0.49 25.77 46.7 38.8 2.1
Marshall Underground
Proven - - - - - - - -
Probable 1.71 1.51 1.16 0.19 39.52 19.8 10.2 2.2
Sub-total 1.71 1.51 1.16 0.19 39.52 19.8 10.2 2.2
Total Proven 4.19 2.15 1.79 0.29 31.03 74.9 39 4.2
Total Probable 10.19 2.05 1.76 0.25 26.27 179 83.4 8.6
TOTAL RESERVE 14.38 2.08 1.77 0.26 27.66 254 122.4 12.8
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Refer to ASX announcement on 10 February 2025

  • Quantities and grades in the above table may not add exactly due to rounding or weighting. The ore reserves reported are contained within the mineral resources.

Page 11 | KGL Resources Annual Report 2025

COMPETENT PERSON’S STATEMENT

The information in this announcement that relates to a Production Target is based on information released to the ASX on 10 February 2025. 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. 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.

The Jervois Resources information was first released to the market 10 February 2025 and is compliant with JORC 2012. 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. 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.

The information in this announcement that relates to Ore Reserves Estimates was first released to the market 10 February 2025 and is compliant with JORC 2012. 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. 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.

The information relating to 3D Inversion results was originally reported on 30 July 2025. The Company confirms 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. 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 and complies with JORC 2012.

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Page 12 | KGL Resources Annual Report 2025

Tenement Holdings

The Company’s current tenement holdings cover over 252km[2] of Jervois Exploration Leases, 37.9km[2] of Jervois Exploration Licences and 72.7km[2] of Unca Creek Exploration Licences.

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TENEMENT BENEFICIAL EXPIRY AREA
PROJECT
NUMBER HOLDING DATE (km [2] )
ML 30180 Jervois Project, Northern Territory 100% 27/01/2034 0.33
ML 30182 Jervois Project, Northern Territory 100% 25/03/2034 4.80
ML 30829 Jervois Project, Northern Territory 100% 17/08/2032 14.40
ML 32277 Jervois Project, Northern Territory 100% 17/08/2032 1.24
EL 25429 Jervois Project, Northern Territory 100% 01/02/2027 37.94
EL 28082 Unca Creek, Northern Territory 100% 29/12/2025 72.71
EL 30242 Mt Cornish, Northern Territory 100% 25/11/2025 88.57
EL 28340 [ 1] Yambah, Northern Territory 100% 03/07/2025 53.33
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1 Exploration licence renewal has been lodged.

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Page 13 | KGL Resources Annual Report 2025

JERVOIS PROJECT TENEMENTS MAP

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Page 14 | KGL Resources Annual Report 2025

Sustainability

Environment, social and governance reporting and indigenous relations remain top priorities for KGL.

KGL emphasises health and safety by vigilant monitoring, continuous updates, and effective controls over its operations. The welfare of the Company’s workforce remains paramount.

Ongoing engagements and interactions with key local stakeholders continue, and site visits are made to ascertain pivotal sustainability aspects relevant to both the local community and the business. This includes refining the set of overarching sustainability goals, targets, and performance metrics.

The Company is also dedicated to employing local personnel and engaging local businesses.

The Company’s methodology for active rehabilitation and management of environmental responsibilities and compliance with reporting mandates are outlined in the approved Mining Management Plan. Environmental risk is assessed on a regular basis. No environmental, social, economic or human health and safety risks with extreme initial or residual risk rating were identified.

The Company continues to refine its hybrid power generation design (solar/battery/generators) targets furthering its commitment to reduce the Jervois Project’s carbon footprint. Water intensity targets that include optimisation and re-use are integrated into the project design, construction and future operating plans.

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Page 15 | KGL Resources Annual Report 2025

Corporate Governance Statement as at 30 June 2025

Approved by the Board of KGL Resources Limited

~~PRINCIPLE 1~~

LAYING SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

THE BOARD CHARTER

Recommendation 1.1 Board Charter – Compliant

The overriding responsibility of the Board, as set out in the Board Charter, is to act honestly, fairly, diligently and in accordance with the law in serving the interests of the Company’s shareholders, as well as its employees and its customers. The Board should work to promote and maintain an environment within the Company that establishes these principles as basic guidelines for all of its employees and representatives at all times.

More specifically, the role of the Board is to provide strategic guidance for the Company and to effectively oversee management of the Company. The Board’s and Chairman’s responsibilities are set out below.

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AREA BOARD RESPONSIBILITY
CEO and Senior Executives Appointing and removing senior executives and monitoring their performance.
Determining and approving the levels of authority to be given to senior executives in
relation to operational expenditures, capital expenditures, contracts and authorising
Authorities
any further delegations of those authorities by senior executives to the other
employees of the Company.
Corporate Strategy Approval of corporate strategy, financial plans and performance objectives.
Reviewing, ratifying and monitoring risk management and internal control systems,
Risk Management
codes of conduct and legal compliance.
Monitoring occupational health, safety and environmental performance. Compliance
Health Safety and Environment
and commitment of appropriate resources.
Evaluating, approving and monitoring major capital expenditure, capital management
Capital expenditure and Management
and all major corporate transactions including the issue of securities.
Reporting Approving all financial report, material reporting and external communications.
Company Secretary Appointment of Company Secretary.
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AREA CHAIRMAN RESPONSIBILITY
Leadership Leadership of the Board, facilitating efective contribution and promoting constructive
and respectful relations between Directors and the Board and Management.
Meeting Conduct The Chairman is also responsible for setting the agenda for Board meetings and
ensuring the efcient organisation and conduct of the Board’s function, the briefng
of all Directors in relation to issues arising at Board meetings and overseeing
communications to shareholders and arranging Board performance evaluation.

Page 16 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

To effectively carry out its responsibilities, the Board delegates all other functions to the Chief Executive Officer ( CEO ). Management, led by the CEO, is responsible for running the affairs of the Company under delegated authority from the Board and implementing the policies and strategies set by the Board.

Since January 2025, the Company has been without a Chief Executive Officer. The Chairman has taken on the executive functions until the Company is able to find a suitable candidate to fill the CEO role to take the Company into development and operations.

With the knowledge of the Chairman, Directors may seek independent professional advice at the expense of the Company on any matter connected with the discharge of their responsibilities. The Chairman may determine whether any such advice received by a director will be circulated to the Board.

A copy of the Board Charter can be found on the Company’s website www.kglresources.com.au.

The Board Charter is reviewed every two years.

Recommendation 1.2 Nomination and Appointment of Directors – Compliant

Before a director is appointed, the Board undertakes appropriate evaluations including indepth interviews and reference checks. All members of the Board are given the opportunity to interview the potential appointee.

Where a director is standing for election or reelection, the Notice of Meeting, including the Explanatory Memorandum, will set out information on the director including qualifications and experience, independence status and the recommendation of the rest of the Board on the resolution. A statement as to whether the Board supports the election/re-election of each director standing for election is provided.

Additionally, a detailed profile for each director is included in the Company’s Annual Report.

Recommendation 1.3 Agreements with Directors and Senior Executives – Compliant

The appointment of each Director and Senior Executive is subject to the execution of a Letter of Appointment, setting out the terms and conditions of the appointment. Officers of the Company are also subject to a Deed of Access, Insurance and Indemnity.

Recommendation 1.4 Company Secretary – Compliant

The company secretary reports solely to the Board and communication between the directors and the company secretary is open and unfettered. The company secretary advises the Board and its committees on governance matters, attends and takes minutes at all Board meetings, communicates with the ASX and ASIC on all regulatory matters, monitors adherence to Board policies and procedures and retains professional advisors at the Board’s request.

Recommendation 1.5 Diversity Policy – Compliant

The Company believes in equal opportunities for all its people and recognises that its business benefits from the diversity of its people. The Company has a Diversity and Inclusiveness Policy and is committed to developing a diverse and inclusive workforce and providing a respectful environment free from discrimination.

  • Promoting diversity in the workplace, including recognising, valuing and utilising the diverse skills and knowledge of staff and contractors.

  • Providing a respectful workplace environment where Workers are treated fairly and decisions are based on merit.

  • Promoting a culture that supports diversity and enables people to feel comfortable and thrive at work.

  • Complying with all relevant anti-discrimination laws.

  • • Identifying constraints to diversity success and taking action to address the issues.

  • Ensuring that discrimination does not occur at any level of its business or in any part of the employment or business relationship. This includes decisions in relation to recruitment, procurement, promotion, training opportunities, work task allocation, salary, benefits, performance management and disciplinary action.

  • Ensuring that Workers understand their obligations and do not engage in behaviour that breaches this Policy.

  • Taking all complaints seriously and addressing them appropriately.

The Board has not set measurable objectives for achieving gender diversity however there has been progress made in recruiting women into what is considered a traditionally male dominated industry. The Group has 16 employees, 38% being female.

The Company is not a ‘relevant employer’ as defined under the Workplace Gender Equality Act .

A copy of the Diversity and Inclusiveness Policy can be found on the Company website www.kglresources.com.au.

Page 17 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

Recommendation 1.6 Board Evaluation – Not Compliant

The Company is currently a small single project company. It is yet to develop a procedure for evaluating the performance of the Board as the outcomes related to the Project align with the outcomes required of the Board. As the Company advances the development of the Jervois Project, consideration will be given to how best to structure a Board performance review.

Skills required:

  • strategic thinking.

  • financial expertise.

  • legal expertise.

  • risk and compliance oversight experience.

  • experience with major transactions.

  • financial/equity market experience.

  • executive level experience.

  • commercial and technical experience.

  • metals industry experience.

Recommendation 1.7 Senior Executive Evaluation – Not Compliant

As the Company advances the Jervois Project, consideration will be given to the appropriate structure of the executive roles within the Company. As positions are filled, the Board will consider the processes for evaluating the performance of senior executives.

~~PRINCIPLE 2~~

STRUCTURING THE BOARD TO BE EFFECTIVE AND ADD VALUE

Recommendation 2.1 Nomination Committee – Not Compliant

At this point in time, the Board comprises three directors. The Board considers that it is more efficient to deal with matters relating to nomination at a Board level rather than delegating to a committee.

When the Board increases the number of directors and the Company reaches a sufficient stage in its development, the Remuneration Committee, which comprises the functions of a Nomination Committee will be re-formed. The Remuneration Committee Charter, which details the requirements of the Nomination Committee is listed on the Company’s website under the Corporate Governance section.

Recommendation 2.2 Board Skills Matrix – Not Compliant

  • mine development and operational experience.

Recommendation 2.3 Independent Directors – Compliant

The Board currently has one independent, non-executive director: Mr Brian Gell.

Mr Gell, through a company owned by him, has a consultancy arrangement with Mach Energy and Rex Minerals as a technical advisor on coal and copper operational matters. Both Mach Energy and Rex Minerals are ultimately owned by the Salim group which is also KGL’s largest Shareholder. Having sought legal advice and considered the quantum of these contracts, the Board is of the opinion that these arrangements are not material and could not influence, or reasonably be perceived to influence Mr Gell’s independent judgement in a material respect. The Board therefore considers Mr Gell an independent director.

The Board is actively searching for an additional independent, non-executive director.

The length of service of all directors is disclosed in the Directors’ Report.

Recommendation 2.4 Board Composition – Independent Directors – Not Compliant

The Board currently has one independent, non-executive director: Mr Brian Gell.

The Board is actively searching for an additional independent, non-executive director.

Directors recognise the following skills as being either essential or desirable for the effective operation of the Board. An assessment is made as to whether these skills are required by the members of the Board or whether they are better sourced through a consultant. External consultants have been used on a limited basis. Consideration is being made on the appointment of an additional non-executive director and the skills matrix will form part of the assessment process.

Page 18 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

Recommendation 2.5 Chairman and CEO Roles – Not Compliant

In January 2025, the CEO resigned. Given the need to complete the Feasibility Study Update, the Chairman, Mr Jeff Gerard, was selected by Board to take over the executive functions. This then prevented Mr Gerard from being considered a non-executive director.

The board comprises 3 directors currently with one, considered to be independent. As such, the Board no longer comprises a majority of independent directors.

There is now, no longer a separation between the Chairman and CEO roles.

Recommendation 2.6 Director Induction and Professional Development – Compliant

New directors undergo an induction process which includes receiving a briefing from the Chairman and/ or CEO of the Company, being provided with copies of all reports and announcements relevant to the Company’s recent activities and developments and, when possible, a site familiarisation visit.

The current Board members have many years’ experience, particularly in resources and infrastructure projects, and therefore come with a thorough understanding of what is required to perform their roles as directors. The Board, via the Chief Financial Officer, is regularly updated on developments in laws, regulations and accounting standards relevant to the Company.

~~PRINCIPLE 3~~

INSTILLING A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY

Recommendation 3.1 Company Values – Compliant

The Company has developed a set of guiding principles and norms that define the type of Company it aspires to be and outlines its expectations of directors, senior executives and employees in order to achieve that aspiration.

All policies and procedures use these values as the basis for development.

Recommendation 3.2 Code of Conduct – Compliant

The Company’s Code of Conduct outlines what is expected of everyone who works for the Company with respect to responsibilities to shareholders, employees, customers, suppliers, consumers and the broader community.

The Code of Conduct applies to everyone who works for the Company – directors, officers, employees and contractors – and covers business activities with all stakeholders in Australia and overseas.

The Code of Conduct is to be read in conjunction with the Company’s policies and procedures and other relevant documents including employment contracts.

Material breaches of this code are reported to the Board through senior management.

A copy of the Code of Conduct can be found on the Company’s website www.kglresources.com.au.

Recommendation 3.3 Whistleblower Policy – Compliant

The Company has introduced a comprehensive Whistleblower Policy that states the Company’s commitment to doing business in an open and accountable way through supporting a culture of honest and ethical behaviour. The Company recognises that an important aspect of this is for individuals to feel confident about reporting any concerns they may have about suspicious activity or wrongdoing in relation to business activities without fear of harm or reprisal.

The policy details the process that should be followed to enable the protection of the whistleblower as well as the reporting requirements for issues raised.

A copy of the Whistleblower Policy can be found on the Company’s website www.kglresources.com.au.

Recommendation 3.4 Anti-bribery and corruption Policy – Compliant

The Company has an Anti-bribery and Corruption Policy that details its commitment to a zero- tolerance for bribery and corruption in all business dealings in every country it operates in or procures business or supplies from.

The policy details the objectives that the Company is accountable for and the accountabilities of its employees and contractors.

A copy of the Anti-bribery and Corruption Policy can be found on the Company’s website www.kglresources.com.au.

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Page 19 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

~~PRINCIPLE 4~~

SAFEGUARDING THE INTEGRITY OF CORPORATE REPORTS

Recommendation 4.1 Audit Committee – Not Compliant

At this point in time, the Board only comprises three directors. The Board considers that it is more efficient to deal with matters relating to audit at a Board level rather than delegating to a committee.

When the Board increases the number of directors and the Company reaches a sufficient stage in its development, the Audit and Risk Committee, which comprises the functions of an Audit Committee will be re-formed. The Audit and Risk Committee Charter is listed on the Company’s website under the Corporate Governance section.

In the absence of the committee, the matters dealt with by the Board in relation to audits include:

  • the integrity of the Company’s accounting and financial reporting practices,

  • the Company’s risk profile and risk policies,

  • the effectiveness of the Company’s system of internal control and framework for risk management, and

  • the Company’s compliance with applicable legal and regulatory obligations.

