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1 VICTORIAN BROWN COAL RESOURCES UPDATE ASX ANNOUNCEMENT 1 DECEMBER 2015 Mantle Mining Corporation Limited (ASX: MNM) is pleased to provide an update of the Inferred Brown Coal Resources contained in Exploration Licences (EL) 5294 Bacchus Marsh and 5210 Yalungah. On 9 th August 2015, Mantle Mining Corporation Limited (Mantle) and Exergen Proprietary Limited (Exergen), Bacchus Marsh Coal Project (BMCP) Joint Venture partners, relinquished EL 5323, a small portion of the overall tenement area comprising the BMCP. The Inferred Coal Resource Estimate, reported on 15 August 2012, has been updated by AMC Consultants Pty Ltd (AMC) to reflect the change in tenement area. In addition, the Inferred Coal Resource is now reported in accordance with the JORC Code, 2012 edition. As part of the renewal process for EL 5210 located near Moe. Mantle was required to relinquish 21 of the then 46 graticules as a condition of the renewal. The Inferred Coal Resource estimated on 9 June 2010 by Resolve Geo Pty Ltd (Resolve) and reported by Mantle on 23 August 2013, following acquisition by Mantle, has been updated by Resolve to reflect the change in tenement area. In addition the Inferred Coal Resource is now reported in accordance with the JORC Code, 2012 edition. BACCHUS MARSH COAL PROJECT: The Bacchus Marsh Coal Project is located within the Bacchus Marsh Coalfield within the Port Phillip Basin, approximately 60 km north-west of Melbourne. The township of Bacchus Marsh and the Maddingley Coal Mine (MIN 4701) are surrounded by EL 5294 which is held by the BMCP Joint Venture (Figure 1). There is an estimated 1.6 billion tonnes of Inferred Coal Resource, reported in accordance with the JORC Code 2012 edition for the Bacchus Marsh Project (Table 1). The Inferred Coal Resource is defined using a maximum raw ash value of 30% ash (db) and an in situ density of 1.14gm/cc. The depth of the roof of the Inferred Coal Resource varies from approximately 20 m to 140 m below surface. Coal Seam Tonnes (Bt) Total Moisture (%) Ash (% db) Volatile Matter (% db) Fixed Carbon (% db) Gross Dry Specific Energy (MJ/kg) TotalSulphur (% db) Maddingley Table 1: JORC 2012 Inferred Coal Resource - maximum ash content (dry basis) 30% cut-off 1

2 Figure 1 Bacchus Marsh Coal Project Location The Inferred Coal Resource of 1.6 billion tonnes reported in 2012 has not changed due to the relinquishment of EL The Inferred Coal Resource is rounded to the nearest 100 Mt. The relinquished EL 5323 contains an estimated total of 7 Mt of coal. The following spatial constraints have been applied to the Inferred Coal Resource (Figure 2): Coal is defined as having less than 30% ash (dry basis). The Maddingley Rider Coal seam has been excluded from the estimate. The boundary of EL 5294, excludes MIN 4701 and EL Coal is interpreted to be present east of the boundary of the Rowsley Fault. Coal is interpreted to be present south and east of the seam pinch out lines. The Inferred Coal Resource is constrained by drill holes with ash analysis. Figure 2 Inferred Coal Resource area boundary 2

3 Competent Persons Statement (JORC Inferred Resource): Information in this report that relates to Coal Resource estimates prepared by AMC Consultants Pty Ltd is based on information compiled by Ms K Zunica, who is a Member of The Australasian Institute of Mining and Metallurgy and is a full-time employee of AMC Consultants Pty Ltd. The estimates are based on exploration data provided by Mantle Mining Corporation Ltd. Ms Zunica has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity which she is undertaking 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. Ms Zunica has provided written consent to the inclusion in the report of the matters based on her information in the form and context in which it appears. AMC considers the following items potential risks to the resource estimate: Heavy reliance on historical data north of MIN 4701 Lack of understanding of the impact of the volcanic crater in the south east of EL5294 Wide spacing points of observation, where a point of observation is defined as a cored drill hole (coal seam cored) with ash analysis. See Appendix 1 for JORC Code Table 1. A total of 123 drill holes were used in the geological model, of which 72 are located within the Inferred Coal Resource area. The Inferred Coal Resource area covers an area of approximately 4,300 hectares. Figure 3 shows the locations of the drill holes used in the geological model. AMC also prepared an updated proposed drilling programme, the aim of which is to progress the Inferred Coal Resource to Indicated (Figure 4). To achieve an Indicated Coal Resource, AMC recommends points of observation spaced approximately 800 to 1000 m apart. This is to confirm and support the current structural and coal quality interpretation of the Maddingley Coal Seam. Mantle supplied AMC with the following spatial constraints limiting the area over which Indicated Resource status is required: South of the Serviceton railway line North of the Bacchus Marsh Aerodrome West of the Parwan South Recycled Water Treatment Plant. 3

4 Figure 3 Location of the drill holes used for the model Figure 4 Indicated drilling programme hole locations 4

5 The Maddingley Coal Seam thickness contours are shown in Figure 5, the coal seam cross section location in Figure 6 and the coal seam cross section (including ash content regions) in Figure 7. Figure 5 Coal seam thickness contours Figure 6 Coal seam cross section location 5

