ABN 15 125 197 051 raise up to $7,500,000. raise up to NOTICE IMPORTANT This is an important document that should be read in its entirety. If you do not understand it, you should consult your professional delay. advisor without The Shares offered by this Prospectus should be considered speculative. Refer to Section for 10 details relating to investment risks. It is proposed that this issue will close at 5:00 pm (WST) on 30 September The Directors 2011. reserve the right to close the Offer earlier or extend this date without notice. Prospectus for the offer of 37,500,000 Shares Prospectus offer the for 37,500,000 of to per Share $0.20 of an issue at each price PROSPECTUS

MOGUL RESOURCES LIMITED PROSPECTUS 2011

ABN 15 125 197 051 +61 8 9463 +61 6656 8 9463 +61 6657 2643 998 11 +91 8 9463 +61 6657

Registered and Corporate Office Corporate and Registered Colin 11 GroveSuite 7, West Perth Western Australia 6005 Tel Fax OfficeIndia 207 Pragati House 47-48 Nehru Place IndiaNew Dehli 110019, Tel Fax PROJECT LOCATIONS RAJASTHAN

Quaternary drift sands Fault Deccan Trap basalts Mogul Project Mesozoic - Upper Proterozoics Mine

Granitic intrusions - Mid-Proterozoic Town Khetri Major copper DELHI Vindhyan Gp - Mid-Proterozoic mine camp Delhi Super Gp sediments Alwar Project Aravalli Super Gp* Archaean granite Ajmer Project *Archaean rocks with numerous outliers of lower Proterozoic sediments Kayar 9 Mt @ 10.6% Zn Pali Project Agucha 76 Mt @ 14% Zn

Zawar 7.8 Mt @ 6.3% Zn

PAKISTAN

DELHI NEPAL

BANGLADESH

MYANMAR

MUMBAI

PROJECT LOCATIONS INDIA

Mogul Project Location BANGALORE Ganges & other fluviatile sediments Undifferentiated phanerozoic rocks Deccan Traps (plateau basalts) Lower-Upper Proterozoic fold belts Archaean Craton CONTENTS

SECTION PAGE 1. Letter from the Chairman 06 2. Details of Offer 08 3. Mogul and its Projects 12 4. Board and Management 36 5. Independent Technical Assessment 38 6. Investigating Accountant’s Report 93 7. Financial Information 95 8. Solicitor’s Report on Mining Tenements 102 9. Corporate Governance 118 10. Risk Factors 123 11. Additional Information 127 12. Authorisation 131 13. Glossary of Terms 132 Application Forms & Instructions

CORPORATE DIRECTORY

Directors Share Registry Sundeep Bhandari Security Transfer Registrars Pty Ltd B.Com 770 Canning Highway Chairman APPLECROSS WESTERN AUSTRALIA 6153 Harjinder Kehal Telephone: +61 8 9315 2333 B.Sc, MMEC, MAIG, MAusIMM Facsimile: +61 8 9315 2233 Managing Director Securities Exchange Listing Max Cozijn ASX Limited B.Com, ASA, MAICD ASX Code: MOI Director Auditor and Company Secretary Investigating Accountant Max Cozijn Crowe Horwath Perth B.Com, ASA, MAICD Level 6 256 St Georges Terrace Registered and PERTH Corporate Offi ce WESTERN AUSTRALIA 6000 Unit 7, 11 Colin Grove Independent Geologist WEST PERTH SRK Consulting (Australasia) Pty Ltd WESTERN AUSTRALIA 6005 10 Richardson Street Telephone: +61 8 9463 6656 WEST PERTH Facsimile: +61 8 9463 6657 WESTERN AUSTRALIA 6005 www.mogulresources.com Solicitors to the Company Postal Address Hardy Bowen Lawyers PO Box 366 Level 1, 28 Ord Street WEST PERTH WEST PERTH WESTERN AUSTRALIA 6872 WESTERN AUSTRALIA 6005 Registered Offi ce India Solicitors (India) 207 Pragati House Trilegal 47-48 Nehru Place A-38 Kailash Colony NEW DELHI 110019 INDIA NEW DELHI 110048 INDIA Telephone: +91 11 2643 9986 MOGUL RESOURCES PROSPECTUS

HIGHLIGHTS OF THE ISSUE

OBJECTIVES AND STRATEGY • Mogul aims to create wealth for Shareholders through targeted exploration, thereby making discoveries and subsequent development of copper, gold and lead-zinc orebodies. • A technical team assembled by the Company will evaluate the latent potential of its projects by using systematic modern exploration methods, the latest technologies guided by best practice geological science and an open mind to mineralisation models.

MOGUL’S ASSETS EXPLORATION PROGRAMS Mogul Resources Limited (Mogul) has assembled a targeted • Mogul has planned aggressive and targeted exploration portfolio of projects that represent an excellent opportunity for programs to evaluate highly prospective targets on its India the discovery of new copper, gold and lead-zinc deposits. projects. The Company’s Rajasthan projects are located within Proterozic • Priority projects in Rajasthan will be the immediate focus age rocks. The main styles of mineralisation that Mogul is of drill testing with the aim to make an early discovery, targeting are IOCG, SEDEX and VMS. Mogul has three project development and production. areas in Rajasthan comprising Pali, Ajmer and Alwar covering • Utilisation of an established exploration team and logistical an area of approximately 4,300km2. The Pali Project is the most infrastructure to enable the generation of new targets and advanced with an IOCG target identified, a hydrothermal system follow-up systematic exploration. recognised and alteration observed in historic stopes. Broad • Well-established in-country expertise will allow Mogul to spaced systematic geochemical soil sampling has delineated manage its current projects and acquire new projects. an anomalous lead-copper-gold zone measuring 1.2km long by 1.2km wide, which remains open in all directions. Rock chip INDIA ATTRIBUTES samples from old workings have returned high base metal assays of up to 62% Pb, 1.5% Zn, 3.4% Cu, 3.0g/t Au and 146g/t • Prospective Archaean and Proterozoic geology with potential Ag. At Ajmer, a lead-zinc target with potential for repetitions for large scale deposits. of the Kayar, Ghugera and Taragarh style of deposits has been • Mines Act in existence since 1952. identified in the project area. Alwar, another IOCG target, • Large pool of skilled English speaking workforce. includes iron-rich units representing sites of hydrothermal • Economy growing at a rate of approximately 8% per annum. alteration and several granite “domes”. Significant lineaments representing regional shears have been identified from • Major infrastructure advances. LANDSAT Imagery and rock chip sampling with results of up to 16.1% Cu, highlights that the Alwar Project has potential to host KEY INVESTMENT RISKS IOCG deposits. The following are risks the Company considers to be key Mogul’s focus in its Karnataka projects is primarily for gold investment risks: and the Company sees an opportunity to secure a footprint in • Failure of exploration to define economic mineral deposits. a geological terrain similar to that of the Eastern Goldfields in • A downturn in commodity prices. Western Australia. Mogul has extensive in-house experience in the gold mineralisation styles being targeted. • Failure of third parties to perform contractual obligations. • Tenement grants, land access and possible new regulations. As a result, Mogul’s India projects represent an excellent opportunity for a junior company like Mogul to make new and Refer to Section 10 of this Prospectus for more information on exciting mineral discoveries. investment risks that could adversely affect Mogul’s financial performance and the value of its shares. This section is not intended to provide full information for investors considering an application for Shares offered pursuant to this Prospectus. The Prospectus should be read and considered in its entirety.

04 MOGUL RESOURCES PROSPECTUS

IMPORTANT NOTES AND STATEMENTS

This Prospectus is dated 22 July 2011. A copy of this Prospectus SPECULATIVE INVESTMENT has been lodged with ASIC on that date. ASIC and ASX take no The Shares offered under this Prospectus are considered speculative. responsibility for the contents of this Prospectus. There is no guarantee that the Shares offered by this Prospectus will No Shares will be issued or granted on the basis of this Prospectus make a return on the capital invested, that dividends will be paid on later than 13 months after the date of this Prospectus. the Shares or that there will be an increase in the value of the Shares in the future. This Prospectus does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make such an offer. Potential investors should carefully consider whether the Shares This Prospectus has been prepared to conform with the requirements offered by this Prospectus are an appropriate investment for them in light of their personal circumstances, including their financial and of securities law in Australia. taxation position. Refer to Section 10 for details relating to the risks This Prospectus is available in electronic form via associated with investing in the Company. www.mogulresources.com. The Offer constituted by this Prospectus in electronic form is available only to persons receiving USING THIS PROSPECTUS this Prospectus in electronic form within Australia. Persons having Persons wishing to subscribe for Shares offered by this Prospectus received a copy of this Prospectus in its electronic form may, during should read this Prospectus in its entirety in order to make an the Offer Period, obtain a paper copy of this Prospectus (free of informed assessment of the assets and liabilities, financial position charge) by telephoning the Company on (08) 9463 6656. Applications and performance, profits and losses and prospects of the Company for Shares may only be made on the Application Form attached and the rights and liabilities attaching to the Shares offered to, or accompanying, this Prospectus or in its paper copy form as pursuant to this Prospectus. If persons considering subscribing downloaded in its entirety from www.mogulresources.com. The for the Shares offered by this Prospectus have any questions, they Corporations Act prohibits any person from passing on to another should consult their stockbroker, solicitors, accountants or other person the Application Form unless it is attached to, or accompanies, professional advisers for advice. a hard copy of this Prospectus or the complete and unaltered Investors wishing to subscribe for Shares should complete the electronic version of this Prospectus. relevant Application Form included in, or accompanying, this This Prospectus should be read in its entirety. The Offer contained in Prospectus as applicable. this Prospectus does not take into account the investment objectives, financial situation and particular needs of the investor. Please GLOSSARY carefully read the instructions on the accompanying Application Defined terms and abbreviations used in this Prospectus are Form. If you are in any doubt as to the course to follow or whether to explained in the Glossary in Section 13. Additionally, defined invest you should consult your stockbroker, solicitor, accountant, or geological terms can be found in the Glossary accompanying the other professional advisers immediately. Independent Technical Assessment in Section 5. No person has authority to give any information or to make any representation in connection with the Offer which is not contained INDICATIVE TIMETABLE OF THE OFFER in this Prospectus. Any information not in this Prospectus may not be relied on as having been authorised by the Company in connection Lodgement of Prospectus with ASIC 22 July 2011 with the Offer. Expected Opening Date 1 29 July 2011 Expected Closing Date 2 30 September 2011 FOREIGN INVESTORS Expected Allotment Date 3 7 October 2011 No offer is made by this Prospectus in any jurisdiction outside Proposed date of trading of Shares Australia. The distribution of this Prospectus in jurisdictions outside on ASX to commence 3 21 October 2011 Australia may be restricted by law and persons who come into possession of this Prospectus should seek advice on, and observe, NOTES any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. This Prospectus 1. Subject to the Exposure Period. Any extension of the Exposure does not constitute an offer of Shares in any jurisdiction where it Period will impact on the Opening Date. would be unlawful to issue this Prospectus. 2. Investors are encouraged to submit their Applications as early as possible. The Directors reserve the right to close the Offer earlier EXPOSURE PERIOD or later than as indicated above without prior notice to investors. Applications for Shares under this Prospectus will not be processed 3. Anticipated dates only. The date the Shares are expected to until after expiry of the Exposure Period pursuant to Chapter be issued and/or commence trading on ASX may vary with any 6D of the Corporations Act. No preference will be conferred on change to the Closing Date. Applications received during the Exposure Period. All Applications received during the Exposure Period will be treated as if they were COMPETENT PERSONS STATEMENT simultaneously received on the date on which the Offer opens. If The information in this Prospectus that relates to Exploration Results the Exposure Period is extended by ASIC, Applications will not be is based on information compiled by Mr Louis Bucci and Ms Deborah processed until after expiry of the extended Exposure Period. Lord who are Members of The Australasian Institute of Mining The purpose of the Exposure Period is to enable examination of and Metallurgy. Mr Louis Bucci and Ms Deborah Lord are full-time this Prospectus by market participants prior to the acceptance of employees of SRK Consulting (Australasia) Pty Ltd and have sufficient Applications and the raising of funds. That examination may result experience which is relevant to the style of mineralisation and type in the identification of deficiencies in the Prospectus and, in those of deposit under consideration and to the activity which they are undertaking to qualify as a Competent Person as defined in the 2004 circumstances any Application that has been received may need to Edition of the Australasian Code for Reporting of Exploration Results, be dealt with in accordance with section 724 of the Corporations Act. Mineral Resources and Ore Reserves (the JORC Code). Mr Louis Bucci and Ms Deborah Lord consent to the inclusion in the report of the matters based on their information in the form and context in which it appears.

05 MOGUL RESOURCES PROSPECTUS

1. LETTER FROM THE CHAIRMAN

Dear Investor,

It is my pleasure on behalf of the Board of Mogul to invite you to become a Shareholder in the Company pursuant to the offer, in this Prospectus. This Offer consists of an issue of up to 37,500,000 fully paid ordinary Shares at 20 cents per Share to raise up to $7,500,000 (before expenses) to fund exploration programs on the Company’s projects. The Minimum Subscription is 25,000,000 Shares to raise $5,000,000. The Company’s Board brings to Mogul a blend of expertise in mineral exploration success, experience in capital markets and in-country knowledge. The key driving-force for the formation of the Company was the recognition of the untapped exploration potential and paucity of systematic, modern exploration within India’s Archaean and Proterozoic geological terrains. Mogul’s projects, located in the states of Rajasthan, Karnataka and Andhra Pradesh in India are considered to be prospective for copper, gold, lead-zinc and lithium deposits. In order to enhance the opportunities for early success, the Company will focus firstly on its granted projects at Pali and Ajmer in the state of Rajasthan. • At Pali, an iron oxide copper gold – (IOCG) target – with associated lead and silver, hydrothermal system has been recognised and a lead-copper-gold zone measuring 1.2km long by 1.2km wide outlined, which remains open in all directions. Rock chip samples from old historical workings have returned high base and 1 precious metal assays of up to 62% Pb, 1.5% Zn, 3.4% Cu, 3g/t Au and 146g/t Ag. This is a priority drilling target after listing. Section • At Ajmer a lead-zinc target with favourable host rock stratigraphy and structures has been identified. • The Alwar Project, with iron-rich units representing sites of hydrothermal alteration, significant lineaments representing regional shears, together with rock chip sampling with results of up to 16.1% Cu has led to the belief that the Alwar Project contains ingredients and the potential to host IOCG deposits. Mogul’s focus in Karnataka is primarily for gold and the Company sees an opportunity to secure a footprint in a geological terrain similar to that of the Eastern Goldfields in Western Australia, where Mogul has extensive in- house experience in the mineralisation styles being targeted. Mogul’s Cuddapah Project in Andhra Pradesh comprises two RP applications in the Nallamalai sub basin. The basin consists of carbonate facies rocks, within the Cuddapah Basin of mid to upper Preterozoic age. There has been considerable exploration in the Cuddapah Basin in the past and numerous base-metal occurrences have been identified. As a result, Mogul’s India projects represent an excellent opportunity for a junior exploration company like Mogul to make new mineral discoveries. Mogul’s technical personnel have had decades of experience in exploration in Australia, India and other countries and they have been instrumental in the discovery of a number of gold and base metal deposits. The Company has planned a targeted exploration program which will commence immediately after listing. The strategy of the Company will be driven by a Board and management team with proven technical and commercial skills. We will take a disciplined approach to all exploration and development decisions to ensure they are consistent with both the strategy of the Company and the interests of Shareholders. The Company will be managed in a cost effective manner to ensure that the most benefit is gained from exploration funds. The Board will also actively pursue, review and assess other projects that come to its attention. I recommend that you read this Prospectus thoroughly and we look forward to your participation as a Shareholder in advancing our exciting projects for the benefit of all stakeholders.

Yours sincerely,

Sundeep Bhandari Chairman 22 July 2011

06 MOGUL RESOURCES PROSPECTUS

Section

MOGUL’S TECHNICAL PERSONNEL HAVE HAD DECADES OF EXPERIENCE IN EXPLORATION IN AUSTRALIA, INDIA AND OTHER COUNTRIES AND THEY HAVE BEEN INSTRUMENTAL IN THE DISCOVERY OF A NUMBER OF GOLD AND BASE METAL DEPOSITS.

Gossan Punagarh Hill Prospect, Pali Project

07 MOGUL RESOURCES PROSPECTUS

2. DETAILS OF OFFER

2.1 THE OFFER This Prospectus invites investors to apply for up to 37,500,000 Shares at an issue price of $0.20 per share to raise $7,500,000. The Offer is subject to the Minimum Subscription of 25,000,000 shares to raise $5,000,000. Refer to Section 2.5 for details of the Minimum Subscription. The Shares issued under this Prospectus will be fully paid and rank equally with other Shares on issue.

2.2 CAPITAL STRUCTURE

MINIMUM SUBSCRIPTION ($5M) MAXIMUM SUBSCRIPTION ($7.5M) Number of Shares % of Shares Number of Shares % of Shares

Present Shares on issue 19,650,004 44% 19,650,004 34% Shares to be issued under this Prospectus 25,000,000 56% 37,500,000 66% 2 Total Shares 44,650,004 100% 57,150,004 100% Section

OPTIONS: NUMBER OF OPTIONS Options issued exercisable at 20 cents per share by 30/11/15 2,500,000 Options to be issued to Directors subject to Shareholder approval following Official Quotation of the shares on the Official List 1 8,000,000 Options that may be issued to parties assisting in the Offer 2 3,750,000

Note 1: Refer Section 11.4 for details of options proposed to be issued. Note 2: The Company reserves the right to issue up to 3,750,000 Options to any party assisting in the Offer with an exercise price of 20 cents and 5 year term.

2.3 PURPOSE OF THE OFFER AND USE OF FUNDS The Company is seeking to raise $7,500,000 pursuant to the Offer. The table below sets out the proposed use of funds based on Maximum Subscription and the Minimum Subscription.

EXPENDITURE MINIMUM SUBSCRIPTION ($5M) MAXIMUM SUBSCRIPTION ($7.5M) Yr 1* Yr 2* TOTAL ($) Yr 1* Yr 2* TOTAL ($) Exploration Expenditure 969,000 2,131,000 3,100,000 1,609,000 3,391,000 5,000,000 Corporate Costs: Administration Costs 710,000 742,000 1,452,000 710,000 770,000 1,480,000 Costs of the Offer 500,000 - 500,000 600,000 - 600,000 Plant & equipment 134,000 - 134,000 204,000 35,000 239,000 Working Capital 14,000 - 14,000 381,000 - 381,000 TOTAL ($) 2,327,000 2,873,000 $5,200,000 3,504,000 4,196,000 $7,700,000 Available Funds: Balance of Seed Capital 200,000 - 200,000 200,000 - 200,000 Gross Funds raised under The Offer 5,000,000 - 5,000,000 7,500,000 - 7,500,000 TOTAL ($) 5,200,000 - $5,200,000 7,700,000 - $7,700,000

* Year commencing from the date of the commencement of Official Quotation of the Company’s Shares on the Official List in the case of ‘Yr 1’ or the anniversary of that listing in the case of ‘Yr 2’.

08 MOGUL RESOURCES PROSPECTUS

Although the proceeds of the Offer are primarily to be used The Offer may be closed at an earlier date and time at the as summarised in the above table, the actual allocation of discretion of the Directors, without prior notice. Applicants are funds may change depending upon the results of exploration therefore encouraged to submit their Application Forms as early programmes and the analysis of those results, and the timing of as possible. However, the Company reserves the right to extend the grant of the tenements under application. The Company also the Offer or accept late Applications. intends to capitalise on other opportunities as they arise, which may result in costs being incurred that are not included in the 2.7 OFFICIAL QUOTATION above table. Application for admission of the Company to Official Quotation of the Shares on the Official List will be made within 7 days of the WORKING CAPITAL ADEQUACY date of this Prospectus. The Directors consider that the monies to be raised pursuant to The fact that ASX may admit the Company to the Official List is the Offer will provide sufficient working capital to carry out the not to be taken in any way as an indication of the merits of the Company’s stated objectives set out in this Prospectus. Company or the Shares offered by this Prospectus. ASX takes no 2.4 MINIMUM APPLICATION UNDER OFFER responsibility for the contents of this Prospectus. If ASX does not grant permission for Official Quotation of the Applications under the Offer must be for a minimum of 10,000 Shares within three months after the date of this Prospectus (or Shares ($2,000) and thereafter in multiples of 1,000 Shares ($200). within such longer period as may be permitted by ASIC) none of Applications to subscribe for Shares under the Offer will only be the Shares offered by this Prospectus will be allotted and issued. accepted on the Application Form attached to this Prospectus. If no allotment and issue is made, all Application Monies will be refunded to Applicants (without interest). 2 2.5 MINIMUM SUBSCRIPTION Section The minimum subscription is $5,000,000 (25,000,000 Shares) 2.8 ALLOTMENT (Minimum Subscription). Application Monies will be held in trust for Applicants until None of the Shares offered by this Prospectus will be issued if allotment of the Shares. Any interest that accrues will be retained valid Applications for 25,000,000 Shares are not received. Should by the Company. No allotment of Shares under this Prospectus valid Applications for 25,000,000 Shares not be received within will occur until the Minimum Subscription is reached. four months from the date of this Prospectus, the Company The Company reserves the right to reject any Application or to will either repay the Application Monies to Applicants or issue issue a lesser number of Shares than those applied for. Where a supplementary prospectus or replacement prospectus and the number of Shares issued is less than the number applied for, allow Applicants one month to withdraw their Applications and surplus Application Monies will be refunded (without interest) as Application Monies will be repaid (without interest). soon as reasonably practicable after the Closing Date. 2.6 HOW TO APPLY Shares under the Offer are expected to be allotted, and shareholding statements dispatched, on or before the If you wish to invest in the Company, complete the Application Allotment Date. Form attached to this Prospectus. Completed Application Forms should be returned to the Company’s Share Registry, together 2.9 CHESS with the Application Monies in full, prior to 5.00pm (WST) on the Closing Date. Alternatively complete a paper copy of the The Company will apply to participate in the Clearing House electronic Application Form which accompanies the electronic Electronic Sub-register System (CHESS), operated by ASX version of the Prospectus which can be found and downloaded Settlement and Transfer Corporation Pty Ltd (ASTC) (a wholly from www.mogulresources.com owned subsidiary of ASX), in accordance with the Listing Rules and ASTC Operating Rules. On admission to CHESS, the Company Completed Application Forms and Application Monies should be will operate an electronic issuer-sponsored sub-register and an returned to the Share Registry as follows: electronic CHESS sub-register. The two sub-registers together will By post to: make up the Company’s register of Shareholders. Mogul Resources Limited The Company will not issue certificates to Shareholders. Instead, c/- Security Transfer Registrars Pty Ltd as soon as is practicable after allotment, successful Applicants PO Box 535 will receive a holding statement which sets out the number of APPLECROSS WA 6953 Shares issued. Or delivered to: A holding statement will also provide details of a security Mogul Resources Limited holder’s Holder Identification Number (HIN) (in the case of a c/- Security Transfer Registrars Pty Ltd holding on the CHESS sub-register) or Shareholder Reference 770 Canning Highway Number (SRN) (in the case of a holding on the issuer sponsored APPLECROSS WA 6153 sub-register). Refer to the instructions on the back of the Application Form Following distribution of these initial holding statements, an when completing your Application. Cheques must be made updated holding statement will only be provided at the end of payable to ‘Mogul Resources Ltd – Subscription Account’ and any month during which changes occur to the number of Shares crossed ‘Not Negotiable’. All cheques must be in Australian currency. held. Shareholders may also request statements at any other time (although the Company may charge an administration fee).