The Audit and Risk Committee Charter details the following responsibilities that are now also dealt with by the Board as a whole:

  • assessing whether the Company’s external reporting is consistent with the information and knowledge of members of the Audit and Risk Committee and whether it is adequate for the needs of the Company’s shareholders,

  • assessing the management processes supporting external reporting,

  • overseeing the development, implementation and review of the procedures for selection and appointment of the Company’s external auditor and for the rotation of external audit engagement partners,

  • making recommendations to the Board about the appointment and removal of the Company’s external auditor,

  • assessing the performance and independence of the Company’s external auditors, including confirming that provision of non-audit services by the Company’s external auditors has not compromised the auditor’s independence (if the Company’s external auditor provides non- audit services),

  • reporting to the Board the results of the Audit and Risk Committee’s review of the Company’s risk management, internal controls and compliance systems and processes,

  • monitoring, reviewing and assessing the propriety of related party transactions, and

  • implementing comprehensive risk management systems across the Company.

The Board meets with the external auditor without management present on general matters concerning the audit and the financial management of the Company.

The Board reviews the performance of the external auditor, generally after the release of the annual financial statements, to ensure that the auditor has provided an efficient and effective audit. The Board is responsible for the removal of the auditor if, in its opinion, the auditor is not meeting the standards required. The appointment of new auditors would also be recommended by the Board. Partner rotation complies with the requirements of the Corporations Act 2001 .

Recommendation 4.2 CEO and CFO Declarations – Compliant

The Company requires the Executive Chairman and CFO to provide the Board with their written opinion stating:

  • that the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position of the entity in accordance with Section 295A of the Corporations Act 2001 , and

  • that this opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.

Recommendation 4.3 Verification of Corporate Reports Not Audited – Compliant

Any periodic corporate reports that are released to the market are prepared or reviewed by the Company’s CFO. In relation to the Quarterly Cashflow Report, the Executive Chairman and CFO make a declaration that:

  • the financial records of the Group have been properly maintained in accordance with Section 286 of the Corporations Act 2001 ,

  • the financial statements on which the Quarterly Cashflow Report is based are founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board, and

  • the Company’s risk management and internal compliance and control systems are operating efficiently and effectively in all material respects.

Page 20 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

~~PRINCIPLE 5~~

MAKING TIMELY AND BALANCED DISCLOSURES

Recommendation 5.1 Continuous Disclosure Policy – Compliant

The Board has approved a Continuous Disclosure Policy that sets out what information must be disclosed, what exemptions may apply and the importance of confidentiality. The policy is applicable to all directors and employees and details how to report potentially disclosable information.

Personnel who are authorised to speak on behalf of the Company are approved by the Chairman and the policy imposes restrictions on the content and timing of briefings.

The ASX Continuous Disclosure Policy is listed on the Company’s website www.kglresources.com.au.

Recommendation 5.2 Advice of Market Announcements – Compliant

All directors receive a copy of the final version of all material market announcements and provide their approval prior to its release to the ASX. After the directors provide confirmation, the announcement is released to the market.

Recommendation 5.3 Company Presentations – Compliant

The Company regularly updates its corporate presentations used for investors, the annual general meeting and conferences, and provides the ASX with copies of this material prior to the presentations. Additionally, for annual general meetings, the Company provides a written transcript of the Chairman’s address to these meetings.

The website also contains the following corporate governance documents:

CONSTITUTION AND CHARTERS

  • KGL Resources Constitution

  • Board Charter

  • Audit and Risk Committee Charter

  • Remuneration Committee Charter.

POLICIES AND STANDARD

  • Anti-Bribery & Corruption Policy

  • ASX Continuous Disclosure Policy

  • Code of Conduct

  • Diversity and Inclusiveness Policy

  • Privacy Policy

  • Securities Trading Policy

  • Whistle-blower Policy

  • Work Health and Safety Policy.

Recommendation 6.2 Investor Relations Program – Compliant

The Company takes measures to keep shareholders informed about its activities, provides investor presentations as appropriate and listens to issues or concerns raised by shareholders.

Information is communicated to the members through compliance with ASX Listing Rules and the Corporations Act 2001 by way of the Annual Report, Half-Yearly Report, Quarterly Activities Reports, Appendix 5B Cashflow Reports, the annual general meeting and other meetings that may be called to obtain approval for Board recommendations. In addition to this the Company releases regular progress reports and presentations to the ASX to keep members abreast of developments.

The Company also maintains a website – www.kglresources.com.au – where all of the Company’s ASX announcements and media releases can be viewed at any time.

~~PRINCIPLE 6~~

RESPECTING THE RIGHTS OF SECURITY HOLDERS

Recommendation 6.1 Company Details and Governance of Website – Compliant

The Company’s website contains detailed information about its business and projects. Details of the Board members and executive team are also disclosed.

The investor page provides helpful information to the shareholders. It allows shareholders to view all ASX and media releases, copies of annual reports and quarterly activities and cashflow statements.

Recommendation 6.3 Participation at Meetings of Security Holders – Compliant

Notices of meeting sent to shareholders comply with the ‘Guideline for Notices of Meeting’ issued by the ASX. In relation to the annual general meeting (AGM), shareholders are encouraged to submit questions before the meeting.

The Chairman encourages shareholders at the AGM to ask questions or make comments about the Company’s projects and the performance of the Board and senior management. The Chairman may respond directly to the questions or, at his discretion, refer the question to another director or executive.

For recent meetings, the Company has made video links available to shareholders to view the proceedings of the shareholder meetings.

Page 21 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

Recommendation 6.4 Security Holder Resolutions – Compliant

The Company held its annual general meeting in November 2024 with all resolutions being decided by poll. It is the Company’s intention to have all resolutions, not only those considered to be substantive, decided by a poll at all future meetings.

Recommendation 6.5 Electronic Communications – Compliant

The Company’s Share Registry provides shareholders with an opportunity to register an email address to receive electronic communication of information provided by the Share Registry e.g. advice on Entitlement Offers, Notices of Meetings. At least once per year, the Share Registry dispatches documents to shareholders encouraging their participation in electronic distribution.

Additionally, the Company provides a subscription service whereby subscribers can receive advice of ASX announcements after their release to the market.

~~PRINCIPLE 7~~

RECOGNISING AND MANAGING RISK

Recommendation 7.1 Risk Committee – Not Compliant

At this point in time, the Board comprises three directors. The Board considers that it is more efficient to deal with matters relating to risk at the full Board level rather than delegating to a committee.

When the Board increases the number of directors and the Company reaches a sufficient stage in its development, the Audit and Risk Committee, which comprises the functions of a Risk Committee will be re-formed. The Audit and Risk Committee Charter is listed on the Company’s website under the Corporate Governance section.

In the absence of the committee, the matters dealt with by the Board in relation to risk include:

  • the Company’s risk profile and risk policies,

  • the effectiveness of the Company’s system of internal control and framework for risk management, and

  • the Company’s compliance with applicable legal and regulatory obligations.

The Audit and Risk Committee Charter details the following responsibilities that are now also dealt with by the Board as a whole:

  • reporting to the Board the results of the Audit and Risk Committee’s review of the Company’s risk management, internal controls and compliance systems and processes,

  • ensuring that management has implemented a structured and comprehensive risk management system across the Company,

  • reviewing, and approving for recommendation to the Board, guidelines and policies governing the oversight and management of the Company’s material business risks, including the processes by which management assesses, manages and controls the Company’s exposure to risk, and

  • monitoring material changes to the Company’s risk profile.

The Board has reviewed the risk management framework provided by management.

Recommendation 7.2 Risk Management Framework – Compliant

As part of the Jervois Feasibility Study Update and the ongoing project advancement activities, management have undertaken a comprehensive risk analysis resulting in a Risk schedule covering Corporate, Project Delivery and Operation Risk. This Risk Schedule has recently been presented to the Board with the focus on those events with the highest risk ratings and mitigating actions required.

Recommendation 7.3 Internal Audit Function – Compliant

The Company does not have an internal audit function and considers this appropriate for the size of the Company and the stage of its development.

The Board as a whole receives and considers reports on, and monitors and discusses, known and emerging risk and compliance issues, including non-financial, operational and other business risks.

The Company’s management is directly responsible for risk management in its respective areas of accountability.

Operational, financial, legal, compliance, strategic and reputational risks continue to be managed primarily by the directors and where appropriate, these risks are managed with the support of relevant external professional advisers. The Board receives monthly reports to ensure that management is appropriately addressing the risks to the Company. Specifically, a compliance register is presented in each monthly report detailing the major items that the Company must adhere to. The register provides specifics of actions taken to ensure compliance.

Recommendation 7.4 Material Exposure to Environment or Social Risks – Compliant

Material environmental and social risks are dealt on pages 30 to 32 of the Directors’ Report.

Page 22 | KGL Resources Annual Report 2025

CORPORATE GOVERNANCE STATEMENT AS AT 30 JUNE 2025 (continued)

~~PRINCIPLE 8~~

REMUNERATING FAIRLY AND RESPONSIBLY

Recommendation 8.1 Remuneration Committee – Not Compliant

At this point in time, the Board comprises three directors. The Board considers that it is more efficient to deal with matters relating to remuneration at a Board level rather than delegating to a committee.

When the Board increases the number of directors and the Company reaches a sufficient stage in its development, the Remuneration and Nomination Committee, which comprises the functions of a Remuneration Committee will be re-formed. The Remuneration and Nomination Committee Charter is listed on the Company’s website under the Corporate Governance section.

In the absence of the committee, the matters dealt with by the Board in relation to remuneration include:

  • the integrity of the Company’s remuneration practices,

  • the Company’s remuneration, including the remuneration of executives, and

  • the Company’s compliance with applicable legal and regulatory obligations.

The Board, with the assistance of management, reviews the following items at least annually:

  • remuneration levels of the Board and senior management and recommending changes as appropriate,

  • management incentive schemes including employee short-term and long-term incentives,

Recommendation 8.2 Remuneration Policies and Practices – Compliant

The Company has developed a Remuneration Policy for executives and directors. This ensures a clear distinction is maintained between the structure of non-executive directors’ remuneration and that of executive directors and other senior executives. The objectives of the policy are as follows:

  • to attract, retain and motivate key executives who will generate value for shareholders,

  • to ensure that remuneration is fair and reasonable having regard to the performance of the Company and the relevant executive,

  • to ensure effective benchmarking of total annual remuneration for executives in accordance with market practices for a clearly defined peer group of comparable companies to ensure remuneration is fair and competitive,

  • to reward individual and group performance objectives thus promoting a balance of individual performance and teamwork across the executive management team, and

  • to comply with applicable securities and corporate law and ASX Listing Rules.

Recommendation 8.3 Equity Based Remuneration Policy – Compliant

The Company has a Securities Trading Policy. This policy strictly prohibits directors and employees from entering into any transaction that is designed to limit the economic risk of a holding in unvested KGL Resources Limited securities.

A full copy of the Securities Trading Policy can be found on the Company’s website www.kglresources.com.au.

  • the identification of material risks insofar as they relate to remuneration matters, and

  • the review and recommendation of guidelines and policies for the management of material business risks.

Page 23 | KGL Resources Annual Report 2025

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Page 24 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES ABN 52 082 658 080

Financial Report

FOR THE YEAR ENDED 30 JUNE 2025

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Page 25 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Page 26 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Financial Report Contents

  • 28 Directors’ Report

  • 45 Competent Person’s Statement

  • 46 Auditor’s Independence Declaration

  • 47 Statement of Profit or Loss and Other Comprehensive Income

  • 48 Statement of Financial Position

  • 49 Statement of Cash Flows

  • 50 Statement of Changes in Equity

  • 51 Notes to the Financial Statements

  • 75 Consolidated Entity Disclosure Statement

  • 76 Directors’ Declaration

  • 77 Independent Auditor’s Report

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Page 27 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

Directors’ Report

Your directors present their report on the consolidated entity ( Group ) consisting of KGL Resources Limited ( KGL , Company ) and the entities it controlled at the end of, or during, the year ended 30 June 2025. All amounts are in Australian dollars unless otherwise stated.

DIRECTORS

The following persons were directors of KGL Resources Limited during the whole of the financial year and up to the date of this report, unless otherwise stated.

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DIRECTOR ROLE CHANGES IN TENURE
Current Directors
Mr J. Gerard Executive Chairman
Mr F. Purnamasidi Non-executive Director
Mr B. Gell Independent Non-executive Director
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REVIEW OF OPERATIONS

Exploration and Resource Growth

On 10 February 2025, KGL announced a revised Mineral Resource Estimate for the Jervois Project following release of the Feasibility Study Update (FSU25).

  • Open Cut Resource : Increased by 2.38Mt (+30.7%), with contained copper, silver and gold up by 25.5Kt, 4.15Moz and 18.2Koz respectively.

  • Underground Resource : Increased by 3.22Mt (+20.6%), with mainly contained copper up by 12.1Kt with silver decreased by 4% and gold increased by 1.5%.

  • Total Mineral Resource : Increased 23.8% from 23.37Mt to 28.95Mt, with contained copper rising from 472Kt to 510Kt, silver to 23Moz (+18.6%), and gold to 213Koz (+10.5%).

To unlock the district’s large-scale potential more cost-effectively, KGL commissioned an advanced multi-parameter joint inversion modelling, integrating over a decade of geophysical, geochemical, and drilling data. As part of this work, 3D resistivity mapping down to depths of up to 3 kilometres was completed. These methods have:

  • Confirmed existing deposits and anomalies.

  • Identified a pipeline of new high-priority targets at depth and near surface, including several prospects amenable to open-pit mining.

  • Reinforced the large-scale exploration potential of the Jervois–Unca Creek tenements.

  • Provided the strongest geophysical evidence to date that Jervois hosts a significantly larger and deeper mineralising system than previously recognised.

Feasibility Study Update 2025

In February 2025, the Company released a FSU25 which demonstrated the high-grade shovel ready Jervois copper project is economically robust with a Base Case NPV (8% real, after tax) of A$405 million, has an attractive capital efficiency of A$12,000/t (less than US$8,000/t) and strong margins over a mine life of 10 years (based on copper price of US$4.58/lb).

KGL has advanced construction readiness activities and commenced discussions with potential strategic partners and funding providers, with encouraging levels of interest received to date.

The Company remains focused on securing an optimal funding solution that will support Final Investment Decision.

Page 28 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REVIEW OF OPERATIONS (CONTINUED)

Capital raising

On 8 July 2024, the Company announced a 4 for 15 pro rata non-renounceable entitlement offer for new fully paid ordinary shares in the Company ( Offer ) at an Offer price of $0.10 per new ordinary share.

The Offer closed on 31 July 2024 with the Company having received valid applications for 80,821,185 new ordinary shares. This represented approximately 54% of the total number of new ordinary shares offered to shareholders. In total, the Offer raised $8,082,119 before costs.

On 6 March 2025, the Company announced a non-renounceable pro-rata entitlement offer for fully paid ordinary shares in the Company ( Offer ) at an Offer price of $0.095 per new ordinary share.

The Offer closed on 31 March 2025 and settled on 7 April 2025. The Entitlement Offer raised $4,199,475 before costs.

The proceeds of the Offer will be applied principally to progressing the Jervois Project towards production as follows:

  • Corporate financial advisor(s) to deliver project funding required for construction.

