ORE RESOURCES LIMITED — Interim / Quarterly Report 2016

Jan 22, 2017

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ASX Code: AOU

Securities on Issue as at 23 January 2017:

84,985,865 fully paid ordinary shares (quoted)

300,000 options exercisable at $0.10 expiring 17/03/2018

1,000,000 options exercisable at $0.10 expiring 23/10/2018 24,144,650 options exercisable at $0.20 on or before 23/10/2018 5,295,402 options exercisable at $0.08 expiring 31/12/2018

Quarterly Activities Report as at 31 December 2016

Auroch Minerals Limited (ASX:AOU) ( Auroch or the Company ) is pleased to provide shareholders with the following summary of its activities during the December quarter.

OPERATIONS

Namibian Exploration Prospecting Licence Applications

The Company announced on 14 November 2016 that it has applied for five new Exclusive Prospecting Licences ( EPLs ) in the Erongo Region of Namibia.

Directors

Glenn Whiddon (Executive Chairman)

Ryan Gaffney (Non-executive Director)

David Lenigas (Non-executive Director) Matthew Foy (Non-executive Director)

Company Secretary

Matthew Foy

Contact

Unit 5, 1 Centro Avenue, Subiaco WA 6008 Australia

The Karibib Lithium Project

The application of these licence occurs after a lengthy global search by the Auroch technical team that focussed on the following key criteria:

1. Presence of significant historic lithium production within the geological terrain.

2. Identification of untested pegmatites with strongly fractionated geochemistry indicative of potential lithium tantalum mineralisation.

3. Documented lithium occurrences in or adjacent to the licence areas 4. A low risk political environment with stable government including a well-developed mineral law and social licence to explore.

Importantly these five tenements meet all these criteria and occur in the same geological terrain that hosts the Rubikon and the Helikon mines Namibia’s two historical lithium producing mines.

Historic Lithium Production from the Karibib Area

The Rubikon and Helikon mines operated from 1980 to 1984 producing lithium, beryl and ultra pure “optical” quartz. Production records are incomplete but the main lithium production was from petalite , amblygonite and lepidolite .

At both the Rubikon and Helikon operations the ore zones formed within a zoned pegmatite bodies up to 50m in width and over several hundred metres along strike. The pegmatites are intruded into the metamorphosed Karibib Formation and Pan-African aged granites that also intruded the surrounding metamorphic rocks. The location of the Rubikon and Helikon deposits and the five new licence applications are shown on Figure 1.

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Auroch Minerals Ltd ABN 91 148 966 545 Unit 5, Ground Floor, 1 Centro Ave, Subiaco WA 6008 PO Box 510 Subiaco WA 6904 www.aurochminerals.com.au

Phone: +61 8 9486 4036 Fax: + 61 8 9486 4799 Email: admin@aurochminerals.com.au

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Karibib
Navachab Au mine
Helikon Li Mine
Rubikon Li Mine
Township
Historical Lithium mine
Current Gold mine
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Figure 1: Location map of all five EPLs in reference to the Rubicon and Helikon Lithium and Navachab Gold mines

Regional Prospectivity of Erongo area

Although the five new licences are currently in the application phase, Auroch has already completed significant desktop research on mineral occurrences throughout the area. This work has been supported by reconnaissance mapping aimed at locating pegmatite swarms in the areas. No sampling has yet been undertaken, however now that the applications are submitted, Namibian mining and exploration laws will allow preliminary mapping and non-intrusive sampling prior to granting of the full licence. This reconnaissance work will commence in early November 2016.

Interestingly, the two northern most licences- Okatjiho EPL6484 and Orutjiva EPL6482 also overlie extensions of the Karibib Marble formation, that is the host to the gold orebodies at the Navachab Gold Mine. Navachab produces between 65,000 to 80,000oz of gold per annum and is operated by QKR who purchased the mine from AngloGold Ashanti in 2014. At that time Navachab had gold Mineral Resources of 3.9 million ounces and gold Ore Reserves of 1.92 million ounces. Auroch desktop studies indicate considerable gold exploration upside on these two licences and the exploration team will couple its lithium exploration with an evaluation of the gold potential for these areas.

New Licence Application Details

Namibian law allows the applications to overlap current granted licences provided there is no conflict in target mineral groups. These mineral groups are; Base and Rare Metals, Dimension Stone, Industrial Minerals (includes Lithium), Non-nuclear Fuels, Nuclear Fuel (there is a current moratorium on this class) Precious Metals, Precious Stones, Semi-Precious Stones. The details of the new applications are shown in Table 1 below and in Figure 1 .