6 Figure 7 Coal seam cross section with ash content zoning EL 5210 YALUNGAH : EL 5210 is located in the Moe Swamp Coalfield within the Latrobe Valley, approximately 140 km south-east of Melbourne. The township of Moe and the villages of Trafalgar and Yarragon are nearby (Figure 8). There is an estimated 225 million tonnes of Inferred Coal Resource, reported in accordance with the JORC Code 2012 edition for EL 5210 (Table 2). Average modelled thicknesses for the 3 reported seams are 7.3 m (Yarragon A), 12.8 m (Yarragon B) and 0.6 m (Yarragon BL). Coal Seams Yarragon A, B and BL Tonnes (Mt) Total Moisture (%) Ash (% db) Volatile Matter (% db) Fixed Carbon (% db) Gross Dry Specific Energy (MJ/kg) TotalSulphur (% db) Table 2: JORC 2012 Inferred Coal Resource 35% ash upper cut-off, minimum 4m seam thickness 6

7 Figure 8 EL 5210 Location The following combined spatial limitations have been applied to the Inferred Coal Resource (Figure 9): EL5210 Tenement boundary Base of weathering surface 200m depth cut-off below surface 4m seam thickness cut-off Estimated limit of the Thorpdale Volcanics. Figure 9 Inferred Coal Resource area extent and cross section locations 7

8 Competent Persons Statement (JORC Inferred Resource): The information compiled in this report relating to Coal Resource estimates prepared by Resolve Geological Pty Ltd is based on information compiled by Neil Biggs, who is a member of the Australian Institute of Geoscientists and who is employed by Resolve Geo Pty Ltd. Mr Biggs has sufficient experience relevant to the style of mineralization and type of deposit under consideration and to the activity he is undertaking 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. Mr Biggs consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. A seam by seam in situ coal density has been applied which has been derived from the available data from all coal quality work compiled within and directly surrounding the tenement. The Density used in previous estimates was 1.25g/cm3, based on work carried out by Esso Australia Ltd within the Moe Swamp Basin. Their work under exploration licence EL 1080 (Trafalgar) comprised 3 drilling programs totalling 100 holes to outline the thickness and extent of the Latrobe Valley coal measures. Resolve considers that a seam based density from localised holes from the Esso program, better reflects the coal within EL5210. See Appendix 2 for JORC Code Table 1. Of the 16 coal drill holes contained within EL5210 (Figure 10), thirteen have coal proximate analysis, providing sufficient data to estimate seam average coal qualities for the Resources within EL5210. All seams intersecting coal are considered points of observation for continuity, including those without coal quality completed. In the context of the Inferred confidence level in which these Resources are reported, Resolve considers there to be sufficient data points to determine continuity and quality. Figure 10 Location of the coal drill holes (red points) used for the model 8

9 Insufficient points are available to undertake a robust geostatistical interpretation of the point spacing, however, given the spread of drill holes within the up-dip areas of the deposit, Resolve suggest that the spacing provided by the drilling ( m) and up to 2km in the deeper and thinner areas of the Resource, is within an acceptable range given the consistent thicknesses and qualities on a seam basis observed in cross section. Figure 11 Cross sections A to D Figure 11 shows cross sections A -D through the modelled seams. Included within these cross sections are the A seam, B seam, BL seam, topographic surface and the modelled base of weathering. Figure 9 shows the location and orientation of the cross sections. 9

10 Competent Person Statement: The information in this report that relates to Exploration Results is based on information compiled by Mr Mark Maxwell, a full time employee of Mantle Mining Corporation Ltd. Mr Maxwell is a Member of the Australasian Institute of Mining and Metallurgy and has sufficient experience which is relevant to the style of mineralisation and type of deposits under consideration and to the activities which he is undertaking 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. Mr Maxwell consents to the inclusion in the report of the matters based on his information in the form and context in which it appears. For further information please contact: Ian Kraemer Managing Director Mantle Mining Corporation Limited ikraemer@mantlemining.com P: Attachments: 1. Appendix 1 EL5294 Inferred Coal Resource Report Table 1 2. Appendix 2 EL5210 Inferred Coal Resource Report Table 1 10

