M3 MINING LIMITED

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M3 Mining Limited FINANCIAL REPORT Period ended 31 March 2021

ABN: 98 644 548 434

Contents

	Page
Corporate Directory	1
Directors’ Report	2
Auditor’s Independence Declaration	4
Statement of Profit or Loss and Other Comprehensive Income	5
Statement of Financial Position	6
Statement of Cash Flows	7
Statement of Changes in Equity	8
Notes to the Financial Statements	9
Directors’ Declaration	16
Independent Auditor’s Report	17

Corporate Directory Directors Company Secretary Simon Eley Benjamin Donovan Executive Director

Russell Davis

Non-Executive Chairman

Ariel Edward King

Non-executive Director

Registered Office & Principal Place of Business Share Registry Level 1, 3 Ord Street Automic West Perth WA 6005 Level 5, 126 Phillip Street Sydney NSW 2000 Australia P (Australia): 1300 288 664 P (Overseas): +61 2 9698 5414 W: https://automicgroup.com.au

Auditors

1 DIRECTORS

The names and details of the Company's directors in office during the financial period or since the end of the financial period are set out below.

Unless otherwise indicated, all Directors held their position as a Director throughout the entire period, from the date of incorporation on 22 September 2020, up to the date of this report.

SIMON ELEY

Executive Director

RUSSELL DAVIS (APPOINTED 16 NOVEMBER 2020)

Non-Executive Chairman

ARIEL EDWARD KING (APPOINTED 16 NOVEMBER 2020)

Non-Executive Director

CHRISTOPHER CONNELLY (RESIGNED 16 NOVEMBER 2020)

Non-Executive Director

STACEY O’NEILL (RESIGNED 16 NOVEMBER 2020)

Non-Executive Director

2 COMPANY SECRETARIES

BENJAMIN DONOVAN (APPOINTED 25 MARCH 2021)

STACEY O’NEILL (RESIGNED 31 MARCH 2021)

3 DIVIDENDS

No dividends have been paid or declared by the Company since the incorporation of the Company.

4 PRINCIPAL ACTIVITIES

The principal activity of the Company during the course of the financial period was the exploration and evaluation of mineral resources.

5 OPERATING AND FINANCIAL REVIEW

Operating Results for the Period

The net loss of the Company for the period ended 31 March 2021 was $66,098.

Financial Position

The Company’s net assets at the end of the period totalled $353,902.

6 SIGNIFICANT EVENTS AFTER THE BALANCE DATE

Subsequent to the end of March the Company raised a further $500,000 in seed funding through the issue of 3,125,000 ordinary shares at $0.16 each.

Other than the above there are no matters or circumstances that have arisen since the end of the financial period that have significantly affected or may significantly affect the operations of the Company, the results of those operations or the state of affairs of the Company, in future financial periods.

7 LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The Company expects to continue exploration of its exploration projects.

Directors’ Report

8 ENVIRONMENTAL REGULATION

The exploration activities of the Company are subject to environmental regulations imposed by various regulatory authorities, particularly those relating to ground disturbance and the protection of rare and endangered flora and fauna. The Company has complied with all material environmental requirements up to the date of this report. The directors believe that the Company has adequate systems in place for the management of its environmental responsibilities and are not aware of any breaches of the regulations during the period covered by this report.

9 OPTIONS

As at the date of this report, there are no unissued ordinary shares or interests of the Company under option.

10 INDEMNIFICATION AND INSURANCE OF DIRECTORS AND AUDITORS

The Company has not paid premiums to insure the Directors nor Auditors against liabilities incurred in the conduct of the business of the Company and no right of access to Company records has been provided.

11 PROCEEDINGS ON BEHALF OF THE COMPANY

During and since the end of the financial period, the Company nor its directors are Party to any proceedings.

12 NON -AUDIT SERVICES

The Company’s auditors did not provide any non-audit services to the Company during the period ended 31 March 2021.