  • Project execution, planning and independent technical review.

  • Corporate and site overheads.

  • Initial siteworks enabling critical path activities.

Board and senior management team

There were a number of changes to the senior management team in the year under review.

Mr Philip Condon was appointed to the role of Chief Executive Officer on 29 July 2024. Mr Condon resigned from his position effective 21 January 2025 to pursue other opportunities.

Mr Jeff Gerard, who has been a Non-executive Director since 1 June 2022, assumed the role of Executive Chairman effective 21 January 2025.

During the year, the Company appointed Mr Dean Adams to focus on coordinating the construction efficiency and readiness of the Project. In addition, the company has appointed experienced project execution partners to integrate with the KGL team.

Page 29 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

MATERIAL BUSINESS RISKS

The Group’s exploration and mining operations will be subject to the normal risks of mining and any revenues will be subject to numerous factors beyond the Group’s control. The material business risks that may affect the Group are summarised below.

Future capital raisings

The Group’s ongoing activities are expected to require substantial further financing, in addition to amounts raised pursuant to the entitlement offer completed in April 2025. The Group will require additional funding to bring the Jervois Project into commercial production. Any additional equity financing may be dilutive to shareholders and may be undertaken at lower prices than the current market price, and debt financing, if available, may involve restrictive covenants which limit the Group’s operations and business strategy.

Although the directors believe that additional capital can be obtained, no assurances can be made that appropriate capital or funding will, if and when needed, be available on terms favourable to the Company or at all. If the Company is unable to obtain additional financing as needed, it may be required to reduce, delay or suspend its operations and this could have a material adverse effect on the Group’s activities and could affect the Group’s ability to continue as a going concern.

Exploration risk

The success of the Group depends on the delineation of economically mineable reserves and resources, access to required development capital, movement in the price of commodities, securing and maintaining title to the Group’s exploration and mining tenements and obtaining all consents and approvals necessary for the conduct of its exploration activities. Exploration on the Group’s existing tenements may be unsuccessful, resulting in a reduction in the value of those tenements, diminution in the cash reserves of the Group and possible relinquishment of the tenements.

The exploration costs of the Group are based on certain assumptions with respect to the method and timing of exploration. By their nature, these estimates and assumptions are subject to significant uncertainties and, accordingly, the actual costs may materially differ from these estimates and assumptions.

Accordingly, no assurance can be given that the cost estimates and the underlying assumptions will be realised in practice, which may materially adversely affect the Group’s viability. If the level of operating expenditure required is higher than expected, the financial position of the Group may be adversely affected. The Group may also experience unexpected shortages or increases in the costs of consumables, spare parts, plant and equipment.

Feasibility and development risks

It may not always be possible for the Group to exploit successful discoveries which may be made in areas in which the Group has an interest. Such exploitation would involve obtaining the necessary licences or clearances from relevant authorities that may require conditions to be satisfied and/or the exercise of discretions by such authorities. It may or may not be possible for such conditions to be satisfied. The Group continues to assess the economic viability of a potential mine through completion of final investment decision works, including contract negotiations being undertaken in 2025 aimed at reducing development risks for the Jervois Project. There is a risk, even if satisfactory contractual arrangements are put in place, the Jervois Project may not be successfully developed for commercial and/or financial reasons.

Page 30 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

MATERIAL BUSINESS RISKS (CONTINUED)

Regulatory risk

The Group’s operations are subject to various Commonwealth, State and local laws and plans, including those relating to mining, prospecting, development permit and licence requirements, industrial relations, environment, land use, royalties, water, native title and cultural heritage, mine safety and occupational health. Approvals, licences and permits required to comply with such rules are subject to the discretion of the applicable government officials. No assurance can be given that the Group will be successful in obtaining or maintaining such approvals, licences and permits in full force and effect without modification or revocation. To the extent such approvals are required and not retained or obtained in a timely manner or at all, the Group may be curtailed or prohibited from continuing or proceeding with production and exploration. The Group’s business and results of operations could be adversely affected if applications lodged for exploration licences are not granted.

Mining and exploration tenements are subject to periodic renewal. The renewal of the term of a granted tenement is also subject to the discretion of the relevant Minister. Renewal conditions may include increased expenditure and work commitments or compulsory relinquishment of areas of the tenements comprising the Group’s projects. The imposition of new conditions, or the inability to meet those conditions, may adversely affect the operations, financial position and/or performance of the Group. It is also possible that, in relation to tenements which the Group has an interest in or will in the future acquire such an interest in, there may be areas over which legitimate common law native title rights of Aboriginal Australians exist. If native title rights do exist, the ability of the Group to gain access to tenements (through obtaining consent of any relevant landowner), or to progress from the exploration phase to the development and mining phases of operations, may be affected. The Group has a registered Indigenous Land Use Agreement with the traditional owners for its Jervois Project.

Occupational health and safety

Given the Group’s exploration activities (and especially if it achieves exploration success leading to mining activities), it will face the risk of workplace injuries which may result in workers’ compensation claims, related common law claims and potential occupational health and safety prosecutions. Further, the production processes used in conducting any future mining activities of the Group can be hazardous. The Group has, and intends to maintain, a range of workplace practices, procedures and policies which will seek to provide a safe and healthy working environment for its employees, visitors, and the community.

Limited operating history of the group

The Group has limited operating history on which it can base an evaluation of its future prospects. If the Group’s business model does not prove to be profitable, investors may lose their investment. The Group’s historical financial information is of limited value because of the Group’s lack of operating history and the emerging nature of its business. The prospects of the Group must be considered in the light of the risks, expenses and difficulties frequently encountered by companies in their early stage of development, particularly in the mineral exploration sector, which has a high level of inherent uncertainty.

Key personnel

In formulating its exploration programs, feasibility studies and development strategies, the Group relies to a significant extent upon the experience and expertise of the directors and management. A number of key personnel are important to attaining the business goals of the Group. One or more of these key employees could leave their employment, and this may adversely affect the ability of the Group to conduct its business and, accordingly, affect the financial performance of the Group and its share price. Recruiting and retaining qualified personnel is important to the Group’s success. The number of persons skilled in the exploration and development of mining properties is limited and competition for such persons is strong.

Page 31 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

MATERIAL BUSINESS RISKS (CONTINUED)

Resource and reserve estimate risk

Resource and reserve estimates are expressions of judgement based on knowledge, experience and industry practice. These estimates were appropriate when made but may change significantly when new information becomes available. There are risks associated with such estimates. Resource and reserve estimates are necessarily imprecise and depend to some extent on interpretations, which may ultimately prove to be inaccurate and require adjustment. Adjustments to resource and reserve estimates could affect the Group’s future plans and ultimately its financial performance and value. Copper, silver and gold price fluctuations, as well as increased production costs or reduced throughput and/or recovery rates, may render resources containing relatively lower grades uneconomic and may materially adversely affect resource and reserve estimations.

Environmental risk

The operations and activities of the Group are subject to the environmental laws and regulations of Australia. As with most exploration projects and mining operations, the Group’s operations and activities are expected to have an impact on the environment, particularly if advanced exploration or mine development proceeds. The Group attempts to conduct its operations and activities to the highest standard of environmental obligation, including compliance with all environmental laws and regulations. The Group is unable to predict the effect of additional environmental laws and regulations which may come into effect in the future, including whether any such laws or regulations would materially increase the Group’s cost of doing business or affect its operations in any area. However, there can be no assurances that new environmental laws, regulations or stricter enforcement policies, once implemented, will not oblige the Group to incur significant expenses and undertake significant investments which could have a material adverse effect on the Group’s business, financial condition and performance.

Availability of equipment and contractors

Appropriate equipment, including drill rigs, can be in short supply. There is also high demand for skilled contractors providing other services to the mining industry. Current economic conditions, global and domestic, have only served to exacerbate these issues. Consequently, there is a risk that the Group may not be able to source all the equipment and contractors required to fulfil its proposed activities. There is also a risk that hired contractors may underperform or that equipment may malfunction, either of which may affect the progress of the Group’s activities. The availability of equipment, material and contractors is also a key consideration of the Company’s board of directors in relation to the timing of the final investment decision.

Fluctuations in copper price and Australian dollar exchange rate

The copper mining industry is competitive. There can be no assurance that copper, silver and gold prices will be such that the Group can mine its deposits at a profit. Copper, silver and gold prices fluctuate due to a variety of factors including supply and demand fundamentals, international economic and political trends, expectations of inflation, currency exchange fluctuations, interest rates, global or regional consumption patterns and speculative activities. Similarly, demand and supply of capital and currencies, forward trading activities, relative interest rates and exchange rates and relative economic conditions can impact exchange rates.

Climate change risk

The operations and activities of the Group are subject to changes in local or international compliance regulations related to climate change mitigation efforts, specific taxation or penalties for carbon emissions or environmental damage, and other possible restraints on industry that may further impact the Group and its profitability. While the Group will endeavour to manage these risks and limit any consequential impacts, there can be no guarantee that the Group will not be impacted by these occurrences. Climate change may also cause certain physical and environmental risks that cannot be predicted by the Group, including events such as increased severity of weather patterns, incidence of extreme weather events and longer-term physical risks such as shifting climate patterns. All these risks associated with climate change may significantly change the industry in which the Group operates. The Company is working proactively to increase the level of renewal energy penetration at its Jervois Project and is considering a range of technologies that could be applied to the Jervois Project for the benefit of all stakeholders.

Macro-economic risks

In 2025, the world continues to experience global supply chain disruptions, and labour and equipment shortages. Inflationary pressures for appropriately skilled labour, oil and capital items are being seen across many industries, including the mining industry, and the recent geopolitical tensions across a number of areas worldwide (including the ongoing conflict between Ukraine and Russia) may also continue to adversely affect capital markets and cause spikes in materials prices, including diesel prices.

Page 32 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

SHARES UNDER OPTION

At the date of this report, the unissued ordinary shares of the Company under option are as follows:

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----- Start of picture text -----

NUMBER OF
ISSUE DATE EXPIRY DATE EXERCISE PRICE
OPTIONS
Options issued 23 June 2021 22 Jun 2026 - 194,000
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During the year ended 30 June 2025, no shares were issued on exercise of options and no shares relating to the exercise of options have been issued since the end of the financial year.

DIVIDENDS

No dividends in respect of the current year have been paid, declared or recommended for payment.

ENVIRONMENTAL REGULATION

The Group’s operations in the Northern Territory are subject to significant environmental regulations under Northern Territory legislation. The Group is also subject to certain environmental obligations under the Commonwealth Native Title Act 1993 . There have been no breaches by the Company or its subsidiaries.

INDEMNITY AND INSURANCE OF DIRECTORS AND OFFICERS

The Company has entered into Deeds of Access, Insurance and Indemnity with each of the directors and the company secretary, indemnifying them against certain liabilities and costs to the extent permitted by law.

The Company has also agreed to pay a premium in respect of a contract insuring the directors and officers of the Company. Full details of the cover and premium are not disclosed in this report as the insurance policy prohibits their disclosure.

NON-AUDIT SERVICES

No amounts have been paid or are payable to the auditor for non-audit services provided during the financial year. Refer to Note 24 to the financial statements for further information on the remuneration of auditors.

OFFICERS OF THE COMPANY WHO ARE FORMER AUDIT PARTNERS OF BDO AUDIT PTY LTD

There are no officers of the Company who are former audit partners of BDO Audit Pty Ltd.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to 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.

No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001 .

OTHER CORPORATE INFORMATION

Principal Activity

The principal activity of the Group during the financial year was the exploration and development of the Jervois Project in the Northern Territory.

Employees

The Group had 16 employees as of 30 June 2025 (30 Jun 2024: 22 employees).

Page 33 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

INFORMATION ON DIRECTORS

The following information is current as at the date of this report.

MR JEFFERY GERARD

MR FERDIAN PURNAMASIDI

GRADUATE OF CAPRICORNIA INSTITUTE OF ADVANCE EDUCATION (CIAE)

BACHELOR OF COMMERCE

DIPLOMA OF BUSINESS MANAGEMENT

GRADUATE OF AUSTRALIAN INSTITUTE OF COMPANY DIRECTORS (GAICD)

EXECUTIVE CHAIRMAN:

NON-EXECUTIVE DIRECTOR : Appointed 26 April 2016

Appointed 21 January 2025

INDEPENDENT NON-EXECUTIVE CHAIRMAN: Appointed 31 March 2024

INDEPENDENT NON-EXECUTIVE DIRECTOR: Appointed 31 May 2022

Mr Gerard has over 40 years’ experience in the resources industry, both domestically and abroad, in various technical, operational, commercial and executive management roles. His wideranging career has included roles as Strategy and Global Business Development Executive for Xstrata Coal, Chief Operating Officer for Xstrata Coal’s operations in the Americas and Xstrata Coal South Africa. Following Glencore’s 2013 merger with Xstrata, Mr Gerard served as Chief Development Officer for Glencore Coal and then as CEO of TSX-listed Katanga Mining, a subsidiary of Glencore, and as head of Glencore’s assets in the Democratic Republic of Congo.

Following his retirement from Glencore in 2020, Mr Gerard established a management consulting business providing services to domestic and international companies in the areas of business strategy, technical evaluations, funding, investment and divestments.

Special Responsibilities:

  • None.

Other Current Directorships of ASX Listed Companies:

Mr Purnamasidi is an executive at the Salim Group and a representative for KMP Investments Pte Ltd, a subsidiary of Salim Group. He is responsible for managing the Salim Group’s investments in Australia. The Salim Group is a diversified multinational business group which owns various interests in the mining, food products, agribusiness, retail, automobile, banking and financial and property sectors.

Mr Purnamasidi is the Managing Director of Mach Energy Australia Pty Ltd and Rex Minerals Pty Ltd. Mach Energy owns the world-class Mt Pleasant coal operation in the Hunter Valley region, New South Wales whilst Rex Minerals is undertaking the development of the Hillside Copper Project in South Australia.

Special Responsibilities:

  • None.

Other Current Directorships of ASX Listed Companies:

  • None.

Former Directorships of ASX Listed Companies in Last Three Years:

  • None.

  • None.

Interests in Shares and Options:

Former Directorships of ASX Listed Companies in Last Three Years:

  • 1,472,097 ordinary shares.

  • Atrum Coal Limited – resigned 1 December 2022.

  • Australian Pacific Coal Limited – resigned 30 June 2025.

Interests in Shares and Options:

  • 1,900,716 ordinary shares.

Page 34 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

INFORMATION ON DIRECTORS (CONTINUED)

MR BRIAN GELL

INDEPENDENT NON-EXECUTIVE DIRECTOR:

Appointed 4 April 2023

Mr Gell has over 40 years’ experience in the construction industry having delivered projects in civil and municipal infrastructure, ferrous and non-ferrous metal minerals processing, petrochemical, mining and industrial sectors. His responsibilities have included project management, business development, contract negotiations and leading business units charged with delivery of mineral processing plants and related facilities. Mr Gell’s career has included roles as General Manager for Mining and Metals – Eastern Region for Ausenco, Director of Projects for QCoal as well as positions with Leighton Asia and Leighton Contractors.

In 2014, Mr Gell established a company providing management advisory services in the areas of civil infrastructure, mining infrastructure, contract mining and process plant design, construction, commissioning and operations.

Special Responsibilities:

  • None.

Other Current Directorships of ASX Listed Companies:

  • None.

