METRO MINING LIMITED — Major Shareholding Notification 2022

Sep 26, 2022

604 GUIDE page 1/1 13 March 2000

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme Metro Mining Limited ( Company ) ACN/ARSN 117 763 443 1. Details of substantial holder (1) Name Greenstone Resources II (Australia) Holdings L.P ( Greenstone Australia LP ), Greenstone Management (Delaware) II LLC ( Greenstone Delaware ) in its capacity as general partner of Greenstone Australia LP, and Greenstone Management II Limited ( Greenstone Management ) ACN\ARSN (if applicable) N/A There was a change in the interests of the substantial holder on 20 / 09 / 2022 The previous notice was given to the company on 17 / 09 / 2021 The previous notice was dated 15 / 09 / 2021

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previousnotice	Previousnotice	Presentnotice	Presentnotice
	Person’svotes	Voting power(5)	Person’svotes	Voting power(5)
Fully paid ordinary shares(Shares)	587,785,791	19.67%	833,616,790	19.10% (on the basis that theCompany has 4,363,829,639Shares on issue)

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme, are as follows:

Date of change	Person whose relevantinterest changed	Nature of change (6)	Consideration given inrelation to change (7)	Class andnumber ofsecuritiesaffected	Person’s votes affected
20 September2022	Greenstone Australia LPand GreenstoneDelaware in its capacityas general partner ofGreenstone Australia LP	Conversion of a portionof a short-termunsecured loan intoShares as announced bythe Company to ASX on28 July2022.	Conversion price of$0.02 per Share	245,830,999Shares	245,830,999
20 September2022	GreenstoneManagement	By reason of being thesole shareholder of andthus controllingGreenstone Delaware(section 608(3)(b) of theCorporations Act 2001(Cth) (Act)).	N/A	245,830,999Shares	245,830,999

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of Registered holder of Person entitled to be Nature of relevant Class and Person’s votes relevant securities registered as holder (8) interest (6) number of interest securities

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		604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000
GreenstoneDelaware in its	Greenstone Delaware inits capacity as general	Greenstone Delaware inits capacity as general	As the registered holderof the Shares under	833,616,790Shares	833,616,790
capacity asgeneral partnerof GreenstoneAustraliaLP	partner of GreenstoneAustralia LP	partner of GreenstoneAustralia LP	section 608(1) of the Act.
GreenstoneManagement	Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP	Greenstone Delaware inits capacity as generalpartner of GreenstoneAustralia LP	By reason of being thesole shareholder of andthus controllingGreenstone Delaware(section 608(3)(b) of theAct).	833,616,790Shares	833,616,790

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604 GUIDE page 3/1 13 March 2000

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name andACN/ARSN(ifapplicable)	Nature ofassociation
N/A	N/A

6. Addresses

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

Name	Address
GreenstoneAustraliaLP	c/oAztec Group,EastWing,TrafalgarCourt,LesBanques, StPeter Port, Guernsey, GY13PP
Greenstone Delaware in its capacity as general	c/o Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP
partnerofGreenstoneAustraliaLP
Greenstone Management	c/o Aztec Group, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY1 3PP

Signature

print name Matthew Wood capacity Director of Greenstone Management and authorised representative of the other entities in section 1 sign here date 22 / 09 / 2022

DIRECTIONS

(1) If there are a number of substantial holders with similar or related relevant interests (eg, a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

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

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

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

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

• (6) Include details of:

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

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

See the definition of “relevant agreement” in section 9 of the Corporations Act 2001.

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

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

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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