11 APPENDIX 1 - EL 5294 JORC Resource Estimate Table 1 Section 1 sampling techniques and data Criteria JORC Code explanation Commentary Sampling techniques Nature and quality of sampling (e.g. cut channels, random chips, or specific specialised industry standard measurement tools appropriate to the minerals under investigation, such as down hole gamma sondes, or handheld XRF instruments, etc.). These examples should not be taken as limiting the broad meaning of sampling. Include reference to measures taken to ensure sample representivity and the appropriate calibration of any measurement tools or systems used. Aspects of the determination of mineralisation that are Material to the Public Report. In cases where industry standard work has been done this would be relatively simple (e.g. reverse circulation drilling was used to obtain 1 m samples from which 3 kg was pulverised to produce a 30 g charge for fire assay ). In other cases more explanation may be required, such as where there is coarse gold that has inherent sampling problems. Unusual commodities or mineralisation types (e.g. submarine nodules) may warrant disclosure of detailed information. Drilling techniques Drill type (e.g. core, reverse circulation, open-hole hammer, rotary air blast, auger, Bangka, sonic, etc.) and details (e.g. core diameter, triple or standard tube, depth of diamond tails, face-sampling bit or other type, whether core is oriented and if so, by what method, etc.). Drill sample recovery Method of recording and assessing core and chip sample recoveries and results assessed. Measures taken to maximise sample recovery and ensure representative nature of the samples. Whether a relationship exists between sample recovery and grade and whether sample bias may have occurred due to preferential loss/gain of fine/coarse material. Logging Whether core and chip samples have been geologically and geotechnically logged to a level of detail to support appropriate Mineral Resource estimation, mining studies and metallurgical studies. Whether logging is qualitative or quantitative in nature. Core (or costean, channel, etc.) photography. The total length and percentage of the relevant intersections logged. Sub-sampling techniques and sample If core, whether cut or sawn and whether quarter, half or all core taken. preparation If non-core, whether riffled, tube sampled, rotary split, etc. and whether sampled wet or dry. For all sample types, the nature, quality and appropriateness of the sample preparation technique. Quality control procedures adopted for all sub-sampling stages to maximise representivity of samples. Measures taken to ensure that the sampling is representative of the in situ material collected, including for instance results for field duplicate/second-half sampling. Whether sample sizes are appropriate to the grain size of the material being sampled. Quality of assay data and laboratory The nature, quality and appropriateness of the assaying and laboratory tests procedures used and whether the technique is considered partial or total. For geophysical tools, spectrometers, handheld XRF instruments, etc., the parameters used in determining the analysis including instrument make and model, reading times, calibrations factors applied and their derivation, etc. Nature of quality control procedures adopted (e.g. standards, blanks, duplicates, external laboratory checks) and whether acceptable levels of accuracy (i.e. lack of bias) and precision have been established. Verification of sampling and assaying The verification of significant intersections by either independent or alternative company personnel. The use of twinned holes. Documentation of primary data, data entry procedures, data verification, data storage (physical and electronic) protocols. Discuss any adjustment to assay data. Location of data points Accuracy and quality of surveys used to locate drill holes (collar and down-hole surveys), trenches, mine workings and other locations used in Mineral Resource estimation. Specification of the grid system used. Quality and adequacy of topographic control. Data spacing and distribution Data spacing for reporting of Exploration Results. Whether the data spacing and distribution is sufficient to establish the degree of geological and grade continuity appropriate for the Mineral Resource and Ore Reserve estimation procedure(s) and classifications applied. Whether sample compositing has been applied. There is limited information on the sampling techniques carried out for the Mines Department, SECV and Private drillholes (PR). The CRA Exploration Pty Ltd (CRAE) hole samples were taken from cored drillholes, the full seam was sampled, with roof and floor samples taken to ensure the definition of the coal seam was accurate. Full core was sampled and analysed. The Mantle (MBM) holes were sampled from HQ3 cored holes. The full seam was sampled and the full core submitted for analysis. There is no bias in sampling as the full seam has been sampled for all drillholes. Due to the nature of the sample testing it is reasonable to assume the PR and CRAE drillholes are fully cored. This is supported by the general practice in the Victorian coal exploration industry is to core drillholes from surface to bottom of hole. No more information on drilling method is known. The Mantle drillholes were drilled by Statewide Drilling (Vic) Pty Ltd in HQ diameter, with triple tube, to maximise sample recovery. In those instances where drilling problems were encountered, particularly at surface and through basalt intersections, hammer drilling was used. The core recovery for the MBM drillholes was documented by the field geologist and confirmed on a run-by-run basis with the driller. For the Mantle drilling, all coal intervals obtained greater than 95 % recovery. There was some loss of material in the surficial sands and clay units, these units are not of economic interest. All drillholes with the exception of BM003, BM010, PR1 and PR8008 were geologically logged for lithology. A total of 25 drillholes out of the 123 drillholes used were geophysically logged for density, gamma and caliper. There was no geotechnical logging. Whole core samples were generally taken at 3 m intervals for analysis of total moisture % and ash %. The 3 m samples were then composited to 6 12 m intervals for ultimate analysis, minerals and inorganic analysis. There is no information regarding sample preparation for the PR and CRAE holes. For the Mantle 2012 drilling, core was sampled as soon as it was drilled and was double bagged to avoid any moisture loss. For the Mantle sampling, sample preparation and analysis was carried out by HRL Technology, a NATA accredited laboratory who followed appropriate Australian Standards. For the Mantle drillhole sample analyses, blanks and duplicates were inserted for quality assurance and quality control (QA/QC) purposes in some of the tests. In some cases certified reference materials were used during analysis where applicable. In other cases some of the QA/QC cannot be performed due to the nature of the test. Sizing tests were also carried to ensure appropriate homogenisation of samples was done prior to analysis. There is no known QA/QC data for non-mantle drilling. There were no twin drillholes completed. However, four Mantle drillholes were drilled in close proximity to pre-existing PR holes. The results of the Mantle drillholes were consistent with the PR holes. Mantle plans to carry out further verification in the next drilling programme to further verify the historical drilling. The PR and CRAE data is stored in PDF files and is publicly available from GeoVIC. The data are scanned PDF s of the coal quality and sampling data reports. The Mantle data is stored as Excel spread sheets, which were sent to Mantle from HRL technology. HRL keep electronic records of all the samples and analyses that were received and undertaken. Checks have been undertaken to ensure that there have been no transcription errors or mismatching of electronic data. All drillholes and associated spatial data is located using the Geodetic Datum of Australia 1994 (GDA), Map Grid of Australia (MGA), Zone 55. All Mantle drillholes are located using differential GPS. The topographic surface was generated in Ventyx MineScape using data from the Shuttle Radar Topography Mission (SRTM). Topographic elevation points are spaced at 90 m intervals. Drillhole collar elevations were checked against the topographic surface. 92 % of drillholes lie within 5 m of the topographic surface. This is considered acceptable for the Inferred Coal Resource. Future drilling programmes plan to include re-survey the historical PR and CRAE holes, where they are accessible. EL 5294 is a large tenement. The Resource is located on the eastern limit of the tenement, east of the Rowsley Fault. Drillhole information is evenly distributed in the southern portion of the tenement, south of MIN with drillholes spaced roughly km apart. Within and to the north of MIN 4701, drillholes are spaced much closer together, approximately m. However, a large majority of these drillholes do not have coal quality analysis. The spacing of drillholes with coal quality information in this area, is similar to that south of MIN The Mantle drilling is located both north and south of MIN Refer to Figure 3. The data distribution and spacing is sufficient to define an Inferred Coal Resource.