13 AUDITORS INDEPENDENCE DECLARATION

The lead auditor's independence declaration under Section 307C of the Corporations Act 2001 is set out on page 4 and forms part of the Directors Report for the period ended 31 March 2021.

Signed at Perth this 5th day of May 2021 in accordance with a resolution of the directors made pursuant to s298(2) of the Corporations Act 2001.

____ Russell Davis Chairman

AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 TO THE DIRECTORS OF M3 MINING LIMITED

I declare that, to the best of my knowledge and belief during the period ended 31 March 2021 there have been:

no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.

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William Buck Audit (WA) Pty Ltd ABN 67 125 012 124

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Conley Manifis Director

Dated this 5[th] day of May 2021

Statement of Profit or Loss & Other Comprehensive Income For the period from 22 September 2020 to 31 March 2021

tatement of Profit or Loss & Other Comprehensive Income or theperiodfrom 22 September 2020 to 31 March 2021
Note	31 March 2021 $
Income Interest Income Total Income Expenses Administration expenses Legal and professional expenses Corporate expenses Exploration expenditure Travel expenses Project evaluation expenses Other expenses Total Expenses 4 Loss before income tax Income tax benefit/(expense) Loss for the Period Attributable to the Owners of the Company Other Comprehensive Income Total Comprehensive Loss for the Period Attributable to the Owners of the Company Basic and diluted loss per share (cents per share) 16	35
	35
	(571) (13,318) (10,000) (23,630) (7,600) (10,000) (1,014)
	(66,133)
	(66,098) -
	(66,098)
	-
	(66,098)
	(1.47)

The accompanying notes form part of these financial statements.

Statement of Financial Position As at 31 March 2021

Note	31 March 2021 $
ASSETS Current Assets Cash and cash equivalents 6 Trade and other receivables Total Current Assets Non-Current Assets Exploration and evaluation expenditure 7 Total Non-Current Assets TOTAL ASSETS Current Liabilities Trade and other payables 8 Total Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 9 Accumulated losses TOTAL EQUITY	358,806 2,832
	361,638
	15,000
	15,000

	376,638

	22,736
	22,736

	22,736

	353,902
	420,000 (66,098)
	353,902

The accompanying notes form part of these financial statements.

Statement of Cash Flows For the period from 22 September 2020 to 31 March 2021

tatement of Cash Flows or theperiodfrom 22 September 2020 to 31 March 2021
Note	31 March 2021 $
Cash flows from operating activities Payments to suppliers and employees Interest income received Net cash flows used in operating activities 6 Cash flows from financing activities Proceeds from share issues Net cash flows provided by financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of the period 6	(31,229) 35
	(31,194)
	390,000
	390,000
	358,806 -
	358,806

The accompanying notes form part of these financial statements.

Statement of Changes in Equity For the period from 22 September 2020 to 31 March 2021

Note	Issued Capital Accumulated Losses Total Equity $ $ $
Balance at incorporation Loss for the period Other comprehensive loss Total comprehensive loss Shares issued At 31 March 2021	- - - - (66,098) (66,098) - - -
	- (66,098) (66,098)
	420,000 - 420,000
	420,000 (66,098) 353,902

The accompanying notes for part of these financial statements.

Notes to the Financial Statements

1 CORPORATE INFORMATION

M3 Mining Limited (the “Company”) is a company domiciled in Australia. The Company’s registered office is Level 1, 3 Ord Street West Perth WA 6005.

The financial report of the Company for the period from incorporation to 31 March 2021 was authorised for issue in accordance with a resolution of the directors on 5 May 2021.

M3 Mining Limited is a for profit company limited by shares incorporated in Australia.

The Company's principal activity is the exploration for mineral resources.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Preparation

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. The financial report has also been prepared on a historical cost basis, except for held for sale investments, which have been measured at fair value. The financial report is presented in Australian dollars and all values are rounded to the nearest dollar unless otherwise stated.

(b) Going Concern

The financial statements have been prepared on a going concern basis which assumes the settlement of liabilities and the realisation of assets in the normal course of business.