09 MOGUL RESOURCES PROSPECTUS

2.10 DIVIDEND POLICY 2.14 WITHDRAWAL The extent, timing and payment of any dividends in the future The Directors may at any time decide to withdraw this will be determined by the Directors based on a number of Prospectus and the Offer in which case the Company will return factors, including future earnings and the financial performance all Application Monies without interest within 28 days of giving and position of the Company. notice of the withdrawal. At the date of issue of this Prospectus the Company does not intend to declare or pay any dividends in the immediately 2.15 ENQUIRIES foreseeable future. Enquiries relating to this Prospectus, or requests for additional copies of this Prospectus, should be directed to the Company 2.11 RISKS FACTORS OF AN INVESTMENT IN THE Secretary at Unit 7, 11 Colin Grove, West Perth, Western Australia COMPANY 6005 or by telephoning (08) 9463 6656. Prospective investors should be aware that an investment in the Company should be considered speculative and involves a number of risks inherent with mineral exploration. Section 10 contains details of key risk factors which investors should be aware of. It is recommended that potential investors consider these risks carefully before deciding whether to invest in the Company. This Prospectus should be read in its entirety as it provides 2 information for potential investors to decide whether to invest in Section the Company. If you have any questions about the desirability of, or procedure for, investing in the Company please contact your stockbroker, accountant or independent adviser.

2.12 OVERSEAS APPLICANTS No action has been taken to register or qualify the Shares, or the Offer, or otherwise to permit the public offering of the Shares, in any jurisdiction outside Australia. The distribution of this Prospectus within jurisdictions outside Australia may be restricted by law and persons into whose possession this Prospectus comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of those laws. The Prospectus does not constitute an offer of Shares in any jurisdiction where, or to any person to whom, it would be unlawful to issue this Prospectus. It is the responsibility of any overseas Applicant to ensure compliance with all laws of any country relevant to his or her Application. The return of a duly completed Application Form will be taken by the Company to constitute a representation and warranty that there has been no breach of such law and that all necessary approvals and consents have been obtained.

2.13 RESTRICTED SHARES Chapter 9 of the Listing Rules prohibits holders of restricted securities from disposing of those securities or an interest in those securities, or agreeing to dispose of those securities or an interest in those securities, for the relevant restriction periods. The holder is also prohibited from granting a security interest over those securities. None of the Shares issued pursuant to the Offer are expected to be restricted securities. In accordance with the Listing Rules, the Directors expect the ASX may classify some of the Shares and Options on issue as at the date of this Prospectus as restricted securities.

10 MOGUL RESOURCES PROSPECTUS

2 Section

THE COMPANY WILL TAKE A DISCIPLINED APPROACH TO ALL EXPLORATION AND DEVELOPMENT DECISIONS TO ENSURE IT IS CONSISTENT WITH BOTH ITS STRATEGY AND THE INTERESTS OF SHAREHOLDERS

Top and Bottom: Mogul’s geologist with the soil sampling crew at the Pali Project and undertaking detailed geological mapping there

11 MOGUL RESOURCES PROSPECTUS

3. MOGUL AND ITS PROJECTS

3.1 INTRODUCTION 3.2 MOGUL PRIORITY PROJECTS Mogul was incorporated in May 2007 in Perth, Western Australia. Mogul’s projects are geologically prospective for copper, The key driving-force for the formation of the Company was the gold, lead, zinc and lithium deposits. In order to enhance the recognition of the untapped exploration potential and lack of opportunities for early success, the Company has ranked all of its any systematic modern exploration within India’s Archaean and projects and made a decision to focus firstly on the Pali, Ajmer Proterozoic geological terrains. The Company was specifically and Alwar projects in Rajasthan. The timing of exploration work established, to generate its own projects through the lodgement on the gold prospective projects in Karnataka is dependent on of Reconnaissance Permit (RP) and Prospecting Licence (PL) the grant and approval of the tenements there. applications and to undertake further exploration within targeted Pali Project (IOCG target – with associated lead and silver) mineralized regions within the States of Rajasthan, Karnataka and Andhra Pradesh in India. • Hydrothermal system recognised with silica, jaspilite, epidote and sulphide alteration observed in historic stopes. India is a country rich in mineral resources and is highly Haematite/propylitic alteration with higher copper-silver-gold prospective for new discoveries. It has had a long mining history and galena-barite mineralisation in the historic workings at during the ancient times and again during the Middle Ages. Punagarh Hill prospect. However, current mineral (base and precious metals) production is small compared to the country’s size and its favourable • At Sandarla prospect, broad spaced systematic geochemical geology. A lack of exploration and investment in India’s mineral soil sampling has delineated an anomalous lead-copper-gold wealth has resulted in a decline from over a hundred gold mining zone measuring 1200m long by 1200m wide, which remains centres in the early part of last century to just one operating open in all directions. 3 gold mine in the country today. India is considered to have the • Rock chip samples from old workings have returned high base Section potential to yield significant gold, base metal, diamond and and precious metal assays of up to 62% Pb, 1.5% Zn, 3.4% Cu, other mineral discoveries. Despite sharing many similarities with 3g/t Au and 146g/t Ag. the geology of Western Australia, the Indian resource industry Ajmer Project (Lead-zinc target) has not yet developed to the extent of Australia due to a lack of modern exploration and cost-effective mining techniques. • Favourable host rock stratigraphy and structures. Rajasthan has a long tradition of mining, producing the bulk of • Opportunities exist for repetitions of the Kayar, Ghugera and India’s current copper and lead-zinc production. Karnataka is Taragarh style of deposits. Although these deposits are not home to the world class Kolar deposit, similar in stature to the part of Mogul’s Ajmer tenement, they do demonstrate the Golden Mile in Kalgoorlie. A lot of first pass exploration work has potential of the region. been undertaken by the Geological Survey of India (GSI) in large Alwar Project (IOCG target) parts of the country. Mogul has completed its own interpretation • Iron-rich units representing sites of hydrothermal alteration and over greater regions of its project/tenement areas using public several granite “domes” in the broader Alwar Project area. domain data. • Significant lineaments representing regional shears identified Mogul’s founding directors, Harjinder Kehal, Max Cozijn and from detailed LANDSAT Imagery. Sundeep Bhandari, are experienced directors with technical • Rock chip sampling with results of up to 16.1% Cu highlights that expertise and commercial and corporate experience comprising the Alwar Project has moderate potential to host IOCG deposits. more than 30 years of active involvement in the development and management of exploration/mining resource projects in Australia Mogul aims to generate wealth for Shareholders through the and India. discovery and subsequent development of mineral resources within its project areas in India. Development of the business in India itself, and the facilitation of Governmental coordination services and contacts, are provided Following completion of the Offer, and in addition to exploring by Sundeep Bhandari, a resident Indian national based in New and developing these projects, it is Mogul’s intention to Delhi. Mr Bhandari has presence in the Oil/Gas sector in India continually review opportunities to acquire high quality projects through his involvement with Cairn India and Oilex. with resources which can be developed in the short-term to provide cash flow to support the growth of the Company. The Brijendra Gahlot (ex – Anglo American) joined the Company Company may be required to raise additional funds for any in October 2010 as Exploration Manager and brings a wealth potential future acquisitions. of exploration experience in India, as well as current industry knowledge. In addition, Barry Rees and Shashi Kumar are the principal geological consultants for Mogul who both have wide ranging experience and expertise in the geology and discovery of copper, gold and lead-zinc deposits in India and Australia. The Company’s principal office is in Perth, Western Australia, which will enable it to focus appropriate technical and commercial resources on its project opportunities. Mogul has established an exploration base in Udaipur, in the state of Rajasthan, from where it will conduct its exploration activities. Administration services will be provided from Mr Bhandari’s office in Delhi. All of the Company’s projects are accessible by major roads and brand new airports, particularly in Rajasthan.

12 MOGUL RESOURCES PROSPECTUS

Section

Figure 1: Simplified geology of India and Mogul’s project locations

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3.3 INDIA - COUNTRY OVERVIEW sectors like telecom, real estate, retail etc., is permitted, but subject to certain restrictions. Average manufacturing sector a) Physiography and Culture tariffs are now down to 12% or less. FDI as a share of its GDP India is the seventh largest country by geographical area (over gre from less than 0.03% in 1991 to 3.5% in 2008. 3 million km2). It is located entirely in the northern hemisphere Mineral production constitutes 2.6% of the country’s GDP. FDI up and is the second most populous country in the world (over 1.2 to 100% is allowed. The FDI limit for exploration and mining of billion people and a middle-class population of close to 400-500 diamonds and precious stones has recently been raised to 100% million). Its neighbours are Bangladesh and Myanmar in the east; from 74%. Bhutan, China and Nepal in the north; Pakistan in the west and Sri Lanka in the south. In 2010, India become the world’s fourth largest economy (behind only the United States, China and Japan) on purchasing Given its cultural diversity, scores of languages and dialects are price parity basis with a GDP of $3.92 trillion. Between 2000-01 spoken in the country. Of these, 22 languages are recognised in and 2007-08, India’s real GDP growth averaged 7.3% per annum. the Indian Constitution. Hindi, written in the Devanagari script, is In 2010-11, the real GDP growth rate is estimated to be 8.75% and the national language, while English is the business language. 2011-12 to be 9%. As India is a secular country, it does not advocate any one Australia-India trade and investment relations are strong and religion, and all religions are accorded equal status before the there is substantial room for expansion of both trade and law. The various religions practised in the country are Hinduism, investment. The Indian economy is likely to be a very strong Islam, Christianity, Sikhism, Buddhism, Jainism, Judaism and engine for economic growth, not just in the region, but globally Zoroastrianism. as well. 3 b) Government Structure Section e) Infrastructure India is a sovereign, socialist, secular, democratic republic The country’s large pool of skilled English-speaking workers is a and comprises 29 states and six union territories. Each state tremendous competitive advantage vis-a-vis other nations. is administered by a state government, while the central Government is in charge of the overall administration of Most parts of the country are well connected by air, rail and road the country. The union territories are administered by transport. Nearly every major international airline operates flights representatives nominated by the central Government. to and from the country. In the last 5 years, two Indian airlines, namely Jet Airways and Kingfisher have appeared on the scene, India follows a parliamentary form of government. Even though contributing a large share of domestic air travel with flights to all the President is the Head of the Republic, the real powers are parts of India. India also has an extensive rail and road transport vested in the Prime Minister, who is the elected representative network with a network of motorways/freeways built in the last of the people. The Government has three branches – legislature, ten years connecting the major cities in India. Numerous car executive and judiciary. rental agencies offer cars for hire and public taxis are available in c) Financial System and Currency some cities. The Reserve Bank of India (RBI) was established in 1935 and is India is five and a half hours ahead of Greenwich Mean Time and the central bank of the country. The banking system in India uses standard time countrywide throughout the year. comprises commercial banks, urban and state cooperative banks and regional rural banks. India’s monetary unit is the Indian rupee (INR/Rs). Only the central Government is empowered to legislate on matters relating to currency and coinage and the RBI is the sole authority empowered to issue currency. d) Economic Liberalisation and Foreign Investment Since the commencement of economic reforms in 1991, successive governments have implemented strong measures to liberalise the business environment and boost industrial growth. The elimination of licensing requirements for all but six industries has ushered in an era of competition and imparted dynamism to the Indian economy. Substantial reduction in import tariffs on raw materials and intermediate products, coupled with rationalisation of excise duties, have eased access to inputs and reduced costs. Forward looking export-import policies have enhanced the competiveness of the country’s exports, and created an environment conducive to their rapid growth. In order to enable industry to imbibe state-of-the-art technology and global best practices, the Government has been welcoming foreign direct investments (FDI) and foreign collaborations. FDI limits in almost all industries have been progressively liberalised and approval procedures simplified. With liberalisation, FDI in a large numbers of industries is permitted up to 100% automatically, without any approvals. FDI in

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3.4 PROJECTS GEOLOGY OVERVIEW & MINERAL very similar to those in Kalgoorlie’s Golden Mile district in POTENTIAL Western Australia. The Archaean geology and mineralising styles should be similar in both areas but, to date, Indian gold India is a country rich in mineral resources and has a long mining has only exploited high-grade vein type mineralisation. mining history during the ancient times and again during the Lode deposits or broad, metasomatic deposits such as Mt Middle Ages. However, current mineral production is small Charlotte, Meekatharra and Paddington or mylonite hosted compared to the country’s size and its favourable geology. A deposits, such as Lancefield, Agnew and Big Bell (all in lack of exploration and investment in India’s mineral sector has Western Australia) have not been discovered or exploited. resulted in a decline from over a hundred gold mining centres The apparent absence of such mineralisation is far more likely in the early part of last century to just one operating gold mine in the country today. India is considered to have the potential to to represent a deficiency in exploration rather than the real yield significant gold, base metal, diamond and other mineral absence of these styles of mineralisation. The gold mining discoveries. Despite sharing many similarities with the geology industry in India today can be considered to be equivalent of Western Australia, the Indian resource industry has not yet to the gold mining industry in Australia in the 1970s. This developed to the extent of Australia due to a lack of modern represents an opportunity for Mogul for the discovery of new exploration and cost-effective mining techniques. gold deposits in its Projects in Karnataka. With respect to exploration for base and precious metals As a result India represents an excellent opportunity for a junior Mogul’s prime focus has been to target projects in Archaean and company to make new mineral discoveries. Proterozoic terrains. Rock exposure, particularly in peninsular India is far better than that which is prevalent in Western 3.5 NOTE ON TENEMENT STATUS 3 Australia. The lower Proterozoic age Aravalli Mobile Belt in Mogul has applied for a number of tenements in the states of Section Rajasthan is host to world class high grade lead-zinc deposits Rajasthan, Karnataka and Andhra Pradesh. Three RPs have so such as Rampura-Agucha and is highly prospective for new far been granted. In Rajasthan, two RPs (Pali and Ajmer) have copper-gold (IOCG type) and lead-zinc deposits. been granted covering an area of 782km2. In Karnataka, the Archaean aged greenstone belts in Karnataka and Andhra Nagamangala RP has also been granted covering an area of Pradesh are the hosts of significant gold production from 113km 2. The Solicitor’s Report on mining Tenements in Section the Kolar, Hutti, Ramagiri and Gadag mines. The structural 8 provides detailed information on the status of Mogul’s and lithologic controls of gold mineralisation at Kolar are tenements in India.

Royal Palace Udaipur, Rajasthan

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3.6 RAJASTHAN PROJECTS Geology, Exploration History and Targets Mogul has carefully assembled a package of projects that The Pali Project lies adjacent to the main Aravalli Ranges. While demonstrate a range of styles of mineralisation and occur some ancient mine workings are present, the project area has in districts with varying degrees of mining activity. Mogul’s only had limited modern exploration, mostly by the GSI. Mogul tenements represent an opportunity for the discovery of new interprets the host rocks to be equivalent to the Ajabgarh Group copper, gold and lead-zinc deposits. of the Delhi Fold Belt, in the Alwar-Khetri region to the north, which host significant copper base metal deposits. Mogul’s Rajasthan projects are distributed throughout the Proterozic Aravalli Ranges, with project areas in districts with Two prospect areas Sandarla, and Punagarh Hill, as shown in demonstrated mineralisation of varying styles. The main styles Figures 3 and 5, have been outlined by Mogul’s exploration of mineralisation that Mogul is targeting are IOCG, SEDEX and work at the Pali Project. The age of the lead mineralisation at VMS types. Punagarh Hill is similar to the copper sulphide mineralisation, at Khetri. The shear (breccia) hosted, replacement style of sulphide Mogul has three project areas in Rajasthan comprising six RPs mineralisation, together with intense haematite, silica, epidote at Pali, Ajmer and Alwar (See Figure 2). The Pali and Ajmer RPs alteration and the suite of elevated concentrations of elements have been approved by the Government of India, Ministry of such as copper, lead, zinc, gold, silver, iron, barium, molybdenum Mines and Rajasthan, Ministry of Mines and Petroleum. Deeds of and uranium, suggest that the Pali deposits may be analogues of arrangement for the Pali and Ajmer RPs have been signed with IOCG deposits. the Rajasthan Government. At the Sandarla prospect, there are a number of ancient mine The state of Rajasthan is located in western India, between workings consisting of shallow trenches, shafts and stopes. latitudes 24˚N and 30˚N and is well endowed with base metal Mogul has completed a 102 sample soil geochemical survey at 3 mineral resources. A “culture of mining” is present in the State. the Sandarla prospect on an 800m by 600m pattern. This work Rajasthan produces a majority of the copper lead-zinc in India’s delineated a broad anomalous zone lead-copper-gold 1200m by Section base metal production. Rajasthan remains largely unexplored 1200m in size, which remains open in all directions (See Figure 4). despite continued exploration by GSI and Hindustan Zinc Rock chip samples from old workings in the area have returned Limited (HZL) now owned by Vedanta Resources plc (VR), as high base metal assays (up to 62% Pb, 1.5% Zn and 0.36% Cu) and well as foreign companies aimed at the discovery of new base one shallow pit sample which assayed 3 g/t Au (together with 53 metal deposits. The GSI and HZL have previously focused their g/t Ag, 0.36% Cu and 5.95% Pb). exploration efforts to define the extensions of known deposits. Rampura-Agucha, discovered in the early 1990s and now owned The style of mineralisation at the Sandarla prospect is different by Vedanta Resources plc, is an exception, with a 75.7 Mt Reserve from that at the Punagarh Hill prospect. There may be (proven and probable) at 14.2% Zn and 2% Pb. replacement lodes at both localities, but the Sandarla prospect has greater haematite/propylitic alteration with higher copper- Very little systematic exploration using modern exploration silver-gold and lower zinc-barium chemistry. techniques has been undertaken. At the Punagarh Hill prospect, the area is characterised by a hill The Company has taken a regional approach to its ground which shows massive gossanous silica/jaspilite alteration, where selection and target areas and has compiled regional geological/ Mogul has undertaken limited rock chip and soil sampling. The structural maps to select the current RP areas. Prospective host Company has identified a 055° striking corridor from LANDSAT rocks (e.g. carbonaceous and ferruginous flysch-type sediments Imagery datasets, that it considers an important controlling at Alwar) have been used as a basis for ground selection rather structure for mineralisation in the area (See Figure 5). than the traditional method of submitting applications over areas with old workings. This demonstrates a fundamental On the ground, this trend is marked by a series of low hillocks understanding of the overall mineralisation systems in the extending northeastwards from Punagarh Hill itself. Mogul’s districts targeted by Mogul. reconnaissance sampling has revealed visible evidence of quartz- sulphide veining within weakly sheared siltstones in these hills. PALI PROJECT Rock chip samples from a sulphide-bearing shear returned lead assays of 2.72%, with copper, zinc, silver and gold also anomalous. Location and Tenure Ferruginous staining after pyrite in cherty quartz in the northern The Pali Project lies in the south central part of Rajasthan near part of the structural corridor returned anomalous lead, copper, the regional town of Pali. The major tourist town of Jodhpur, zinc and barium from assays. Galena-barite mineralisation occurs which is serviced by daily flights from Delhi, is located 60km in the historic mines on Punagarh Hill. to the northwest. The Pali Project consists of RP 12/2007 and The encouraging and very significant, soil and rock chip results RP application 75/2010 which cover an area of approximately from the Sandarla and Punagarh Hill prospects from exploration 1018km2 (See Figures 2 and 3). The project area is semi-arid with work completed in 2010 have been followed up with large land use dominated by grazing and some agriculture. Relief is systematic soil geochemical programs over areas of 5.2km by mostly low and there are a few hills. Punagarh Hill, 12km east 2.0km at the Punagarh Hill prospect and 1.2km by 1.6km at the northeast of Pali, rising some 200m above the plain, is the Sandarla prospect, totalling 1339 samples during March 2011 (See highest point. Access through the project area is good with Figures 4). The soil sampling was undertaken on a 200m by 25m numerous roads, which are mostly sealed. grid pattern at the Sandarla prospect and a 400m by 25m grid pattern at the Punagarh Hill prospect. The samples were collected from a depth of 30cm to 40cm below the surface with grid control using a GPS with a sample size of 0.25kg. The receipt of the results from the soil sampling program is expected to lead to the formulation of a RAB drilling program at the Pali Project during October/November 2011.

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3 Section

Figure 2: Location of project areas in Rajasthan, simplified geology and major deposits (GOR – Government of Rajasthan).