Former Directorships of ASX Listed Companies in Last Three Years:

  • None.

Interests in Shares and Options:

  • None.

Page 35 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

COMPANY SECRETARY

MS KYLIE ANDERSON

BSC. MBA (INT. BUS.) MPA, MAICD

COMPANY SECRETARY: Appointed 2 January 2008

Ms Anderson has held senior financial and company secretarial roles with a number of companies in the resources sector including Felix Resources Limited and Rio Tinto Group.

MEETINGS OF DIRECTORS

The number of meetings of the Company’s Board of Directors ( Board ), and of each Board committee, held during the year ended 30 June 2025, and the number of meetings attended by each director were:

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AUDIT AND RISK REMUNERATION
FULL BOARD
COMMITTEE [2] COMMITTEE [2]
ATTENDED HELD [1] ATTENDED HELD [1] ATTENDED HELD [1]
Current Directors
J. Gerard 15 15 - - - -
F. Purnamasidi 15 15 - - - -
B. Gell 15 15 - - - -
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1 Held is the number of meetings held during the time the director held office or was a member of the relevant committee.

2 Due to the current size of the Board, all matters that would normally have been considered by the Remuneration Committee and the Audit and Risk Committee have been considered by the Board as a whole.

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Page 36 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED

The Remuneration Report, which has been audited, outlines the director and executive remuneration arrangements for the Group in accordance with the requirements of the Corporations Act 2001 and its regulations.

A. Remuneration Philosophy

The Group’s remuneration philosophy is to ensure that remuneration packages accurately reflect employees’ duties and responsibilities, with the overall objective of ensuring maximum stakeholder benefit from the attraction and retention of a high-quality Board and executive team members.

The key principles underpinning the Group’s remuneration philosophy are:

  • remuneration that is comparable and market-competitive,

  • an appropriate balance between fixed and variable (at-risk) remuneration components,

  • the alignment of directors’ and executives’ interests with those of shareholders, and

  • fairness and transparency.

The Group’s remuneration philosophy and practices are overseen by the Remuneration Committee. The Remuneration Committee is responsible for:

  • monitoring and reporting to the Board material risks insofar as they relate to people and remuneration matters,

  • reviewing on an annual basis the remuneration levels of the Board and senior management and recommending changes to the Board as appropriate,

  • overseeing management incentive schemes including employee short-term (STI) and long-term (LTI) incentives,

  • • developing and recommending to the Board performance goals for executives, and

  • assisting the Board in evaluating the achievement of performance goals.

Where the Remuneration Committee is not properly constituted according to the terms of the Remuneration Committee Charter (having at least director members with majority independent), the Board will perform the role and duties of the Remuneration Committee until such time that it is properly constituted.

B. Key Management Personnel

The key management personnel of the Group, comprising the chairman, the non-executive directors, the chief executive officer and the chief financial officer, are those individuals considered to have significant influence over the Group’s operating performance and decision making. The key management personnel of the Group are listed in the following table. Unless otherwise indicated, key management personnel have held the stated position since the commencement of the financial year and up to the date of this report.

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NAME POSITION CHANGES IN TENURE
Directors
Mr J. Gerard [1] Executive Chairman Appointed 21 January 2025
Mr F. Purnamasidi Non-executive Director
Mr B. Gell Independent Non-executive Director
Other Key Management Personnel
Mr A. Liaw Chief Financial Officer
Former Key Management Personnel
Ms K. Anderson [2] Chief Executive Officer and Company Secretary Appointed 22 March 2024
Resigned 29 July 2024
Mr P. Condon Chief Executive Officer Appointed 29 July 2024
Resigned 21 January 2025
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  • 1 Prior to taking up the position of executive chairman, Mr Gerard was the independent non-executive chairman of the Company.

  • 2 Ms Anderson has been company secretary for the Group since 2 January 2008 and assumed the additional role of chief executive officer on 22 March 2024. In accordance with the terms of her contract of employment, Ms Anderson stepped down from the role of chief executive officer on the appointment of Mr Philip Condon to this role on 29 July 2024.

Page 37 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

C. Remuneration Structure

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

i) Non-executive Director Remuneration

Objective

The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain non-executive directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.

Structure

The Constitution of the Company and the ASX Listing Rules specify that the aggregate remuneration of non-executive directors shall be determined from time to time by a general meeting. The current aggregate remuneration so determined is $500,000. An amount not exceeding $500,000 is divided between the directors as agreed.

When appropriate, the Board considers advice from external consultants as well as the fees paid to nonexecutive directors of comparable companies when undertaking the annual review process. No remuneration consultants were engaged to review non-executive remuneration in the year to 30 June 2025.

Each director receives a fee for being a director of the Company. Directors who are called upon to perform extra services beyond the director’s ordinary duties may be paid additional fees for those services. Nonexecutive directors do not receive any form of equity incentive entitlement, bonus, options, other form of incentive entitlement or retirement benefits. All non-executive directors are entitled to superannuation contributions up to the statutory capped rates.

In order to align with shareholder interests, non-executive directors are encouraged to hold shares in the Company.

ii) Executive Remuneration

Objective

The Company aims to attract, motivate and retain high-performing and high-quality executives, to reward them with a level of remuneration commensurate with their position and responsibilities within the Group and to align their interests with those of shareholders.

Structure

Executive remuneration has three components, a combination of which comprises the executive’s total remuneration:

  • fixed remuneration comprising a base salary, employer superannuation contributions and non-monetary benefits,

  • other remuneration, including annual leave and long service leave benefits, and

  • • a performance-based incentive.

Executives can receive the fixed component of their remuneration in the form of cash or other fringe benefits (for example car parking benefits) where it does not create any additional costs to the Group and adds value for the executive. Any awards over and above contractual fixed remuneration and associated statutory entitlements are made at the discretion of the Board.

Upon retirement or termination, executive key management personnel are paid employee benefits accrued to date of retirement or termination. No other termination benefits are payable under service contracts.

In determining the level and make-up of executive remuneration, the Board may obtain independent advice from external consultants on market levels of remuneration for comparable executive roles. No remuneration consultants were engaged to review executive remuneration in the year to 30 June 2025. It is the Board’s policy that employment contracts are entered into with all the senior executives.

Page 38 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

D. Relationship between Remuneration and the Company’s Performance

The earnings of the Group for the five years / periods to 30 June 2025 are summarised below:

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30 JUN 2025 30 JUN 2024 30 JUN 2023 30 JUN 2022 31 DEC 2021
12 months 12 months 12 months 6 months [2] 12 months
$ $ $ $ $
Sales revenue – – – – –
EBITDA [ 1] (2,899,322) (2,563,152) (2,312,867) (1,629,523) (2,265,958)
EBIT [1] (2,998,722) (2,663,959) (2,402,535) (1,673,985) (2,322,511)
Loss after income tax (3,015,417) (2,671,410) (2,404,468) (1,676,050) (2,325,072)
Total key management personnel
983,280 1,044,622 1,277,590 534,242 897,523
remuneration
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1 EBIT and EBITDA are non-IFRS measures. They are calculated as follows:

EBIT: Total comprehensive income for the year, less income tax benefit and finance expense.

EBITDA: Total comprehensive income for the year, less income tax benefit, finance expense and depreciation and amortisation expense.

2 KGL Resources Limited year-end reporting period changed from December to June hence the 6 month reporting period for 30 June 2022.

The factors that are considered to affect Total Shareholders’ Return are summarised below:

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30 JUN 2025 30 JUN 2024 30 JUN 2023 30 JUN 2022 31 DEC 2021
12 months 12 months 12 months 6 months 12 months
Share price at financial year/ period end ($) $0.09 $0.10 $0.18 $0.195 $0.60
- - - - -
Total dividends declared (cents per share)
Basic loss per share (cents per share) (0.46) (0.47) (0.52) (0.41) (0.61)
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E. Employment Contracts

Employment contracts have been entered into by the Group with key management personnel, documenting the components and level of remuneration applicable to their appointments. These contracts do not fix the amount of remuneration increases from year to year. Remuneration levels are generally reviewed each year by the Remuneration Committee, when properly constituted, to align with changes in job responsibilities and market salary expectations. Employment contracts are currently reviewed annually by the Board as a whole.

F. Remuneration of Directors and Executives

1) Remuneration of Executive Chairman

The board, with Mr Gerard abstaining, has approved the payment to Mr Gerard of $2,000 per day whilst undertaking the Executive Chairman role.

2) Remuneration of Non-executive Directors

There have been no changes to the remuneration of non-executive directors in the current financial year.

All non-executive directors receive an annual fee of $47,250 plus superannuation at the statutory rate, subject to annual review. There are no additional fees paid for additional roles such as committee members, or chair positions. The annual fees have been apportioned in accordance with each director’s period of tenure during the financial year.

3) Remuneration of the other Key Management Personnel

Refer to Section G: Service Contracts for further information.

Page 39 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

F. Remuneration of Directors and Executives (continued)

4) Remuneration Summary

Directors and other key management personnel received the following compensation for their services during the year ended 30 June 2025 and the comparative year ended 30 June 2024:

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POST-
CASH OTHER OTHER EMPLOYMENT TOTAL
SALARY SHORT-TERM LONG-TERM BENEFITS SHARE-BASED PERFORMANCE
YEAR ENDED AND FEES BENEFITS BENEFITS SUPERANNUATION PAYMENTS (A) TOTAL RELATED
30 JUN 2025 $ $ $ $ $ $ %
Executive Chairman
J. Gerard [ 3] 262,000 - - - - 262,000 -
Current Directors
J. Gerard 47,250 - - 5,434 - 52,684 -
F. Purnamasidi 47,250 - - 5,434 - 52,684 -
B. Gell 47,250 - - 5,434 - 52,684 -
Other Key Management Personnel
A. Liaw 280,000 - 4,055 29,932 - 313,987 -
K. Anderson [1] 31,195 - - 3,587 - 34,782 -
Former Key Management Personnel
P. Condon [2] 197,594 - - 16,865 - 214,459 -
912,539 - 4,055 66,686 - 983,280 -
----- End of picture text -----

1 Appointed interim CEO 22 March 2024. Resigned 29 July 2024.

2 Appointed CEO 29 July 2024. Resigned 21 January 2025.

3 Appointed Executive Chairman 21 January 2025. This amount has been accrued as at 30 June 2025. Will be paid out of the Directors Remuneration Pool.

==> picture [487 x 293] intentionally omitted <==

----- Start of picture text -----

POST-
CASH OTHER OTHER EMPLOYMENT TOTAL
SALARY SHORT-TERM LONG-TERM BENEFITS SHARE-BASED PERFORMANCE
YEAR ENDED AND FEES BENEFITS BENEFITS SUPERANNUATION PAYMENTS (A) TOTAL RELATED
30 JUNE 2024 $ $ $ $ $ $ %
Current Directors
J. Gerard 47,250 - - 5,197 - 52,447 -
F. Purnamasidi 47,250 - - 5,197 - 52,447 -
B. Gell 47,250 - - 5,197 - 52,447 -
Former Directors
D. Wood [1] 339,375 - - 20,599 - 359,974 -
Other Key Management Personnel
A. Liaw [2] 143,469 - 10,064 15,198 - 168,731 -
Former Key Management Personnel
K. Anderson [3] 124,579 - - 6,850 - 131,429 -
- - - -
N. Spencer [4] 127,301 13,992 141,293
- - - -
M. Dippenaar [5] 79,836 8,156 87,992
A. Treble [6] 80,136 - - 7,538 (89,812) (2,138) -
1,036,446 - 10,064 87,924 (89,812) 1,044,622 -
----- End of picture text -----

  • A. Negative share-based payments are expense reversals recorded on the forfeiture of share options.

  • 1 Resigned 31 March 2024.

2 Appointed 5 December 2023.

3 Appointed 22 March 2024. Resigned 29 July 2024.

  • 4 Appointed 19 September 2023. Resigned 30 January 2024.

  • 5 Appointed 5 September 2023. Resigned 11 December 2023.

  • 6 Resigned 22 September 2023.

Page 40 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

F. Remuneration of Directors and Executives (continued)

4) Remuneration Summary (continued)

The remuneration of non-executive directors is fixed. For all other key management personnel, the proportion of remuneration that is fixed and the proportion of remuneration that is linked to performance is outlined below.

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----- Start of picture text -----

FIXED
REMUNERATION AT RISK – STI AT RISK – LTI
% % %
Executive Chairman
J. Gerard 30 June 2025 100 - -
30 June 2024 - - -
Executive Key Management Personnel
A. Liaw 30 June 2025 100 - -
30 June 2024 100 - -
Former Executive Chairman
D. Wood 30 June 2025 - - -
30 June 2024 100 - -
Former Chief Executive Officers
P. Condon 30 June 2025 100 - -
30 June 2024 - - -
K. Anderson 30 June 2025 100 - -
30 June 2024 100
N. Spencer 30 June 2025 -
30 June 2024 100 -
Former Chief Financial Officers
M. Dippenaar 30 June 2025 - - -
30 June 2024 100
A. Treble 30 June 2025 - - -
30 June 2024 100
----- End of picture text -----

No member of key management personnel is entitled to receive securities that are not performance based.

G. Service Contracts

Remuneration and other terms of employment for key management personnel, other than non-executive directors, are formalised in service agreements. Details of these agreements are as follows:

==> picture [483 x 141] intentionally omitted <==

----- Start of picture text -----

COMPONENT CEO DESCRIPTION OTHER SENIOR EXECUTIVE DESCRIPTION
Base salary Range between $350,000 and $453,000. Range between $250,000 and $290,000.
STI Provides for eligibility for an STI plan, at rules and rates at be agreed between the executive and the Board.
Contract duration Until terminated in accordance with the provisions of the agreement.
Notice by individual / 6 months’ notice in writing to be given by Range between 1 month’s notice in writing
Company either party. and 6 months’ notice in writing.
Termination of Executives are entitled to receive their statutory entitlement of accrued annual leave, together with
employment any superannuation benefits. No other termination benefits are payable.
----- End of picture text -----

Page 41 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

H. Cash Bonuses

There were no cash bonuses granted to key management personnel in relation to either the year ended 30 June 2025, or the year ended 30 June 2024.

I. Options Granted as Remuneration

No zero-priced options on issue to members of key management personnel at 30 June 2025. No share options had vested or were exercised at 30 June 2025.

J. Shareholdings of Directors and Key Management Personnel

The numbers of ordinary shares in the Company held during the financial year by each director and by each other member of key management personnel of the Group, including their personally related parties, are as follows:

==> picture [484 x 348] intentionally omitted <==

----- Start of picture text -----

BALANCE AT ISSUED ON BALANCE
BEGINNING ENTITLEMENT EXERCISE OTHER AT END
OF YEAR OFFER OF OPTIONS CHANGES OF YEAR
30 JUNE 2025 NUMBER NUMBER NUMBER NUMBER NUMBER
Current Directors
J. Gerard 1,000,000 - - 900,716 1,900,716
F. Purnamasidi 1,033,050 - - 439,047 1,472,097
B. Gell - - - - -
Former Directors
D. Wood - - - - -
Other Key Management Personnel
A. Liaw - - - - -
Former Key Management Personnel
K. Anderson [1] 887,484 - - 377,182 1,264,666
P. Condon [2]
- - - - -
N. Spencer
- - - - -
M. Dippenaar
A. Treble - - - - -
TOTAL 2,920,534 - - 1,716,945 4,637,479
----- End of picture text -----

1 Resigned 29 July 2024. 2 Appointed 29 July 2024. Resigned 21 January 2025.

Page 42 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

REMUNERATION REPORT – AUDITED (CONTINUED)

K. Other Transactions with Key Management Personnel and / or their Related Parties

1) Amounts Payable to Key Management Personnel

At 30 June 2025, the following amounts due to members of key management personnel were outstanding:

==> picture [483 x 110] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
PAYABLE TO KEY MANAGEMENT PERSONNEL $ $
Director’s fees and superannuation 4,390 4,587
Executive Chairman’s fees 262,000 -
Total 266,390 4,587
----- End of picture text -----

2) Other Related Party Transactions

There were no other transactions conducted between the Group and key management personnel or their related parties, apart from those disclosed above relating to equity and compensation, that were conducted other than in accordance with normal employee or supplier relationships on terms no more favourable than those reasonably expected under arm’s length dealings with unrelated parties.

