MT MALCOLM MINES NL — Interim / Quarterly Report 2021

Sep 7, 2021

INTERIM REPORT

For the period 9 December 2020, date of incorporation, to 31 December 2020

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ABN: 78 646 466 435

Mt Malcolm Mines NL Directors' report 31 December 2020

The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the “consolidated entity”) consisting of Mt Malcolm Mines NL (referred to hereafter as the “company” or “parent entity”) and the entities it controlled at the end of, or during, for the period 9 December 2020 to 31 December 2020 (“financial period”).

Directors

The following persons were directors of Mt Malcolm Mines NL during the whole of the financial period and up to the date of this report, unless otherwise stated:

Trevor Dixon (Appointed 9 December 2020)

Robert Downey (Appointed 9 December 2020) (Appointed Company Secretary 9 December 2020, resigned 3 May 2021) Gary Powell (Appointed 9 December 2020)

Daniel Tuffin (Appointed 9 December 2020)

Henko Vos (Company Secretary Appointed 3 May 2021)

Principal activities

During the financial period the principal continuing activities of the consolidated entity consisted of obtaining exploration tenements around the Leonora, Mt Malcolm region, for the purpose of exploration and potential development of gold.

Review of operations

The loss for the consolidated entity after providing for income tax amounted to $2,180,473.

On the 23 December 2020, the company purchased 100% of:

• Mt Malcolm Gold Holdings Pty Ltd (ABN 32 638 371 909) (“Gold”), and

• Aurum Mining Pty Ltd (ABN 34 640 738 727) (“Aurum”).

The new subsidiary Gold, provides significant opportunity to purchase approximately 150 tenements from a variety of parties. As at the 31 May 2021, 88 tenements have been purchased.

The new subsidiary Aurum, has applications for 11 prospecting tenements which complement the Gold parcel of tenements.

There has been no impact of the Coronavirus (COVID-19) pandemic up to 31 December 2020 on the consolidated entity.

The company, agreed on the 23 December 2020 to engage Morgan’s to raise $1,000,000 by issuing 10,000,000 shares at 10c per share. This was successfully completed when all funds were received by the 22 January 2021. The purpose of the funds were to complete the purchase of the approximately 150 tenements by Gold and have available funding for operational and further funding expenditure through IPO.

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the consolidated entity during the financial period.

Rounding of amounts

The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to “rounding-off'. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar.

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report.

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Mt Malcolm Mines NL Directors' report 31 December 2020

This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.

On behalf of the directors

_________ Trevor Dixon Director

Dated in Perth on 16 June 2021

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AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the review of the financial report of Mt Malcolm Mines NL for the period 9 December 2020 to 31 December 2020, I declare that, to the best of my knowledge and belief, there have been no contraventions of:

• (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

• (ii) any applicable code of professional conduct in relation to the review.

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RSM AUSTRALIA PARTNERS

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Perth, WA Dated: 16 June 2021

TUTU PHONG Partner

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Mt Malcolm Mines NL Contents 31 December 2020

Statement of profit or loss and other comprehensive income	5
Statement of financial position	6
Statement of changes in equity	7
Statement of cash flows	8
Notes to the financial statements	9
Directors' declaration	17
Independent auditor's review report to the members of Mt Malcolm Mines NL	18

General information

The financial statements cover Mt Malcolm Mines NL as a consolidated entity consisting of Mt Malcolm Mines NL and the entities it controlled at the end of, or during, the financial period. The financial statements are presented in Australian dollars, which is Mt Malcolm Mines NL's functional and presentation currency.

Mt Malcolm Mines NL is a public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business are:

Registered office Principal place of business 17 Lacey Street 8 Sarich Court Perth WA 6000 Osborne Park WA 6017

A description of the nature of the consolidated entity's operations and its principal activities are included in the directors' report, which is not part of the financial statements.

The financial statements were authorised for issue, in accordance with a resolution of directors, on 14 June 2021.