12 Criteria JORC Code explanation Commentary Orientation of data in relation to geological structure Whether the orientation of sampling achieves unbiased sampling of possible structures and the extent to which this is known, considering the deposit type. If the relationship between the drilling orientation and the orientation of key mineralised structures is considered to have introduced a sampling bias, this should be assessed and reported if material. The coal seam dips at 1 3 degrees. All drilling undertaken is vertical and intersects the coal seam perpendicular. There is no sampling bias introduced. Sample security The measures taken to ensure sample security. There is limited information on the sample security for the PR and CRAE holes. The Mantle samples were taken at the drill site, labelled and bagged and delivered by Mantle personnel to HRL on the day of sampling. Audits or reviews The results of any audits or reviews of sampling techniques and data. There have been no audits or reviews of the sampling techniques. GHD Pty Ltd developed the sampling procedures for the Mantle 2012 drilling programme. Section 2 reporting of exploration results Criteria JORC Code explanation Commentary Mineral tenement and land tenure status Type, reference name/number, location and ownership including agreements or material issues with third parties such as joint ventures, partnerships, overriding royalties, native title interests, historical sites, wilderness or national park and environmental settings. The security of the tenure held at the time of reporting along with any known impediments to obtaining a licence to operate in the area. The small (1 graticule) tenement EL5323 was surrendered prior to its 2 nd term expiry date of 9 August EL5294 is in good standing as at November An application to renew the tenement is planned to be lodged prior to its 1 st term expiry date of 22 March Exploration done by other parties Acknowledgment and appraisal of exploration by other parties. There are five generations of exploration data used in the estimate. 65 drillholes were completed by the Mines Department ( s). 31 drillholes were completed by private entities ( s). 1 drillhole was completed by the State Electricity Commission of Victoria (1970 s). 15 drillholes were completed by CRAE (1980 s). 16 drillholes were completed by Mantle (2012). The CRAE and Mantle drillholes contain the vast majority of the coal quality data, whilst the older drillholes are used for seam thickness and location. The Mantle drillholes are distributed throughout the Resource area and in the most part in agreement with the information contained in the historical holes. Geology Deposit type, geological setting and style of mineralisation. The project area is covered by an approximately m thick layer of gravelly sands, clays, basalt, sandstone, ironstone and quartz. Within the geological model extent, the basalt can reach up to 90 m in depth. Coal within EL 5294 is contained within the Miocene aged, Maddingley Coal Seam. The Maddingley Seam averages approximately 27 m in thickness and thins to the west and north. It ranges in depth from surface of between 20 m to 140 m. The seam is predominantly a dark brown earthy variety of lignite, with areas of abundant plant remains and woody material. The seam may be locally pyritic and clayey. There is little difference in the calorific value (dry basis) of the brown coal at Bacchus Marsh and that of the Latrobe Valley. A spatially inconsistent, thin coal seam, known as the Maddingley Rider Seam is located, on average, 6 m above the main Maddingley Coal Seam, however, it is generally of inferior coal quality. Major geological features within EL 5294 are the north east, south west trending Rowsley fault and a volcanic crater in the south eastern corner. At present, there is insufficient drillhole data to confidently state the exact location of the fault and the influence of the volcanic crater on the Maddingley Coal Seam. Drill hole Information A summary of all information material to the understanding of the exploration results including a tabulation of the following information for all Material drill holes: o easting and northing of the drill hole collar o elevation or RL (Reduced Level elevation above sea level in metres) of the drill hole collar o dip and azimuth of the hole o down hole length and interception depth o hole length. If the exclusion of this information is justified on the basis that the information is not Material and this exclusion does not detract from the understanding of the report, the Competent Person should clearly explain why this is the case. Data aggregation methods In reporting Exploration Results, weighting averaging techniques, maximum and/or minimum grade truncations (e.g. cutting of high grades) and cut-off grades are usually Material and should be stated. Where aggregate intercepts incorporate short lengths of high grade results and longer lengths of low grade results, the procedure used for such aggregation should be stated and some typical examples of such aggregations should be shown in detail. The assumptions used for any reporting of metal equivalent values should be clearly stated. Relationship between mineralisation These relationships are particularly important in the reporting of widths and intercept lengths Exploration Results. If the geometry of the mineralisation with respect to the drill hole angle is known, its nature should be reported. If it is not known and only the down hole lengths are reported, there should be a clear statement to this effect (eg down hole length, true width not known ). Diagrams Appropriate maps and sections (with scales) and tabulations of intercepts should be included for any significant discovery being reported These should include, but not be limited to a plan view of drill hole collar locations and appropriate sectional views. Balanced reporting Where comprehensive reporting of all Exploration Results is not practicable, representative reporting of both low and high grades and/or widths should be practiced to avoid misleading reporting of Exploration Results. The Mantle drillholes were publicly reported in the ASX announcements dated 30 May and 17 October A listing of the historical holes can be found in Appendix A of the Resource Estimate. Weighted averages over 1.5 m sample intervals were used to determine average coal quality parameters and reported for the Maddingley Coal Seam. Drillhole intersections are perpendicular to the coal seam. The reported intersection width is a measure of the true thickness of the coal seam at that drillhole location. Refer to Figures 2, 3, 5, 6 and 7. All drillholes have been publicly reported. All coal seam sample analyses have been reported publicly. Refer to public announcements dated: MBM 1 --> 4 on 29/11/11 MBM 7, 8, 14 and 15 on 30/3/12 MBM 9 & 10 on 30/4/12 MBM 6 on 10/5/12 MBM 5, 11 and 13 on 23/7/12 Other substantive exploration data Other exploration data, if meaningful and material, should be reported including (but not limited to): geological observations; geophysical survey results; geochemical survey results; bulk samples size and There is no other substantive exploration data.