(c) New accounting standards and interpretations

In the period ended 31 March 2021, the Company has reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for the current reporting period. It has been determined by the Directors of the Company that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and, therefore, no change is necessary to Company accounting policies.

(d) Cash and cash equivalents

Cash and short-term deposits in the Statement of Financial Position comprise cash at bank and in hand and short-term deposits, with a maturity date not exceeding six months, readily convertible to a known amount of cash and subject to an insignificant risk of change in value.

For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts, if any.

(e) Exploration, evaluation and development expenditure

Exploration and evaluation expenditure incurred by or on behalf of the Company is accumulated separately for each area of interest. Such expenditure comprises net direct costs and an appropriate portion of related overhead expenditure, but does not include general overheads or administrative expenditure not having a specific connection with a particular area of interest. Exploration and evaluation costs in relation to separate areas of interest for which rights of tenure are current are brought to account in the year in which they are incurred and carried forward provided that:

Such costs are expected to be recouped through successful development and exploitation of the area, or alternatively through its sale; and
Exploration and/or evaluation activities in the area have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves.

Exploration and evaluation – impairment

Once a development decision has been taken, all past and future exploration and evaluation expenditure in respect of the area of interest is aggregated within costs of development.

The Company assesses at each reporting date whether there is an indication that an asset has been impaired and for exploration and evaluation costs whether the above carry forward criteria are met.

Accumulated costs in respect of areas of interest are written off or a provision made in the profit or loss when the above criteria do not apply or when the Directors assess that the carrying value may exceed the recoverable amount.

Notes to the Financial Statements

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(e) Exploration, evaluation and development expenditure (continued)

The costs of productive areas are amortised over the life of the area of interest to which such costs relate on the production output basis.

(f) Trade and Other Payables

Trade and other payables represent the liabilities for goods and services received by the entity that remain unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability.

Other payables are carried at amortised cost and represent liabilities for goods and services provided to the Company prior to the end of the financial period that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these goods and services. Trade and other payables are presented as current liabilities unless payment is not due within 12 months.

(g) Income Tax

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the current period’s taxable income. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognised for all taxable temporary differences except:

when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

(g) Income Tax

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised, except:

when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or
when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured 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 (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities related to the same taxable entity and the same taxation authority.

Notes to the Financial Statements

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(i) Other taxes

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

when 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; 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 balance sheet.

Cash flows are included in the cash flow statement 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 are classified as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

3 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company’s accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

Significant accounting estimates and assumptions:

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:

Exploration and evaluation expenditure

Determining the recoverability of exploration and evaluation expenditure capitalised in accordance with the Company’s accounting policy (refer note 2(e)), requires estimates and assumptions as to future events and circumstances, in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. Critical to this assessment is estimates and assumptions as to ore reserves, the timing of expected cash flows, exchange rates, commodity prices and future capital requirements. Changes in these estimates and assumptions as new information about the presence or recoverability of an ore reserve becomes available, may impact the assessment of the recoverable amount of exploration and evaluation assets. If, after having capitalised the expenditure under accounting policy 2(e), a judgement is made that recovery of the expenditure is unlikely, an impairment loss is recorded in the statement of profit or loss and other comprehensive income.

4 EXPENSES

Expenses incurred during the period include Administration expenses Legal and professional expenses Corporate expenses Exploration expenditure Travel expenses Project evaluation expenses Other expenses Total expenses		31 March 2021 $
		571 13,318 10,000 23,630 7,600 10,000 1,014
		66,133

Notes to the Financial Statements

5 DIVIDENDS PAID AND PROPOSED

No dividends have been paid or proposed during the period.

6 CASH AND CASH EQUIVALENTS

CASH ANDCASHEQUIVALENTS
Cash at bank and in hand *Reconciliation from the net loss after tax to the net cash flows from operations:* Net Loss Add: exploration expenditure paid in shares Changes in assets and liabilities: (increase)/decrease in trade and other receivables increase/(decrease) in trade and other payables Net cash used in operating activities	358,806
	358,806
	(66,098) 15,000 (2,832) 22,736
	(31,194)

During the period, the Company made non-cash, share-based payments totalling $30,000, for exploration assets as detailed in note 7.