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Mt Malcolm Mines NL Statement of profit or loss and other comprehensive income For the half-year period ended 31 December 2020

Note Expenses Corporate expense Exploration and evaluation expense 5,6 Loss before income tax expense Income tax expense Loss after income tax expense for the financial period attributable to the owners of Mt Malcolm Mines NL Other comprehensive income Total comprehensive loss for the financial period the financial period attributable to the owners of Mt Malcolm Mines NL Loss per share for the year attributable to the members Mt Malcolm Mines NL: Basic loss per share Diluted loss per share

Consolidated 31 Dec 2020 $ (22,500) (2,157,973) (2,180,473) - (2,180,473) - (2,180,473) Cents (0.25) (0.25)

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes

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Mt Malcolm Mines NL Statement of financial position As at 31 December 2020

Note Assets Current assets Cash and cash equivalents Trade and other receivables Total current assets Non-current assets Other deposit 4 Total non-current assets Total assets Liabilities Current liabilities Trade and other payables 7 Total current liabilities Total liabilities Net assets Equity Issued capital 8 Accumulated losses Total equity	Consolidated 31 Dec 2020 $ 180,924 37,507
	218,431
	50,000
	50,000
	268,431
	199,729
	199,729
	199,729
	68,702
	2,249,175 (2,180,473)
	68,702

The above statement of financial position should be read in conjunction with the accompanying notes

6

Mt Malcolm Mines NL Statement of changes in equity For the financial period ended 31 December 2020

Consolidated Balance at 9 December 2020 (date of incorporation) Loss after income tax expense for the financial period Total comprehensive loss for the financial period Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs Balance at 31 December 2020	Issued Capital $ 20 - - 2,249,155 2,249,175	Accumulated Losses $ - (2,180,473) (2,180,473) - (2,180,473)	Total Equity $ 20 (2,180,473)
			(2,180,453)
			2,249,155
			68,702

The above statement of changes in equity should be read in conjunction with the accompanying notes

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Mt Malcolm Mines NL Statement of cash flows For the financial period ended 31 December 2020

Note Cash flows from investing activities Net cash received from acquisition of subsidiaries 5,6 Net cash from investing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial period Cash and cash equivalents at the end of the financial period	Consolidated 31 Dec 2020 $ 180,924 180,924 180,924 -
	180,924

The above statement of cash flows should be read in conjunction with the accompanying notes

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 1. Significant accounting policies

These general purpose financial statements for the interim financial period reporting period ended 31 December 2020 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with any public announcements made by the company during the interim reporting period.

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value through other comprehensive income, investment properties, certain classes of property, plant and equipment and derivative financial instruments.

The principal accounting policies adopted are below:

Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Mt Malcolm Mines NL (“company” or “parent entity”) as at 31 December 2020 and the results of all subsidiaries for the financial period. Mt Malcolm Mines NL and its subsidiaries together are referred to in these financial statements as the “consolidated entity”.

Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity is exposed to, or has 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 consolidated entity. They are de-consolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling interest in full, even if that results in a deficit balance.

Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The consolidated entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Exploration and evaluation assets

Exploration and evaluation expenditure in relation to separate areas of interest for which rights of tenure are current is carried forward as an asset in the statement of financial position where it is expected that the expenditure will be recovered through the successful development and exploitation of an area of interest, or by its sale; or exploration activities are continuing in an area and activities have not reached a stage which permits a reasonable estimate of the existence or otherwise of economically recoverable reserves.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 1. Significant accounting policies (continued)

Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, 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. For the statement of cash flows presentation purposes, cash and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the statement of financial position.

Trade and other receivables

Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days.

The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.

Other receivables are recognised at amortised cost, less any allowance for expected credit losses.

Trade and other payables

These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.

Issued capital

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Dividends

Dividends are recognised when declared during the financial year and no longer at the discretion of the company.

Business combinations

The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments or other assets are acquired.

The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit or loss.

On the acquisition of a business, the consolidated entity assesses the financial assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the consolidated entity's operating or accounting policies and other pertinent conditions in existence at the acquisition-date.

Where the business combination is achieved in stages, the consolidated entity remeasures its previously held equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is recognised in profit or loss.

Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 1. Significant accounting policies (continued)

The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's previously held equity interest in the acquirer.

Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value.