13 Criteria JORC Code explanation Commentary method of treatment; metallurgical test results; bulk density, groundwater, geotechnical and rock characteristics; potential deleterious or contaminating substances. Further work The nature and scale of planned further work (e.g. tests for lateral extensions or depth extensions or large-scale step-out drilling). Diagrams clearly highlighting the areas of possible extensions, including the main geological interpretations and future drilling areas, provided this information is not commercially sensitive. Mantle has a proposed drilling programme aimed at upgrading the Inferred Coal Resource and also verifying the historical data. As at the time of reporting, there is no planned start date for this work. Section 3 estimation and reporting of mineral resources Criteria JORC Code explanation Commentary Database integrity Measures taken to ensure that data has not been corrupted by, for example, transcription or keying errors, between its initial collection and its use for Mineral Resource estimation purposes. Data validation procedures used. Site visits Comment on any site visits undertaken by the Competent Person and the outcome of those visits. If no site visits have been undertaken indicate why this is the case. Geological interpretation Confidence in (or conversely, the uncertainty of ) the geological interpretation of the mineral deposit. Nature of the data used and of any assumptions made. The effect, if any, of alternative interpretations on Mineral Resource estimation. The use of geology in guiding and controlling Mineral Resource estimation. The factors affecting continuity both of grade and geology. Dimensions The extent and variability of the Mineral Resource expressed as length (along strike or otherwise), plan width, and depth below surface to the upper and lower limits of the Mineral Resource. Estimation and modelling techniques The nature and appropriateness of the estimation technique(s) applied and key assumptions, including treatment of extreme grade values, domaining, interpolation parameters and maximum distance of extrapolation from data points. If a computer assisted estimation method was chosen include a description of computer software and parameters used. The availability of check estimates, previous estimates and/or mine production records and whether the Mineral Resource estimate takes appropriate account of such data. The assumptions made regarding recovery of by-products. Estimation of deleterious elements or other non-grade variables of economic significance (eg sulphur for acid mine drainage characterisation). In the case of block model interpolation, the block size in relation to the average sample spacing and the search employed. Any assumptions behind modelling of selective mining units. Any assumptions about correlation between variables. Description of how the geological interpretation was used to control the resource estimates. Discussion of basis for using or not using grade cutting or capping. The process of validation, the checking process used, the comparison of model data to drill hole data, and use of reconciliation data if available. Moisture Whether the tonnages are estimated on a dry basis or with natural moisture, and the method of determination of the moisture content. Cut-off parameters The basis of the adopted cut-off grade(s) or quality parameters applied. Mining factors or assumptions Assumptions made regarding possible mining methods, minimum mining dimensions and internal (or, if applicable, external) mining dilution. It is always necessary as part of the process of determining reasonable prospects for eventual economic extraction to consider potential mining methods, but the assumptions made regarding mining methods and parameters when estimating Mineral Resources may not always be rigorous. Where this is the case, this should be reported with an explanation of the basis of the mining assumptions made. Metallurgical factors or assumptions The basis for assumptions or predictions regarding metallurgical amenability. It is always necessary as part of the process of determining reasonable prospects for eventual economic extraction to consider potential metallurgical methods, but the assumptions regarding metallurgical treatment processes and parameters made when reporting Mineral Resources may not always be rigorous. Where this is the case, this should be reported with an explanation of the basis of the metallurgical assumptions made. All data used was checked for data integrity. A Microsoft Access database containing the historical hole information was checked for transcription errors by comparing to the scanned PDF s of the original documentation where possible. Sample depths were checked against the lithology depths and analysis was checked against the lithology descriptions to ensure consistency. Where available, downhole geophysical logs were checked against logging depths to ensure the correct coal thicknesses. All drillholes were checked for gaps in depth, sampling and analysis. Further work is required to develop a geological database specifically for the Bacchus Marsh project. No site visit was undertaken by the Competent Person. However, the Competent Person worked closely with the Mantle staff who coordinated the exploration programme and undertook the data collection. The Competent Person became involved in the project after the drilling was completed. Based on discussions with Mantle staff, it was deemed unnecessary to visit the site. The Competent Person is comfortable with the data collection procedures. Two main geological units were modelled the basalt unit at or near surface and the Maddingley Coal Seam. A roof and floor surface for each unit was generated using drillhole intersections. The basalt unit was defined by the uppermost and lowermost intersection of basalt in the drillhole there could be other lithologies within, but were still included in the basalt unit. The coal seam was defined using the lithology codes in the drillholes, typically lignite or brown coal. A 30 % ash limit was used to define coal. There was no attempt to model individual plies. Pseudo ply modelling was carried out using the analysis and coal quality estimation process. The Maddingley Coal Seam lies between m below surface A minimum thickness of 5 m and a maximum thickness of 48 m. It averages 27 m in thickness. The strike length is approximately 5.5 km and 7 km wide at its widest point. The seam thins to the north, and most likely terminates before the EL 5294 boundary. In the south, the seam continues past the EL 5294 boundary. The Rowsley fault, to the west is interpreted to terminate the coal seam. More work is required to delineate the fault and its impact on the extent of the coal seam. A surface model of basalt and Maddingley Coal Seam was generated in Ventyx MineScape software. A 50 m grid and FEM interpolator was used for surface modelling and Planar interpolator used for thickness modelling. The surface grids were transferred to Datamine software and used to create a three-dimensional (3D) block model. The parent block size is 100 m X by 100 m Y by 3 m Z. Minimum subblock 25 m X by 25 m Y by 0.5 m Z. Coal quality was estimated into parent blocks that were located in the Maddingley Coal Seam. An inverse squared interpolation was used to estimate coal quality. A three search pass estimate was completed. The first search was 2000 m X by 2000 m Y by 6 m Z % of blocks were estimated on the first search pass. A minimum of 4 samples and maximum of 20 samples were used. A minimum of 4 octants with minimum 1 sample in each was applied. Total sulphur used different search parameters. The total sulphur distribution is more complicated than for the other coal qualities and more work is required to understand it. Total moisture was used in the density determinations. The total moisture was measured as part of the coal quality analysis using NATA approved HRL method 1.6 which is technically equivalent to AS (R2013). The latter standard method is used to validate the HRL method on an ongoing basis. Internal standards are also used to monitor the accuracy of the data. A cut-off of 30 % ash on a dry basis was used to report the Inferred Coal Resource. No depth restrictions are placed on the Coal Resource. The deepest intersection of the Maddingley Coal Seam is approximately 140 m from surface and this is considered to be amenable to open cut mining. Additional environmental and geotechnical work will need to be carried out as the project progresses to confirm the depth of mining. An open cut mining method was assumed, mining roof to floor of the Maddingley Coal Seam. There would be minimal dilution given the bulk style of mining. It is assumed that the brown coal would be enhanced by drying processes prior to transport for power generation, or used in external, above ground pyrolysis and gasification processes to produce alternate fuels and agricultural products. It is similar in quality to brown coals in the Latrobe Valley.