THIS IS THE END OF THE REMUNERATION REPORT – AUDITED

Page 43 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Report

EVENTS AFTER THE REPORTING DATE

No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods.

AUDITOR INDEPENDENCE

The auditor’s independence declaration as required under section 307C of the Corporations Act 2001, is set out on page 46 of the financial report.

This report is made in accordance with a resolution of the directors.

On behalf of the Board,

Jeff Gerard

Chairman Brisbane Dated: 26 September 2025

Page 44 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Competent Person’s Statement

The information in this announcement that relates to a Production Target is based on information released to the ASX on 10 February 2025. 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. 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.

The Jervois Resources information was first released to the market 10 February 2025 and is compliant with JORC 2012. 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. 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.

The information in this announcement that relates to Ore Reserves Estimates was first released to the market 10 February 2025 and is compliant with JORC 2012. 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. 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.

The information relating to 3D Inversion results was originally reported on 30 July 2025. The Company confirms 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. 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 and complies with JORC 2012.

The following drill holes were originally reported under the JORC code 2012 on the date indicated in the table. The Company confirms 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.

==> picture [484 x 353] intentionally omitted <==

----- Start of picture text -----

HOLE DATE REPORTED JORC REPORTED UNDER
KJCD 171 22/10/2015 2012
KJCD 197 19/09/2016 2012
KJCD 201 13/12/2016 2012
KJCD 203 22/12/2016 2012
KJCD 215 4/09/2017 2012
11/10/2021
KJCD 481D3 2012
14/02/2022
KJCD 556 27/09/2022 2012
KJCD 556D3 28/06/2023 2012
KJCD 556D4 8/11/2023 2012
KJD 216 25/09/2017 2012
KJD 220W1 12/12/2017 2012
KJD 329 29/07/2019 2012
KJD 395 4/12/2019 2012
KJD 413 17/03/2020 2012
KJD 572 28/06/2023 2012
KJD 625 3/07/2024 2012
KJD 627 5/07/2024 2012
KJD 627D1 29/07/2024 2012
KJD 628 3/07/2024 2012
KJD 637 4/11/2024 2012
KJD 638 4/11/2024 2012
KJD 639 4/11/2024 2012
----- End of picture text -----

Page 45 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Auditor’s Independence Declaration

==> picture [78 x 31] intentionally omitted <==

Tel: +61 7 3237 5999 Fax: +61 7 3221 9227 www.bdo.com.au

Level 10, 12 Creek Street Brisbane QLD 4000 GPO Box 457 Brisbane QLD 4001 Australia

DECLARATION OF INDEPENDENCE BY A J WHYTE TO THE DIRECTORS OF KGL RESOURCES LIMITED

As lead auditor of KGL Resources Limited for the year ended 30 June 2025, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

  2. No contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of KGL Resources Limited and the entities it controlled during the period.

==> picture [63 x 49] intentionally omitted <==

A J Whyte Director

BDO Audit Pty Ltd

Brisbane, 26 September 2025

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Page 46 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Statement of Profit or Loss and Other Comprehensive Income FOR THE YEAR ENDED 30 JUNE 2025

==> picture [485 x 434] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
NOTE $ $
Other income 3 252,963 631,200
Administrative expenses 4(a) (1,579,954) (1,244,988)
Employee benefits expense 4(b) (1,213,527) (1,530,715)
-
Write-off of prepaid expenses (289,987)
Other expenses (239,712) (128,662)
Depreciation and amortisation expense (99,400) (100,807)
-
Impairment expense 4(d) (119,092)
Finance expense 4(c) (16,695) (7,451)
Loss before income tax (3,015,417) (2,671,410)
Income tax benefit 5 - -
Net loss for the year (3,015,417) (2,671,410)
- -
Other comprehensive income, net of tax
Total comprehensive income for the year (3,015,417) (2,671,410)
Loss per share attributable to the owners of the Company
Basic loss per share (cents per share) 6 (0.46) (0.47)
Diluted loss per share (cents per share) 6 (0.46) (0.47)
----- End of picture text -----

This financial statement should be read in conjunction with the accompanying notes.

Page 47 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Statement of Financial Position

AS AT 30 JUNE 2025

==> picture [485 x 662] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
NOTE $ $
Current assets
Cash and cash equivalents 7 5,116,103 6,329,796
Trade and other receivables 8 77,813 183,656
Financial assets 9 148,765 148,765
Prepayments 10 184,124 832,326
Total current assets 5,526,805 7,494,543
Non-current assets
Financial assets 9 417,831 303,312
Property, plant and equipment 11 408,477 484,371
Right-of-use assets 12 25,050 153,414
Exploration and evaluation assets 13 125,293,186 115,774,199
Intangible assets 4,822 1,682
Total non-current assets 126,149,366 116,716,978
Total assets 131,676,171 124,211,521
Current liabilities
Trade and other payables 15 1,439,701 2,839,647
Lease liabilities 12 27,203 135,179
Total current liabilities 1,466,904 2,974,826
Non-current liabilities
Lease liabilities 12 - 24,429
Total non-current liabilities - 24,429
Total liabilities 1,466,904 2,999,255
Net assets 130,209,267 121,212,266
Equity
Contributed equity 17 262,686,028 250,645,610
Reserves 16 135,800 163,800
Accumulated losses (132,612,561) (129,597,144)
Total equity 130,209,267 121,212,266
----- End of picture text -----

This financial statement should be read in conjunction with the accompanying notes.

Page 48 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

FOR THE YEAR ENDED 30 JUNE 2025

Statement of Cash Flows

==> picture [484 x 493] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
NOTE $ $
Cash flows from operating activities
Receipts in the course of operations 1,028,885 1,328,697
Payments to suppliers and employees (3,389,242) (4,154,278)
Interest received 249,260 637,548
Finance costs (18,759) (13,324)
Net cash used in operating activities 7(a) (2,129,856) (2,201,357)
Cash flows from investing activities
Payment for exploration and evaluation assets (10,791,617) (13,499,455)
Payment for property, plant and equipment (42,962) (249,514)
Payment for other financial assets 9 (114,519) -
Net cash used in investing activities (10,949,098) (13,748,969)
Cash flows from financing activities
Proceeds from issue of shares 17 12,281,594 -
Payment of share issue costs (274,611) (58,052)
Principal elements of lease payments 7(d) (141,722) (175,428)
Net cash provided by / (used in) financing activities 11,865,261 (233,480)
Net increase / (decrease) in cash and cash equivalents (1,213,693) (16,183,806)
Cash and cash equivalents at the beginning of the year 6,329,796 22,513,602
Cash and cash equivalents at the end of the year 7 5,116,103 6,329,796
----- End of picture text -----

This financial statement should be read in conjunction with the accompanying notes.

Page 49 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Statement of Changes in Equity

FOR THE YEAR ENDED 30 JUNE 2025

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----- Start of picture text -----

SHARE-BASED
CONTRIBUTED ACCUMULATED TOTAL
CONSOLIDATED PAYMENT
EQUITY LOSSES EQUITY
RESERVE
$ $ $ $
Balance as at 1 July 2024 250,645,610 163,800 (129,597,144) 121,212,266
- -
Loss for the year (3,015,417) (3,015,417)
- - - -
Other comprehensive income, net of tax
- -
Total comprehensive income for the year (3,015,417) (3,015,417)
Transactions with owners in their capacity as owners
Issue of share capital (before costs) 12,281,594 - - 12,281,594
Share issue costs (241,176) - - (241,176)
- -
Share-based payments – reversed (28,000) (28,000)
Balance as at 30 June 2025 262,686,028 135,800 (132,612,561) 130,209,267
Balance as at 1 July 2023 250,691,208 183,633 (126,925,734) 123,949,107
- -
Loss for the year (2,671,410) (2,671,410)
- - - -
Other comprehensive income, net of tax
- -
Total comprehensive income for the year (2,671,410) (2,671,410)
Transactions with owners in their capacity as owners
Share issue costs (45,598) - - (45,598)
- -
Share-based payments – reversed (89,812) (89,812)
- -
Share-based payments – capitalised [i] 69,979 69,979
Balance as at 30 June 2024 250,645,610 163,800 (129,597,144) 121,212,266
----- End of picture text -----

i The value of share-based payments to employees of the Jervois Project has been capitalised as part of the exploration and evaluation asset (Refer to Note 13).

This financial statement should be read in conjunction with the accompanying notes.

Page 50 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the Financial Statements for the year ended 30 June 2025

1. Basis of preparation

The financial statements of KGL Resources Limited for the year ended 30 June 2025 cover the consolidated entity consisting of KGL Resources Limited ( Company , Parent Entity ) and its controlled entities ( Group , Consolidated Entity ) as required by the Corporations Act 2001 .

The registered office and principal place of business is Level 5, 167 Eagle Street, Brisbane, Queensland, 4000, Australia.

The financial statements are presented in the Australian currency.

KGL Resources Limited is a public company, incorporated and domiciled in Australia.

The principal activity of the Group during the year was exploration and evaluation of the Jervois Project in the Northern Territory. There have been no significant changes in the nature of these activities during the year.

The consolidated general-purpose financial report of the Group for the year ended 30 June 2025 was authorised for issue in accordance with a resolution of the directors on 26 September 2025. The directors have the power to amend and reissue the financial report. The financial report is a general-purpose financial report which:

  • Has been prepared in accordance with the requirements of the Corporations Act 2001 , Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board ( AASB ) and International Financial Reporting Standards ( IFRS ) as issued by the International Accounting Standards Board.

  • Adopts all new and amended Accounting Standards and Interpretations issued by the AASB and IFRS that are relevant to the operations of the Group and effective for reporting period beginning on or after 1 July 2024. The impact of adopting these standards did not have any impact on the Group’s accounting policies and did not require retrospective adjustments.

  • Does not early adopt any Australian Accounting Standards and Interpretations that have been issued or amended but are not yet effective.

The financial statements have been prepared on a historical cost basis. The Company is a for-profit entity for the purposes of Australian Accounting Standards.

Key judgements and estimates

In the process of applying the Group’s accounting policies, management has made a number of judgements and applied estimates of future events. Judgements and estimates which are material to the financial report are found in the following notes:

  • Note 5: Income taxes

  • Note 13: Exploration and evaluation assets

Basis of consolidation

Subsidiaries are those entities over which KGL Resources Limited has control. The Group controls an entity when the Group is exposed, or has the 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 de-consolidated from the date that control ceases.

All intercompany balances and transactions, including unrealised profits arising from intragroup transactions have been eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. The financial statements of subsidiaries are prepared for the same reporting period as the parent, using consistent accounting policies.

Page 51 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

1. Basis of preparation (continued)

Other accounting policies

Material accounting policies that summarise the measurement basis used and are relevant to an understanding of the financial statements are provided throughout the notes to the financial statements.

The notes to the financial statements

The notes include information which is required to understand the financial statements and is material and relevant to the operations, financial position and performance of the Group. Information is considered relevant and material if, for example:

  • The amount in question is significant because of its size or nature,

  • It is important for understanding the results of the Group,

  • It helps to explain the impact of significant changes in the Group’s business, for example acquisitions and impairment write-downs, or

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

Going concern

The financial report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the normal course of business.

As disclosed in the financial report, the Group incurred a net loss of $3,015,417, net operating cash outflows of $2,129,856 and net investing cash outflows of $10,949,098 for the year ended 30 June 2025. As at 30 June 2025, the Group has cash and cash equivalents of $5,116,103 (excluding term deposits of $566,596 currently classified as a financial asset).

The ability of the Group to continue as a going concern is principally dependent upon one or more of the following:

  • The ability of the Company to raise capital as and when necessary, and/or

  • The successful exploration and subsequent exploitation of the Group’s tenements.

These conditions give rise to material uncertainty which may cast significant doubt over the Group’s ability to continue as a going concern.

The directors believe that the going concern basis of preparation is appropriate for the following reasons:

  • The directors can curtail the Group’s activities to preserve cash,

  • The directors believe there is sufficient cash available for the Group to continue operating until it can raise further capital to fund its ongoing activities, and

  • The Group has a proven track record in equity raising.

Should the Group be unable to continue as a going concern, it may be required to realise its assets and extinguish its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the financial report.

This financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts or classification of liabilities and appropriate disclosures that may be necessary should the Group be unable to continue as a going concern.

2. Segment information

The Group identifies its operating segments based on the internal reports that are reviewed and used by the Board, the chief operating decision makers, in assessing performance and determining the allocation of resources.

All information provided to the Board is consolidated information. Accordingly, management currently identifies the Group as having only one reportable segment, being exploration at the Jervois Project in the Northern Territory. The financial results from this segment are equivalent to the financial statements of the Group as a whole. All significant operating decisions are based upon analysis of the Group as one segment. All assets of the Group are located in Australia.

The Group does not yet have any products or services from which it derives an income.

Page 52 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

3. Other income

==> picture [484 x 99] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Interest revenue – third parties 252,963 631,200
Total other income 252,963 631,200
----- End of picture text -----

Recognition and measurement

Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount.

All revenue is stated net of the amount of goods and services tax ( GST ).

4. Expenses

==> picture [484 x 445] intentionally omitted <==

----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
a) Administrative expenses
Professional and consulting fees 815,068 463,374
Business development and investor relations expenses 154,900 130,847
Corporate office overheads 206,274 218,093
Corporate fees 104,282 101,541
Insurance 308,765 327,557
Expenses relating to leases of low-value assets 3,576 3,576
1,592,865 1,244,988
b) Employee benefits expense
Salaries, wages, and related costs 954,812 1,360,142
Directors’ fees (excluding superannuation) 147,184 146,947
-
Expense reversal on forfeiture of employee share options (refer to Note 18) (89,812)
Superannuation contributions 111,531 113,438
1,213,527 1,530,715
c) Finance expense
Interest on lease liabilities (refer to Note 12) 3,784 7,451
3,784 7,451
d) Impairment expense
-
Exploration and evaluation assets (refer to Note 13) 119,092
-
119,092
----- End of picture text -----

Page 53 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

4. Expenses (continued)

Recognition and measurement

Post-employment benefits plans – defined contribution plans

The Group provides post-employment benefits through defined contribution plans.

The Group pays fixed contributions into independent entities in relation to several plans. The Group has no legal or constructive obligations to pay contributions in addition to its fixed contributions which are recognised as an expense in the period in which the relevant employee services are received.