Licence	Licence #	Base & Rare Metals	Precious Metals	Industrial Metals	Area **(Km2) **
Garums	EPL6840	X	X	X	486
Okattjiho	EPL6484	X	X	X	300
Orutjiva	EPL6482	X	X	X	200
Moria	EPL6841	X	X	X	793
Narubis	EPL6483			X	297

Table 1: Details of Licence Applications Note: The Narubis licence overlies an pre-existing EPL for Base and Precious metals, correspondingly only industrial minerals (including lithium) could be applied for.

Initial Work Plan

Prior to the granting of the licences (expected within 3-6 months) the initial work plan will involve field traverse to locate all pegmatites within the licences, this will be followed by non-intrusive rock chip sampling and broad spaced sampling to examine the geochemistry of the pegmatites and confirm they have the right signatures for Li, Ce Ta mineralisation. This work will commence in November 2016.

EPL 5751 Option and Joint Venture Agreement

Subsequent to the quarter on 12 January 2017, Auroch announced an Option and Joint Venture Agreement over EPL 5751 to continue the growth of its Karibib Lithium Project in Namibia, complementing and building upon the (five) 5 EPL applications that were announced on 14 November 2016.

The Option and JV agreement covers granted EPL 5751 which lies south west of the well-known historic Rubikon and Helikon Lithium deposits ( Figure 2 ).

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Karibib
Navachab Au mine
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Figure 2: Location of EPL 5751 (outlined in red) as well as the five EPL applications in relation to the Rubikon and Helikon Lithium mines as well as the Navachab Gold mine

Geology and Reconnaissance visit to EPL 5751

Initial inspection by the Company of EPL 5751 confirmed the existence of pegmatites outcropping at surface, with the largest observed to-date exceeding 300m in length. A rock chip sample (B2674) was collected from this pegmatite and assayed 2.73% Li2O. Little is known of this pegmatite in Namibia and further detailed investigation is planned, with the intent of identifying mineral species and clarifying the nature of the pegmatite.

A further three pegmatites were identified within EPL 5751 during the initial reconnaissance inspection and these will also be examined in detail during follow-up fieldwork.

Lithium mineralisation was noted in most pegmatites visited and this has been supported by first pass rock-chip sampling that returned a single significant Li2O grade of 2.73%. (All samples are reported in Table 2 below).

Sample #	Li %	Li2O %	East	North
B2671 B2672 B2673	0.001 0.002 0.002	0.002 0.004 0.004	550,801 551,440 551,440	7524720 7524135 7524135
B2674	1.27	2.731	575,922	7511951
B2675 B2676 S00060 S00061 S00062	0.005 0.045 0.016 0.007 0.001	0.011 0.097 0.034 0.015 0.002	575,890 575,890 562085 548101 560946	7511984 7511984 7523119 7521917 7522680

Table 2: Assays for Lithium from initial sampling

All assay results for lithium are received from the laboratory as Lithium parts per million (ppm). For reporting purposes this is converted to lithium oxide Li2O which is the industry standard for reporting exploration results and resources.

Norseman Gold Projects, Western Australia

During the quarter the Company provided an update on its Norseman Gold Projects, Western Australia. As announced on 3 November 2016, exploration programs at the Beete Gold Project (P63/1646) and Peninsula Gold Project (P63/1694) have yielded positive results from the reconnaissance mapping, rock chip sampling, and soil sampling programs.

Best results from a total of 22 rock chip samples collected from the projects included: 13.30g/t Au, 13.00g/t Au, 8.76g/t Au and 8.59g/t Au. Additionally, a total of 25 Hectares was mapped and 44 soil samples analysed for multi-elements by portable XRF (45 elements).

Rock chip sampling

A total of 22 rock chip samples were collected from P63/1646 and P63/1694. Rock chips were selected by identifying quartz rich and/or altered material from outcrops, around old shafts/workings, or from historic trenches. Samples were submitted to ALS Laboratories in Kalgoorlie (WA) for gold determination by 50g fire assay. The samples were also analysed for an additional 45 elements by

portable XRF (Niton XL3t Analyzer) using "Test All Geo" mode which is suitable for rapid analysis of major, minor, and trace elements in geologic samples.

Beete Gold Project (P63/1646)

The historic workings on the Beete Gold Project were visited and hand specimens collected for assay. Gold mineralisation is hosted within a narrow quartz vein, and sometimes in the adjacent hanging and/or footwall shear. Best results were: 13.00g/t Au, 3.79 g/t Au, 3.31 g/t Au, and 2.00 g/t Au. The vein where observed in open stopes is only narrow, but results confirm it can host considerable grade. There is obvious potential to the northeast which warrants follow up with possible trenching and reconnaissance AC/RC drilling.