14 Criteria JORC Code explanation Commentary Environmental factors or assumptions Assumptions made regarding possible waste and process residue disposal options. It is always necessary as part of the process of determining reasonable prospects for eventual economic extraction to consider the potential environmental impacts of the mining and processing operation. While at this stage the determination of potential environmental impacts, particularly for a greenfields project, may not always be well advanced, the status of early consideration of these potential environmental impacts should be reported. Where these aspects have not been considered this should be reported with an explanation of the environmental assumptions made. Bulk density Whether assumed or determined. If assumed, the basis for the assumptions. If determined, the method used, whether wet or dry, the frequency of the measurements, the nature, size and representativeness of the samples. The bulk density for bulk material must have been measured by methods that adequately account for void spaces (vugs, porosity, etc.), moisture and differences between rock and alteration zones within the deposit. Discuss assumptions for bulk density estimates used in the evaluation process of the different materials. Classification The basis for the classification of the Mineral Resources into varying confidence categories. Whether appropriate account has been taken of all relevant factors (i.e. relative confidence in tonnage/grade estimations, reliability of input data, confidence in continuity of geology and metal values, quality, quantity and distribution of the data). Whether the result appropriately reflects the Competent Person s view of the deposit. There are limited environmental considerations. The Inferred Coal Resource is located in close proximity to the township of Bacchus Marsh. This, in addition to ground water studies, will need to be investigated further if the project is to progress. There is very limited density information for the Maddingley Coal Seam within the project area. Drillhole MBM002 had 1.5 m samples taken across varying lithologies within the seam. These samples were tested for true density using the helium method. The true density value was converted to in situ density using the following equation provided by HRL Technology who conducted the analytical testing: RD in situ = RD true / (1 + (TM/100) * (RD true - 1)) The Coal Resource has been classified as Inferred. A points of observation method has been used. A 1,600 m radius around drillholes with ash analysis is used to define the Inferred boundary. The resultant polygons were then adjusted to match the seam pinch outs, the Rowsley Fault location and make realistic, mineable shapes. Refer to Figure 2. This is conservative given the consistent nature of the coal quality across the deposit. It was classified Inferred based on the reliance on historical drilling, particularly north of MIN Audits or reviews The results of any audits or reviews of Mineral Resource estimates. No audits or reviews have been undertaken. Discussion of relative accuracy/ confidence Where appropriate a statement of the relative accuracy and confidence level in the Mineral Resource estimate using an approach or procedure deemed appropriate by the Competent Person. For example, the application of statistical or geostatistical procedures to quantify the relative accuracy of the resource within stated confidence limits, or, if such an approach is not deemed appropriate, a qualitative discussion of the factors that could affect the relative accuracy and confidence of the estimate. The statement should specify whether it relates to global or local estimates, and, if local, state the relevant tonnages, which should be relevant to technical and economic evaluation. Documentation should include assumptions made and the procedures used. These statements of relative accuracy and confidence of the estimate should be compared with production data, where available. Given the early stage of the deposit and relatively consistent coal quality, an inverse distance method of coal quality estimation was considered appropriate. It was determined that there was insufficient data to employ for geostatistically rigorous estimation techniques at this time. The global estimate of tonnes and quality is considered reasonably accurate. Future iterations of the estimate should investigate different estimation methods and incorporate variography to determine whether there are any trends, particularly for total sulphur.