5. Income taxes

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----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
a) Components of tax expense
Current tax benefit on loss for the year - -
Deferred tax arising from origination and reversal of temporary differences - -
Total income tax benefit in profit or loss - -
b) The prima facie income tax on the loss is reconciled to income tax benefit as follows:
Loss before income tax (3,015,417) (2,671,410)
Prima facie tax benefit on loss before income tax at 25% (2024: 25%) (753,854) (667,853)
Other deductible expenses (84,994) (22,830)
- -
Adjustment recognised for prior periods
Deferred tax assets arising from temporary differences not recognised 838,848 690,683
- -
Income tax benefit attributable to the Group
c) Unrecognised deferred tax assets
Prior year tax losses brought forward – gross 197,060,134 180,566,617
Adjustment to prior period losses – gross 2,473 1,424
Total losses recognised – gross (120,239,029) (110,633,146)
Current period tax losses – gross 13,066,335 16,492,093
Unrecognised tax losses – gross 89,889,913 86,426,987
Deferred tax assets not taken up – at 25% (2024: 25%) 22,472,478 21,606,747
d) Recognised net deferred tax assets
Deferred tax liabilities
Exploration and evaluation (30,259,428) (27,895,083)
(30,259,428) (27,895,083)
Deferred tax assets
Tax losses recognised at 25% (2024: 25%) 30,059,757 27,658,287
Provisions / accruals 199,671 236,796
30,259,428 27,895,083
Net deferred tax asset recognised – –
----- End of picture text -----

e) Franking credits

There are no franking credits available.

Page 54 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

5. Income taxes (continued)

Recognition and measurement

The income tax expense / (benefit) for the year comprises current income tax expense / (benefit) and deferred tax expense / (benefit).

Current income tax expense charged to profit or loss is the tax payable on taxable income. Current tax liabilities / (assets) are measured at the amounts expected to be paid to / (recovered from) the relevant taxation authority using tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Deferred income tax expense / (benefit) reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.

Current and deferred income tax expense / (benefit) is charged or credited outside profit or loss when the tax relates to items that are recognised outside profit or loss. Except for business combinations, no deferred income tax is recognised from the initial recognition of an asset or liability where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.

Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

Page 55 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

6. Loss per share

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Loss after income tax attributable to the owners of the Company used in
(3,015,417) (2,671,410)
calculating basic and diluted loss per share.
Basic loss per share (cents per share) (0.46) (0.47)
Diluted loss per share (cents per share) (0.46) (0.47)
# SHARES # SHARES
Weighted average number of ordinary shares used in the calculation of basic
650,799,287 567,291,863
and diluted loss per share.
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At 30 June 2025, the Company had granted 194,000 options (30 Jun 2024: 234,000 options) over unissued ordinary shares. No options had vested or were exercisable at financial year end. As the Company has generated losses, the options have been treated as anti-dilutive for the purposes of determining diluted loss per share (Refer to Note 18).

Recognition and measurement

Basic earnings per share

Basic earnings / (loss) per share is calculated by dividing the profit / (loss) attributable to the owners of the Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.

Diluted earnings per share

Diluted earnings / (loss) per share adjusts the figures used in the determination of basic earnings / (loss) per share to take into account the after-tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

7. Cash and cash equivalents

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Cash at bank 1,616,103 2,328,617
Term deposits with short-term maturity 3,500,000 4,001,179
Total cash and cash equivalents 5,116,103 6,329,796
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Cash at bank balances bear floating interest rates between 0% and 3.85% (30 Jun 2024: 0% and 4.35%).

Term deposits bear fixed interest rates between 4.00% and 4.52% (30 Jun 2024: 2.98% and 4.83%).

Recognition and measurement

For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents includes cash on hand and at bank, deposits held at call with financial institutions and other short term, highly liquid investments with original maturities of three months or less, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Page 56 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

7. Cash and cash equivalents (continued)

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----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
a) Reconciliation of loss after tax to net cash flows from operations
Loss for the year after income tax benefit (3,015,417) (2,671,410)
Non-cash flows in loss:
Depreciation and amortisation expense 99,400 100,807
-
Impairment expense 119,092
-
Expense reversal on forfeiture of employee share options (89,812)
- -
Share-based payments expense
(Gain) / loss on disposal of property, plant and equipment 499 1,324
Write-off of prepaid expenses - 289,987
Capitalised expenditure classified as cash flows from operating activity:
Interest expense (2,064) (5,873)
Change in operating assets and liabilities:
(Increase) / decrease in trade and other receivables 105,843 17,787
(Increase) / decrease in prepayments 377,667 (13,011)
Increase / (decrease) in trade and other payables 185,124 168,844
Net cash used in operating activities (2,129,856) (2,201,357)
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b) Facilities with banks

There are no borrowing facilities at the reporting date (30 Jun 2024: Nil).

c) Non-cash financing and investing activities

Non-cash investing and financing activities disclosed in other notes are:

  • Additions to right-of-use assets – refer to Note 12, and

  • Share options issued to employees for no cash consideration – refer to Note 18.

d) Cash and non-cash movements in liabilities arising from financing activities

The following table reconciles the cash and non-cash movements in liabilities arising from financing activities:

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Non-cash Cash
Borrowings Opening Balance Additions Lease Payments Closing Balance
$ $ $ $
30 Jun 2025
Lease liabilities 159,608 9,317 (141,722) 27,203
30 Jun 2024
Lease liabilities 162,000 173,036 (175,428) 159,608
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Page 57 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

8. Trade and other receivables

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
GST receivable (net) 29,099 137,743
Other receivables 48,714 45,913
Total trade and other receivables 77,813 183,656
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Other receivables are non-interest bearing and have repayment terms up to thirty days.

9. Financial assets

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----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Current
Term deposits 148,765 148,765
Total current financial assets 148,765 148,765
Non-current
Security deposits 417,831 303,312
Total non-current financial assets 417,831 303,312
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Financial assets are comprised of rental bonds, rolling interest-bearing term deposits supporting environmental bank guarantees with the Department of Mines and other guarantees. Guarantee of $417,831 (30 Jun 2024: $303,312 security deposit) has been provided to the Department of Mines.

10. Prepayments

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Prepayment for infrastructure [i] 138,478 160,000
Other operating prepayments [ii] 45,646 672,326
Total prepayments 184,124 832,326
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i This was a progress payment for communications hardware at the Jervois Project. Certain earlier progress payments incurred for assessment of communications infrastructure did not proceed.

ii Other operating prepayments include prepayments for insurance, software licences, tenement rents and other operating expenditure.

11. Property, plant and equipment

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----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Plant and equipment
Cost 1,066,134 1,087,764
Accumulated depreciation (657,657) (603,393)
Total plant and equipment 408,477 484,371
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Recognition and measurement

Each class of property, plant and equipment is carried at historical cost less, where applicable, any accumulated depreciation and accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the assets. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be reliably measured. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

At each reporting period end, the carrying amount of property, plant and equipment is reviewed to ensure that carrying values are not in excess of the recoverable amounts. The assets’ residual values and useful lives are also reviewed, and adjusted if appropriate, at each reporting date.

The depreciable amount of all property, plant and equipment is depreciated on a straight-line basis to allocate cost, net of any residual value, over the estimated useful lives to the Group commencing from the time the asset is held ready for use. The useful lives of assets classified as plant and equipment are between 3 and 10 years.

Page 58 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

11. Property, plant and equipment (continued)

Movements in carrying amount of property, plant and equipment:

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PLANT AND EQUIPMENT
30 JUNE 2025
$
Carrying amount at 1 July 2024 484,371
Additions 38,712
Depreciation [i] (114,107)
Disposals (499)
Carrying amount at 30 June 2025 408,477
i $102,336 (30 Jun 2024: $82,521) of depreciation expense on property, plant and equipment acquired to advance the Jervois Project has been capitalised as
part of the exploration and evaluation asset.
PLANT AND EQUIPMENT
30 JUNE 2024
$
Carrying amount at 1 July 2023 335,263
Additions 249,514
Depreciation (99,082)
Disposals (1,324)
Carrying amount at 30 June 2024 484,371
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12. Leases

This note provides information on the Group as a lessee.

Amounts recognised in the statement of financial position

The statement of financial position shows the following amounts relating to leases:

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Right-of-use assets
Property 14,420 100,938
Motor vehicles 10,630 52,476
Total right-of-use assets 25,050 153,414
Lease liabilities
Current 27,203 135,179
Non-current - 24,429
Total lease liabilities 27,203 159,608
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Page 59 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

12. Leases (continued)

Amounts recognised in the statement of profit or loss and other comprehensive income

The statement of profit or loss and other comprehensive income includes the following amounts relating to leases:

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Amortisation expense [i] 86,518 83,375
Interest expense [ ii] 3,784 7,451
Expense relating to leases of low value assets 3,576 3,576
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i Amortisation of $51,163 (30 Jun 2024: $99,485) relating to leased assets acquired for the purpose of advancing the Jervois Project has been capitalised as part of the Exploration and Evaluation asset.

ii Interest of $2,064 (30 Jun 2024: $5,873) recognised on leases entered into for the purposes of advancing the Jervois Project has been capitalised as part of the Exploration and Evaluation asset.

Recognition and measurement

The Group leases property and various motor vehicles. Lease contracts are typically made for periods of two to five years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide variety of terms and conditions.

Contracts may contain both lease and non-lease components. The Group allocates the consideration in the contract to the lease and non-lease components based on their relative stand-alone prices. However, for the lease of real estate for which the Group is the lessee, it has elected not to separate lease and non-lease components and instead accounts for these as a single lease component.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

  • Fixed payments, less any lease incentive receivable,

  • Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date,

  • Amounts expected to be payable by the Group under residual value guarantees,

  • The exercise price of a purchase option if the Group is reasonably certain to exercise that option, and

  • Payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.

Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.

The lease payments are discounted using the interest rates implicit in the lease. If that rate cannot be determined, the Group’s incremental borrowing rate is used, being the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms, security and conditions.

To determine the incremental borrowing rate, the Group, where possible, uses recent third-party financing received by the individual lessee as a starting point, adjusted to reflect changes in financing conditions since third-party financing was received.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Page 60 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

12. Leases (continued)

Recognition and measurement (continued)

Right-of-use assets are measured at cost comprising the following:

  • The amount of the initial measurement of the lease liability,

  • Any lease payments made at or before the commencement date, less any lease incentives received,

  • Any initial direct costs, and

  • Restoration costs.

Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis. If the Group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s useful life.

Payments associated with short-term leases and leases of low value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a term of 12 months or less. Low value assets are small items of office equipment.

Key judgements and estimations

In determining both the right-of-use asset and the lease liability certain estimates and judgements were made. These included the following:

  • Impairment identification . No impairments of right-of-use assets were identified at 30 June 2025. Each of the right-of-use assets was allocated to a cash generating unit ( CGU ) and the CGUs were assessed for impairment based on value in use. No impairments to CGUs have been identified.

13. Exploration and evaluation assets

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Deferred exploration and evaluation assets 125,293,186 115,774,199
Deferred exploration and evaluation assets
Balance at the beginning of the year 115,774,199 100,947,584
Current year expenditure 9,638,079 14,826,615
-
Impairment of area of interest (119,092)
Balance at the end of the year 125,293,186 115,774,199
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The ultimate recovery of exploration and evaluation assets is dependent upon successful development and commercial exploitation, or alternatively, sale of the respective areas of interest. EL28271 has not been renewed. Accordingly accumulated costs of $94,190 have been written off as an impairment cost at 30 June 2025. EL28340 has been reduced from 31 blocks to 17 blocks during the 2025 financial year. Accordingly prorated accumulated costs of $24,902 have been written off as an impairment cost at 30 June 2025.

Recognition and measurement

The Group applies AASB 6 Exploration for and Evaluation of Mineral Resources . Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full in profit or loss in the year in which the decision to abandon the area is made.

Page 61 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

13. Exploration and evaluation assets (continued)

Recognition and measurement (continued)

When production commences, the accumulated costs for the relevant area of interest are transferred to mine development and amortised over the life of the area according to the rate of depletion of the economically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Where incidental income and other research and development grants are received that relate to capitalised exploration and evaluation expenditure, these amounts are offset against the amounts capitalised.

Key estimates and judgements

The directors determine when an area of interest should be abandoned. When a decision is made that an area of interest is not commercially viable, all costs that have been capitalised in respect of that area of interest are written off. The directors’ decisions are made after considering the likelihood of finding commercially viable outcomes balanced with acceptable political and environmental assessment. No tenements were abandoned in the current financial year except as disclosed above.

Work undertaken in the current year has advanced the technical aspects of the Project, however, until the financial investment decision is made by the Board, the vast majority of work undertaken is eligible for capitalisation under AASB6 Exploration for and Evaluation of Mineral Resources . Until such time as the financial investment decision has been made, the directors believe that the Jervois Project is still in the exploration and evaluation phase and have capitalised expenses to the Exploration and Evaluation asset in accordance with the prescribed accounting treatment.

14. Interests in other entities

Subsidiaries

The subsidiaries listed below have share capital consisting solely of ordinary shares which are held directly by the Group. The proportion of ownership interests held equals the voting rights held by Group.

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COUNTRY OF 30 JUN 2025 30 JUN 2024
NAME
INCORPORATION % HELD % HELD
Jinka Minerals Limited Australia 100 100
Jervois Holdings Pty Ltd Australia 100 100
Jervois Operations Pty Ltd Australia 100 100
KGL Resources Sales Pty Ltd Australia 100 100
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15. Trade and other payables

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----- Start of picture text -----

CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Trade payables 420,235 1,055,413
Accrued expenses 774,291 1,538,510
PAYG withholding payable 55,315 89,660
Employee benefits 189,860 156,064
Total trade and other payables 1,439,701 2,839,647
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Recognition and measurement

Trade and other payables

Trade and other payables represent liabilities for goods and services provided to the Group prior to the year-end which are unpaid. These amounts are unsecured and have 7-to-45-day payment terms. They are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. No assets of the Group have been pledged as security for the trade and other payables.

Page 62 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

15. Trade and other payables (continued)

Recognition and measurement (continued)

Short-term employee benefits

Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which the employees render the related service, including wages, salaries, superannuation, annual leave and long service leave.

Based on past experience, the Group does not expect the full amount of annual leave or long service leave balances classified as current liabilities to be settled within the next 12 months. However, these amounts must be classified as current liabilities since the Group does not have an unconditional right to defer the settlement of these amounts in the event employees wish to use their leave entitlements.

Short-term employee benefits are measured at the undiscounted amounts expected to be paid when the obligation is settled.

16. Reserves

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Share-based payments reserve 135,800 163,800
Total reserves 135,800 163,800
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Nature and purpose of reserves

Share-based payments reserve

The reserve is used to recognise the value of equity benefits provided to directors and other employees as part of their remuneration (Refer to Note 18).

17. Contributed equity

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Ordinary shares – fully paid 262,686,028 250,645,610
Movement in shares on issue
30 JUN 2025 30 JUN 2024
DETAILS
SHARES ISSUED NO. ISSUED CAPITAL $ SHARES ISSUED NO. ISSUED CAPITAL $
Beginning of the financial year 567,291,863 250,645,610 567,291,863 250,691,208
- -
Entitlement offer – 5 August 2024 80,821,185 8,082,119
- -
Entitlement offer – 3 April 2025 44,204,999 4,199,475
Share issue costs - (241,176) - (45,598)
End of the financial year 692,318,047 262,686,028 567,291,863 250,645,610
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Capital raising

On 8 July 2024, KGL Resources Limited announced a 4 for 15 pro-rata traditional non-renounceable entitlement offer of new fully paid ordinary shares in the Company at an offer price of $0.10 per new ordinary share to raise up to approximately $15.1 million (Entitlement Offer). The Entitlement Offer raised a total of $8,082,119 before costs, including new ordinary shares applied for under the top-up facility, representing a total take-up rate of approximately 54%. KGL received valid applications under the Entitlement Offer for 80,821,185 new ordinary shares.