Peninsula gold Project (P63/1694)

At the Peninsula Gold Project, mineralisation is observed to be associated with north-south trending quartz veins which dip at angles of 60-80 degrees to the east. Best results were: 13.30g/t Au, 8.76 g/t and 8.39 g/t Au. Again, the vein where observed in open stopes/shafts is only narrow, but results confirm it hosts considerable grade. Work will now focus on previous studies around the 1-2m wide milky quartz vein which is the target of the sizeable N-S slot historically excavated, and the area of significant mineralisation in rock chip sampling.

Reconnaissance mapping

An area of 25 Hectares was mapped during the field program. East-West traverses were conducted across the tenements recording: historical workings, historic drill hole locations, outcropping lithology, alteration, and mineralisation.

Beete Gold Project (P63/1646)

The historic workings on the Beete Gold Project were visited and hand specimens collected for assay. Gold mineralisation is hosted within a narrow quartz vein, and sometimes in the adjacent hanging and/or footwall shear. The vein conforms closely to the attitude of the host lithology quartz-rich arenites and quartz-feldspar-amphibole schists.

Peninsula Gold Project (P63/1694)

On the Peninsula Gold Project, mineralisation was observed to be associated with north-south trending quartz veins which dip at angles of 60-80 degrees to the east. A major quartz reef extends for the length of the tenement. At the north end of the tenement the main reef appears to have been faulted, and the geology is complicated by drag folding associated with faulting.

Soil sampling

A total of 44 soils samples were collected and analysed by portable XRF (Niton XL3t Analyzer) from P63/1646 and P63/1694. Currently 'Z' score plots for all elements are being prepared and analysed by the exploration team and will be released to the ASX once the evaluation is completed. The sampling grid was 150m x 50m across the tenements and holes were excavated to 30 cm depth, with the top 10 cm discarded. The sample was then sieved and the fine fraction (<2.80mm) collected. Finally, the fine fraction was analysed using "Test All Geo" mode which is suitable for rapid analysis of major, minor, and trace elements in geologic samples. The samples were analysed for 45 elements.

Project	Sample ID	Easting	Northing	RL	Au (g/t)	Comment
Beete	BE001	-32.699665	121.708857	280	2.06	amphibolite schist -quartzose - some He staining
Beete	BE002	-32.699156	121.709371	279	0.30	sugaryiron stainedqtz
Beete	BE003	-32.699122	121.709211	283	0.01	porphyry
Beete	BE004	-32.699005	121.709141	278	0.01	weathered amphibolite schist +quartz
Beete	BE005	-32.698954	121.708953	280	<0.01	quartz vein
Beete	BE006	-32.699950	121.708758	274	13.00	smoky quartz around 5-6m shaft
Beete	BE007	-32.699950	121.708758	274	0.35	ambhibolite schist on stockpile/dump
Beete	BE008	-32.700108	121.708667	275	3.79	amphibolite schist around 5-6m shaft
Beete	BE009	-32.700192	121.708626	274	3.31	amphibolite schist +quartz from open stope
Beete	BE010	-32.700467	121.708416	274	0.01	quartz vein in amphibolite schist
Beete	BE011	-32.700452	121.708183	274	0.02	quartz vein in amphibolite schist
Beete	BE012	-32.700430	121.707910	274	0.68	amphibolite schist +quartz from open stope
Beete	BE013	-32.700803	121.707803	272	<0.01	quartz atcontact b/w conglomerate and amphibolite schist
Beete	BE014	-32.700837	121.707897	274	<0.01	amphibolite schist +quartz
Beete	BE015	-32.700837	121.707897	274	0.06	amphibolite schist +quartz
Beete	BE016	-32.698959	121.710202	290	<0.01	amphibolite schist +quartz
Peninsula	PE001	-31.963098	121.826844	291	0.30	ferruginisedquartz from 30-50cm vein in shaft
Peninsula	PE002	-31.962873	121.826891	292	0.63	ferruginisedquartz from 30-50cm vein in shaft
Peninsula	PE003	-31.961847	121.826799	301	13.30	quartz + weathered black shale
Peninsula	PE004	-31.960969	121.827023	291	8.76	milky quartz from N-S slot
Peninsula	PE005	-31.960863	121.827051	291	0.67	milky quartz from N-S slot
Peninsula	PE006	-31.960753	121.827077	292	8.59	milky quartz from N-S slot

Table 3: Beete & Peninsula Gold Projects - rock chip sample results. WGS 84

CORPORATE

Board Appointment

On 7 November 2016 the Company announced the appointment of Mr David Lenigas as Non-Executive Director. Mr Lenigas is an experienced mining engineer with significant natural resources and corporate experience, having served as executive chairman, chairman, and non-executive director of many public listed companies in London, Canada, Johannesburg, and Australia.