15 Appendix 2 EL5210 JORC Table 1 Section 1 Criteria Sampling Techniques Drilling techniques Drill sample recovery Logging Sub-sampling techniques and preparation Sampling Techniques and Data Explanation HQ and conventional drill cores (from 16 holes). The coal seams are sampled roof to floor. All inter-seam stone bands are included. Intercept lengths and linear recovery are confirmed by wireline logging within the Trafalgar area to the north, however no geophysics for EL5210 have been sighted at the time of reporting. HQ Triple Tube core (61mm diameter), and rotary open hole methods. Linear core recoveries were not completed either on a sample by sample, seam nor hole by hole basis. General comments regarding the recovery of the coal seams indicated that the core recovery was generally good, and over 95% for holes drilled in 1983, and ~50% for holes drilled in All of these holes were part of the Northern Trafalgar program of work which does not cover the drill holes within EL5210 (Esso reporting). Resolve has concluded that due to the thick seams of the Yallourn Coal Measures, and the homogeneity of the seams in general, the recovered coals are likely to be representative of the seams quality in accordance with the JORC classification in which they are reported. Chip samples were not used to assess coal quality. HQ coring was used. There is no known relationship between coal quality and sample recovery. Core and chip samples were logged by geologists experienced in coal resource investigation and evaluation. The standard and level of detail is considered appropriate for mineral resource estimation. No LAS data or hard copy geophysics is available for holes within EL5210. Total aggregate length of cored holes in EL5210 is 1445m (16 drill holes) with an average of 90m. The total length of drill holes available in surrounding tenements is 13,000m, in 71 drill holes. Total aggregate length of non-cored holes is 2,000m, in an additional 16 drill holes. Cores were used for coal quality testing. Core samples were taken and analysed prior to ownership by Mantle Mining Corporation Ltd. Coal sampling techniques were discussed and verified with the contract geology company who undertook the exploration work on site. Chip samples were not used to assess coal quality. Sample preparation, sub-sampling and quality control procedures ensured by using NATA accredited commercial labs employing recognised QA procedures and following Australian Standards