Asset Acquisition not constituting a business

When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to the acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 applies. No goodwill will arise on the acquisition and transaction costs of the acquisition will be included in the capitalised cost of the asset or expensed in accordance with the consolidated entity’s accounting policy.

Earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of Mt Malcolm Mines NL, 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 per share adjusts the figures used in the determination of basic earnings per share to take into account the after income 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.

Goods and Services Tax ('GST') and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.

Operating segments

Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.

Comparatives

There are no comparatives in this financial report as the company was incorporated on 9 December 2020.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 1. Significant accounting policies (continued)

Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Investments and other financial assets

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on both the business model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an accounting mismatch is being avoided.

Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of recovering part or all of a financial asset, it's carrying value is written off.

Financial assets at fair value through profit or loss

Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.

Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income include equity investments which the consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial recognition.

Impairment of financial assets

The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.

Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.

For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 1. Significant accounting policies (continued)

New or amended Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Note 2. Critical accounting judgements, estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. There are no material judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Note 3. Operating segments

The consolidated entity has identified its operating segments based on the internal reports that are used by the Board (the chief operating decision makers) in assessing performance and in determining the allocation of resources.

The operating segments are identified by the Board based on the phase of operation within the mining industry. For management purposes, the consolidated entity has organised its operations into two reportable segments on the basis of stage of development as follows:

• Development assets

• Exploration and evaluation assets, which includes assets that are associated with the determination and assessment of the existence of commercial economic reserves.

The Board as a whole will regularly review the identified segments in order to allocate resources to the segment and to assess its performance.

During the financial period ended 31 December 2020, the consolidated entity had no development assets. The Board considers that it has only operated in one segment, being mineral exploration within WA, Australia.

Where applicable, corporate costs, finance costs, interest revenue and foreign currency gains and losses are not allocated to segments as they are not considered part of the core operations of the segments and are managed on a consolidated entity basis.

The consolidated entity is domiciled in Australia. All revenue from external customers is generated from Australia only. Segment revenues are allocated based on the country in which the customer is located.

Revenues of approximately Nil are derived from a single external customer.

Note 4. Non-current assets – Other deposit

Other deposit	31 Dec 2020 $ 50,000

The option is to purchase tenements in the Mt Malcolm region from Torian Resources Limited and Cascade Resources Pty Ltd for consideration of $250,000 cash and $100,000 value of shares in Mt Malcolm Gold Pty Ltd. This agreement was varied on 17 November 2020 to be a consideration of $350,000 cash only.

The option was exercised on 31 May 2021.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 5. Asset Acquisition - Mt Malcolm Gold Holdings Pty Ltd

On 23 December 2020, the company successfully completed its acquisition of 100% interest in Mt Malcolm Gold Holdings Pty Ltd (Gold). The company issued Gold’s shareholders a total 10 million fully paid ordinary shares at fair value of $0.10 per share and reimbursement of cash of $150,000 to acquire all the outstanding shares in Gold.

Purchase consideration Fair value of net assets acquired are as follows: Cash and cash equivalents Trade and other receivables Other deposit Total assets Other payables Total liabilities Net assets acquired Exploration and evaluation expensed to profit or loss	23 Dec 2020 $ 1,150,000
	1,058 28,348 50,000
	79,406
	16,149
	16,149
	63,257
	1,086,743

Note 6. Asset acquisition - Aurum Mining Pty Ltd

On 23 December 2020, the company successfully completed its acquisition of 100% interest in Aurum Mining Pty Ltd (Aurum) and issued Aurum’s shareholders a total 12,500,001 fully paid ordinary shares at fair value of $0.10 per share to acquire all the outstanding shares in Aurum.

Purchase consideration Fair value of net assets acquired are as follows: Cash and cash equivalents Trade and other receivables Total assets Other payables Total liabilities Net assets acquired Exploration and evaluation expensed to profit or loss	23 Dec 2020 $ 1,250,000
	179,866 9,139
	189,005
	10,235
	10,235
	178,770
	1,071,230

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 7. Non-current liabilities – Trade and other payables

Trade and other payable - other Trade and other payable - Trevor Dixon – accrued employment expenses Trade and other payable - Trevor Dixon – reimbursement of expenses	31 Dec 2020 $ 49,729 50,000 100,000 199,729

The trade and other payable liability to Trevor Dixon for reimbursement of expenses arose due to the delay in paying Gold’s former shareholder $100,000 as part of the sale consideration. Trevor Dixon has agreed to receive this payment once funds from the IPO are received.