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View of area north of Punagarh Hill

3 Section

Figure 3: Location and simplified geology of the Pali Project

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3 Section

Figure 4: Sandarla Prospect: soil and rock chip sampling results (1ppm = 1g/t), Pali Project

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3 View of southern part of Pali Project Section

Figure 5: LANDSAT image of Sandarla and Punagarh Hill prospect areas showing rock chip and soil sampling areas and results

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Proposed Exploration Program - Sandarla and Punagarh Hill prospects. Mogul’s proposed exploration program and budget at the Pali The Pali Project has moderate to high potential for base metals, Project for the minimum subscription of $5.0 million for year 1 more particularly an IOCG system. Preliminary reconnaissance would be $744,500 and year 2 would be $1,245,000. With the and sampling of two prospect areas – the Sandarla and Punagarh Maximum Subscription of $7.5 million for year 1, the exploration Hill prospects have led to the recognition of a hydrothermal program and budget would be $1,105,000 and year 2 would be alteration system. $1,791,000. The drilling programs form the bulk of the budget. Mogul proposes an exploration program combining detailed Mogul proposes that RAB drilling will be followed by RC geological mapping of the two prospects combined with ground drilling (reverse circulation). For the Minimum Subscription magnetic surveys. A targeted ground magnetic survey should the Company has budgeted 7,000m of RAB and 5,000m of RC discriminate between structures, including possible internal drilling and 1,000m of diamond drilling while for the Maximum granitoids. At the Sandarla prospect, ground magnetics will Subscription, 8,000m of RAB and 6,000m of RC drillingand be evaluated for geology and structure, initially over an area of 2,000m of diamond drilling is planned. approximately 1.6km by 2.8km. At the Punagarh Hill prospect, a ground magnetics survey area of approximately 3.2km by 6.4km will be completed. These programs, in conjunction with the very encouraging results from the first pass rock chips and soil sampling program, will help the company progress to the implementation of drilling programs in the future. The topography at the Sandarla prospect is amenable to RAB drilling and the geochemical drill 3 targets will be tested as soon after the monsoon wet period as Section possible (October 2011). RAB drilling will be followed by RC/ diamond drilling.

1 2

Punagargh Hill Prospect 1: Managing Director Harjinder Kehal standing in old workings at the Punagargh Hill Prospect 2: Exploration Manager BS Gahlot at an exposure showing continuation of the extensive hemetite alteration halo which returned results of 2.4% Pb north of Punagargh Hill Gossan

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AJMER PROJECT Ajmer area. HZL at Kayar has outlined a significant zinc-lead deposit over a strike length over 1km, totalling 9 Mt with a grade Location and Tenure of 10.6% Zn and 1.7% Pb which is being readied for mining. Areas The Ajmer Project consists of RP 08/2007 and covers 365km2 covering the Kayar and Ghugera deposits lie within a mining in the area to the west and south of the major city of Ajmer in licence which is excised from the Ajmer RP. central Rajasthan (See Figure 6). The project area is serviced by a number of roads and is only 50km from the six lane National Proposed Exploration Program and Budgets Highway to Delhi. Mogul believes that opportunities exist for repetitions of the Kayar, Ghugera and Taragarh style of deposits in the region Geology, Exploration History and Targets south and west of the Ajmer Granite – an area of about 26km The Ajmer Project lies within the Ajmer Basin which contains by 6km. While it is not believed that the base metal deposits of favourable host rock stratigraphy, structures and hosts a the Ajmer district are syngenetic or stratiform, they do appear number of known lead-zinc (copper) deposits. The Ajmer Basin to be related to reactive formations or structural sites. Hence is interpreted as a sub-basin of the Delhi Super Group and geological mapping, with the aid of magnetics, will be essential consists of late Proterozoic sediments equivalent to those of the for a new geological interpretation. Favourable zones would then Alwar and Ajabgarh Groups. Close to Ajmer City, an elongate be soil sampled and anomalous areas would be tested initially by (domal) granitoid occupies the core of an anticline where the RAB followed by RC drilling. limbs are composed of Ajabgarh Group rocks. There are at Proposed exploration program at the Ajmer Project would be: least four significant base metal occurrences peripheral to this granitoid. The Kayar-Ghugra and Taragarh lead-zinc (copper) • lithologic and structural mapping: 1:25,000 scale; 3 deposits occur in quartzite and calc-silicate (flysch) formations. • acquisition and reinterpretation of magnetics; The base metal deposits are reportedly stratiform (but may • gossan search and prospecting; Section be replacement). The intrusion of such felsic igneous rocks is likely to be controlled by older pre-existing structures and is • soil geochemistry: 25m by 400m pattern of selected zones; and not confined to the “Ajmer zone”. Around the village of Rajgarh • RAB drill testing of base-metal anomalies. (10km west of Nasirabad) there are swarms of pegmatite veins Mogul’s proposed exploration program and budget at Ajmer (some worked for beryl and emerald) in Ajmer Group rocks, and for the Minimum Subscription of $5.0 million for year 1 would these are probably derived from felsic plutons (as at Kayar). be $116,500 and year 2 would be $305,000. With the Maximum The GSI and several private companies including BHP, HZL, Subscription of $7.5 million for year 1 the exploration program Anglo American and Rio Tinto have previously explored the and budget would be $342,500 and year 2 would be $451,000.

Managing Director Harjinder Kehal and SRK Consulting’s Louis Bucci at Ajmer Project

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3 Section

Figure 6: Ajmer Project geology, zinc-lead deposits and copper prospects. Note: Areas covering the Kayar and Ghugera deposits lie within a mining licence which is excised from the Ajmer Project RP.

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ALWAR PROJECT There are no operating base or precious metals mines in the Alwar region. However, the area is well endowed with iron and Location and Tenure copper occurrences. The Bhagoni deposit, containing some 5 The Alwar Project comprises three contiguous RP applications Mt of 1% Cu, and the Kho-Dariba deposit, some 13km to the (11/2008, 26/2008 and 2/2011) covering 2970km2 (See Figure 7). south, consisting of 0.5Mt of 2.5% Cu were mined by Government The Project is located two hours drive southeast of Delhi in north controlled Hindustan Copper in the 1990s. Rajasthan and is accessible by the six lane National Highway. Within the project area itself and its surrounds, Mogul has identified some 14 mineralised sites from GSI publications. In Geology, Exploration History and Targets particular, Makroda and Jamrauli prospects have been included The Alwar Project extends across more than 100km of strike in IOCG types by previous explorers BHP Billiton geologists. of sediments of the northern-most Aravalli RangesIt includes These deposits are enriched in rare earth elements barium, silver, formations of carbonaceous and ferruginous flysch-type gold, copper, molybdenum, bismuth and tellurium. sediments and quartzites but only minor carbonate or igneous sequences. Numerous potentially structurally controlled late- Proposed Exploration Program and Budgets stage granitoids intrude the sediments. Abundant old mining The exploration program upon the grant of Alwar RPs would sites occur in the southern part of the project where there are include: known copper and pyritic occurrences. • acquisition and compilation of data; In the western area of the Project there are ferruginous • gossan mapping and reconnaissance in the far west and far sediments with “iron ore” localities associated with the Ajabgarh south of the Alwar Project; 3 and Alwar Groups carbonate and flysh sediments. These Section warrant prospecting as the iron-rich units could represent sites • prospect geological mapping (1:25,000); of hydrothermal alteration of an IOCG style. There are several • soil geochemistry (25m x 200m); granite domes in the district and Tatarpur copper (just outside • ground magnetic surveys; and the project area) occurrence lies on the nose of a fold overlying one such intrusion (See Figure 7). • RAB drilling of geochemical and/or magnetic targets Mogul’s proposed exploration program and budget at the Mogul’s data compilation, field reconnaissance and subsequent Alwar Project for the Minimum Subscription of $5.0 million for rock chip sampling of the Aravalli mobile belt has led to year 1 would be $28,000 and year 2 would be $186,000. With the the compilation of IOCG attributes that may occur in such Maximum Subscription of $7.5 million for year 1 the exploration mineralised sites in the Alwar Project area. It is apparent from program and budget would be $30,000 and year 2 would be LANDSAT Imagery interpretation that significant lineaments $311,000. The proposed budget is based on the current status of represent regional shear zones. The Tatarpur locality on one its Alwar RP applications, however if the Alwar RPs are granted such structure comprises a shear zone in amphibolites or at the after the listing process, the exploration budgets would be contact of amphibolite and arkosic quartzite. There are a few revised as the Alwar Project is considered to have significant collapsed pits (from early part of the 20th Century) extending potential to host IOCG – deposits. for over 400m on a 200° strike dipping 70-80° to the northwest. The wallrock alteration consists of a pinkish silicate and relict Mogul proposes drilling of discrete targets at the Alwar Project amphibole or magnetite/haematite suggestive of IOCG and for the Minimum Subscription has budgeted 750m of RC alteration. Epidote and sulphides (pyrite/chalcopyrite) with drilling, while for the Maximum Subscription 1,000m of RC quartz, calcite and actinolite occur in veinlets. The shear appears and 250m of diamond drilling is planned. For the Minimum to have been folded and has been offset by later faulting. Subscription Mogul has budgeted 7,000m of RAB, 5,000m of RC and 1,000m of diamond drilling, while for the Maximum The principal structure continues southwards to include an “iron Subscription, 8,000m of RAB, 6,000m of RC and 2,000m of ore” occurrence in the Alwar Project. diamond drilling is planned. Similar lineaments/shears have been interpreted from LANDSAT Imagery to pass adjacent to the Makroda, Jamrauli, Binjori and Jakawadi copper occurrences (See Figure 7). The Binjori prospect (outside of the Alwar Project area) is hosted within a quartzite/ sandstone ridge and contains mine workings reputed to be “hundreds of years old” sulphide relics. A silver-iron-altered shale unit occurs approximately 2km southwest of Binjori, with local gossanous segregations. Another similar zone of alteration is located about 800m to the northeast.

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Sainpuri mine prospect: Copper stained quartzite Jotri prospect: Hematite alteration and brecciated host rock

3 Section

Figure 7: Alwar Project geology and copper prospects – potential IOCG targets

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3 Section

Copper stained shear zone at the Tatarpur Prospect (immediately north of Mogul’s Alwar North RP)

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3.7 KARNATAKA PROJECTS The Kolar mines extended more than 3000m in depth and produced over 28.5 Moz of gold. More than 26 gold lodes are The State of Karnataka in South India, lying between latitudes reported from the Kolar Field and because of the lack of modern 12° and 17° north is bounded by the Arabian Sea to the west, exploration, many of these are still highly prospective. The the States of Goa and Maharashtra to the north, Andhra Pradesh mines in the Hutti field are currently in operation and since their to the east and Tamil Nadu and Kerala to the south. Mogul has discovery in 1887, about 1.6 Moz gold have been produced. The applied for eight RPs and one PL in this state (See Figure 8). gold occurs in multiple quartz veins, steeply dipping in sheared The economic mineral potential of Karnataka is developed tholeiitic basalts. principally on the iron and manganese deposits of the Several copper occurrences and ancient workings are to be Bababudan Formations. There is evidence to show some found in the Chitradurga district. The Ingladhal Mine, the of the oldest iron-ore workings (from 1200 BC) occur in the only base metal mine in the state, was developed on ancient Western Ghats and near Bellary. These two areas still produce workings. Reserves of more than 5 Mt with a copper grade of high quality magnetite and haematite ores from a Bababudan 0.81% have been developed to 450m depth. The host sulphidic volcanic sequence. Banded iron formations (BIF) are chert- unit has been traced for 3000m along strike, but the intensity of haematite rocks and are common in the greywacke environment exploration away from the main workings is not known. of the Dharwar and Chitradurga Districts. The older Surgar Mogul has applied for a series of RPs targeting gold and base amphibolites contain small iron formations that are relatively rich metals in prospective areas none of which has been subject in titanium and vanadium. to modern systematic exploration techniques. An opportunity exists for the Company to secure a landholding in a geological Gold production from Karnataka used to be significant, but since terrain similar to that of the Eastern Goldfields in Western 3 the closure of the Kolar mines in 1993, only modest production, Australia. Mogul has extensive in-house experience in the Section chiefly from Hutti mines, has occurred. The Kolar geological mineralisation styles being targeted in Karnataka, and recognises environment is quite similar to that of the Eastern Goldfields near the importance of compiling all available data. The Company Kalgoorlie, Western Australia. Gold occurs commonly in quartz has developed a database documenting the features and veins within sheared tholeiitic basalts. Sulphides such as pyrite, distribution of mineralisation in the state. This will allow Mogul pyrrhotite, arsenopyrite and chalcopyrite are present, as are to efficiently focus on the most prospective target areas at the tellurides and scheelite. earliest stages of exploration.

Disseminated tryrik and epidite alteration with metavolcanics - Halli area India consultant Mr Kumar, Exploration Manager BS Gahlot and SRK Consulting’s Louis Bucci at Halli area workings

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3 Section

Figure 8: Geology and project locations in Karnataka and Andhra Pradesh

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DHARWAR – RENNIBENUR PROJECT Proposed Exploration Program and Budgets Location and Tenure This is a large block and systematic exploration would comprise: Mogul’s Dharwar-Rennibenur Project comprises three contiguous • Reconnaissance prospecting with rock chip sampling at an RP applications (40/ARP/2007, 41/ARP/2007 and 48/ARP/2010) average of 1km intervals. Attention will be placed on the totalling 6200km2 in Dharwar Craton in the western part of “hinge zones” and pyritic greywacke areas. Laterite outcrops Karnataka State. (which are not frequent in this region of the craton) will also be Geology, Exploration History and Targets sampled. Assay methods will be directed to identifying low concentrations of gold. The Dharwar-Rennibenur Project lies in the Dharwar Craton • Any anomalism will be followed up by second-pass rock chip which comprises Archaean greenstone belts and a granite gneiss sampling and, if appropriate, soil geochemistry. basement similar to those of the Yilgarn Craton in Western Australia. Similar gold mineralisation styles can be expected in • Robust anomalies will, subsequently, be drill tested. both regions. Mogul’s RP applications cover approximately 245 • The southern region of the Dharwar-Rennibenur Project may be strike-km of potentially gold-bearing terrane, where the majority explored slightly differently because of its different geology. of the underlying rocks are pelites with minor quartz-mica schists • Geological mapping of the old workings areas will be undertaken. that have derived from greywacke-type sediments (See Figure 9). The sequence also includes prospective highly folded ironstones • Soil geochemistry of this zone will be examined. (BIFs) and basalts. The structure of the region is of significance, • RAB drilling of anomalous gold areas will be undertaken. with the central axis of this sedimentary basin described as a The southern area has significant felsic and mafic volcanism and “high strain zone”, which is prospective for the style of gold may be prospective for basemetal VMS style mineralisation. The 3 mineralisation (Orogenic-lode gold) being targeted by Mogul. iron-ore localities need to be mapped. Base or precious metal Section Gold mineralisation as evidenced from ancient workings in the mineralisation has not been reported in the southern part of the vicinity of Haveri and Palavanhalli is associated with BIFs. Within project area but the nature of the iron ore needs to be verified this zone, recent exploration returned significant gold assays in the light of modern mineralising concepts and their chemical from channel sampling (3.8 g/t Au over 34 m). It is interpreted contents, which may include subtle but significant gold, uranium, that the BIFs, in this locality at least, are in fact mylonitic copper, molybdenum and cobalt values, need to be assessed. structures in which iron sulphides and gold have been deposited Mogul’s proposed exploration program and budget at the (Vasudev, 2009). Subsequent deformation and oxidation have Dharwar-Rennibenur Project for the Minimum Subscription of produced the banded chert-haematite (magnetic) rocks. $5.0 million for year 1 would be $34,000 and year 2 would be Recent explorers in the region have defined numerous $191,000. With the Maximum Subscription of $7.5 million for year Resources (e.g. approximately 278 koz Au at Dhawar-Shimoga; 1 the exploration program and budget would be $64,000 and approximately 88 koz Au at Mangalagatti; approximately 186 year 2 would be $329,000. koz Au at Ganajur), further demonstrating the prospectivity of For the Minimum Subscription Mogul has budgeted 2,500m of the area. RAB drilling, whilst for the Maximum Subscription, 3,000m of RAB and 1,000m of RC drilling is planned.

Jog Falls Karnataka Lad Khan temple Karnataka

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3 Section

Figure 9: Dharwar-Rennibenur geology and gold prospect areas

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CHITRADURGA-CHIKNAYAKANHALLI-NAGAMANGALA PROJECT facies BIF/shears in the northern half of the area. In the early- Location and Tenure 1900s, two auriferous reefs, with strike length of 2km were worked with underground developments including more than The Chitradurga-Chiknayakanhalli-Nagamangala Project 600m of driving, to depths of 125m. In the mid-1990s, Hutti Gold comprises of one granted RP (02/ARP/2008) and two RP Mines developed an open pit mine at Ajjanahalli and produced applications (01/ARP/2008 and 40/ARP/2007) covering an area of 689kg of gold from more than 390,000t of ore processed. 10,443km2 and is located to the northwest of Bangalore, capital of Karnataka. The project area is particularly prospective for banded magnetite-(pyrrhotite)-silica gold mineralisation similar to Geology, Exploration History and Targets such deposits as Lancefield, Copperhead and Prohibition The Chitradurga-Chiknayakanhalli-Nagamangala Project (Meekatharra) in the Western Australian goldfields. includes about 60km of strike of the Archaean age Chitradurga There are several copper-lead occurrences in the project area Greenstone Belt (CGB) which hosts numerous gold and copper with the Ingaldhal deposit (8km southeast of Chitradurga) prospects and mines (See Figure 10). representing the most significant. This mine, which operated for The CGB is an attenuated and complexly folded and sheared more than 25 years, is near an ancient copper smelting site. Most basin of clastic and minor carbonate sediments with abundant of the vicinity of Ingaldhal is considered to be favourable for VMS intercalated tholeiitic basalts, mafics, felsic volcanics and BIFs. style mineralisation. Older (Surgur Gp) amphibolites are thrust against Chitradurga Very little systematic modern day exploration has been Group sediments at the eastern margin of the belt. The thrust completed in the area. Mineralisation in the project area is structure continues southward for a further 200km to the considered to be hosted in narrow, persistent, and curvilinear Mandhya District. This major structure, which is a south-striking, sheared contacts between metasediment and metavolcanics, but eastward-dipping thrust, separates Chitradurga Group rocks there has been little to no drilling to test the depth extensions of from the Peninsular Gneiss Complex. The structure’s full extent mineralisation that is being mined at shallower depths. is not known, although Mogul believes it is possibly related to 3 3 the Gadag gold district 140km to the north-west. The structure Proposed Exploration Program and Budgets Section can be traced for over 30km through the Chitradurga RP area, Mogul’s exploration will include: and hosts several small workings which have never had systemic • geological reconnaissance and rock chip sampling – assaying modern exploration. Proterozoic granitoid intrusions (Closepet for gold as well as a suite of basemetals and pathfinders; Granite) are observed near the town of Chitradurga. • follow-up infill rock chip sampling and soil geochemistry; and CGB lies to the east of the Bababudan zone and its configuration, being long (360km from Gadag in the north • close spaced ground magnetics in the vicinity of interpreted to Mysore in the south) and narrow (<35km wide) makes it shears. more like greenstone belts (e.g. Wiluna-Leonora) in Western Mogul’s proposed exploration program and budget at the Australia. The major shear structure forms an eastern Chitradurga-Chiknayakanhalli- Nagamangala Project for the boundary of the CGB with the basal Peninsular Gneiss Minimum Subscription of $5.0 million for year 1 would be $35,000 Complex (analogous with the Keith-Kilkenny Fault). and year 2 would be $130,000. With the Maximum Subscription of $7.5 million for year 1 the exploration program and budget would The Chiknayakanhalli region has the highest concentration of be $52,000 and year 2 would be $209,000. historic gold workings in the state but only one operating gold mine. Most of the gold deposits are associated with sulphide

1 2

Styles of mineralisation found in ore dumps around the Halli area: 1. Pyrite iron-carbonate alteration within 10 centimetre wide quartz vein 2. Disseminated pyrite and arsenopyrite withon silicified metavolcanic

31 MOGUL RESOURCES PROSPECTUS

3 Section

Figure 10: Chitradurga and Chiknayakanhalli geology and prospects. Note: The Ingladhal Copper Mine and G.R. Halli prospects are excised from Mogul’s RP application.

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AMARESHWAR PROJECT A budget has been allocated for Years 1 and 2 to cover Location and Tenure reconnaissance sampling and geological mapping, followed by 750m of RC drill testing (if the Maximum Subscription is obtained). The Amareshwar Project is subject to a PL application (14/ APL2010/2126), covering a rectangular block of 7km2, is in the 3.8 ANDHRA PRADESH PROJECTS northern part of the state of Karnataka. It is located about 5km south of the Krishna River (See Figure 11). The Dharwar Craton covers most of Andhra Pradesh with a plateaux of Peninsular Gneiss and Khondalite formations Geology, Exploration History and Targets sloping gently to the coastal plain. Smaller greenstone belts The regional geology is dominated by granitoids and have been assigned to the Eastern Greenstone Belts group and migmatites of the Peninsular Gneiss but in this locality there comprise metamorphosed clastic and tuffaceous sediments are small, folded supracrustal units that are associated with and basalts. The Nellore Schist Belt, lying immediately east of the nearby Hutti Greenstone Belt. The supracrustal rocks the Cuddapah Basin, is a large greenstone belt with 180km of are described as “amphibolites” with numerous banded strike and equivalent to the Bababudan Group. ferruginous chert intercalations. In one section of the The Cuddapah Basin is interpreted as the southern end amphibolite, a zone approximately 250m by 2500m contains of an extensive mid-Proterozoic sequence of marine and numerous narrow lenses, sub parallel to the foliation, of terrigenous sediments and tuffs that extend discontinuously spodumene bearing pegmatites. The lithium content of the to the Ganges Basin. Arenaceous and argillaceous sediments, pegmatites is reportedly approximately 4% Li2O (Naqvi, 1990). with subordinate limestone/dolomites overlie basement Proposed Exploration Program and Budgets gneisses and granitoids. These sediments are also associated with diverse volcanic and intrusive igneous rocks. Base metal The Amareshwar Project represents an opportunity for the sulphides are reportedly associated with calcareous and shaley discovery of a lithium deposit. Early exploration would aim to units of the Cuddapah Basin, and there is evidence of ancient 3 define the size of the pegmatite body as well as the mineralogy mining. Only limited modern exploration has been carried out Section and lithium content. A budget has been allocated for year 2. For and the geological environment suggests that MVT deposits the Minimum Subscription of $5.0 million the budget would be could be present. $31,500 and with the Maximum Subscription of $7.5 million the budget would be $114,500.