16 Quality of assay data and laboratory tests Verification of sampling and assaying Location of data points Data spacing and distribution Orientation of data in relation to geological structure Sample security Sample preparation, sub-sampling and quality control procedures ensured by using commercial labs employing recognised QA procedures and following Australian Standards for coal testing. Samples were split and reserves retained where sufficient mass remained after testing. Coal quality was not estimated from geophysical measurements. Acceptable levels of accuracy and precision are maintained by using commercial labs that are regularly benchmarked. specific details of QAQC undertaken as part of the analysis are not available in historical reporting, No geophysics is available for holes within EL5210, however are available for drill holes surrounding the tenement, and conducted as part of the same drilling campaigns. Correlation between geophysics and lithological logs in these drill holes was very close, providing support for the lithological logging to be used as an observation point for thickness and depth where the seam stratigraphy was clear and the thicknesses and depths reconciled well to other surrounding holes. Seam correlations have been completed independently by Resolve in a 3D modelling environment. The borehole database was exported to Micromine for modelling. Source field records, lab reports, core photographs, survey data, etc. are stored in electronic form by Resolve and Mantle Mining Borehole collars were surveyed by a Registered Surveyor. Surveyor s Reports are not available for some boreholes however every effort was made to verify borehole locations from old reports, etc. The grid system used is the Map Grid of Australia 1994 (MGA94) Zone 55 based on the Geocentric Datum of Australia 1994 (GDA94) values. Historical survey data has been converted from ISG coordinates. Topographic control was provided from a 1 Arc second Shuttle Radar Topography Mission (SRTM) Digital Terrain Model (DTM) with vegetation & hydrological correction. All drillhole collars are registered to the topographic height of the X/Y location. The data spacing and distribution is considered by the Competent Person to be sufficient to establish the degree of geological and grade continuity appropriate for a JORC Resource in the Inferred category. Spacing of drill holes across the majority of the deposit (based on tonnage) is 500m-1000m. Spacing of drill holes is wider approximately 2km further down-dip in the deposit. Maximum extrapolation of resources from a point of observation is approximately 750m The orientation of data in relation to geological structure is not believed to have introduced any sampling bias. All drill holes are considered to be vertical. No downhole orientation data is available. Core samples were either delivered to the lab by the field geologist or couriered. Resolve has no method of verifying the sample integrity between the drill hole and the laboratory.

17 Audits or reviews A new drillhole database (Logcheck) was created and validated by Resolve Coal geological personnel. The geological model was validated by the Competent Person, using reports, tables, contour plans and cross-sections. Section 2 Criteria Mineral tenement and land tenure status Exploration done by other parties Geology Drill hole information Data aggregation methods Reporting of Exploration Results Explanation Exploration Licence 5210 is held by Mantle Mining Corporation Ltd. The licence expires on 2 June There is no development consent or coal mining title over this area and none has been sought to date. Land is freehold in the area and is owned by private individuals or farming companies. The author is not aware of any native title claims in the Yalungah area. The region containing the current EL5210 was originally explored and drilled between 1965 and 1985 by the Victorian State Electricity Commission and Esso Australia Ltd. EL 5210 Yalungah is located within the Moe Swamp Sub-Basin of the Gippsland Basin. The Gippsland Basin is on the southeast margin of Australia's continental shelf, about two thirds of the basin lies offshore. The onshore section of the basin contains a sediment succession of non-marine clastics, to marginal marine clastics, ranging from late Jurassic to Cenozoic (Hocking, J.B el al). The Moe Swamp Sub-Basin lies on the northern boundary of the main basin, separated from the Latrobe Valley depression by the Haunted Hill fault block. The elongate basin is bounded to the south by the Yarragon Monocline and to the west by the Darnum Fault. Tertiary sediments are stratigraphically correlative to those found in the Latrobe Valley and the large Yallourn Coal Mine complex, however drilling has revealed the sequence to be thinner. No new drilling is reported within this Resource Estimate. All drilling is historical data sourced from the public record. There are 16 coal exploration drill holes and 36 water bores within the confines of the EL5210 Project boundary. Of these, 13 coal exploration drill holes were used for geological modelling and for coal quality points of observation. No drilling information has been intentionally excluded from this resource report. Coal intersections have been sampled in multiple sections per seam, so compositing of samples (on a length and density weighted basis) has been applied to derive seam averages. Where quoted coal quality is for the full seam.

18 Relationship between mineralisation widths and intercept depths Diagrams Balanced reporting Other substantive exploration data Further Work All drill holes were (nominally) vertical and have been treated as such during modelling and estimation. Coal thicknesses are for downhole intercept lengths (apparent thicknesses) Relevant maps including seam thicknesses, depths and extents of resources in both plan and cross section are included within this report. There is no preferential reporting of results. Resources are reported both on a seam basis and depth basis to allow appreciation of the tonnes and quality at different depth increments. Geotechnical, groundwater and seismic studies have been completed and these are available on the public record. Additional cored holes will be required to increase confidence in coal quality and continuity for this deposit. Including both in-fill drilling and twinning to reconcile historical data and increase confidence with the historical data available. Section 3 Criteria Estimation and Reporting of Mineral Resources Explanation Database integrity Site Visits Geological interpretation Borehole collar locations and RL s were checked against surveyors reports and the Digital Elevation Model (DEM). Lithological logs and coal intersection depths were reconciled with wireline logs. Coal quality data were cross-checked against lab reports and sample depths were correlated with the lithological database. All survey, lithological and quality data are compiled in a Logcheck database. The Competent Person has not undertaken a site visit to the area, as no new drilling or data acquisition has occurred during the tenure as Competent Person. Representatives of Resolve Geo have visited the site and assessed the area. The most recent visit was in The geological interpretation is based on previous reports and borehole data. The drillhole database and regional structural knowledge are extensive and an alternative interpretation that would materially affect the Resource is highly unlikely. The main factor affecting coal seam continuity is faulting and the interplay of seam dip and depth of weathering. The Yallourn coals show a good continuity of thickness and quality.