In recent years, Mr Lenigas was the Executive Chairman of London listed lithium investment company Rare Earth Minerals Plc, which provided significant funding for the development of the large Sonora Lithium Project in Mexico and the Cinovec Lithium Project in the Czech Republic. He is currently a nonexecutive director of Canadian listed Australian company Macarthur Minerals, whose major shareholder is Rare Earth Minerals Plc.

Mr Lenigas was also, until recently, the Executive Chairman of London listed UK Oil & Gas Investments Plc, which was responsible for the new Horse Hill oil discovery near London’s Gatwick International Airport that flowed on test production rates of up to 1,688 barrels of oil per day (a UK onshore record). He is now the Executive Chairman of London listed Doriemus Plc, which owns an interest in the Horse Hill oil discovery and is working with its JV partners towards moving Horse Hill in to production.

Mr Lenigas has a Bachelor of Applied Science (Mining Engineering) (Distinction) from Curtin University’s Kalgoorlie School of Mines and holds a Western Australian First Class Mine Manager's Certificate of Competency.

London-Listed Rare Earth Minerals Plc becomes Significant Shareholder

During the quarter the Company advised that Rare Earth Minerals Plc (AIM: REM, OTC: REMMY) ("Rare Earth Minerals") had agreed to subscribe for 6.5 million shares in Auroch for a total consideration of AUD$650,000, which will represent approximately 7.7% of Auroch’s enlarged share capital upon completion. Rare Earth Minerals has agreed to voluntarily escrow these shares for 6 months.

These funds, along with Auroch’s existing cash (combined $6.4 million) will be used in part to fund an aggressive exploration and development programme, targeting high-grade lithium in pegmatites, similar to those that have been successfully commercialised in Western Australia over the last three years.

About Rare Earth Minerals

Rare Earth Minerals invests in lithium projects and companies across the globe, and are major shareholders of the Sonora Lithium Project in northern Mexico and the Cinovec Lithium and Tin Project in the Czech Republic. Rare Earth Minerals portfolio also includes significant lithium-based investments the USA and Australia. The Mexican and Czech deposits have published Indicated and Inferred Mineral Resources of 11.3 million tonnes of Lithium Carbonate Equivalent.

The board of Rare Earth Minerals has a blend of mining, commodity investing, fund management and deal structuring knowledge and experience, which is supported by access to key marketing, political and industry contacts. These resources are leveraged not only in REM’s investment decision but also in continuing support of their investments. REM’s stated goal is to assist management to rapidly develop the project up the value curve.

Capital Raising

On the 16[th] December 2016, the Company completed the placement to Rare Earth Minerals and other investors raising a total of $750,000 by way of issuing 7,500,000 ordinary shares together with a 1:2 option at an exercise price of AS$0.20 valid until 28 October 2018. In addition the Company issued 675,000 fully paid ordinary shares to employees and consultants in respect of work undertaken over the past 12 months.

For further information please visit www.aurochminerals.com or contact:

Auroch Minerals Limited

Glenn Whiddon Chairman T: +61 8 9486 4036

Interest in Mining Tenements

Western Australia

Tenement	Tenement ID	Status	Interest at beginning of quarter	Interest acquired or disposed	Interest at end of quarter
Beete	P63/1646	Granted	100%	-	100%
Peninsula	P63/1694	Granted	100%	-	100%

Namibia

Tenement	Tenement ID	Status	Interest at beginning of quarter	Interest acquired or disposed	Interest at end of quarter
Garums	EPL6840	Application	0%	-	-
Okattjiho	EPL6484	Application	0%	-	-
Orutjiva	EPL6482	Application	0%	-	-
Moria	EPL6841	Application	0%	-	-
Narubis	EPL6483	Application	0%	-	-
Karibib	EPL 5751	Option	0%	-	-

Competent Persons Statement

The information in this report that relates to Exploration Results is based on information compiled by Dr. Andrew Tunks and represents an accurate representation of the available data. Dr. Tunks (Member Australian Institute Geoscientists) is the Company’s Chief Executive Officer and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Dr Tunks consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.