Figure 11: Amareshwar geology and prospects

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CUDDAPAH PROJECT Location and Tenure Mogul’s Cuddapah Project in Andhra Pradesh comprises two RP applications (23131/R9/2008 and 23132/R9/2008) and a PL application (5798/M4/2007) totalling 4882km2. Geology, Exploration History and Target The Cuddapah Project extends over 3 140km in a north-south trending part Section of the Nallamalai sub basin. The basin consists of carbonate facies rocks, within the Cuddappah Basin of mid to upper Proterozoic age (See Figure 12). There has been considerable exploration in the Cuddappah Basin in the past and numerous base-metal occurrences have been identified. Mogul’s strategy will be to confirm all the identified mineralisation and to interpret their geometries to controlling structures in the region resulting in the construction of a structural and mineralogical map. The objective would be to interrelate the sulphide deposits and rank deposit groups according to structural- development and grade (lead and zinc). Ground prospecting, mapping, soil geochemistry and ground magnetics would develop prospects for drill testing. Proposed Exploration Program and Budgets Mogul’s proposed exploration program and budget at the Cuddapah Project for the Minimum Subscription of $5.0 million for year 1 would be $11,000 and year 2 would be $42,500. With the Maximum Subscription of $7.5 million for year 1 the exploration program and budget would be $15,000 and year 2 would be $185,500. Mogul proposes 1000m of RC drilling in year 2 with the Maximum Subscription.

Figure 12: Cuddapah geology and prospects

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3.9 PROJECT BUDGETS

PROPOSED EXPLORATION PROGRAMS AND BUDGET SUMMARIES

Summary by Project: Minimum Subscription A$5m Maximum Subscription A$7.5m

Activity Year 1 (A$) Year 2 (A$) Total (A$) Year 1 (A$) Year 2 (A$) Total (A$)

Pali Project 744,500 1,245,000 1,989,500 1,105,500 1,791,000 2,896,500

Ajmer Project 116,500 305,000 421,500 342,500 451,000 793,500

Alwar Project 28,000 186,000 214,000 30,000 311,000 341,000

Dharwar/Rennibenur Project 34,000 191,000 225,000 64,000 329,000 393,000

Chitradurga-Chiknayakanhalli- Nagamangala Project 35,000 130,000 165,000 52,000 209,000 261,000

Amareshwar Project 31,500 31,500 - 114,500 114,500

Cuddapah Project 11,000 42,500 53,500 15,000 185,500 200,500 3 Section Total 969,000 2,131,000 3,100,000 1,609,000 3,391,000 5,000,000

Summary by Activity: Minimum Subscription A$5m Maximum Subscription A$7.5m

Activity Year 1 (A$) Year 2 (A$) Total (A$) Year 1 (A$) Year 2 (A$) Total (A$)

Soil/rock geochemistry sampling and mapping 85,000 185,000 270,000 155,000 270,000 425,000

Geophysical surveys and Consultants 100,000 212,000 312,000 270,000 510,000 780,000

Data Acquisition and interpretation 103,000 60,000 163,000 121,000 62,000 183,000

Drilling and assays 275,000 945,000 1,220,000 550,000 1,600,000 2,150,000

Vehicle and other equipment costs 37,000 75,000 112,000 58,000 118,000 176,000

Travel & accommodation 34,000 93,000 127,000 54,000 152,000 206,000

Geological and other staff 252,000 388,700 640,700 270,000 458,000 728,000

Computing, data management and plans 46,000 84,000 130,000 79,000 118,500 197,50 0

Plant, Equipment and Consumables 27,000 56,500 83,500 36,000 69,400 105,400

Tenement costs 10,000 31,800 41,800 16,000 33,100 49,100

Total 969,000 2,131,000 3,100,000 1,609,000 3,391,000 5,000,000

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4. BOARD AND MANAGEMENT

4.1 DIRECTORS’ PROFILES The names and details of the Directors in office at the date of this Prospectus are:

Sundeep Bhandari Harjinder Singh Kehal Max Dirk Jan Cozijn B.Com – Chairman B.Sc (Hons), MMEC, MAIG, MAusIMM – B.Com. ASA, MAICD – Director & Mr Bhandari, a founding Director and Managing Director Company Secretary Shareholder of Mogul, is a businessman Mr Kehal, a founding Director and Mr Cozijn is a founding Director and with a Bachelor of Commerce Degree Shareholder of Mogul, has a Bachelor of Shareholder of Mogul, and graduated from the Bombay University, India. He has Science (Honours) from the University of from the University of Western Australia over 23 years of experience in business Western Australia (1984) and a Masters in 1972 with a Bachelor of Commerce in India, of which 15 years have been in of Mineral and Energy Economics from degree. He is an Associate of the the energy business. Mr. Bhandari is a Macquarie University. He is a geologist Australian Society of Certified Practising well-known oil and gas expert in India and with over 25 years experience in precious Accountants and is a Member of the has worked with several multinational oil metals, base metals and industrial minerals Australian Institute of Company Directors. companies in developing their businesses within Australia, India, China and Vietnam. Mr Cozijn has over 30 years experience in India and has played a major part He has extensive experience in project in the administration of listed mining in several successful exploration and evaluation, feasibility studies, joint venture and industrial companies. Mr Cozijn is a development projects including the negotiations and statutory reporting. Non-Executive Director of Carbon Energy producing Ravva oil and gas fields, Laxmi Limited, Non-Executive Chairman of 4 Mr Kehal was instrumental in the and Gauri gas fields and Cairn Energy’s Oilex Ltd, and Magma Metals Limited, Section discovery of the one million ounce Rajasthan oil fields. Mr Bhandari is the Executive Chairman of Malagasy Minerals Golden Cities gold deposit, near Chairman of the Corporate Advisory Limited and Non-Executive Director of Kalgoorlie, Western Australia in 1998 in Board of Cairn India Ltd., a company listed Energia Minerals Ltd. his capacity as Exploration Manger with on the Bombay Stock Exchange with a AMX Resources Ltd. He has also played a market cap in excess of US$12 Billion. major part in the discovery of other gold Mr Bhandari is a shareholder of Oilex deposits, including Hurricane/Repulse Ltd., and has been assisting Oilex in in the Northern Territory and Transvaal, developing its exploration and production King Street, Back of Beyond and Jupiter portfolio in India, Oman, Timor Leste, in Western Australia. Recently he was and Australia. He is a Director of India involved in the discovery of a new VMS Hydrocarbons Ltd., Petrodril, and Mirage zinc deposit east of Kalgoorlie. Developments Pvt. Ltd. Mr Kehal was the Chief Operating Officer of AXG Mining Ltd from 2004 to 2006. From 2006 to the end of 2010 he was Executive Director of coal junior Altera Resources Limited (now renamed Cokal Limited). He has wide experience in presentations at board level and to analysts, brokers and fund managers.

36 MOGUL RESOURCES PROSPECTUS

4.2 TECHNICAL PERSONNEL

Mr Brijendra Gahlot Mr Barry Vaughan Rees Mr Shashi Kumar M.Sc (Geology) – Exploration Manager B.Sc (Hons) – Consultant Perth M.Sc (Geology) – Consultant India India Mr Rees is a consultant geologist with a Mr Kumar has 47 years of experience Mr. Gahlot is a geologist with a Masters Bachelor of Science (Honours) from the in exploration and mining geology in of Science, MLS University, Udaipur, University of Adelaide in South Australia, India and overseas. He has worked in Rajasthan. He has over 12 years specialising in base metals (copper, various capacities in the Indian Bureau experience in India and Africa and has lead-zinc and nickel) exploration. He has of Mines, Geological Survey of India and worked exclusively for multinational over 45 years experience. His professional Mineral Exploration Corporation Ltd companies such as Anglo American and career has been field oriented and (MECL). On taking retirement from MECL De Beers. through this time he has worked on as Chief Geologist, he has worked with Archean VMS deposits in Western Metmin Finance and Holdings Pvt Ltd With Anglo American he was involved Australia, Proterozoic SEDEX deposits in and Geomysore Services (India) Pvt Ltd in the search for SEDEX/BHT style Western Australia and Queensland and as a geological consultant and technical mineralisation in the Aravalli Delhi fold Island Arc Porphyry Copper deposits in advisor respectively. He has overseas belt in Rajasthan, for Khetri – IOCG New Guinea and New Zealand. In addition experience, having worked in Australia style mineralisation in North Delhi fold he has also done considerable geological as an exploration and mining geologist. belt, Cu-Ni & Diamond exploration in 4 works on gold mineralisation extensively During his long and illustrious carrier, he southern India. Within this period he has Section throughout Australia and Asia. has planned and executed several major gained a broad spectrum of technical, exploration programmes from grass root operational and business skills impacting Around 1990, he conceived the idea for exploration to mine planning for gold, exploration. He was a key member of the initiating modern systematic exploration base metals, iron ore, bauxite, coal and Anglo American due diligence team for in India. In 2005 he undertook a lignite in India and Australia. Sesa Goa and Banwas Cu project held by broader conceptual study for gold and Hindustan Copper Ltd in the Khetri Cu base metals, in a variety of geological Mr Kumar has been working as a belt in Rajasthan. environments throughout India. At the consultant with Mogul in selecting same time he was involved in exploration prospective areas in Rajasthan, Karnataka Mr Gahlot has skills in communication and of a VMS deposit, (Zinc) east of Kalgoorlie, and Andhra Pradesh for RP application, negotiation while dealing with contractors Western Australia which he discovered. preparing the RP applications and and government organisations. He has following their progress since mid 2007 experience in all aspects of tenement Mr Rees has extensive experience with and resides in Bangalore India. management, including lodging of several of the principal models for applications, relinquishments and permits base metals mineralisation, especially for exploration, reports and liaison with with respect to field geology. As such, government departments on such matters his technical assessments of the base in all of India. metal potential in the Aravalli fold belt in Rajasthan and gold potential of its Since leaving Anglo American during projects in Karnataka will be invaluable 2010 he has worked on base metal to Mogul. projects for an Indian company working in the Democratic Republic of Congo in Africa. Mr Gahlot joined Mogul in 2010.

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5. INDEPENDENT TECHNICAL ASSESSMENT REPORT

10 RICHARDSON STREET WEST PERTH WA 6005 The Directors Mogul Resources Ltd Unit 7, 11 Colin Grove West Perth WA 6005 Dear Directors, SRK Consulting (Australasia) Pty Ltd (“SRK”) has been commissioned by Mogul Resources Ltd (“Mogul”) to provide an Independent Technical Assessment Report on the Mogul mineral exploration tenements located in Rajasthan, Karnataka and Andhra Pradesh, India. This Independent Technical Assessment Report is intended for inclusion in a Prospectus to be issued by Mogul in support of a listing on the Australian Securities Exchange (ASX). The prospectus will offer 37,500,000 shares at an issue price of $0.20 per share, to raise a total of $7,500,000 before the costs of the issue (Prospectus). The offer is subject to a minimum subscription of 25,000,000 shares for $5,000,000. The Prospectus to be lodged with the Australian Securities and Investment Commission (ASIC) on or about 22 July 2011. The mineral properties, in which Mogul has an interest, are considered to be ‘Exploration Projects’ which are inherently speculative in nature. SRK considers, nonetheless, that the projects have been acquired on the basis of sound technical merit. The properties are also 5 considered to be sufficiently prospective, subject to varying degrees of exploration risk, to warrant further exploration and assessment of Section their economic potential, consistent with the proposed programs. Exploration and evaluation programs summarised in this report amount to a total expenditure of approximately $5,000,000 of which Mogul plans to spend approximately $1,600,000 in the first year of assessment. Mogul intends to raise $7,500,000, and at least half the liquid assets held, or funds proposed to be raised by Mogul, are understood to be committed to acquisition, exploration, development and administration of the mineral properties, satisfying the requirements of ASX Listing Rules 1.3.2(b) and 1.3.3(b). SRK also understands that Mogul has enough working capital to carry out its stated objectives, satisfying the requirements of ASX Listing Rules 1.3.3(a). Mogul has prepared staged exploration and evaluation programs, specific to the potential of the reported project, which are consistent with the budget allocations. SRK considers that the relevant areas have sufficient technical merit to justify the proposed programs and associated exploration expenditure satisfying the requirements of ASX Listing Rules 1.3.3(a). The proposed exploration budget also exceeds the anticipated minimum annual statutory expenditure commitment on the various project tenements. Reporting Standard The purpose of this Report is to provide an Independent Technical Assessment for inclusion in a prospectus to be issued by Mogul to support the proposed listing on the Australian Stock Exchange (ASX). This Report does not provide a valuation of the mineral assets and has been prepared to the standard of, and is considered by SRK to be, a Technical Assessment Report under the guidelines of the VALMIN Code. The VALMIN Code is the code adopted by the Australasian Institute of Mining and Metallurgy (AusIMM) and the Australian Institute of Geoscientists (AIG) and the standard is binding upon all AusIMM and AIG members. The VALMIN Code incorporates the JORC Code for the reporting of Mineral Resources and Ore Reserves. This Report is not a Valuation Report and does not express an opinion as to the value of mineral assets or make any comment on the fairness and reasonableness of any transactions. Aspects reviewed in this Report may include product prices, socio-political issues and environmental considerations; however SRK does not express an opinion regarding the specific value of the assets and tenements involved. The information in this report that relates to Exploration Results is based on information compiled by Dr Louis Bucci, as provided by Mogul, and who is a member of the AIG and is a full-time employee of SRK. Dr Bucci has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity to which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2004 Edition). Dr Bucci consents to the inclusion in the report of the matters based on this information in the form and context in which it appears. SRK Independence Neither SRK nor any of the authors of this Report have any material present or contingent interest in the outcome of this Report, nor do they have any pecuniary or other interest that could be reasonably regarded as being capable of affecting their independence or that of SRK. SRK has no prior association with Mogul in regard to the mineral assets that are the subject of this Report. SRK has no beneficial interest in the outcome of the technical assessment being capable of affecting its independence. SRK’s fee for completing this Report is based on its normal professional daily rates plus reimbursement of incidental expenses. The payment of that professional fee is not contingent upon the outcome of the Report. Information basis of this report SRK has derived the technical information which forms the basis of its assessment on information provided by Mogul. SRK has supplemented this information where necessary with information from major literary sources. The past exploration history of these tenements has been derived from previous explorers’ reports, information provided by Mogul and the government exploration database systems. SRK has not conducted its own independent searches. Dr Louis Bucci from SRK accompanied Mogul’s staff on a site visit of the key targets comprising Mogul’s projects in November 2010.

38 MOGUL RESOURCES PROSPECTUS

Note on Tenement Status and Material Contracts SRK has not independently verified the ownership and current standing of the tenements that are subject of this Report, and is not qualified to make legal representations in this regard. Instead it has relied on information provided. SRK has prepared this Report on the understanding that Mogul’s tenements are in good standing and that there is no cause to doubt the eventual granting of any tenement applications. The reader is referred to the Solicitor’s Report on Tenements for further information on tenement and material contract matters. SRK and Authors SRK is an international mining industry consulting company that has been providing services and high level technical and financial advice to the mining industry since 1975. SRK has fully staffed independent offices in all major mining centres of the world. This report was compiled by Dr Louis Bucci, with peer review by Deborah Lord. All are staff of SRK Australasia. Dr. Louis Bucci (PhD, BAppSc (Hons), MAIG, MSEG) Dr. Bucci has over 14 years’ international commercial and academic work experience, with an emphasis on investigating mineralised hydrothermal systems. In particular, he has worked on gold, base metals (Cu, Pb, Zn), nickel, manganese, platinum group elements, iron ore, industrial minerals (CaCO3 and Na2SO4) molybdenum, across numerous deposit models in Australia, China, Central Asia and former Soviet Countries, India, Southeast Asia, the Pacific Islands and Africa. Dr. Bucci’s strengths include the interpretation of technical datasets, as a means of assisting clients to focus their exploration resources and efforts. Dr. Bucci has extensive experience in geological due diligence, fatal flaw and project analysis, specifically for the provision of Competent Person’s Reports for global financial institutions and security exchanges, and for input to feasibility study level projects. Dr. Bucci conducted the field-based assessments of Mogul’s land and was the primary author of this Report. Ms. Deborah Lord (BSc (Hons), MAIG, MGSA, MSEG) 5 Ms. Lord has over 20 years’ experience in the mineral exploration industry and has consulted with SRK for more than a decade based in Section Australia and South America. Her expertise is in the development of valuation techniques for assessment of exploration assets and the application of these principles in valuation reports to VALMIN standard for release to the ASX and independent technical assessments / due diligence. Ms. Lord has worked on projects across a range of geological environments and commodities particularly within Western Australia, but also across Australia as well as through South and North America. Her experience includes business development, acting as Coordinator for SRK’s Perth Geology Business Unit monitoring and managing the consulting group of almost 20 exploration and resource geologists. Ms. Lord developed a short-course on Managing Risk and Value in Mineral Exploration which has been offered as part of MSc program in Economic Geology at UWA. Prior to consulting, Ms. Lord’s industry background includes exploration experience with Placer Dome and WMC Resources which ranged from greenfields exploration to resource definition stage exploration management. Ms. Lord was a contributing author and completed the peer review for this Report. Ms. Kimberley Webb (BSc, BA (student), SAusIMM, SAIG, SSEG) Ms. Webb has detailed technical research experience, and has worked on various commodity-orientated projects particularly throughout Western Australia, also Australia, India and the United Kingdom. Ms. Webb was a contributing author and prepared the literature research for use in this Report. Warranties and Indemnities Mogul has represented in writing to SRK that full disclosure has been made of all material information and that, to the best of its knowledge and understanding, such information is complete, accurate and true. As recommended by the VALMIN Code, Mogul has provided SRK with an indemnity under which SRK is to be compensated for any liability or expenditure resulting from any additional work required: • Which results from SRK’s reliance on information provided by Mogul or to Mogul not providing material information; or • Which relates to any consequential extension workload through queries, questions or public hearings arising from this Report. Consents SRK consents to this Report being included, in full, in the Mogul prospectus, in the form and context in which the technical assessment is provided, and not for any other purpose. SRK provides this consent on the basis that the technical assessments expressed in the Summary and in the individual sections of this Report are considered with, and not independently of, the information set out in the complete Report and the Cover Letter.

Yours faithfully

Dr Louis Bucci (PhD, BAppSc (Hons), MAIG, MSEG) Principal Consultant (Economic Geology)

39 MOGUL RESOURCES PROSPECTUS

DISCLAIMER and completeness of the supplied data. SRK does not accept responsibility for any errors or omissions in the supplied The opinions expressed in this Report have been based on information and does not accept any consequential liability the information supplied to SRK Consulting (Australasia) Pty arising from commercial decisions or actions resulting from them. Ltd (SRK) by Mogul Resources Ltd (Mogul). The opinions in this Opinions presented in this report apply to the site conditions and Report are provided in response to a specific request from features as they existed at the time of SRK’s investigations, and Mogul to do so. SRK has exercised all due care in reviewing the those reasonably foreseeable. These opinions do not necessarily supplied information. Whilst SRK has compared key supplied apply to conditions and features that may arise after the date of data with expected values, the accuracy of the results and this Report, about which SRK had no prior knowledge nor had conclusions from the review are entirely reliant on the accuracy the opportunity to evaluate.