On 6 March 2025, KGL Resources Limited announced a 1 for 8 pro-rata traditional non-renounceable entitlement offer of new fully paid ordinary shares in the Company at an offer price of $0.095 per new ordinary share to raise up to approximately $7.7 million (Entitlement Offer). The Entitlement Offer raised a total of $4,199,475 before costs, including new ordinary shares applied for under the top-up facility, representing a total take-up rate of approximately 55%. KGL received valid applications under the Entitlement Offer for 44,204,999 new ordinary shares.

Page 63 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

17. Contributed equity (continued)

Ordinary shares

Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of, and amounts paid up on, shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.

Ordinary shares have no par-value, and the Company does not have a limited amount of authorised capital.

Capital risk management

The capital structure of the Group consists of equity as disclosed in the statement of financial position. Management controls the capital of the Group in order to generate long-term shareholder value, maximising the return to shareholders and ensuring that the Group can fund its operations and continue as a going concern. There are no externally imposed capital requirements.

The Group’s capital is effectively managed by assessing the Group’s financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share issues.

There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year.

Recognition and measurement

Issued and paid-up capital is recognised at the fair value of the consideration received by the Group. Transaction costs arising on the issue of equity instruments are recognised directly in equity as a reduction in the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred directly in connection with the issue of those equity instruments, and which would not have been incurred had those instruments not been issued.

18. Share-based payments

Share options granted to key management personnel and other employees

Zero-priced share options were offered by the Board in prior financial years to incentivise members of key management personnel and other senior employees and to align their interests with those of shareholders. The zero-prices options were issued in two equal tranches, each with performance related vesting conditions.

Forfeiture of zero-priced share options

A member of management personnel who resigned from the Company during the year was the holder of a total of 40,000 zero-priced options (20,000 Tranche 1 options and 20,000 Tranche 2 options). In accordance with the terms and conditions of the issue, these zero-priced options were forfeited on the resignation of the holder. In the current period, a reversal of $28,000 resulting from the forfeiture has been reported in the statement of profit or loss and other comprehensive income.

Terms and conditions of zero-priced share options

The grant of options to each option holder has been split into two equal tranches with each tranche subject to vesting conditions as outlined below:

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TRANCHE CONDITIONS
Vest upon achieving successful final investment decision for the Jervois Project, on time and on budget based
on the criteria approved by the Board of the Company.
1 In respect of the Tranche 1 options, unless the Board of KGL Resources Limited determines otherwise,
20% of the total Tranche 1 options granted to the holder will lapse for each month that a successful financial
investment decision for the Jervois Project is delayed beyond the time approved and set by the Board of
KGL Resources Limited.
Vest following the construction of the mine for the Jervois Project and achieving first production of at least 1000t
of concentrate under the conditions approved by the Board of the Company.
2 In respect of the Tranche 2 options, unless the Board of KGL Resources Limited determines otherwise, 20% of
the total Tranche 2 options granted to the holder will lapse for each month that the construction of the mine for
the Jervois Project and first production (1000t) is delayed beyond the time approved and set by the Board of
KGL Resources Limited.
----- End of picture text -----

The estimated vesting date of the tranches is based on management’s best estimate as at 30 June 2025, and the probability of achieving the hurdles has been reflected in the fair value of the options granted.

Page 64 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

18. Share-based payments (continued)

Terms and conditions of option issue

Unless the Board of the Company determines otherwise, the options will immediately lapse if a holder ceases to be employed by the Group.

If, in the opinion of the Board of the Company, a significant safety, environmental or social incident occurs, the Board of the Company may determine that the options will lapse.

In respect of the Tranche 1 options, unless the Board of the Company determines otherwise, 20% of the total Tranche 1 options granted to the holder will lapse for each month that a successful final investment decision for the Jervois Copper Project is delayed beyond the time approved and set by the Board of the Company.

In respect of the Tranche 2 options, unless the Board of the Company determines otherwise, 20% of the total Tranche 2 options granted to the holder will lapse for each month that the construction of the mine for the Jervois Copper Project and first production (1000t) is delayed beyond the time approved and set by the Board of the Company.

The options do not confer a right to participate in new issues of shares unless the options have vested and have been exercised on or before the record date for determining entitlements to the issue. Similarly, while they remain unexercised, the options will not give the holder any entitlement to receive any dividends declared and paid by the Company.

Each option entitles the holder to one ordinary fully paid share in the Company. Any shares issued on exercising an option will be issued on the same terms as, and rank in all respects on equal terms with, existing ordinary fully paid shares in the Company.

Option summary

A summary of the movements of all options issued for the year ended 30 June 2025 is as follows:

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BALANCE LAPSED / BALANCE
AT START CANCELLED / AT END OF TOTAL
OF YEAR GRANTED EXERCISED FORFEITED YEAR VALUE
GRANT EXPIRY
DATE DATE NO. NO. NO. NO. NO. $
Tranche 1
31 May 21 22 Jun 26 117,000 - - (20,000) 97,000 -
Tranche 2
31 May 21 22 Jun 26 117,000 - - (20,000) 97,000 -
Total 234,000 - - (40,000) 194,000 -
----- End of picture text -----

Page 65 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

18. Share-based payments (continued)

Recognition and measurement

Equity-settled share-based payments with directors and employees are measured at the fair value of the equity instrument at the grant date. Fair value is measured by use of a Black Scholes-Merton valuation model. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. The fair value determined at the grant date of the share-based payments is expensed on a straight-line basis over the vesting period with a corresponding increase in equity.

No expense is recognised for awards that do not ultimately vest because internal conditions were not met. An expense is still recognised for options that do not ultimately vest because a market condition was not met. Where options are cancelled, they are treated as if they had vested on the date of cancellation and any unrecognised expenses are taken immediately to profit or loss. However, if new options are substituted for the cancelled options and designated as a replacement on grant date, the combined impact of the cancellation and replacement is treated as if it were a modification.

Where share-based payments are forfeited due to a failure by the employee to satisfy the service conditions, any expenses previously recognised in relation to such share-based payments are reversed to the profit or loss effective from the date of forfeiture.

Equity-settled share-based payment transactions with other parties are measured at fair value of the goods and services received, except where the fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date goods or services were obtained.

19. Financial assets and liabilities

Fair value estimation of financial assets and financial liabilities

The fair values of financial assets and financial liabilities are presented in the following table. For all categories of financial assets and financial liabilities, the carrying amount is considered a reasonable approximation of fair value.

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
NOTE $ $
Financial assets measured at amortised cost
Cash and cash equivalents 7 5,116,103 6,329,796
Financial assets 9 566,596 452,077
Trade and other receivables 8 77,813 183,656
Total financial assets 5,760,512 6,965,529
Financial liabilities measured at amortised cost
Trade and other payables 15 (1,249,841) (2,683,583)
Lease liabilities 12 (27,203) (159,608)
Total financial liabilities (1,277,044) (2,843,191)
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Page 66 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

19. Financial assets and liabilities (continued)

Recognition, initial measurement and derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. The subsequent measurement of financial assets and financial liabilities is described below.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or it expires.

Classification and subsequent measurement of financial assets

a) Investments and other financial assets

Classification

The Group classifies its financial assets in the following measurement categories:

  • Those to be measured subsequently at fair value (either through other comprehensive income ( OCI ), or through profit or loss); and

  • Those to be measured at amortised cost.

The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income ( FVOCI ).

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

Measurement

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss ( FVPL ), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

b) Debt instruments

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:

  • Amortised cost: Assets that are held for collection of contractual cash flows, where those cash flows represent solely payments of principal and interest, are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses), together with foreign exchange gains and losses. Impairment losses are presented as a separate line item in the statement of profit or loss and other comprehensive income.

  • FVOCI : Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in profit or loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other gains/(losses). Interest income from these financial assets is included in finance income using the effective interest rate method. Foreign exchange gains and losses are presented in other gains/(losses) and impairment expenses are presented as a separate line item in the statement of profit or loss and other comprehensive income.

  • FVPL : Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt investment that is subsequently measured at FVPL is recognised in profit or loss and presented net within other gains/(losses) in the period in which it arises.

Page 67 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

19. Financial assets and liabilities (continued)

Classification and subsequent measurement of financial assets (continued)

c) Impairment

The Group assesses, on a forward-looking basis, the expected credit losses associated with its debt instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

For trade receivables, the Group applies the simplified approach permitted by AASB 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

Classification and subsequent measurement of financial liabilities

The Group’s financial liabilities include trade and other payables and lease liabilities. Financial liabilities are measured subsequently at amortised cost using the effective interest method.

20. Financial risk management

Financial risk management objectives and policies

Management monitors and manages the financial risks relating to the operations of the Group through regular reviews of the risks. These risks include market risk (including interest rate risk, foreign currency risk and commodity price risk), credit risk, and liquidity risk.

The primary responsibility for identification and control of financial risks rests with the Board. The Group’s financial and commodity risk management program supports the achievement of the Group’s objectives by enabling the identification and evaluation of risks, setting acceptable risk thresholds, identifying and mapping controls against these risks and implementing policies and procedures to manage and monitor the risks.

These written policies establish the financial and commodity risk management framework and define the procedures and controls for the effective management of the Group’s risks that arise through the Group’s current exploration and development activities and those risks which may arise through other mining activities in the future.

The policy ensures all financial and commodity risks are fully recognised and treated in a manner consistent with:

  • The Board’s management philosophy,

  • Commonly accepted industry practice and corporate governance, and

  • Shareholders’ expectations of becoming a copper and gold producer.

The policies are reviewed by the Board annually, at a minimum, as the Group’s financial and commodity risks are likely to change over time. There have been no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from the previous period.

The Group’s principal financial instruments comprise cash at bank, security deposits, trade and other receivables, trade and other payables and lease liabilities.

Exposure limits are reviewed by management on a continuous basis. The Group does not enter into, or trade, financial instruments for speculative purposes.

Credit risk exposures

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. Credit risk arises principally from cash on deposit and trade and other receivables. The objective of the Group is to minimize risk of loss from credit risk exposure.

The maximum exposure to credit risk, excluding the value of any collateral or other security at reporting date, is the carrying amount of those assets, net of any impairment, as disclosed in the statement of financial position and notes to the financial statements.

In both the year ended 30 June 2025 and the year ended 30 June 2024, there has been no concentration of credit risk in trade and other receivables as the Group did not have customers at either year end.

At year end, the Group has one material exposure of $5,682,699 to ANZ (30 Jun 2024: $6,478,561) relating to funds on deposit and cash at bank. The Group manages its credit risk associated with funds on deposit and cash at bank by only dealing with reputable financial institutions.

Page 68 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

20. Financial risk management (continued)

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.

The objective of managing liquidity risk is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when they fall due.

Working capital is primarily comprised of cash. The Group has established policies and processes for managing liquidity risk including:

  • Monitoring actual cashflows against budgeted cashflows,

  • Regularly forecasting long term cashflows and stress testing, and

  • Regularly monitoring the availability of equity capital and current market conditions.

Maturity Analysis

The following table shows the periods in which financial liabilities mature. Contractual cash flows shown in the table are at undiscounted values (including future interest expected to be paid). Accordingly, these values may not agree to the carrying amount.

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TOTAL CARRYING
CONSOLIDATED <1 YEAR 1 – 5 YEARS CASHFLOWS AMOUNT
$ $ $ $
30 June 2025
Financial liabilities
Trade and other payables 1,249,841 - 1,249,841 1,249,841
Lease liabilities 27,203 - 27,203 27,203
Total financial liabilities 1,277,044 - 1,277,044 1,277,044
30 June 2024
Financial liabilities
-
Trade and other payables 2,683,583 2,683,583 2,683,583
Lease liabilities 140,814 24,675 165,489 159,608
Total financial liabilities 2,824,397 24,675 2,849,072 2,843,191
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Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in commodity prices (commodity price risk); foreign exchange rates (foreign currency risk) or interest rates (interest rate risk).

The objective of market risk management is to manage and control risk exposure within acceptable parameters whilst optimising returns.

It is the policy of the Group to manage the foreign currency risk on highly probable forecast capital expenditure by utilising foreign currency hedging where appropriate.

There was no foreign currency that was being held as a hedging instrument at either 30 June 2025 or 30 June 2024.

The Group has no exposure to foreign currency risk at the reporting date.

Page 69 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

20. Financial risk management (continued)

Market risk (continued)

Interest rate risk

The Group has established policies and processes for managing interest rate risk. These include monitoring risk exposure continuously and utilising fixed rate facilities where required. The Group’s exposure to interest rate risk and the effective weighted average interest rate for each class of financial assets and liabilities is set out in the following table:

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WEIGHTED FIXED INTEREST RATE
AVERAGE FLOATING MATURING IN NON-
CONSOLIDATED INTEREST INTEREST INTEREST
30 JUNE 2025 RATE RATE < 1 YEAR 1 TO 5 YEARS BEARING TOTAL
% $ $ $ $ $
Financial assets
Cash and cash equivalents 3.81 1,057,959 3,500,000 - 558,144 5,116,103
Security deposits 4.38 - 148,765 417,831 - 566,596
Trade and other receivables N/A - - - 77,813 77,813
Total financial assets 1,057,959 3,648,765 417,831 635,957 5,760,512
Financial liabilities
Trade and other payables N/A - - - (1,249,841) (1,249,841)
Lease liabilities 6.93 - (27,203) - - (27,203)
- -
Total financial liabilities (27,203) (1,249,841) (1,277,044)
30 June 2024
Financial assets
Cash and cash equivalents 3.63 1,177,057 4,001,178 - 1,151,561 6,329,796
Security deposits 4.83 - 148,765 - 303,312 452,077
Trade and other receivables N/A - - - 183,656 183,656
Total financial assets 1,177,057 4,149,943 - 1,638,529 6,965,529
Financial liabilities
Trade and other payables N/A - - - (2,683,583) (2,683,583)
Lease liabilities 6.45 - (135,179) (24,429) - (159,608)
-
Total financial liabilities (135,179) (24,429) (2,683,583) (2,843,191)
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Page 70 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

20. Financial risk management (continued)

Market risk (continued)

Interest rate risk (continued)

The following sensitivity analysis is based on the interest rate risk exposures in existence at the reporting date. At 30 June 2025, if interest rates had moved, as illustrated in the table below, with all other variables held constant, net loss and other comprehensive income would have been affected as follows:

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OTHER
NET LOSS COMPREHENSIVE INCOME
HIGHER / (LOWER) HIGHER / (LOWER)
CONSOLIDATED 30 JUN 2025 30 JUN 2024 30 JUN 2025 30 JUN 2024
$ $ $ $
+0.5% (50 basis points) 34,843 86,942 - -
- -
-0.5% (50 basis points) (34,843) (86,942)
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21. Fair value measurement

Due to their short-term nature, the net fair values of financial assets and liabilities approximate their carrying value as disclosed in the statement of financial position. No financial assets or liabilities are readily traded on organised markets in standardised form.