7 EXPLORATION AND EVALUATION EXPENDITURE

The following table is a reconciliation of movements in exploration and evaluation expenditure during the period.

*Reconciliation:* Balance at the beginning of the period Acquisition of exploration and evaluation assets Expensing of acquisition costs (a) Balance at the end of the period	31 March 2021 $ - 30,000 (15,000)
	15,000

(a) Acquisition costs expensed relate to the Victoria Bore application pending grant

The ultimate recovery of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective areas of interest at an amount greater than or equal to carrying value.

The acquisition of exploration and evaluation assets from the related parties is subject to a buy-back clause, as described in Note 12.

8 TRADE AND OTHER PAYABLES

Trade payables Accruals Total trade and other payables 9 ISSUEDCAPITAL Ordinary Shares: Issued and fully paid Movement in ordinary shares on issue: At the beginning of the period Seed capital upon incorporation Shares issued to acquire exploration assets At the end of the period			31 March 2021 $ 17,736 5,000 22,736 2021 No. of shares
		2021 $
		420,000	10,800,000
		- 390,000 30,000	- 9,300,000 1,500,000
		420,000	10,800,000

Notes to the Financial Statements

The shares do not have a par value.

9 ISSUED CAPITAL (CONT’D)

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Capital risk management

The company's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.

Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents.

In order to maintain or adjust the capital structure, the company may issue new shares to raise cash.

10 SIGNIFICANT EVENTS AFTER THE BALANCE DATE

Subsequent to the end of March the Company raised a further $500,000 in seed funding through the issue of 3,125,000 ordinary shares at $0.16 each.

11 AUDITORS’ REMUNERATION

The auditor of the Company is William Buck Audit (WA) Pty Ltd Amounts received or due and receivable for: •Audit of the financial report	31 March 2021 $
	5,000
	5,000

12 RELATED PARTIES

OTHER TRANSACTIONS WITH RELATED PARTIES

During the period, the Company had the following transactions with related parties:

The acquisition of exploration assets from Mr Simon Eley. The consideration for this acquisition was 750,000 shares, valued at $0.02 per share for total consideration of $15,000. As these exploration assets relate to tenement applications as at balance date, these costs have been expensed during the period.
The acquisition of exploration assets from Strada D’Oro, an entity associated with Mr Russell Davis. The consideration for this acquisition was 750,000 shares, valued at $0.02 per share for total consideration of $15,000.

Each of these acquisitions is subject to a buy-back clause, whereas the vendor retains the option to repurchase the exploration licences if the Company’s securities are not quoted on the official list of the Australian Securities Exchange (“ASX”) prior to 30 September 2021. This date is subject to change depending on the date that certain tenement applications subject to these acquisition agreements are granted, with the final date for quotation of the Company’s securities on the ASX being 31 December 2021. If the Company is not admitted to the official list of the ASX on or before the relevant date, the vendors can elect to repurchase the tenements for the cost of $1 each.

Notes to the Financial Statements

13 INCOME TAXES

A reconciliation of income tax expense applicable to accounting loss before income tax at the statutory income tax rate to income tax expense at the company’s effective income tax rate is as follows: Accounting (loss) before income tax At the statutory income tax rate of 27.5% Tax loss and temporary differences not brought to account as a deferred tax asset Income tax expense / (benefit) Weighted average rate of tax Recognised in the statement of profit or loss and other comprehensive income: Current tax expense / (benefit) Deferred tax expense / (benefit) Total income tax expense / (benefit)	31 March 2021 $ (66,098) (18,177) 18,177
	-
	0%
	- -
	-

Net deferred tax assets have not been recognised because it is not yet probable that future taxable profit will be available against which the Company can utilise the benefits. The Company has carried forward tax losses of approximately $51,098.