LIST OF ABBREVIATIONS ID3 RAB Inverse Distance Cubed Rotary Air Blast A$ Australian dollar IOCG RC Iron-oxide copper gold Reverse Circulation Ag Metal silver LOI RD Loss on Ignition Relative Density ASIC Australian Securities and Investments JORC RP 5 Commission Joint Ore Reserves Committee of the Reconnaissance permit Section Australasian Institute of Mining and ASX SG Metallurgy, Australian Institute of Australian Securities Exchange Ltd Specific Gravity Geoscientists and the Minerals Council of Au Australia SMU Metal gold Selective Mining Unit m RL BFS Metres reduced level SRK Bankable Feasibility Study SRK Consulting (Australasia) Pty Ltd MIK BGC Multiple Indicator Kriging t/m3 Banded Gneissic Complex tonnes per cubic metre Mo BIF Metal molybdenum US$ Banded Iron Formation American dollar Moz CID Millions of ounces VHMS Channel Iron Deposit volcanic-hosted massive sulphide Mt CP Million tonnes WA Competent Person Western Australia Mtpa Cu Million tonnes per annum XRF Metal copper X-ray fluorescence NATA DGPS National Association of Testing Zn Differential Global Positioning System Authorities Metal zinc DMG Ni Department of Mines and Geology Metal nickel EM Pb Electromagnetic Metal lead GPS PFS Global Positioning System Pre-feasibility study GSI PL Geological Survey of India Prospecting licence g/t ppb Grams per tonne Parts per billion HZL ppm Hindustan Zinc Limited Parts per million ID2 QAQC Inverse Distance Squared Quality Assurance Quality Control

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GLOSSARY TERMS BIF EM means “Banded iron formation”; a means electro-magnetic; a type of Aeromagnetic Data descriptive term for a group of rocks, not geophysical exploration data are magnetic field-data collected by an necessarily sediments, that are composed aircraft borne instrument Felsic of layers (bands) or silica and iron oxides describes rocks composed principally of Amphibolite Calc-silicate silica and alumina; equates with “acid” refers to a dark metamorphic rock of a refers to a rock containing abundant rocks in the geologic sense particular composition calcium and silica rich minerals Float Sample Andesite Chalcopyrite refers to a rock sample collected from the means fine grained volcanic rock similar to is a sulphide mineral containing copper, ground surface which is not part of a rock basalt but containing a higher proportion iron and sulphur with the formula CuFeS2 outcrop but is generally interpreted to be of silica locally derived from underlying bedrock Chromitite Anomalous is a rock comprised mainly of the mineral Fold Belt is a departure from the expected norm. chromite which has the formula FeCr2O4 refers to a zone, which may be tens In mineral exploration this term is of kilometres wide and hundreds of generally applied to either geochemical Clastic kilometres long, in which the rock or geophysical values higher or lower than is a term used to describe sedimentary formations are folded and sheared as a the norm rocks that consist of fragments of rock or result of mountain-building processes other material that have been transported Antiforms from their place of origin Footwall means folded rock, convex up, without 5 refers to the rocks underlying or on the any reference as to the relative age of “Company” and “Mogul” Section underside of a zone of mineralisation strata means Mogul Resources Ltd (ACN 15 125 197 051) incorporated in Western Australia Gabbro Attenuated on 3rd May 2007 is a coarse grained, dark-coloured means made thinner by stretching crystalline rock high in iron and calcium Constitution Archaean with lesser magnesium refers to the Constitution of the Company the earliest division of geological time and Galena applies to rocks older than 2,500 million Contiguous is a silvery-grey metallic looking lead years in age means adjoining, touching or connected sulphide of composition PbS; it is dense throughout, as in a group of mining claims Argillaceous (S.G. 7.6) and usually displays a coarse is a term used to describe clay-rich rocks Corporations Law cubic-cleavage. It is the principal ore of has the meaning given to that term in the lead and may have a high silver content in Arsenopyrite Corporations Act 2001 as amended from an iron-arsenic-sulphide (FeAsS) and is its crystal lattice. It often occurs with other time to time the most common mineral of arsenic; sulphides, particularly sphalerite, q.v. it is often associated with gold ores Craton Gangue particularly those derived from volcanic or is a part of the earth’s crust that has is the valueless mineral in an ore; that hot spring (epithermal) environments attained stability and has been little part of an ore that is not economically deformed for a prolonged period desirable but cannot be avoided in Assay is a quantitative determination of an Disseminations mining. It is separated from the ore element refers to the scattered, isolated, fine minerals during concentration; often grained particles (of gold, silver, copper consists of quartz-calcite-pyrite Basalt etc.) in the rock is a dark, fine-grained volcanic rock of low Geochemistry silica (<55%) and high iron and magnesium Directors is a branch of geology that focuses on the composition, composed primarily of means members of the board of directors chemical composition of Earth materials plagioclase and pyroxene of the Company and “Board” means the GIS board of Directors of the Company Geographic Information System – refers Bedrock refers to rocks beneath regolith cover Dollars” or “$” to a type of computerised set of data that means the currency of Australia can be processed to reveal target and Biotite other information is a dark brown or black mica, a foliaceous Electro-Magnetic Survey mineral with the general formula refers to a geophysical survey technique Gneiss K(Mg,Fe2+)3(Al,Fe3+)Si3O10(OH,F)2 designed to detect some types of refers to banded rocks derived by sulphide mineralisation deformation and metamorphism of other Belt rocks is a zone or band of a particular group of Electro-Magnetic Conductor rocks exposed on the surface refers to an anomaly detected by an electro-magnetic survey which may reflect Basin the presence of sulphide minerals is a depression in the Earth’s surface that collects sediment

41 MOGUL RESOURCES PROSPECTUS

Golden Mile Intercalation Mesozoic is a geographic term referring to the means inter-layered refers to a geologic era, covering the zone in Kalgoorlie-Boulder (WA) in which period 255 to 65 million years ago Intrusion” and “Intrusive Complex numerous gold mines were established in refer to bodies of magma which have Migmatite the early part of the 20th century. It was been emplaced and crystallised in the refers to a type of metamorphic rock one of the greatest concentrations of gold Earth’s crust that has been very strongly altered by in the world metamorphism Jasperoidal Gondwana/Gondwanaland describes hard, very fine-grained rocks MOGUL refers to the original “super-continental” consisting of silica and reddish iron oxides means Mogul Resources Limited, assemblage of modern-day continents (haematite); jasperoids are associated incorporated in Western Australia on the prior to their splitting into their present with hot mineralising (hydrothermal) 3 May 2007 positions fluids and are often the residual caps over Mississippi Valley Type (MVT) Gossan hydrothermal veins is a model of lead-zinc sulphide refers to an oxidised sulphide rich rock JORC mineralisation first described from the generally occurring at or near the surface; means the Joint Ore Reserves Committee Mississippi Valley (USA); the deposits it is composed primarily of goethite of the Australasian Institute of Mining occur in limestone/dolomite formations (hydrated iron oxide) and Metallurgy, Australian Institute of in which up-welling lead, zinc (and Granitoids Geoscientists and the Minerals Council of other metal) bearing fluids are mixed refers to a broad group of medium to Australia with sulphur bearing fluids within the 5 coarse grained quartz-feldspar rich carbonate rocks Komatiitic Section igneous rocks of the granite suite describes magnesium-rich ultramafic Mylonitic Granulite volcanic rock of high temperature origin describes zones of rock that have refers to metamorphic rocks that formed been pulverised by earth movements; Laterite under very high pressure and temperature continued pressures reconstitute the is a hard ferruginous duricrust that conditions comminuted particles, to form competent generally forms the upper part of an in- layers/lenses parallel to the deformation Greenstone Belt situ weathering profile plane refers to supracrustal belts of volcanic and Leached sedimentary rocks, generally of Archaean describes rock or soil that has had Options age means options to acquire MOGUL Shares soluble constituents removed by moving Greywacke groundwater or hydrothermal fluids Outcrop is an old rock name that has been is exposure of the bedrock Lithologic variously defined but is now generally refers to the compositional and textural Pelitic applied to a dark gray, firmly indurated, characteristics of a rock describes sedimentary rock composed of coarse-grained sandstone that consists fine grains such as clay or mud; equivalent of poorly sorted, angular to subangular Mafic to latite grains of quartz and feldspar, with a refers to the compositional and textural variety of rock and mineral fragments characteristics of a rock describes rocks Petrology embedded in a compact clayey matrix that have high iron and magnesium refers to the study of rocks contents and are usually dark coloured; having the general composition of slate Phanerozoic equates with “basic” in the geologic relates to the geological time period from Ground-magnetometry sense refers to a magnetic field survey in 570 million years ago to the present Magma which data is collected by a hand-held Precambrian when used in a geological context refers instrument refers to a division of geological time to molten rock IP (Induced Polarisation) Survey which spans the period from the formation refers to an electrical geophysical Metamorphism of the Earth to approximately 570 million technique designed to discriminate the refers to a process of mineral and textural years ago transformations a rock undergoes when electrical properties of rock and thereby Precipitation subjected to high temperatures and in some cases detect sulphide minerals is the process of separating mineral pressures Inferred, Indicated & Measured Mineral constituents from a solution; e.g., by Resources Metasomatic evaporation (such as halite or anhydrite) or are categories of resources defined by the describes the chemical composition of by cooling of magma (to form an igneous JORC Code rock that has been altered by interaction rock) with fluids or the replacement of one Prospective Information Memorandum mineral by another without melting means this Information Memorandum having potential to host mineralisation which the Company has prepared

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Proterozoic Silicate Terrigenous refers to a division of geological is a compound containing silicon, oxygen is sediment that is derived from time which spans the period 2,500 to and a metal weathering of rocks exposed above sea approximately 570 million years ago level Sinistral Psammitic refers to left-hand strike-slip offset or Tuffaceous describes sedimentary rocks of sand-sized movement on a fault describes rock that is composed of particles’ equivalent to arenite pyroclastic materials ejected from a Soil Survey volcano Pyrite refers to a geochemical sampling survey is a sulphide mineral containing iron and of surficial regolith materials Tungsten sulphur with the formula FeS2 is hard, brittle, white or gray metallic Sphalerite element, also known as wolfram Pyrrhotite is a zinc sulphide mineral; the most is a sulphide mineral containing iron and common ore mineral of zinc Turbidite sulphur with the formula FeS describes a vertical sequence of Stratigraphy sediments deposited by turbidity current Quartz refers to a sequence of rock units in time is a mineral species composed of and their correlation in a spatial context Ultramafic crystalline silica refers to igneous rocks of low (<45%) silica Stratigraphic content; iron and magnesium contents Quartzite is the study of rock strata, especially of refers to a clastic sedimentary rock their distribution deposition, and age VMS comprised almost entirely of quartz grains means “volcanogenic massive sulphide” 5 Stratiform and refers to a type of mineral deposit Section Rare Earths means having the configuration of a layer associated with volcanic processes refers to compounds of a group of or bed 17 associated metals, rarely found Wrench Faulting Strike in concentration, that have specific refers to a fault with strike-slip movement refers to the intersection of the long properties; they include lanthanum, dimension of a geological unit at a cerium and yttrium particular horizontal surface, usually the Regolith Earth’s surface. The term is also used to refers to surficial materials deposited describe the general trend of a geological on the Earth’s surface by a variety of unit processes and weathered in-situ rock Structural Scheelite means of, or pertaining to, rock is a various coloured mineral CaWO4, deformation or to features that result from found in igneous rock and used as an ore it of tungsten Sulphides Schist refers to minerals consisting of a chemical refers to a type of rock displaying a platy combination of sulphur with a metal habit due to shear- metamorphism Supracrustal SEDEX refers to rocks formed on a basement; is an acronym from sedimentary greenstone belts formed in elongate exhalative; refers to a group of mineral basins over older granite basements deposits (including MVT) in which copper, Tenements lead and zinc (et al) sulphides are formed means granted Reconnaissance Permits, from the intercalation of circulating metal- Prospecting Licences and applications for rich brines with sulphur bearing fluids in these licences and leases environments akin to that at Hamelin Pool (WA) Tellurides are ores of the precious metals (chiefly Sedimentary gold) containing tellurium refers to rocks formed by deposition of particles carried by air, water or ice Tholeiitic refers to silica-oversaturated basalt which Shear is iron-rich but magnesium-poor and are refers to movement between two bodies characterised by the presence of low- of rocks characterised by a lack of calcium pyroxenes. They are the typical fracturing basalts of continental masses “Share” or “share” Thrust means a fully paid ordinary share in the is a low angle fault structure resulting capital of the Company from compressional forces

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5.1 SUMMARY outside the project area) lies on the nose of a fold overlying one such intrusion. Mogul’s data compilation, field reconnaissance Mogul Resources Limited (Mogul) offers the investor an and subsequent rock chip sampling with results of up to 16% Cu opportunity for exposure to the significant potential of the in the project area has led to the compilation of IOCG attributes emerging Indian Resources Industry. Mogul has secured a number that may occur in such mineralised sites at the Alwar Project. It of early stage exploration projects located in Rajasthan, Karnataka is apparent from interpreting LANDSAT imagery that significant and Andhra Pradesh covering an area of over 26,000km2 (granted lineaments represent potential regional shears. SRK considers and under application) in a number of geological environments, the Alwar Project to be of moderate prospectivity, with potential mineralisation styles and including several commodities. to host IOCG system. In Rajasthan, Mogul’s three projects located in the Aravalli – Within the state of Karnataka, Mogul has applied for four Delhi Mobile Belt are prospective for a variety of mineralisation project areas covering 17,493km2 that are prospective for styles ranging from iron-oxide copper gold (IOCG) systems, Orogenic gold mineralisation styles, akin to the Yilgarn Craton sediment-hosted stratiform copper and lead/zinc deposits of Western Australia. and volcanic-hosted massive sulphide (VHMS) deposits. The Geological Survey of India (GSI) recognises the Aravalli At the Dharwar-Rennibenur Project (under application), Supergroup of rocks in southern Rajasthan one of the geological the Company has applied for approximately 245 strike-km provinces that hosts some of the major discoveries of copper, of potentially gold-bearing terrain, which is considered lead and zinc in India (GSI, 2010). prospective for the style of gold mineralisation being targeted by Mogul. Recent explorers in the region have defined The Pali Project covering 1,018km2 (of which 417km2 is granted) Resources (e.g. ~278 koz Au at Dhawar-Shimoga; ~88 koz Au at includes the Sandarla and Punagarh Hill prospect areas. Mangalagatti; ~186 koz Au at Ganajur), further demonstrating 5 Exploration work by Mogul has defined hydrothermal alteration the prospectivity of the area. SRK considers the Dharwar- Section systems, particularly at Punagarh Hill, which appears to be Rennibenur Project to be of moderate to high prospectivity for associated with a structural feature. At Sandarla, broad spaced the discovery of new gold mineralisation. but systematic geochemical soil sampling has delineated an anomalous Pb-Cu-Au zone (1,200 by 1,200m in size), which remains The Chitradurga – Chiknayakanhalli - Nagamangala Project open in both directions. Rock chip samples from old workings in (Nagamangala RP has been granted and two RPs under the area have also returned high base metal assays (up to 62% application) covers part of the Chitradurga Greenstone Belt, Pb, 1.5% Zn, 3.4% Cu and 146 g/t Ag) and one shallow pit sample which hosts numerous Au and Cu prospects and mines. The which assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and application covers the historic G.R. Halli Cu-Au prospects, 5.95% Pb). These highly anomalous results have been followed up with mineralisation in the district considered to be hosted in with large systematic soil geochemical programs over an area of narrow, persistent, and curvilinear sheared contacts between 5.2 x 2.0km at Punagarh Hill and 1.2 x 1.6km at Sandarla. Mogul metasediment and metavolcanics. There has been little to no awaits results from the soil sampling program. drilling to test the depth extensions of mineralisation that has been mined at shallower depths. At Chiknayakanhalli gold A hydrothermal system has been recognised along subtle trends mineralisation is characterised in quartz veins and reefs cutting and a main structure at the Pali Project with silica, jaspilite, metavolcanics, and is also found in quartz veins localised in epidote and sulphide alteration observed in historic stopes. silicified and carbonated shear zones. Numerous individual Haematite/propylitic alteration with higher copper-silver-gold shear zones have been identified in the area, and no modern day and lower zinc-barium chemistry at Sandarla and galena-barite systematic exploration has occurred in the area. SRK considers mineralisation in the historic mines on Punagarh Hill lead Mogul the Chitradurga – Chiknayakanhalli - Nagamangala Project to to infer that an IOCG system could be present at Pali. SRK be of moderate to high prospectivity to define further gold considers the Pali Project to have potential for the discovery of mineralisation. base metal mineralisation of an IOCG affinity. The Amerashwar Project (under application) is potentially The Ajmer Project is also granted and extends over 365km2 prospective for pegmatite hosted lithium deposits, although it is within the ‘Ajmer Basin’ which hosts a number of known lead-zinc still at an early stage of exploration. (copper) deposits. The project area includes favourable host rock stratigraphy and structures and therefore opportunities exist for In Andhra Pradesh, Mogul has three applications (across repetitions of the Kayar, Ghugera and Taragarh styles of deposits 4,885km2), in areas that are at the earliest stage of exploration in the region south and west of the Ajmer Granite – an area of development for Cu, Pb and Zn. The Company has based their about 26 x 6km. Whilst it is not believed that the base metal ground selection criteria on the fact that base metal sulphides deposits of the Ajmer district are syngenetic or stratiform they are reportedly associated with calcareous and shaley units do appear to be related to reactive formations or structural sites. of the Cuddapah Basin. Essentially, the tenements represent SRK considers the Ajmer project to be of moderate prospectivity conceptual MVT targets , where baseline data acquisition is for the discovery of high grade lead/zinc deposits. required in order to better-define the potential of mineralisation styles in the area. The Alwar Project (under application) encompasses more than 100km strike of sediments in the northern Aravalli Ranges. In the In summary, SRK considers that the portfolio of exploration western-most region of the Project are ferruginous sediments assets offered by Mogul has moderate to high prospectivity with “iron ore” localities associated with Ajabgarh and Alwar potential for a variety of mineralisation styles and commodities. Groups carbonate and flysh sediments. These iron-rich units The projects are all early stage exploration targets, and as such could represent sites of hydrothermal alteration of an IOCG are speculative in nature and have high exploration risk. Mogul is style, as documented by other workers. There are several granite approaching the regions with new exploration concepts, based “domes” in the district and Tatarpur copper occurrence (just on their geological understanding of the regions, and with

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specific deposit models in mind. In many cases, there has been within khondalite (Orissa) and charnockite (Tamil Nadu) are very limited previous exploration in the areas where Mogul is noted, but are not considered to be of economic significance. focusing, which represents a good opportunity for the Company. Archaean supracrustal formations are composed primarily SRK considers the projects to be worthy of the exploration of phyllites and chlorite schists (derived from fine-grained budgets proposed by Mogul, and the management of the sediment and mafic volcanic progenitors), and in Karnataka and Company has and will acquire the projects on the basis of sound Andhra Pradesh, are the hosts of significant gold production. geological concepts and exploration methods. Whilst gold production has come from greenstone belts as far apart and diverse as Hutti (metabasalt host), Gadag 5.2 INTRODUCTION AND OVERVIEW (metasediment host), Ramagiri (metasediments and minor volcanic hosts) and Kolar (metabasalt host), only the former is 5.2.1 REGIONAL GEOLOGY OF INDIA currently in production and only the latter can be considered The geology of India is diverse, but may be divided into four “world class”. The structural and lithologic controls of gold broad zones as follows: mineralisation at Kolar are very similar to those in the Golden • In the south of the Country (south of a line extending from Mile district of Western Australia. The Archaean geology and the Kathiawar Peninsula (Gujarat) to the delta of the Ganges mineralising styles should be similar in both areas; but, to date, River), the dominant feature is the Archaean Dharwar Craton, the descriptions of Indian gold mineralisation has included which is analogous to Western Australia’s Yilgarn Craton. high-grade vein types only with no mention of lode deposits or It consists, primarily, of gneissic rocks (Peninsular Gneiss) broad, metasomatic deposits such as Mt Charlotte, Meekatharra and granitoids with only minor Proterozoic or Phanerozoic or Paddington, or mylonite hosted deposits such as Lancefield, formations. Archaean rocks (Banded Gneissic Complex) also Agnew or Big Bell (all in Western Australia). 5 underlie the Aravalli Range in Western India and this area may Rock exposure in peninsular India is far greater than that which Section actually constitute another, separate craton. is prevalent in Western Australia, and hence the extents of the • Vast alluvial expanses of Quarternary age, representing supracrustal formations are well defined with mapping. It seems the Ganges-Yamuna river system; this zone extends from that the system of geological mapping that has prevailed from the Pakistan border in the west to Bangladesh. Whilst of colonial times to recently, has suppressed the interpretation young age, this block-faulted zone is deep, and the broad, of much of the supracrustal formations and their structural featureless plain is made up of non-indurated sediments relationship with the basement. several thousand metres thick. The alluvial plains of Rajasthan It is apparent more research has been devoted to establishing the and Gujarat are of the equivalent age but are of different stratigraphy of these formations and relegating them to various structure and are modified, hot desert, aeolian sands. post-Archaean periods rather than treating them as Archaean • The northern boundary of India is composed of the Himalayan “Greenstone Belts” representing separate depositional basins. Fold Belt. This extends in an arc from near Afghanistan Numerous occurrences of base metals and gold are recorded to Burma. The belt is a result of the collision of the Indian throughout the range of the Craton, but it would appear many of Tectonic Plate with the Asian massif. The sediments range these have not been developed because of a lack of systematic from Proterozoic to Tertiary age and contain granite and exploration utilizing modern concepts and technologies. ophiolitic intrusions. A large section (1,300km) of this zone, In western India, viz. Rajasthan, Archaean formations, which are comprising lower Proterozoic gneisses, extends from Assam not considered equivalent to the Dharwar SGp, form a northwest- southwards to Orissa and implies the extension of this to-northeast trending arc that is, in effect, a basement to the basement under the Ganges alluvial system. mountainous Aravalli Range. These rocks cover an area about • The Cretaceous-Palaeocene aged tholeiitic flood basalts of 300km long and up to 130km wide and, collectively, are termed the Deccan Traps which cover most of central India, i.e. the the Banded Gneissic Complex (BGC). Their metamorphic grade states of Maharashtra, Madhya Pradesh and Gujarat. is high (granulite facies) and it is believed their proto-lithologies With respect to the Mogul’s intended exploration efforts for were flysch-type sediment with minor volumes of volcanic rocks; base and precious metals, the prime interest is in the rocks of the minor granitoids and gabbroic intrusions occur in the western Archaean and Proterozoic systems. Mogul’s exploration interests quarter of the belt. These formations are not renowned as being are located in the States of Rajasthan, Karnataka and Andhra prospective metal producers; however, such a concept has been Pradesh. The Company are also monitoring opportunities in overturned at Rampura-Agucha where recent, reconsidered, other States, as based on the Company’s experience, and the systematic exploration has resulted in the identification and geological summaries outlined in Sections 5.2.1.1 and 5.2.1.2. development of a world class, high-grade zinc deposit [75.7 Mt Reserve (Proven and Probable) @ 14.2% Zn and 2% Pb; Vedanta 5.2.1.1 Archaean Districts and Metallogeny Resources, 2010] in these high metamorphic grade rocks. The Dharwar Craton occupies a large area extending nearly 5.2.1.2 Proterozoic Districts and Metallogeny 1,700km from central Orissa to Cape Cormorin at the southern tip of India. This area includes virtually all of the A series of early to mid-Proterozoic fold belts lie adjacent, States of Karnataka, Kerala, Tamil Nadu and Andhra Pradesh or overlap the craton in Rajasthan and probably represent (with only minor superimposed Phanerozoic formations) and progressive basin developments on the Archaean basement. about half the areas of Chattisgarh and Orissa states. Much The rocks in these belts are usually of low-to mid-metamorphic of the Dharwar Craton appears to be composed of basal derivatives of clastic sediments and mafic volcanics (Aravalli gneissic terrain (Peninsular Gneiss) and the charnockite/ SGp) and now appear as the mountainous features of the Aravalli khondalite granulites; these are virtually non-productive Range. They are the usual hosts of lead-zinc sulphide deposits. zones, with respect to base and precious metals. Non-specific Younger (mid Proterozoic) rocks of the North Delhi and South occurrences of copper and/or lead sulphides in quartz veins Delhi SGp also contribute hilly terrains in the Aravalli Range.