Recognition and measurement

Fair values may be used for asset and liability measurement as well as for sundry disclosures.

Fair value is the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. It is based on the presumption that the transaction takes place either in the principal market for the asset or liability or, in the absence of a principal market, in the most advantageous market. The principal or most advantageous market must be accessible to, or by, the Group.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interests.

The fair value measurement of a non-financial asset takes into account the market participant’s ability to generate economic benefits by using the asset at its highest and best use or by selling it to another market participant who would use the asset at its highest and best use.

In measuring fair value, the Group uses valuation techniques that maximise the use of observable inputs and minimise the use of unobservable inputs.

Page 71 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080 Notes to the financial statements for the year ended 30 June 2025

22. Commitments

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Capital expenditure commitments – exploration and evaluation assets
No longer than 1 year 615,639 192,570
Between 1 and 5 years - 8,890
Total capital expenditure commitments – exploration and evaluation assets 615,639 201,460
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Capital expenditure commitments of less than one year are Group lease commitments and outstanding purchase order commitments relating to the Jervois Project. There are Group lease commitments ranging from $4,912 to $17,781 per annum with expiry terms of between 1 and 3 years.

Non-cancellable rental commitments – tenements
Commitments for rental payments in relation to tenements are payable:
Non-cancellable rental commitments – tenements
Commitments for rental payments in relation to tenements are payable:
Non-cancellable rental commitments – tenements
Commitments for rental payments in relation to tenements are payable:
No longer than 1 year 76,902 59,113
Between 1 and 5 years 242,650 233,373
Greater than 5 years 172,627 236,334
Total commitments for rental payments in relation to tenements 492,179 528,820

Rental commitments comprise the tenement rentals at Jervois, Unca Creek, Mt Cornish and Yambah. The annual rental commitments on these leases range from $1,132 to $47,041 per annum with expiry terms of between 1 and 10 years. AASB 16 Leases does not apply to mining tenements.

Rental commitments comprise the tenement rentals at Jervois, Unca Creek, Mt Cornish and Yambah. The
annual rental commitments on these leases range from $1,132 to $47,041 per annum with expiry terms of
between 1 and 10 years. AASB 16 Leases does not apply to mining tenements.
Rental commitments comprise the tenement rentals at Jervois, Unca Creek, Mt Cornish and Yambah. The
annual rental commitments on these leases range from $1,132 to $47,041 per annum with expiry terms of
between 1 and 10 years. AASB 16 Leases does not apply to mining tenements.
Rental commitments comprise the tenement rentals at Jervois, Unca Creek, Mt Cornish and Yambah. The
annual rental commitments on these leases range from $1,132 to $47,041 per annum with expiry terms of
between 1 and 10 years. AASB 16 Leases does not apply to mining tenements.
Capital expenditure commitments – other lease commitments
No longer than 1 year 52,386 93,852
Between 1 and 5 years - 15,784
Total capital expenditure commitments – other lease commitments 52,386 109,636

Other lease commitments are commitments relating to occupation of the Brisbane corporate office.

23. Related party transactions

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

Parent entity

The parent entity is KGL Resources Limited, which is incorporated in Australia.

Subsidiaries

Interests in subsidiaries are disclosed in Note 14.

Key management personnel compensation

Information regarding the identity of key management personnel and their compensation can be found in the audited Remuneration Report contained in the Directors’ Report. The directors, the Chief Executive Officer, the Chief Financial Officer, and former staff holding these positions are the only key management personnel.

Page 72 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

23. Related party transactions (continued)

Key management personnel compensation (continued)

The total remuneration paid to key management personnel of the Company and the Group during the year is as follows:

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Key management personnel compensation
Short-term employee benefits 912,539 1,036,446
Post-employment benefits 66,686 87,924
Other long-term benefits 4,055 10,064
Share-based payments - (89,812)
Total key management personnel compensation 983,280 1,044,622
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Short-term employee benefits

These amounts include fees and benefits paid to the Board as well as salary, paid leave benefits, fringe benefits and cash bonuses awarded to executive directors and other key management personnel.

Post-employment benefits

These amounts are superannuation contributions made during the year.

Share-based payments

These amounts represent the expense related to the participation of key management personnel in equitysettled benefit schemes as measured by the fair value of share options granted on grant date. Refer to Note 18 for further information.

Detailed remuneration disclosures are provided in the Remuneration Report on pages 37 to 43.

Amounts payable to key management personnel

At 30 June 2025, the following amounts due to members of key management personnel were outstanding:

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Payable to key management personnel
Executive Chairman’s fees 262,000 -
Director’s fees and superannuation 4,390 4,587
Total payable to key management personnel 266,390 4,587
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Other related party transactions

Other than as noted above, there were no other transactions with other related parties during the year.

24. Auditor’s remuneration

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CONSOLIDATED
30 JUN 2025 30 JUN 2024
$ $
Amounts paid or payable to BDO Audit Pty Ltd for audit or review of the financial
80,730 77,000
statements of the Company and any other entity in the Group
Other assurance services - -
Total services provided by BDO Audit Pty Ltd 80,730 77,000
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Page 73 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

25. Contingent liabilities and contingent assets

Contingent assets

There were no contingent assets at 30 June 2025 or at 30 June 2024.

Contingent liabilities

There were no contingent liabilities at 30 June 2025.

26. Events after reporting date

No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods.

27. Parent entity information

The consolidated financial statements incorporate the assets, liabilities and results of the parent entity in accordance with the Group accounting policies.

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

i) Investment in Subsidiaries

Investments in subsidiaries are accounted for at cost in the financial statements of KGL Resources Limited.

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30 JUN 2025 30 JUN 2024
$ $
Parent entity
Current assets 4,963,972 5,897,534
Non-current assets 126,224,564 116,375,551
Total assets 131,188,536 122,273,085
Current liabilities (1,015,625) (1,063,816)
Non-current liabilities - (15,741)
Total liabilities (1,015,625) (1,079,557)
Net assets 130,172,911 121,193,528
Contributed equity 262,686,028 250,645,610
Share-based payment reserve 135,800 163,800
Accumulated losses (132,648,917) (129,615,882)
Total shareholders’ equity 130,172,911 121,193,528
30 JUN 2025 30 JUN 2024
$ $
Total comprehensive loss for the year (3,033,035) (2,684,811)
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Guarantees

No guarantees have been entered into by the parent entity in relation to debts of its subsidiaries.

Contractual commitments

Other than a lease commitment in respect of the Brisbane corporate office (refer to Note 22), the parent entity has no capital commitments.

Contingent liabilities

The parent entity has no known contingent liabilities.

Page 74 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Notes to the financial statements for the year ended 30 June 2025

28. Other accounting policies

Goods and services tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST except:

  • Where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable, and

  • Receivables and payables are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.

Cash flows are included in the statement of cashflows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, is classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

Consolidated Entity Disclosure Statement

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----- Start of picture text -----

AS AT 30 JUNE 2025
Jervois
KGL Resources Jinka Minerals Jervois Holdings KGL Resources
Name of entity * Limited Limited Pty Ltd Operations Sales Pty Ltd
Pty Ltd
Body Body Body Body Body
Type of entity
Corporate Corporate Corporate Corporate Corporate
Trustee, partner or
- - - - -
participant in joint
venture
% of share capital held N/A 100 100 100 100
Country of incorporation Australia Australia Australia Australia Australia
Australian resident Yes Yes Yes Yes Yes
Foreign jurisdiction(s)
in which the entity is a
resident for tax purposes N/A N/A N/A N/A N/A
(according to the law of the
foreign jurisdiction)

----- End of picture text -----*

  • Entities listed here are those that are part of the consolidated entity at the end of the financial year. Entities disposed of during the year, or where the entity has lost control by the reporting date, are not included here. This means that entities listed could be different to the ‘Interests in subsidiaries’ note contained in the notes to the financial statements.

  • ** This means whether, at that time, the entity was a trustee of a trust within the consolidated entity, a partner in a partnership within the consolidated entity, or a participant in a joint venture within the consolidated entity.

  • *** The definitions of ‘Australian resident’ and ‘foreign resident’ in the ITAA 1997 are mutually exclusive. This means if an entity is an ‘Australian resident’ it cannot be a ‘foreign resident’ for the purposes of the public company disclosures in the consolidated entity disclosure statement (only applicable to financial years beginning 1 July 2023 – 30 June 2024, for financial years beginning on or after 1 July 2024 the disclosure requirements have changed).

Page 75 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

Directors’ Declaration

  1. In the opinion of the directors of KGL Resources Limited:

  2. (a) The financial statements and notes set out on pages 47 to 75 are in accordance with the Corporations Act 2001 , including:

    • (i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements, and

    • (ii) giving a true and fair view of the Group’s financial position as at 30 June 2025 and of its performance for the year ended on that date, and

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

  4. (c) The consolidated entity disclosure statement on page 75 is true and correct.

  5. Note 1 confirms that the financial statements also comply with International Financial reporting Standards as issued by the International Accounting Standards Board.

  6. The directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the chief executive officer and chief financial officer for the year ended 30 June 2025.

This declaration is made in accordance with a resolution of the directors.

On behalf of the Board

Jeff Gerard Chairman Brisbane

Dated: 26 September 2025

Page 76 | KGL Resources Annual Report 2025

Independent Auditor’s Report

Page 77 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Tel: +61 7 3237 5999 Fax: +61 7 3221 9227 www.bdo.com.au

Level 10, 12 Creek Street Brisbane QLD 4000 GPO Box 457 Brisbane QLD 4001 Australia

INDEPENDENT AUDITOR'S REPORT

To the members of KGL Resources Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of KGL Resources Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2025, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration.

In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001 , including:

  • (i) Giving a true and fair view of the Group’s financial position as at 30 June 2025 and of its financial performance for the year ended on that date; and

  • (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001 .

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to Note 1 in the financial report which describes the events and/or conditions which give rise to the existence of a material uncertainty that may cast significant doubt about the group’s ability to continue as a going concern and therefore the group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter.

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Page 78 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report.

Recoverability of exploration and evaluation assets

Key audit matter How the matter was addressed in our audit
Refer to note 13 in the financial report.
There is a significant balance of exploration and
evaluation assets as at 30 June 2025.
The recoverability of exploration and evaluation
assets is key matter due to:

The significance of the total balance; and

The level of procedures undertaken to
evaluate management’s application of AASB
6 Exploration for and Evaluation of Mineral
Resources (‘AASB 6’) in light of any
indicators of impairment that may be
present.
Our procedures included, but are not limited to
the following:

Obtaining evidence that the Group has valid
rights to explore in the areas represented by
the capitalised exploration and evaluation
expenditure by obtaining supporting
documentation such as license agreements
and also considering whether the Group
maintains the tenements in good standing;

Making enquiries with management in
respect to the status of ongoing exploration
programs in the respective areas of interest
an assessing the Group’s cash-flow forecast
for the level of budgeted spend on
exploration projects; and

Enquiring with management, reviewing ASX
announcements and reviewing directors’
minutes to ensure that the Group had not
decided to discontinue activities in any
applicable areas of interest and to assess
whether there are any other facts or
circumstances that existed to indicate
impairment testing was required.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2025 but does not include the financial report and the auditor’s report thereon.

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Page 79 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the directors for the Financial Report

The directors of the Company are responsible for the preparation of:

  • a) the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and

  • b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and

for such internal control as the directors determine is necessary to enable the preparation of:

  • i) the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and

  • ii) the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the Financial Report

Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: https://www.auasb.gov.au/media/bwvjcgre/ar1_2024.pdf

This description forms part of our auditor’s report.

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Page 80 | KGL Resources Annual Report 2025

KGL RESOURCES LIMITED AND ITS CONTROLLED ENTITIES | ABN 52 082 658 080

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Report on the Remuneration Report

Opinion on the Remuneration Report

We have audited the Remuneration Report included in pages 37 to 43 of the directors’ report for the year ended 30 June 2025.

In our opinion, the Remuneration Report of KGL Resources Ltd, for the year ended 30 June 2025, complies with section 300A of the Corporations Act 2001 .

Responsibilities

The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

BDO Audit Pty Ltd

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A J Whyte Director

Brisbane, 26 September 2025

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Page 81 | KGL Resources Annual Report 2025

Additional Information

AS AT 9 SEPTEMBER 2025

1. Names of substantial holders

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NO. OF ISSUED CAPITAL
NAME OF HOLDER
SECURITIES %
KMP INVESTMENTS PTE LTD 256,231,784 37.01
RCF VIII AIV-A PTY LTD 57,606,313 8.32
MARSHALL PLENTY INVESTMENTS 45,295,022 6.54
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2. Number of holders in each class of equities

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NO. OF
NO. OF UNITS
HOLDERS
Ordinary Shares 2,551 692,318,047
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3. Voting rights attached to each class of security

Each fully paid ordinary share is entitled to one vote.

4. Distribution schedule

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NO. OF NO. OF
RANGE
SECURITIES HOLDERS
100,001 and over 657,899,425 292
10,001 to 100,000 29,402,905 831
5,001 to 10,000 2,753,387 355
1,001 to 5,000 2,159,023 766
1 to 1,000 103,307 307
TOTAL 692,318,047 2,551
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Page 82 | KGL Resources Annual Report 2025

5. Unmarketable parcels

Number of holders with a holding of less than a marketable parcel is 871 (1,366,748 securities, at a price of $0.14 on 9 September 2025).

6. 20 Largest holders: Ordinary shares

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ISSUED
9 SEPTEMBER
RANK NAME CAPITAL
2025
%
1 KMP INVESTMENTS PTE LTD [i] 239,213,029 34.55
2 CITICORP NOMINEES PTY LIMITED 105,026,791 15.17
3 BNP PARIBAS NOMS PTY LTD 45,377,519 6.55
4 MARSHALL PLENTY INVESTMENTS 45,295,022 6.54
5 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 24,553,586 3.55
6 BNP PARIBAS NOMINEES PTY LTD 21,425,439 3.09
7 ROBRIAN PTY LTD 15,000,000 2.17
8 IMMEUBLE PTY LTD 11,466,126 1.66
9 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 10,535,737 1.52
10 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 6,844,038 0.99
11 HAY INVESTMENT CORPORATION PTY LTD 4,431,093 0.64
12 INVIA CUSTODIAN PTY LIMITED 4,300,000 0.62
13 MRS MELINDA G TURNER 4,000,000 0.58
14 SCML INVESTMENTS PTY LTD 3,906,618 0.56
15 MR JOHN JOSEPH BYRNE & MRS MARITZA IVONNE BYRNE 3,869,694 0.56
16 INVIA CUSTODIAN PTY LIMITED 3,550,000 0.51
17 INVIA CUSTODIAN PTY LIMITED 2,490,835 0.36
18 R J TURNER PROPERTIES PTY LTD 2,400,000 0.35
19 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED – A/C 2 2,192,551 0.32
20 INVIA CUSTODIAN PTY LIMITED 1,900,716 0.27
Total 557,778,794 80.57
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i KMP Investments Pte Ltd holds 17,018,755 additional ordinary shares in KGL Resources Limited via a nominee.

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Level 5, 167 Eagle Street Brisbane QLD 4000 Australia

T: +61 (0) 7 3071 9003 F: +61 (0) 7 3071 9008 [email protected]

kglresources.com.au