The trade and other payable liability to Trevor Dixon for accrued employment expenses arose due to the delay in paying Gold’s former shareholder $50,000 as part of the sale consideration. Trevor Dixon has agreed to receive this payment once funds from the IPO are received.

Note 8. Equity – Issued shares

Consolidated 31 Dec 2020 $ a) Share capital Ordinary shares fully paid 2,249,175 ) Movements in ordinary shares on issue Date Details No of Shares Issue Price Value No $ $ 09/12/2020 Initial share issue(date of incorporation) 2,000 0.01 20 23/12/2020 Consideration shares to acquire 100% of the issued capital of Aurum 12,500,001 0.10 1,250,000 23/12/2020 Consideration shares to acquire 100% of the issued capital of Gold 10,000,000 0.10 1,000,000 Less: cost of raisingcapital - (845) 31/12/2020 Closing balance 22,502,001 2,249,175	Consolidated 31 Dec 2020 $ a) Share capital Ordinary shares fully paid 2,249,175 ) Movements in ordinary shares on issue Date Details No of Shares Issue Price Value No $ $ 09/12/2020 Initial share issue(date of incorporation) 2,000 0.01 20 23/12/2020 Consideration shares to acquire 100% of the issued capital of Aurum 12,500,001 0.10 1,250,000 23/12/2020 Consideration shares to acquire 100% of the issued capital of Gold 10,000,000 0.10 1,000,000 Less: cost of raisingcapital - (845) 31/12/2020 Closing balance 22,502,001 2,249,175	Consolidated 31 Dec 2020 $ a) Share capital Ordinary shares fully paid 2,249,175 ) Movements in ordinary shares on issue Date Details No of Shares Issue Price Value No $ $ 09/12/2020 Initial share issue(date of incorporation) 2,000 0.01 20 23/12/2020 Consideration shares to acquire 100% of the issued capital of Aurum 12,500,001 0.10 1,250,000 23/12/2020 Consideration shares to acquire 100% of the issued capital of Gold 10,000,000 0.10 1,000,000 Less: cost of raisingcapital - (845) 31/12/2020 Closing balance 22,502,001 2,249,175	Consolidated 31 Dec 2020 $ a) Share capital Ordinary shares fully paid 2,249,175 ) Movements in ordinary shares on issue Date Details No of Shares Issue Price Value No $ $ 09/12/2020 Initial share issue(date of incorporation) 2,000 0.01 20 23/12/2020 Consideration shares to acquire 100% of the issued capital of Aurum 12,500,001 0.10 1,250,000 23/12/2020 Consideration shares to acquire 100% of the issued capital of Gold 10,000,000 0.10 1,000,000 Less: cost of raisingcapital - (845) 31/12/2020 Closing balance 22,502,001 2,249,175	Consolidated 31 Dec 2020 $ a) Share capital Ordinary shares fully paid 2,249,175 ) Movements in ordinary shares on issue Date Details No of Shares Issue Price Value No $ $ 09/12/2020 Initial share issue(date of incorporation) 2,000 0.01 20 23/12/2020 Consideration shares to acquire 100% of the issued capital of Aurum 12,500,001 0.10 1,250,000 23/12/2020 Consideration shares to acquire 100% of the issued capital of Gold 10,000,000 0.10 1,000,000 Less: cost of raisingcapital - (845) 31/12/2020 Closing balance 22,502,001 2,249,175	Consolidated 31 Dec 2020 $ 2,249,175	Consolidated 31 Dec 2020 $ 2,249,175	Consolidated 31 Dec 2020 $ 2,249,175	Consolidated 31 Dec 2020 $ 2,249,175
	Details	No of Shares		Issue Price			Value
			No	$				$
	Initial share issue(date of incorporation)		2,000	0.01				20
	Consideration shares to acquire 100% of the issued capital of Aurum		12,500,001	0.10				1,250,000
	Consideration shares to acquire 100% of the issued capital of Gold		10,000,000	0.10				1,000,000
	Less: cost of raisingcapital		-					(845)
	Closing balance		22,502,001					2,249,175

Ordinary shares have the right to receive dividends as declared, and in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid upon on shares held.

Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.

Note 9. Dividends

No dividend has been declared or paid during the financial period ended 31 December 2020, and the Directors do not recommend the payment of a dividend in respect of the financial period ended 31 December 2020.

Note 9. Contingent Liabilities

As part of the acquisition of Gold, the Company has agreed to pay the seller a royalty of 2.5% gross revenue derived from minerals produced and sold from the tenements.

Other than the above, there are no contingent liabilities at 31 December 2020.

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Mt Malcolm Mines NL Notes to the financial statements 31 December 2020

Note 10. Events after the reporting financial period

The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has no impact for the company up to 31 December 2020, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is rapidly developing and is dependent on measures imposed by the Australian Government and other countries, such as maintaining social distancing requirements, quarantine, travel restrictions and any economic stimulus that may be provided.

The company agreed on the 23 December 2020 to engage Morgan’s to raise $1,000,000 by issuing 10,000,000 shares at $0.10 per share. This was successfully completed when all funds were received by the 22 January 2021. The purpose of the funds is to complete the purchase of approximately 150 tenements by Gold and have available funding for operational and further fund-raising expenditure through to IPO.

The option to purchase tenements in the Mt Malcolm region from Torian Resources Limited and Cascade Resources Pty Ltd for a cash consideration of $350,000 was exercised on the 31 May 2021.

On the 31 May 2021, 88 tenements from a variety of vendors including the abovementioned Torian Resources Limited and Cascade Resources Pty Ltd were purchased for $422,500 in cash and issuance of 4,170,000 shares in the Company at $0.10 per share.

Other than the above, no other matter or circumstance has arisen since 31 December 2020 that has significantly affected, or may significantly affect consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

Note 11. Investment in controlled entities

Aurum Mining Pty Ltd Mt Malcolm Gold Holdings Pty Ltd	Principal Activities Country of Incorporation Ownership interest
	31 Dec 2020 %
	Exploration Australia 100 Exploration Australia 100

Note 12. Related party disclosure

During the financial period, the company has following transactions with a related party:

• Acquired 100% interest in Gold, where Trevor Dixon is the sole director and shareholder of Gold.

• Acquired 100% interest in Aurum, where Trevor Dixon is a director and has 17.9% interest in the Company.

During the financial period, the consolidated entity has an outstanding payable to Trevor Dixon amounted to $150,000 as part of the acquisition of Gold.

All transactions were made on normal commercial terms and conditions and at market rates.

Note 13. Loss per share

Net loss for the period Weighted average number of ordinary shares for basic and diluted loss per share.	31 Dec 2020 $
	(2,180,473)
	8,806,348

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Mt Malcolm Mines NL Directors' declaration 31 December 2020

In the directors' opinion:

• the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;

• the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as at 31 December 2020 and of its performance for the financial period 9 December 2020 to 31 December 2020; and

• there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.

On behalf of the directors

_________ Trevor Dixon Director

Dated in Perth on 16 June 2021

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INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS OF MT MALCOLM MINES NL

Report on the Financial Report

We have reviewed the accompanying financial report of Mt Malcolm Mines NL, which comprises the statement of financial position as at 31 December 2020, the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the period 9 December 2020 to 31 December 2020, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled as at 31 December 2020 or from time to time during the period 9 December 2020 to 31 December 2020.

Directors’ Responsibility 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 is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express a conclusion on the financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2020 and its performance for the period 9 December 2020 to 31 December 2020; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of Mt Malcolm Mines NL, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

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Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Mt Malcolm Mines NL, would be in the same terms if given to the directors as at the time of this auditor's review report .

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the financial report of Mt Malcolm Mines NL is not in accordance with the Corporations Act 2001 , including:

• (a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2020 and of its performance for the period 9 December 2020 to 31 December 2020; and

• (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

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RSM AUSTRALIA PARTNERS

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Perth, WA Dated: 16 June 2021

TUTU PHONG Partner