13 COMMITMENTS

The Company has minimum expenditure commitments relating to its exploration licences totalling $54,920 per annum.

14 FINANCIAL INSTRUMENTS

FINANCIAL RISK MANAGEMENT POLICIES

The Company’s financial instruments consists solely of cash and cash equivalents.

TREASURY RISK MANAGEMENT

The Company’s Board of Directors meet on when required to analyse financial risk exposure and to evaluate treasury management strategies in the context of the most recent economic conditions and forecasts. The Board’s overall risk management strategy seeks to minimise potential adverse effects on financial performance. Risk Management initiatives are addressed by the Board when required.

FINANCIAL RISK EXPOSURES AND MANAGEMENT

The main risks the Company is exposed to through its financial instruments is liquidity risk.

LIQUIDITY RISK

The Company manages liquidity risk by monitoring forecast cash flows.

NET FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES

Assets and liabilities included in the Statement of Financial Position are carried at amounts that approximate their fair values. Please refer to Note 2 for the methods and assumptions adopted in determining net fair values for investments.

SENSITIVITY ANALYSIS

LIQUIDITY RISK

The Company has performed sensitivity analysis relating to its exposure liquidity risk at balance date and has determined that increases and decreases are not material to the Company.

Notes to the Financial Statements

15 SEGMENT REPORTING

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company’s other components, whose operating results are regularly reviewed by the entity’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.

The Company identifies its operating segments based on the internal reports that are reviewed and used by the board of directors (chief operating decision makers) in assessing performance and determining the allocation of resources.

16 LOSS PER SHARE

The loss per share for the period has been calculated as follows:

*Earnings/(loss) used in calculating basic and diluted earnings/(loss) per share* Loss from continuing operations Weighted average number of ordinary shares outstanding during the period used in calculation of basic and diluted earnings/(loss) per share *Basic and diluted earnings/(loss) per share* Loss per share from continuing operations Total loss per share for the period	31 March 2021 $ (66,098)
	(66,098)
	31 March 2021 Number
	4,485,789
	31 March 2021 Cents per share (1.47)
	(1.47)

There were no potential ordinary shares on issue during the period, therefore no potential ordinary shares could impact the calculation of diluted earnings/(loss) per share.

Directors’ Declaration

In the opinion of the Directors of M3 Mining Limited (‘the Company’):

In the opinion of the directors:
(a) The financial statements and notes of M3 Mining Limited for the financial period ended 31 March 2021 are in accordance with the Corporations Act 2001, including:
- (i) Giving a true and fair view of the Company’s financial position as at 31 March 2021 and of its performance for the period then ended; and
- (ii) Complying with Accounting Standards (including the Australian Accounting Interpretations) and Corporations Regulations 2001.
(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.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A of the Corporations Act 2001 for the financial period ended 31 March 2021.

Signed in accordance with a resolution of directors.

Russell Davis Chairman 5 May 2021

Independent auditor’s report to members

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of M3 Mining Limited (the Company), which comprises the statement of financial position as at 31 March 2021, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the period then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information, and the directors’ declaration.

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

(i) giving a true and fair view of the Company’s financial position as at 31 March 2021 and of its financial performance for the period then ended; 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 Company in accordance with the auditor independence requirements of 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Company’s annual report for the period ended 31 March 2021 but does not include the financial report and the auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly 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 the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the financial report, the directors are responsible for assessing the ability of the Company 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 Company 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 these financial statements is located at the Auditing and Assurance Standards Board website at:

http://www.auasb.gov.au/auditors_responsibilities/ar4.pdf

This description forms part of our independent auditor’s report.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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William Buck Audit (WA) Pty Ltd Conley Manifis ABN 67 125 012 124 Director

Dated this 5[th] day of May 2021

AI assistant

M3 MINING LIMITED — Annual Report 2021

65282_rns_2021-07-26_fd943850-3e11-4c39-a060-c8469e07141c.pdf