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5 Section

Figure 5-2-1: Simplified Geology of India and project locations

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Peculiarly, in the north (Jhunjhunun-Alwar Districts) they host 5.2.2 GEOLOGICAL MODELS OF ORE GENESIS copper and iron sulphides whilst in the south they are hosts to Mogul is undertaking exploration in different geological settings zinc-lead sulphide mineralisation. Once again, it is not clear how in India that are favourable for different styles of base and precious valid such a concept is; recently, a VMS deposit (copper-zinc) has metal mineralisation. This section provides a brief overview of been discovered in the southern area. the geological models for ore genesis of different mineralisation Many of the metal sulphide occurrences in the Aravalli Range systems, which Mogul is using as a basis for their proposed (sensu lato) are, likely of small epigenetic vein types. However, exploration programs. The main mineralisation styles that the the large, probably hydrothermal replacement deposits, are Company are exploring for include iron oxide copper-gold, likely to have some structural and/or lithologic controls that orogenic lode-gold, volcanic-hosted massive sulphide, sediment- conform to particular models, e.g. SEDEX, VMS or MVT. In the hosted lead-zinc and sediment-hosted stratiform copper. Udaipur region, numerous SEDEX lead-zinc deposits occur in 5.2.2.1 Iron Oxide Copper-Gold Deposits the sub-basin (Rajpura-Dariba-Bethumbi). Whilst this model is reasonably well understood, potential for further discoveries and Iron oxide copper-gold (IOCG) deposits represent a class of economic development perhaps lies in the understanding of loosely related deposits which have some common elements. the stratigraphy and its relation to structures. This concept does Recent research highlights the diverse styles of mineralisation not appear to have been exercised in the North Delhi basin and within this deposit class, which are generally characterised in the Rajasthan-Gujarat region where metal occurrences have by multi-element (copper, gold, uranium, rare earth element not been developed into significant deposits. This may be due - REE) mineralisation associated with strong magnetite and to extensive alluvium and wind-blown sand cover in the North haematite alteration of volcanic and plutonic rocks by iron- Delhi basin. rich hydrothermal fluids. They often show strong structural control and are directly associated with extensional tectonic 5 The Singhbhum District consists of lower Proterozoic phyllites, environments (Hitzman, 2000). Deposit examples of this class Section mica schists and amphibolites which are reminiscent of clastic include Olympic Dam, Ernst Henry and Prominent Hill deposit (flysch) sediments and associated mafic and ultramafic volcanic in Australia. A range of IOCG and iron sulphide copper-gold and intrusive rocks. This sequence is of about the same age and deposits have also been described by Knight et al (2002) from style as the Delhi SGp of Rajasthan. However, in the Singhbhum the Khetri, Alwar and Lalsot-Khankhera Copper Belts located in District, these Proterozic rocks have been thrust over the Rajasthan and Haryana States in India. Archaean sequence to the south. The arcuate thrust zone (known as the Copper Belt Thrust) extends roughly on an east-west trend The depth of formation of IOCG deposits ranges from 10-15km than veers southwards at its eastern end. A shear zone extending to near-surface, and the hydrothermal alteration styles associated north from the Orissa-Bihar border is adjacent to the Copper Belt with the mineralisation appears to be strongly influenced by Thrust and is probably related to it. The significance of the thrust the depth of formation. They are typically interpreted to high zone is immense; most (approximately 35) copper occurrences temperature, anorogenic felsic to intermediate plutonic rocks in the region appear to be related to it, with the sulphide veins (A-type granitoids) of alkaline affinity (Kerrich et al., 2000; Budd, and disseminations generally hydrothermal replacements with 2006) (See Figure 5-2-2). Fluid flow in the majority of IOCG mylonitic fabrics. The eastern zone of this district (in Orissa) is systems is thought to result from large-scale hydrothermal largely alluvium-covered, but, within bedrock exposures, copper systems initiated by major intrusive systems (Hitzman, 2000). and nickel minerals have been recorded by the Geological IOCG alteration systems around known deposits are very large Survey of India (GSI). Komatiitic rocks have also been described and contain some barren satellite mineralised systems (e.g. from the region. Ernest Henry district). In some terranes, the ore-grade economic mineralisation (i.e. Prominent Hill) is quite small relative to the In Madhya Pradesh, approximately 140km southeast of Jabalpur, broader-scale alteration envelope. This presents a challenge is the Malanjkhand copper mine, with a reported pre-mining for locating high-grade mineralised portions within the larger Reserve of 221 Mt grading 1.35% copper. (Indo Gold, 2009) - it system. was considered the largest open pittable copper deposit in Asia. The Malanjkhand deposit lies at the northern extremity of There are four important features used in exploration of the Dhawar Craton but itself is hosted by an early Proterozoic IOCG-style deposits; 1) A major geothermal event involving granodiorite. Chalcophyrite, pyrite, molybdenite and gold occur either intrusive or volcanic activity - in Australia, mid- in sheeted quartz veins and as disseminations, and the deposit Proterozoic volcanic centres are considered important, 2) may be regarded as of porphyry copper model, much akin to Widespread pervasive iron-rich alteration, 3) Copper, gold, Boddington in Western Australia (Mogul, 2010). In the same uranium/REE geochemical anomalism and 4) Regional faulting region are numerous copper occurrences hosted by clastic contemporaneous with the thermal event. This mineralisation sediments and volcanic rocks, and there is a possibility that model may be applicable to Mogul’s Alwar and Rennibenur further porphyry-style deposits or skarn or replacement lodes project areas in Rajasthan. will be found.

47 MOGUL RESOURCES PROSPECTUS

5 Section

Figure 5-2-2 Simplified Conceptual model for iron oxide copper gold deposits. After Kerrich et al., 2000

Figure 5-2-3: Schematic representation of crustal environments for Orogenic (mesothermal) lode gold deposits A. Various depths of formation and structural setting. IRG are focussed on Mesozonal to Epizonal deposits. B. Conceptual genetic model for the formation of gold deposits in an extensional structural regime. Adapted from Groves et al., (1998).

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5.2.2.2 Orogenic Gold Deposits age from the Archaean through to the Cainozoic, with notable examples being the deposits of the Iberian Pyrite Belt, Kidd Orogenic gold deposits (re-classified from “Mesothermal lode Creek and Noranda in Canada and Kuroko in Japan. Large et al. gold” by Groves et al., 1998) are associated with regionally (2005) noted the features common to VHMS deposits: metamorphosed terranes of all ages (Archaean to Present, cf. Goldfarb et al., 2001). Ores were formed during compressional • Deposits are hosted in volcanic or volcano-sedimentary to transpressional deformation processes in accretionary and successions originally deposited under water. collisional orogens (See Figure 5-2-3). Subduction-related • Mineralisation is broadly the same age as the host succession. thermal events initiate and drive long distance hydrothermal fluid migration, with the resulting gold-bearing quartz veins • The host rocks vary from coherent to clastic volcanic or being emplaced from 15-20km to the near surface environment. sedimentary facies and range in composition from basalt Pervasive wall-rock alteration and mineralisation often through andesite and dacite to rhyolite. accompanies gold-bearing veins. • Most deposits are hosted in thin volcaniclastic units (less than 100m thick) between major volcanic formations. There is a strong structural control of mineralisation at a variety of scales for these deposits. They are generally sited in second • The economic parts of the deposits typically comprise or third order structures, most commonly near large-scale massive sulphide minerals, greater than 80% by volume. structures. Although the controlling structures are commonly The principal sulphides are pyrite, sphalerite, chalcopyrite ductile to brittle in nature, they are highly variable in type. and galena. Mineralised structures have small syn and post-mineralisation • Massive sulphide lenses are commonly, but not always, displacements, but the gold deposits commonly have extensive aligned parallel to volcanic strata. down-plunge continuity (hundreds of metres to kilometres). • Stringer (or stockwork) sulphide zones commonly underlie the 5 Extreme pressure fluctuations leading to cyclic fault-valve massive sulphides and may contain economic Cu grades. Section behaviour result in flat-lying extensional veins and mutually • Metal contents and metal ratios vary considerably. Deposits crosscutting steep fault veins that characterize many deposits. may be Cu-rich, Au-rich, Cu-Zn-rich or polymetallic (Cu-Zn- Complexity due to over-printing of mineralisation styles is Pb-Ag-Au) types. possible (i.e. mesothermal overprinted by epithermal and • Ore metals within sulphide deposits are typically vertically porphyry). However, the gold-bearing epithermal vein and zoned, from Cu at the stratigraphic base to Zn, Pb, Ag, Au and porphyry systems are typically located in different crustal Ba towards the top. However, there are many exceptions to regimes in the orogen (i.e. upper 2-5km of the crust), and form this zonation pattern. in extensional environments in response to the emplacement of predominantly I-type granitic intrusive rock (e.g. during post- VHMS deposits can further be subdivided into three end orogenic collapse/extension; Figure 5-2-3B). member deposit styles, based on morphology (Large, 1992). These are: Such complexity and potentially voluminous mineralisation in this setting is an advantage with respect to exploration on the • Lens and blanket deposits have a low aspect ratio with a ground held by Mogul. dominant zinc-rich massive sulphide lens and subordinate stringer zone. 5.2.2.3 Volcanic-Hosted Massive Sulphide Deposits • Mound deposits have a high aspect ratio, narrow and elongate Volcanic-hosted Massive Sulphide deposits (VHMS) form a major massive sulphide with a well developed stringer zone. part of the world’s Reserves of copper, lead and zinc, as well • Pipe and stringer deposits have cross-cutting massive as being producers of gold and silver (Large et al., 2005). Over sulphide pyrite-chalcopyrite pipe or stringer zones with little 700 terrestrial (land based) VHMS have already been identified or no stratiform Zn rich sulphide lenses. around the world. These deposits occur in rocks that range in

Table 5-2-1: Average grade and tonnage data for terrestrial VHMS deposits of selected Provinces globally

Average Grade and Tonnage Dominant Number of Area Ag Au deposits type Deposits Cu% Zn% Pb% Mt ppm ppm Abitibi Belt, Canada Cu-Zn 52 1.47 3.43 0.07 3.19 0.8 9.2 Norwegian Caldedonides Cu-Zn 38 1.41 1.53 0.05 3.5 Bathurst, N.B., Canada Zn-Pb-Cu 29 0.56 5.43 2.17 62.0 0.50 8.7 Green Tuff Belt, Japan Zn-Pb-Cu 25 1.63 3.86 0.92 95.1 0.90 5.8 Iberian Pyrite Belt Cu-Zn 85 0.80 2.0 0.70 26.0 0.50 20.8 Australian Palaeozoic Cu-Zn 24 1.13 4.10 1.62 42.95 1.78 10.7

Modified after Lydon (1993) and Large (1992). This information does not relate to mineralisation on the properties that are the subject of this technical report.

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The distribution of VHMS deposits within an individual geological The current understanding of the geological setting in the domain tends to be “spatially clustered with multiple deposits Rajasthan district is similar to that described for VHMS systems forming within a single stratigraphic interval” (Large, 1992). Table globally, particularly in regards to the occurrence of prospective 2-1 shows that VHMS deposits commonly form in clusters, within oceanic volcanic rocks. Ore textures within the lodes, and the a mining camp or mineral field comprising perhaps ten or twenty broad geometry of the overall lodes, are also representative of deposits of 5 to 10 million tonnes (Mt). The localisation of VHMS those in other VHMS systems. deposits at the prospect scale is strongly linked to the distribution of syn-volcanic extension faults. These extension faults are active 5.2.2.4 Sediment-Hosted Stratiform Copper Deposits during the formation of the deposits and create the permeability Sediment-hosted stratiform copper deposits result from the required to allow transport of the upward-migrating metal-rich movement of oxidised, copper-rich fluids across a reduction fluids to reach either the sea floor or the immediate sub-sea floor front, causing the precipitation of copper sulphides (Hitzman porous environments. et al., 2010). This style of deposit only occurs in rocks from the The widely accepted genetic model for the formation of a early Paleoproterozoic to Tertiary, with major examples including VHMS deposit is based on the convection of seawater into an the Paleoproterozoic Kodaro-Udokan basin in Siberia, the active submarine spreading ridge where it undergoes heating Neoproterozoic Katangan basin in south-central Africa and the and subsequently leaches metals from the underlying volcanic Permian Zechstein basin in northern Europe. This deposit-type stratigraphy through which it passes. is expressed by thin sulphide-rich zones (less than 30m thick and frequently less than 3m thick) peneconcordant with the lithology The circulating fluid may also mix with and entrain magmatic fluids sourced from crystallising sub-volcanic intrusions. Finally, (Hitzman et al., 2010). 5 the hot-metal-laden reduced hydrothermal fluid is expelled onto The typical basin architecture appropriate to the generation Section or immediately below the sea floor surface, at the spreading of a sizeable sediment-hosted stratiform copper deposit ridge, where it cools via mixing with oxidised seawater and is exemplified in Figure 5-2-5 (Hitzman et al., 2010). The precipitates sulphides, sulphates and Fe-oxide minerals. Detail of sedimentary sequence of the basin plays an important role this process is displayed in Figure 5-2-4. in the movement of basinal fluids. Oxidised rock masses are In general, VHMS deposits are commonly formed on the sea a necessary component of a basin prospective to hosting a floor near plate margins in either: sedimentary copper deposit, as they are able to buffer the basinal fluids to an oxidised state, and also act as the primary • Divergent plate margins such as mid-ocean ridge source of copper. The occurrence of copper mineralisation is spreading centres or spreading back arc basins. possible throughout the life of the basin, from early diagenesis • Convergent plate margins such as island arcs or to basin inversion and metamorphism. The most sizable deposits continental margins. had lengthy mineralisation periods, of over 100 million years, • Intra-plate oceanic islands. indicating relatively inactive tectonic stages (Hitzman et al., 2010).

Figure 5-2-4: Generic diagram illustrating the possible settings of volcanic-hosted massive sulphide deposits. Adapted from Huston et al., 2010

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Critical factors influencing the formation of a sediment-hosted and siliciclastic rocks which have no genetic association with stratiform copper deposit are detailed as: igneous activity (Leach et al., 2010). The primary distinction between the subtypes, SEDEX and MVT, is the copper content, • Oxidised metal source beds. with SEDEX deposits reporting copper, and MVT deposits • Metal traps (in the form of reduced facies). containing only minor amounts (Leach et al., 2005). However, the • Saline brines capable of leaching and carrying metals. distinction of metal character between the two deposit styles Deposits with the greatest mineral wealth are formed from is relatively small in nature, and the most significant difference basins able to confine mineralised fluids to the oxidised source proves to be their depositional environment, or tectonic settings. beds, and limit expulsion via focused pathways (Hitzman et al., MVT deposits most frequently occur in Phanerozoic carbonate 2010). The host rock sequences which commonly allow for these platforms, often in passive-margin tectonic settings (See Figure processes are rift basins; however, deposits may form in a locality 5-2-6), while SEDEX deposits are formed in intracontinental or where basin fluids move throughout highly oxidised rocks and failed rifts, and rifted continental margins (Leach et al. 2005, become copper-rich. The copper is interpreted as precipitated 2010). upon contact with a reductant (Hitzman et al., 2010). The maximum abundance of MVT deposits occurs in the The most favourable conditions lending to the formation of a Devonian to Permian, with a second important phase from the sediment-hosted stratiform copper deposit are found in the Cretaceous to the Tertiary (Leach et al., 2005). The timing of MVT Permian and Neoproterozoic tectonic frameworks. While this deposits forming roughly correlates with major contractional is the case for deposits discovered thus far, these tectonic events in the Phanerozoic (Leach et al., 2010). conditions existed earlier in the Proterozoic, analogous to The dominant characteristics of MVT deposits are outlined by Mogul’s prospective ground of Meso-Proterozoic age in Leach et al. (2005), and summarised here: 5 Rajasthan (Deb et al., 2001). Section • Epigenetic and not associated with igneous activity. 5.2.2.5 Sediment-Hosted Lead-Zinc Deposits • Hosted mainly by dolostone and limestone, rarely found in Sediment-hosted Lead-Zinc deposits not only contain the largest sandstone. Resources of lead and zinc in the world, but also yield the greatest production (Leach et al., 2005). This diverse deposit style is broken • Occur in platform carbonate sequences at the flanks of basins into two categories, sedimentary exhalative (SEDEX) deposits or foreland thrust belts. and the Mississippi Valley-type (MVT). The most significant • Dominant ore minerals are sphalerite, galena, pyrite, Paleoproterozoic passive-margin Sediment-hosted Lead-Zinc marcasites, dolomite and calcite, with trace amounts of barite deposits are found in India (such as Rampura-Rajasthan), and and rare fluorite. formed approximately 1.85 to 1.80 Ga (Leach et al. 2010). • Commonly stratabound and occur in large districts. Sediment-hosted Lead-Zinc deposits are hosted in carbonate • Important ore controls include faults and fractures,

Figure 5-2-5: Simplified cross- section of the favourable basin setting for a large- scale sediment- hosted stratiform copper deposit. Adapted from Hitzman et al., 2010

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dissolution collapse breccias and lithological transitions. 5.3. RAJASTHAN PROJECTS • Sulphides are coarsely crystalline to fine-grained, massive to disseminated. 5.3.1 GEOLOGICAL SETTING • Sulphides occur mainly as replacement of carbonate rocks The state of Rajasthan is located in western India, roughly and to an extent open-space fill; and between latitudes 24N and 30N. The north-western half is largely covered by Quaternary unconsolidated, terrestrial sediments. In • Alteration comprises dolomitization, host-rock dissolution the far west, a series of Phanerozoic sediments occur through the and brecciation. desert sands, but most of the region reveals the underlying SEDEX deposits are widely distributed throughout the world, mid-to late Proterozoic gneisses and felsic plutonic rocks in small frequently occurring in Proterozoic and Phanerozoic rocks. and isolated outcrops. Their key features are presented by Leach et al. (2005, 2010) as described below: Basement rocks in the region comprise high, to very high-grade metamorphic units derived from basic igneous, sedimentary and • Tabular deposits of lead, zinc, often silver, containing felsic plutonic antecedents. The term “Mangalwar Complex” has laminated stratiform mineralisation. been applied to amphibolite facies rocks east of the Delwara • Hosted in shale, carbonate, or clastic-dominated sedimentary lineament whilst the term “Sandmata Complex” is reserved for sequences. granulites west of the lineament. The differentiation of the two • Very rare and minor occurrences of spatial or genetically complexes, which probably represent rocks from different crustal related igneous rocks to the mineralisation. levels, is not particularly significant with respect to mineral exploration as it can be demonstrated from similar terrains 5 • Often formed in continental rifts, sag basins and passive around the world that sulphide mineralisation can be found in margin environments. Section either metamorphic regime. However, mafic igneous rocks from The best constrained period of SEDEX-type mineralisation in Archaean terrains are usually more productive for gold, copper India, within in a passive margin environment, is between 1.85 to and similar minerals. 1.80 Ga, the first significant occurrence of such deposits in the The Proterozoic rocks of the Aravalli Range were deposited in Paleoproterozoic (Leach et al., 2010, Deb & Thorpe, 2004). what have been interpreted as intra-cratonic basins, (the Aravalli- Delhi Mobile Belt). The Aravalli Range is composed of basement gneisses (Banded Gneiss Complex – BGC) of Archaean age and supracrustal formations of lower to mid-Proterozoic age, which collectively constitute the North-western Indian Craton. Age determinations from galena in some volcanic rocks are given as

Figure 5-2-6: Favourable conditions for MVT mineralisation. Adapted from Leach et al., 2010

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5 Section

Figure 3-1: Location of project areas in Rajasthan and simplified geology

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2.15 Ga, which to date; are considered to be the oldest logical paragenesis of the region, as well as the direct exploration for estimate of the Aravalli sequence. The upper age limit of the metal deposits. The most recent geologic models describe the Aravalli rocks is not so clear; a date from remobilised Sandmata fold-belt to consist predominantly of the BGC with numerous granulites developed during the closure of the rifts is given at superimposed, largely isolated relicts of Aravalli Group and 1.65 Ga. This age-range is at the upper end of the world wide Delhi Group (Proterozoic) sedimentary basins (Mogul Information metallogenic period for SEDEX Pb-Zn deposits. Memorandum (IM), 2010). The base metal mineralisation occurs along several belts in rocks of the Aravalli and Delhi Super The Aravalli sequence extends in an arcuate pattern for groups and in pre-Aravalli rocks. Almost all the mineralised belts approximately 450km from the southeast extremity of the State are confined to a terrane trending NE-SW over a strike length of to near Jaipur. The thickest part of the basinal sequence is in the 260km and a width of 60-90km between Lat.23° 45’ and 28° 10’ Udaipur region, and includes most of the base metal deposits. and Long. 72° 35’ and 77° 10’. The progressive development of the basins led to a variety of sedimentary facies, and in general it is accepted that two belts The styles of described sulphide mineralisation and their developed along the long-axis of the rift, being 1. The eastern hosting lithologies have led to a range of models in a zoned zone with a shelf sequence and dominant carbonate formations; pattern being proposed throughout the fold belt. The earliest and 2. The western zone e.g. Bhilwara, containing deep water mineralisation in the region is documented by the GSI as detrital facies rocks dominated by pelites and arenites, and virtually no gold in basal conglomerates. Mafic and ultramafic volcanism carbonate units. Of particular note are the occurrences of relict and intrusion was active in the early Proterozoic, as evidenced stromatolite mats and phosphorite beds suggestive of shallow by amphibiolites and similar greenstone metavolcanic rocks in basins and sabka environments. the southeast of the State, as well as in the far north. The Khetri copper belt, near Alwar was formerly grouped in the Upper With the closure of the rift the sequence experienced several 5 Proterozoic North Delhi Group, but the recent dating of Khetri phases of folding and shearing with associated metamorphism. Section mineralisation by the GSI at 1.8 Ga has initiated a review of its In the central region, e.g. Rampura-Agucha mine, metamorphism temporal position. A SEDEX model is invoked for the copper reached amphibolite-granulite facies. Rocks are now mineralisation in the Khetri district, whilst that in the southern represented by marble, phyllite and quartz-sillimanite region (Delwara) has a VHMS signature. The polymetallic gneiss with both basin sediments and basement units being sulphide mineralisation in the Kishangarh-Ajmer district near the incorporated into the deformation. Srinagar township returned assays of up to 11% Cu over 2m in 5.3.2 MINERALISATION diamond drilling by the State Department of Mines and Geology. Rajasthan is well-endowed with mineral wealth and there is a Zinc-lead mineralisation is found in several “belts” or isolated “culture of mining” within the State. The extractive minerals basins in the Aravalli-Delhi fold belt. Mogul interpret that as industry, in particular decorative dimension stone, is well basin development evolved (from 1.7 - 1.6Ga), the supply of developed in the region of the Aravalli Range. In relation to metals to the hydrothermal systems became richer in lead, zinc India’s base metals production, the GSI recognises the Aravalli and associated elements. Supergroup of rocks in southern Rajasthan one of the geological Within the basins such as Rajpura-Dariba, Rampura-Agucha, provinces that hosts some of the major discoveries of copper, Pur-Banera, and Zawar, the intercalation of carbonate facies lead and zinc in India’ (GSI, 2010). sediments with fine-grained clastic sediments provided a variety Most of the major mining operations in the State have been of environments for the precipitation of metals. The result being developed on ancient mine sites. The presence of extensive both stratiform, associated with carbonates (Rajpura-Dariba) or mine workings, debris, slag, retorts and their associated pelites (Pur-Banera), and replacement models (e.g. Mississippi urban development’s, can be found at Zawar, Rajpura-Dariba, Valley Type at Zawar) exist. Rampura-Agucha and Khetri. Ancient mine openings in the Notwithstanding the variety of mineralising models, an important form of open stopes, shafts, declines and galleries are visible feature of the Aravalli-Delhi Fold Belt is the high number and on the hills around Zawar and Dariba. There are more obvious areal distribution of discrete sulphide deposits throughout records of these operations from historical times (16th century much of its extent. Whilst exploration has been proceeding for CE). However, most mining operations had ceased by the latter a number of years, such work is incomplete and many deposits part of the 19th century. have not been fully tested. Rampura-Agucha is an exception, as Exploration and drilling of various resources has been the geological boundaries of the sulphide deposit have been undertaken by the GSI from the 1950s. Both Rampura Agucha defined to 75.7 Mt Reserve (Proven and Probable) @ 14.2% Zn and Rajpura Dariba have zinc-lead ore of SEDEX style and have and 2% Pb (Vedanta Resources, 2010). Other inventories vary realised large deposits following recent (1978-1983) exploration from about 3.9 Mt @ 3.7% Zn at Zawar (Sterlite Industries, 2010) around ancient mine areas. to 7.8 Mt @ 6.3% Zn at Rajpura-Dariba (Sterlite Industries, 2010), and a new deposit at Sindesar Khurd with a Resource of 50 Mt However, it was only in 2005 that, Rampura Agucha was found grading 5.24% (Sterlite Industries, 2010). to be one of the largest base metal deposits in the world with a then announced resource of 61.3 Mt @ 15% lead-zinc (Gandhi, 5.3.3 PROJECT DESCRIPTIONS 2003). This deposit is now being mined by the now privatised Mogul has three project areas in Rajasthan comprising five RPs at Hindustan Zinc Limited (HZL). HZL is owned by London listed Pali, Ajmer and Alwar (See Figure 5-3-1). In Rajasthan, Mogul has Vedanta Resources plc. executed Deeds with the Rajasthan government for the grant of During the past two decades, the prospect of developing two (2) RPs, Pali and Ajmer. The Rajasthan projects, both granted mineral deposits of economic significance in the Aravalli-Delhi and applied for cover a combined area of 4,353km2 and tenement fold belt has led to increased research into the stratigraphy and names and details are presented in Table 5-3-1.

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Table 5-3-1: List of Mogul tenements in Rajasthan

Project Name RP No Application Date Date of Grant Execution date Area km2 Pali 12/2007 4 Aug 2007 17 July 2009 26 July 2010 417

Ajmer 8/2007 4 Aug 2007 10 July 2009 28 April 2010 365

Alwar North 26/2008 27 Nov 2008 - - 1,265

Alwar South 11/2008 2 Aug 2008 - - 900

Alwar West 2/2011 30 Mar 2011 805

Pali East 75/2010 6 Aug 2010 - - 601

Total 4,353

5.3.3.1 Pali 5.3.3.3 Alwar 5 The Pali Project covers approximately 1,018km2 near the township The Alwar Project comprises three RP applications covering Section of Pali (See Figure 5-3-2). The major tourist town of Jodhpur 2,970km2, two of which are contiguous (See Figure 3-4). The RP serviced by daily flights from Delhi is located only 60km to the areas are, predominantly within Alwar District. The project is NW. The area is semi-arid and is used for grazing and minor located two hours SE of Delhi and is accessible by the six lane agriculture. Relief is mostly low; there are a few hills, Punagarh National Highway. Hill, 12km ENE of Pali and rising some 200m above the plain, is The Alwar Hills immediately west of Alwar town are the northern the highest point. Access through the Project areas is good with extension of the Aravalli Range. In this region of Rajasthan, the numerous roads, often sealed, joining the villages. complex stratigraphy may be summarised into three or four Geologically, the area of the Project is dominated by a syncline Groups. The basal Archaean-lower most Proterozoic gneisses (Bambolai Synform) of conformable basalts and clastic sediments and granitoids of the Bhilwara Supergroup crop out as small of the Punagarh Group (mid to upper Proterozoic). These rocks enclaves in the central-south zone of the project area. The Delhi are considered by various authors within the GSI as part of Supergroup (Lower Proterozoic) comprises three groups: Raialo, late South Delhi Supergroup (Sgp) or, as post dating the Delhi Alwar and Ajabgarh, which have the same general geology but Orogeny. The syncline lies on top of (low grade) metamorphosed are divided largely by location. The rocks are mostly intercalated clastic sediments that are probably local basin equivalents to the quartzites (in part rudaceous) and phyllites, with minor dolomites. Ajabgarh Group of the Alwar region. The Erinpura Granite is a Basic volcanic derivatives appear in the Raialo formations of the widespread intrusion on the western side of the Aravalli Range Baldeogarh anticline. Formations of carbonaceous schists and but within the Pali Project, only a few small outcrops occur. phyllites and ferruginous arenites occur within the Ajabgarh Group. A large part of the project area is covered by Quaternary 5.3.3.2 Ajmer alluvium and aeolian sands. The Ajmer Project covering 365km2 occupies an area to the west There are no operating base or precious metals mines in the and south of the major township of Ajmer in central Rajasthan Alwar Project area; however, the region is well endowed with iron, (See Figure 5-3-3). The project area is serviced by a number of copper and gold occurrences according to the exploration work roads and is only 50km from the National Highway linking it to undertaken by the GSI. The Bhagoni deposit, in Ajabgarh Group Delhi. -1 biotite-quartz schists, contains more than 5 Mt of 1% Cu, and The “Ajmer Basin” is interpreted as a sub-basin of the Delhi the Kho-Dariba deposit, some 13km to the south, consists of 0.5 Super Group and consists, primarily of late Proterozoic Mt of 2.5% Cu in Alwar Gp phyllites (See Figure 5-3-4). Within the sediments equivalent to those of the Alwar and Ajabgarh project area, Mogul had identified over 10 “mineralised sites” Groups. The Kayar-Ghugra and Taragarh (Ajmer) lead-zinc from GSI publications. Also present are at least six “iron ore” (copper) deposits are located in quartzite and calc-silicate occurrences and a “pyrite” deposit. (flysch) formations. The base metal deposits are reportedly The mode and mineralisation of such “iron ore” deposits is not stratiform (but may be replacement). described; but, given their restricted size and the prevailing An elongate, domal granitoid occupies the core of an anticline lithologies, it is probable these deposits are of a replacement the limbs of which are composed of Ajabgarh Group rocks. There type or IOCG type. It is interpreted that due to the gold are at least four significant base metal occurrences peripheral and “iron ore” deposits occurring in all lithologies in all the to this granitoid (See Figure 5-3-3), (Mogul, 2010). The intrusion stratigraphic groups, the deposits are likely to be structurally of such felsic igneous rocks is likely to be controlled by pre- controlled rather than be of a stratigraphic (sedimentary) origin. existing structures. There are swarms of pegmatite veins (some worked for beryl and emerald) in Ajmer Formation rocks, and are probably derived from felsic plutons (as at Kayar).

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5 Section

Figure 5-3-2: Location and simplified geology of the Pali Project

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5 Section

Figure 5-3-3: Ajmer Project geology and base metal prospects (Kayar deposit lies within an ML which is excised from the Ajmer RP)

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5 Section

Figure 5-3-4: Alwar geology and prospects

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5.3.4 PREVIOUS EXPLORATION 5.3.4.1.1 Kalabar- Jaitpura - Chitar The GSI is the primary agency which undertook mineral Kalabar is a massive sulphide prospect containing mainly iron investigation in Rajasthan, ranging from geological mapping sulphides together with significant amounts of Cu-Zn (Ag-Au- and sampling, to drilling. During the early 1990s, multinational Se-Hg). There are two parallel gossan zones trending NNE- companies (BHP, Anglo American, Rio, Phelps Dodge, Pasminco SSW. The western zone is 300m long and 15m wide and the Exploration etc.) and Government owned Indian companies eastern one, 250m apart is 60m long and 25m wide. (Hindustan Zinc Ltd and Hindustan Copper Ltd) have carried out The two incipient gossan zones and minor old workings have base metal exploration in Rajasthan with focus on specific areas been evaluated by geophysical, geochemical and geological such as Agucha, Dariba and Zawar for Pb-Zn, and Khetri for Cu. mapping. Exploration work comprised geological mapping of an 5.3.4.1 Pali Project area of 0.75km2 on 1:1000 scale, 1,136m of drilling in eight drillholes In the Pali district, almost all the exploratory work has been and collection and subsequent interpretation of 220 surface 2 carried out by GSI. Department of Mines and Geology (DMG), geochemical samples from about 0.14km area. A summary of Rajasthan, has undertaken some exploratory drilling in the Chitar mineralised intervals intersected are presented i n Table 5-3-2. and Kalabar areas, but the details are not available. Some of the key areas so far explored by GSI in the last few decades are outlined below. These areas are outside of the Mogul RP (to the east and northeast (See Figure 5-3-5), but demonstrate the prospectivity of the District in general. 5 Section

Figure 5-3-5: Location of previous exploration in the Pali district, relative to Mogul’s Pali Project

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Table 5-3-2: Kalabar drilling intersections

Hole ID Depth (m) Mineralised Intervals 47.85 - 49.35 1.5m @ 3.27% Zn, 0.60% Cu, 27 ppm Ag, 112 ppb Au KBH-1 53.45 -60.95 7.5m @ 6.43% Zn, 0.53% Cu, 26 ppm Ag, 117 ppb Au

65.37 - 70.02 4.65m @ 4.62% Zn, 0.23% Cu, 42 ppm Ag, 200 ppb Hg KBH-2 74.20 - 74.60 0.40m @ 2.22% Zn, 0.28% Cu, 4000 ppb Hg

KBH-3 65.05 -74.05 9m @ 7.80% Zn, 0.08% Cu, 16 ppm Ag, 732 ppb Hg

KBH-6 59.77 - 90.02 30.25 @ 5.80% Zn, 0.02% Cu

126.40 -127.05 130.0 - 139.10 These 3 zones were comprised of sphalerite KBH-8 142.05 - 143.20 (about 5% Zn in all the three zones), 0.20 to 0.40% Cu 5 Section At Kalabar, follow up exploration included drilling of another 5.3.4.1.3 Kanthaliya five (5) drillholes. It established the stratiform nature of the Exposures of migmatites, granites and pegmatites under massive sulphide ore body with a limited strike length of 300m the veneer of soil characterise the Kanthaliya area. The with depth persistence over 100 m. The main sulphides are stratigraphic status in the rocks has been assigned and pyrite, pyrrhotite, sphalerite and chalcopyrite. In Jaitpura block, equivalent to the Banded Gneissic Complex. A number of small about 800m NE of the Kalabar prospect along the same strike, gossans in metabasics and migmatites have been mapped test drilling of the semi oxidized zone on a 70m x 40m pattern by the GSI, with geochemical surveys having established the proved another small massive sulphide body (Mogul, 2010). presence of Cu (0.23%), Zn (0.50%) content in the gossans. Chitar area is located 6km NE of the Kalabar-Jaitpura block where 5.3.4.1.4 Dhikan Block exploration during 1990 resulted in the identification of Zn-Cu defined mineralisation of 1.2 Mt averaging 6.76% Zn and 0.39% Cu In 2007-2008, large scale mapping on 1:10,000 scale, detailed (Mogul, 2010). The area was investigated by detailed mapping and mapping on 1:2000 scale, channel sampling, bed rock sampling wide space drilling in 1990. Mapping on 1:1,000 scale over 0.5km2 at selected points and petrological sampling was completed. has outlined two NE-SW trending oxidized zones ranging thickness A ground geophysical survey of the area was also undertaken. from 1 to 10 m. The area has been explored by DMG Rajasthan Mapping indicated calc gneiss, biotite schist and quartzite in the early seventies, who delineated “Indian ore reserves” of belonging to the Sendra Formation of Kumbhalgarh Group 260,000 t of 0.92% Cu over 350m strike length (Mogul, 2010). of Delhi Supergroup and amphibolite and quartzo-feldpathic schist of Phulad Ophiolite Suite (POS). These rocks are intruded 5.3.4.1.2 Saran by amphibolite sills, ultramafic bodies, Sendra-Ambaji Granite Coincidence of prominent geochemical (Pb-Zn-Cu) anomalous (SA Granite), pegmatite and quartz veins of post-Delhi age. zones with an extensive gossanised shear zone was apparently The mineralisation in the block is indicated on the surface drill tested. Grab sampling and systematic grid sampling by a 1m to 8.5m wide NE-SW trending gossan zone and mapping outlined a 1km long, strongly geochemically intermittently exposed for about 1400m over an area of anomalous zone, just south of village Saran, within a 13km long 2.5 x 3 m, and includes old working, mine dumps and a NNE-SSW trending oxidized shear zone. Many of the samples slag heap located at its northern end (Mogul, 2010). Small analysed returned 1,000 ppm values both of Pb and Zn and outcrops of the gossan are again observed about 700m over 500 ppm values of Cu, the Pb, Zn values (Mogul, 2010). northeast of the old working that extends for about 100 m. Drill testing of the gossan zone, carried out from 1988 to 1989 A total of 243 samples have been collected from 20 trenches put comprising 967m of drilling in 7 drillholes, returned disappointing across the entire 1,400m strike length of the main gossan. Fifteen results, with only pyrite-pyrrhotite dominated sulphides below (15) trenches were drawn across the main gossan zone SW of the the surface gossan intersected. The seventh hole drilled below old working, while 5 trenches across the gossan, observed in the small old workings along another extensive, oxidized fault parallel northern part of the area. The analytical results of channel samples and NW to the Saran shear zone at village Kanthaliya, intersected collected from the main gossan have an average width of 3 m, with a significant Cu-Zn zone confined within an amphibolite band. anomalous concentrations of Cu (0.20%) and Zn (0.084%). The fire assay analysis of four trenches samples of main gossan indicated Au content ranging from <100 ppb to 670 ppb (Mogul, 2010).

60 MOGUL RESOURCES PROSPECTUS

5.3.4.2 Ajmer Project 5.3.5 MOGUL EXPLORATION The GSI has reported several prospects/mineral occurrences 5.3.5.1 Pali Project in the Ajmer district. Several companies including BHP, At Punagarh Hill and Sandarla (about 22km to NE), there are Hindustan Zinc, MECL, Anglo American and Rio Tinto ancient mine workings generally consisting of shallow trenches have also carried out exploration in Ajmer district. and stopes. Galena was reportedly the prime mineral being Airborne geophysical surveys were carried out in this area extracted. A 102-sample systematic soil geochemistry program of Rajasthan under “Operation Hard Rock” - the U.S aided completed at Pali by Mogul (See Figure 5-3-6) during 2010 has collaboration project in 1967. A number of Electromagnetic been successful in that: (EM) anomalies were identified in Ajmer and surrounding areas, such as Ghugra, Madarpura, Kayar, Lohakhan and Pushkar. • It demonstrated that such an exploration method would be Ground truthing of these anomalies followed by integrated effective for a large scale soil geochemical program in the surveys involving geological mapping and geochemical Pali district. surveys, were completed. These were followed by drilling, • It has delineated a zone of multi-element mineralisation at and resulted in the identification of significant zinc and lead Sandarla of approximately 1,200m x 1,200m in size, which mineralisation between Chaatri and Ghugra near Kayar village. remains open in both directions (see Figure 5-3-2). Diamond drilling in the Kayar area for a total of 21 boreholes There are numerous old, small mine workings in this northern (from KYR-1 to KYR-2l; 4,173 m) intersected significant and part of the Pali Project area. Individually, these strike at about 78- sizable zinc and lead mineralisation zone over a continuous 85° and are steeply dipping to the south. Rock chip samples from strike length over 1km (See Figure 3-3). The mineralisation these old workings have returned high base metal assays (up to varies in width from 3m to more than 12 m, with semi- 62% Pb, 1.5% Zn and 0.36% Cu; Mogul, 2010). Silver was enriched 5 continuity up to a depth of 270 m, hosted in quartz mica (potentially in association with galena) the highest value being Section schist. The main ore minerals are sphalerite, galena with sub- 146 ppm (Mogul, 2010), and gold weakly anomalous in general, ordinate chalcopyrite. An estimate of mineralisation of 9.18 but one sample (PR31) from a shallow pit assayed 3 g/t Au Mt at 10.6% Zn and 1.70% Pb was reported (Mogul, 2010). (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb). Hematite 5.3.4.3 Alwar Project alteration, ferruginous and lead staining (pyromorphite) were observed during the site visit by SRK (See Figure 5-3-7). GSI has explored the Alwar district with geochemical and geological mapping, geophysical surveys and limited drilling. Punagarh Hill is a steep, conical feature rising about 200m Work in the Nalladeshwar area has included large scale, geological above the plain. It is centred 12km ENE of the Pali town, and mapping, detailed examination of old mines, slag / waste dumps, represents the second base metal prospect in the project area. pitting and trenching, collection of 156 geochemical samples The prevailing rock type in the Pali Project is a ferruginous fine- followed by approximately 274m of drilling. The mineralisation grained siliciclastic sediment (See Figure 5-3-8); it is not a “slate”, appears to be structurally controlled by bedding parallel shears sensu stricto, as depicted on the Pali District geological map. distributed along a zone at the contact of quartzite unit with The depth of cover (aeolian sand and soil) is not immense, but quartz-sericite. The geochemical sampling from the Nalladeshwar around Punagarh Hill, there is a “skirt” 3-500m wide of piedmont old mine area show significant concentration of copper in samples scree, which would affect any geochemical survey. Beneath the collected from the brecciated ferruginous quartzite unit. scree, there is a layer of pisolitic calcrete/pedogenic carbonate. It is interpreted that Punagarh Hill is a geomorphological relic due In the Todi ka Bas area, a total of 1124m drilling was carried to the amount of silica/jaspilite alteration which rendered the out during 2006 to 2008, and 714 core samples were collected zone resistant to erosion. and analysed (Mogul, 2010). The analytical results of borehole TBH-1 have indicated copper lodes of 10m cumulative thickness The 102 soil samples from Sandarla prospect were sufficient to with copper results varying from 0.2% to 1.12%, and sporadic carry out (informal) statistical analysis; it seems that thresholds silver values varying from <5 ppm to 18 ppm . The results of of about 300 ppm for lead, 350 ppm zinc and 80 ppm for copper, borehole TBH-2 have outlined 14 Copper lodes ranging in exist. As expected, the anomalies, which are 35-50m wide, reflect thickness from 0.25m to 1.85m with values ranging from 0.007% the positions of the old workings (See Figure 5-3-9). The strike to 0.83% Cu. These lodes occur between 214.55m and 378.20m (of the old mine workings) extension do not align on a common downhole depth. The borehole TBH-3 was also positive but horizon, but could define a corridor of mineralisation in excess of the copper lodes were thin and grades poor (0.1% Cu only). 1200m wide. Significant results of rock chip sampling by Mogul are presented in Table 5-3-3.

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Table 5-3-3: Significant Mogul rock chip samples at Punagarh Hill and Sandarla

Fe Pb Sample Geological Au Ag Ba Cu Mn Zn Mo U East North % % No Description g/t g/t ppm ppm ppm ppm ppm ppm ppm ppm

Punagarh Hill, quartz PR010 vein, gossan 343281 2855000 0.03 <1 22,431 30 0.57% 37 0.02% 24 <0.5 <0.1

Punagarh Hill, quartz PR011 vein, gossan 343383 2854540 0.02 3 4,781 25 2.7% 1,047 0.11% 39 5.7 <0.1

Punagarh East, fault PR012 breccia 346289 2857101 0.07 3 1,556 959 5.14% 1,686 2.73% 371 1.5 3.8

PR013 Punagarh East, Jaspilite 346737 2856601 0.01 <1 5,239 <5 42.18% 398 0.14% 76 5.6 1.6

PR014 Sandarla, trench, shale 354521 2870991 0.02 <1 225 276 26.40% 5,895 0.70% 15,509 6.7 3.8

5 Sandarla, old mine, Cu- Section PR015 staining 354493 2871089 1.3 6 139 34,036 17.40% 592 0.7% 1,411 2.3 11.8

Sandarla, open pit, PR016 galena 354263 2870514 0.16 146 103 2,375 1.25% 88 62.57% 490 0.9 1.3

Sandarla, epidote PR017 alteration 453588 2871015 0.06 14 235 3,324 9.46% 92 12.51% 873 6.2 4.3

Sandarla, old mine, PR018 quartz, sulphide 354761 2871742 0.01 1 77 42 1.08% 156 0.70% 61 1.7 0.2

Sandarla, epidote PR019 alteration 354024 2871205 0.13 63 139 2,465 7.77% 387 15.09% 1,305 3.2 2.4

Sandarla North, gossan, PR031 quartz vein 354392 2871627 3.07 53 117 3,658 15.57% 426 5.95% 829 20.4 13.4

Samples PR 10 and PR11 at Punagarh Hill, and RP 12 and 13 hill) during 2010, to test if the base metal mineralisation could be some 3.5km to the NE, lie in a 055° azimuth corridor that may detected along strike from the old mine workings. be an important controlling structure for mineralisation in This work was completed prior to the formulation of the concepts the area (Mogul, 2010). The lineament is clearly visible on the of the NE structural corridor, and the complex lode formation. LANDSAT spectral imagery. Near the hills from which PR 12 and There were no obvious anomalous assays of barium, copper or 13 were collected, are small outcrops of granitoid. These are zinc returned; however, two peaks of lead assays, of samples attributed to the Erinpura Granite. They are obviously late-stage 300m apart, were noticed (max value 156 ppm; Mogul, 2010). granitoids, and may be genetically related to the base metal mineralisation in the area, or have provided the heat source for The highly anomalous soil and rock chip results, from Sandarla the hydrothermal system. and Pungarh Hill prospects have been followed up with large systematic soil geochemical programs over areas of 5.2 x 2.0km PR 12 was collected from a sulphide-bearing shear (in a small at Punagarh Hill and 1.2 x 1.6km at Sandarla totalling 1,339 quarry); the lead assay of 2.72% is most significant. Copper, zinc, samples during March 2011 (See Figure 5-3-9). The soil sampling silver and gold are in minor but anomalous concentrations. PR 13 was undertaken on a 200m x 25m grid pattern at Sandarla and is a float sample collected some 500m SE of PR 12; it is jaspilite a 400m x 25m grid pattern at Punagarh Hill. Samples were with a superficial similarity to the Punagarh Hill lode material. collected from a depth 30 to 40 cm below the surface with grid Apart from lead (140 ppm), the base and precious metal assays control using a GPS with a sample size of 0.25kg. are not anomalous. However, the iron and barium assays are high and similar to those of the Punagarh lodes. The receipt of the results from the soil sampling program is expected to lead to the formulation of a RAB (rotary air blast) A single soil-sampling traverse was completed by Mogul about drilling program at Pali Project during October/November 2011. 600m NNE of Punagarh Hill (beyond the range of scree from the

62 MOGUL RESOURCES PROSPECTUS

5 Section

Figure 5-3-6: Landsat image of Sandarla and Punagarh Hill areas showing rock chip and soil sampling areas and proposed magnetic surveys

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1

5 Section

Figure 5-3-7 : Pali Project 1. Old workings in the Sandarla area near the soil survey.

64 MOGUL RESOURCES PROSPECTUS

2

5 Section

3

2. Recent soil sampling surveying at Pali. 3. Evidence of remnant Pb mineralisation – pyromorphite from Sandarla workings.

65 MOGUL RESOURCES PROSPECTUS

1

5 Section

2 3

Figure 5-3-8: Rock type and outcrop at Punagarh Hill in the Pali project area 1. View looking along strike to northeast 2. Cockade textures in the fine-grained siliciclastic rocks at Punagarh Hill 3. Photo showing areas of excellent exposure in the project area

66 MOGUL RESOURCES PROSPECTUS

5 Section

Figure 5-3-9: Sandarla Hill prospect soil and rock chip sampling 2010 results and recent soil geochemistry survey

67 MOGUL RESOURCES PROSPECTUS

5.3.5.2 Ajmer Project 1 Mogul undertook a number of reconnaissance visits in the project area during 2010 and 2011. Zinc-lead deposits outlined by HZL excised from the Project were visited to understand the controls on base metal mineralisation. LANDSAT 7 ETM+ remote sensing 15m resolution data covering the project area has been acquired with images produced using band combinations of 7 5 3 and 7 4 2 to give maximum definition for structural and mineral alteration. These remote sensing images have been used to prepare a detailed regional and project geological interpretation (See Figure 5-3-3). This interpretation is expected to aid in the formulation of ground magnetic, soil geochemical surveys and detailed geological mapping. 5.3.5.3 Alwar Project Mogul Resources has undertaken field reconnaissance and a rock chip sampling programme during 2010 at the Alwar Project. Best results are presented in Table 5-3-4 and Figure 5-3-4. Through 5 his work, a number of prospects areas have been identified (See Figure 5-3-4), including: 2 Section • Binjorl Prospect: Approximately 28km SSE of Alwar. A quartzite/sandstone ridge hosts old mine workings reputed to be “hundreds of years old”. Small ferruginous grains occur in the sandstone, which are probably derived from sulphides. A Si-Fe-altered shale unit occurs ~2km SW of Binjorl, with local gossanous segregations. Another similar zone of alteration is located about 800m to the NE. • Sainpuri Prospect (27°43.231’N, 76°38.336’E): The site includes old excavations and earthworks for a stamper-mill and small treatment plant that operated into the 20th century. Sulphide mineralisation is within a dolomite unit interbedded with argillites and arenites (greywacke?) of the Alwar Group. Chrysocolla / malachite, haematite and pyrolusite are evident on the waste dumps (See Figure 5-3-10). • Tatarpur copper Prospect (27°A3.231’N, 76°31.158’E): Comprised of a shear zone in amphibolite, or, at the contact of amphibolite and arkosic quartzite. There are a few collapsed pits (from early part of the 20th Century) extending for over 400m on a 200° strike; dip 70-80° to NW. The wallrock alteration consists of a pinkish silicate and relict amphibole or magnetite/haematite. Epidote and sulphides (pyrite/ chalcopyrite) with quartz, calcite and actinolite occur in veinlets. The shear appears to have been folded and has been offset by later faulting. Tatarpur lies just outside of Mogul’s Alwar project. • Jotri Prospect: Located in Bharatpur District near the Haryana border in the northeast of the RP, this is a base metals prospect with a few pre-WW II trenches. There are 3-4 parallel lodes over a distance of 50m; they dip 80° to the west. The lodes can be traced for about 400m along strike. Mineralisation is associated with altered pelitic units within a quartzite.

Figure 5-3-10: Sainpuri mine prospect 1. Copper stained quartzite and 2. Jotri prospect – Hematite alteration and brecciated host rock

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Table 5-3-4: Significant rock chip results by Mogul in the Alwar project and immediate area

Sample Au Ag Ba Cu Fe Mn Pb Zn Mo U Geological Description East North No ppm ppm ppm % % ppm ppm ppm ppm ppm AR021 Sainpuri Mine, hanging wall 661570 3067318 0.01 1 7,293 16.1% 17.1% 182 1,937 48 2.3 14

AR022 Jakwadi Mine, gossan 666180 3019510 0.02 <1 109 0.05% 11.6% 283 554 264 27.8 13.5

AR023 Jakwadi Hill South 666356 3019306 <0.01 <1 260 0.21% 13.4% 423 558 318 26.9 12.8

AR032 Tatarpur 1 649697 3073519 0.03 <1 79 1.84% 9.4% 78 127 52 9.1 5.4

AR033 Tatarpur 2 649699 3073632 0.01 <1 51 0.07% 21.6% 186 208 65 4.2 1

AR034 Jotri East 697337 3059340 <0.01 <1 217 0.02% 11.5% 66 111 36 4.1 2.5

AR035 Jotri West 697315 3059376 0.01 3 163 0.01% 25.4% 277 7,0 9 8 593 2 2.7

Mogul has acquired two LANDSAT 7 ETM+ (15m resolution data) these hills. Ferruginous staining (ex pyrite) in cherty quartz in the remote sensing scenes covering the Alwar Project area. Using northern part of the structural corridor returned anomalous lead, band combinations of 7 5 3 and 7 4 2 to give maximum definition copper, zinc and barium assays. Galena-barite mineralisation 5 for structural and mineral alteration images have been produced occurs in the historic mines on Punagarh Hill. Mogul has Section for detailed regional geological interpretation. proposed an exploration program combining detailed geological mapping of the two prospects, and ground magnetics. This new structural and geological interpretation completed by one of the Company’s consultants has been captured in Ground magnetic survey should discriminate between digital format in Mapinfo. Iron-rich units representing sites structures, including suspected internal granitoids, rather than of hydrothermal alteration, several granite “domes” in the identify any discrete mineralised zone. At Sandarla, ground broader Alwar Project area, significant lineaments representing magnetics will be evaluated for geology and structure, initially regional shears identified from detailed LANSAT data, field over an area of approximately 1,600m x 2,800m. At Punagarh reconnaissance and subsequent rock chip sampling with results Hill, a ground magnetics survey area of approximately 3,200m x of up to 16.1% copper has led to the belief that Alwar Project 6,400m will be completed. contains ingredients for the potential to host IOCG deposits. These programs in conjunction with the very encouraging results from the first pass rock chips and soil sampling program and 5.3.6 PROPOSED EXPLORATION AND BUDGET the yet to be received results from the follow soil geochemistry 5.3.6.1 Pali Project - Sandarla and Punagarh Hill program is expected to lead to the formulation of drilling Preliminary reconnaissance and sampling of two prospect programs. The topography at Sandarla Prospect is quite areas – Sandarla and Punagarh Hill gossan have led to the amenable to RAB drilling and the geochemical drill targets will recognition of a hydrothermal alteration system along subtle be tested as soon after the monsoon wet period as possible trends, which will become more evident with the proposed (October 2011). Targets in the agriculture-areas will have drill exploration work program. testing delayed until about November. The Sandarla prospect lacks any transported material in its Mogul proposes that RAB drilling will be followed by RC (reverse soil profile and Mogul’s preliminary soil survey has shown such circulation) and DD (diamond drilling) and has budgeted the methodology can reliably identify base metal mineralisation. drilling and assay costs for RAB to be $20/m for blade drilling The configuration of historic stoping, remnant alteration to $25/m for hammer drilling, RC costs of $100/m and diamond patches (silica, jaspilite, epidote, sulphides) and soil lead drilling of $250/m for all of their proposed programs. For the anomalism suggest the sulphide bodies strike (approximately) minimum subscription Mogul has budgeted 7,000m of RAB, east-west in an echelon structures within an, as yet, 5,000m of RC and 1,000m of diamond drilling, whilst for the undetermined regional structure. Maximum Subscription 8,000m of RAB, 6,000m of RC and 2,000m of diamond drilling is planned. The style of mineralisation at Sandarla is different from that at Punagarh; there may be replacement lodes at both localities Mogul’s proposed 2-year exploration program and budget is but Sandarla has greater haematite/propylitic alteration with presented in Table 5-3-5. higher copper-silver-gold and lower zinc-barium chemistry. Mogul considers this area will be more responsive to ground magnetometry – which they plan to implement. At Punagarh Prospect LANDSAT spectral imagery shows a definite lineament passing through Punagarh Hill on a 50-55° trend. On the ground, this trend is marked by a series of low hillocks extending north-eastwards from Punagarh Hill itself. Mogul’s reconnaissance sampling has revealed visible evidence of quartz-sulphide veining within weakly sheared siltstones in

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Table 5-3-5: Mogul’s proposed 2-year exploration program for Pali Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping 65,000 45,000 105,000 75,000 Geophysical surveys, Consultants 65,000 122,000 145,000 260,000 Data Acquisition and interpretation 27,000 40,000 30,000 40,000 Drilling and assays 275,000 615,000 440,000 860,000 Vehicle and other equipment costs 29,000 40,000 43,000 65,000 Travel and Accommodation 22,000 50,000 37,000 82,000 Geological and other staff 217,000 260,000 235,000 310,000 Computing, data management and plans 23,000 40,000 40,000 55,000 Plant, Equipment and Consumables 19,000 30,000 28,000 40,000 5 Tenement costs 2,500 3,000 2,500 4,000 Section Total 744,500 1,245,000 1,105,500 1,791,000

5.3.6.2 Ajmer Project Therefore, the sequence of proposed exploration will be: Mogul believes that opportunities exist for repetitions of the • Lithologic and structural mapping, 1:25,000 scale. Kayar, Ghugera and Taragarh style of lead-zinc deposits in the • Acquisition and reinterpretation of magnetics. region south and west of the Ajmer Granite encompassing an area of about 26 x 6km. Whilst it is not believed the base metal • Gossan search and prospecting. deposits of the Ajmer district are syngenetic or stratiform, • Soil geochemistry: 25m x 400m pattern of selected zones. Mogul infers that the deposits appear to be related to reactive • RAB and RC drill testing of base metal anomalies. formations or structural sites. Hence, geological mapping, Mogul’s proposed 2-year exploration budget is presented in with the aid of magnetics, will be essential for new geologic Table 5-3-6. Mogul proposes that RAB drilling will be followed interpretations. Mogul intends to then survey favourable zones by RC (reverse circulation) and for the minimum subscription with soil geochemistry. has budgeted 1,500m of RAB and 1,000m of RC, whilst for the Maximum Subscription 2,000m of RAB and 2,500m of RC drilling is planned.

Table 5-3-6: Mogul’s proposed 2-year exploration program for Ajmer Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping 20,000 25,000 50,000 35,000 Geophysical surveys, Consultants 15,000 25,000 75,000 95,000 Data Acquisition and interpretation 8,000 10,000 16,000 7,000 Drilling and assays - 135,000 110,000 185,000 Vehicle and other equipment costs 8,000 12,000 15,000 21,000 Travel and Accommodation 12,000 22,000 17,000 27,000 Geological and other staff 35,000 50,000 35,000 50,000 Computing, data management and plans 10,000 15,000 15,000 20,000 Plant, Equipment and Consumables 8,000 10,000 8,000 10,000 Tenement costs 500 1,000 1,500 1,000 Total 116,500 305,000 342,500 451,000

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5.3.6.3 Alwar Project The Alwar Project extends across more than 100km of strike of sediments of the northern-most Aravalli Ranges; included are formations of carbonaceous and ferruginous flysch-type sediments, quartzites but only minor carbonate or igneous sequences. A number of apparently structurally controlled, late- stage granitoids intrude the sediments. Numerous old mining sites occur in the southern part of the tenure, where copper and pyritic occurrences are located. In the western-most region of the project are ferruginous sediments with “iron ore” localities associated with Ajabgarh and Alwar Gps carbonate and flysh sediments. Mogul considers these warrant prospecting as the iron-rich units could represent sites of hydrothermal alteration of an IOCG style. There are several granite “domes” in the district and copper occurrences lie on the nose of a fold overlying one such intrusion. The program of exploration would be, in sequence: • Acquisition and compilation of data. 5 • Gossan search and reconnaissance in the far west and far south of the project area. Section • Prospect geological mapping (1: 25,000). • Soil geochemistry (25m x 200 m). • Ground magnetic surveys. • Drilling of geochemical and/or magnetic targets. Mogul’s proposed 2-year exploration budget is presented in Table 5-3-7. Mogul proposes drilling of discrete targets at Alwar and for the minimum subscription has budgeted 750m of RC drilling, whilst for the Maximum Subscription 1,000m of RC and 250m of diamond drilling is planned.

Table 5-3-7: Mogul’s proposed 2-year exploration program for Alwar Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping - 40,000 - 45,000

Geophysical surveys, Consultants - 20,000 - 50,000

Data Acquisition and interpretation 20,000 - 20,000 -

Drilling and assays - 75,000 - 155,000

Vehicle and other equipment costs - 5,000 - 8,000

Travel and Accommodation - 5,000 - 10,000

Geological and other staff - 25,000 - 27,000 Computing, data management and plans 5,000 10,000 7,000 10,000

Plant, Equipment and Consumables - 3,000 - 3,000 Tenement costs 3,000 3,000 3,000 3,000 Total 28,000 186,000 30,000 311,000

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5.3.7 PROJECT POTENTIAL AND SRK COMMENT As a general comment, the package of projects held by the The Rajasthan Projects are distributed throughout the Aravalli Company have not been subjected to systematic exploration in Ranges, with specific project areas applied for in districts with the past. Apart from the Ajmer project area, most of the projects demonstrated mineralisation of varying styles. The main styles have not been subjected to any modern-day exploration, and of mineralisation that Mogul are targeting are base metals with remain untested. possible gold credits, of IOCG, SEDEX and VMS types. In general, the Company has taken a regional approach to their The Pali Project occurs in the south central part of the State ground selection and target areas. Prospective host rocks (e.g. immediately to the west of the Aravalli Ranges. Whilst some carbonaceous and ferruginous flysch-type sediments at Alwar) ancient mine workings are present, this area has had only very have been used as a basis for ground selection, as opposed to limited modern exploration. Mogul has interpreted the host the traditional methodology of submitting applications over rocks to be equivalent to the Ajabgarh Gp of the Delhi Fold Belt areas with old workings. This demonstrates a fundamental which, in the Alwar-Khetri region hosts significant base metal understanding of the overall mineralisation systems in the (copper) deposits. The age of the lead sulphide mineralisation at districts targeted by Mogul, and indicates that the Company Punagarh Hill is similar to the copper sulphide mineralisation at is committed to long-term exploration in the area, as based Khetri. The shear (breccia) hosted, replacement style of sulphide on a sound exploration hypothesis. The proposed exploration mineralisation together with intense haematite, silica, epidote programmes are appropriate, given the early stage of alteration and the suite of elevated concentrations of such development of the Projects. elements as Cu, Pb, Zu, Au, Ag, Fe, Ba, Mo, U, suggest that the Pali deposits may be analogues of IOCG deposits. 5.4. KARNATAKA PROJECTS

5 In the immediate Sandarla Hill area within Mogul’s Pali Project, 5.4.1 GEOLOGICAL SETTING Section there are a number of ancient mine workings generally consisting Karnataka is a State in south India bounded by the Arabian Sea of shallow trenches and stopes. Mogul has undertaken a to the west and the States of Goa and Maharashtra to the north, 102-sample soil geochemical survey at Sandarla, and delineated Andhra Pradesh to the east and Tamil Nadu and Kerala to the a broad anomalous Pb, Ag, Cu, Au zone 1,200 x 1,200m in size, south, lying between latitudes 12° and 17° north. Mogul has which remains open in both directions. Rock chip samples from applied for nine (9) RPs and PLs in this State (See Figure 5-4-1). old workings in the area have returned high base metal assays (up to 62% Pb, 1.5% Zn, 3.4% Cu and 146 g/t Ag) and one shallow In geological terms, a simplified stratigraphic sequence for pit sample (PR031) which assayed 3 g/t Au (together with 53 g/t Karnataka – Andhra Pradesh is presented in Table 4-1. The Ag, 0.36% Cu and 5.95% Pb). basement formations, with ages generally exceeding 3.1 billion years, include the charnockites and granitic migmatites and At Punagarh Hill, the area is characterised by a hill composed of gneisses of the Eastern Ghat Group and Peninsular Gneiss, massive silica/jaspilite alteration, where Mogul has undertaken respectively. Intercalated with these units are schists and limited rock chip and soil sampling. The Company has identified amphibolites (Surgar Group) including marble and ironstone a 055° striking corridor from LANDSAT 7 datasets, that it believes formations. These are probably relics of older supracrustal may be an important controlling structure for mineralisation basins. The basement rocks collectively form about 40% of the in the area. Rock chip samples from a sulphide-bearing shear State, and are the sources for an extensive extractive minerals returned lead assays of 2.72%, with Cu, Zn, Ag and Au in industry. However, they are generally lacking significant metallic anomalous concentrations. deposits at this stage. At the Alwar Project in the north of the State, there are no The later Archaean (2.7 Ga) supracrustal rocks are grouped into operating base or precious metals mines; however, the region the Bababudan and Chitradurga Groups. These, along with the is well-endowed with iron and copper occurrences. Within the unassigned Eastern Greenstone Belts, constitute about 35% of Project area itself, Mogul had identified some 14 ‘mineralised the State and are considered equivalent to the greenstone belts sites’ from GSI publications. In particular, Makroda and Jamranli of the Western Australian Yilgarn Craton, in terms of geological have been included in IOCG types (Knight et al., 2002). These development. The Karnataka belts are oriented on north and deposits are enriched in Ba, Ag, Au, Cu, Mo, REE, Bi and Te. northwesterly trends. The time-relationships of the two Groups At Ajmer Project in the centre of Rajasthan, the GSI has is not clear, but the implication is that the Bababudan and reported several prospects and mineral occurrences, with most of the smaller greenstone belts, such as Kolar and Hutti, several companies including BHP, Hindustan Zinc, Anglo whilst being dominated by mafic volcanic units, are the older American and Rio Tinto having carried out exploration in sequences. The Chitradurga Group is dominated by meta- District. Within but excised from Mogul’s Project, historic sedimentary rocks, including carbonate and iron-rich facies. diamond drilling in the Kayar area has intersected a significant Post Archaean rocks of Karnataka include a lower Proterozoic Zn-Pb mineralisation zone over a continuous strike length over granitoid (Closepet Granite) whose batholiths extend almost 1km, with an unclassified Resource of 9 Mt at grades over 10% the whole length of the state (600km). Upper Proterozoic and 1.5% Pb delineated by HZL. sedimentary basins occur in the far north and are overlapped by It is clear that Mogul has carefully assembled a package of projects the Cretaceous-aged Deccan Trap plateau basalts. Phanerozoic that demonstrate varying styles of mineralisation, and occur in rocks are, virtually, absent from the State; a few large areas of districts with varying degrees of mining activity, historically. Tertiary laterite occur in the Western Ghats and eastern areas of The portfolio of projects, in SRK’s opinion, also represent a range the Deccan Traps. of areas where the Company has earlier stage projects (e.g. Pali) and more advanced projects with significant demonstrated mineralisation in the immediate area (e.g. Alwar).

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Table 5-4-1: Simplified stratigraphic sequence for Karnataka – Andhra Pradesh

Age Composition Comments Cainozoic Laterite - Mesozoic Deccan Traps Tholeiitic plateau basalts Upper Proterozoic Kurnool Group Detached outliers of clastic and biogenic sediments Rare kimberlite intrusions in eastern Andhra Pradesh - Kaladji Supergroup (Karnataka) Basins of probable coastal or terrigenous clastic Mid Proterozoic Cuddapah Supergroup (Andhra Pradesh) sediments (dolomites) and volcanic/tuffaceous units Mid-upper Proterozoic Felsic & mafic dykes and sills - Lower Proterozoic Closepet Granite Extensive granite intrusion Supracrustals; greenstsone-amphibolite facies clastic sediments, mafic volcanic; carbonate sediments and Chitradurga Group ironstones. Basal conglomerate. Unconformity - 5 Section Supracrustal; amphibolitic-greenstone facies clastic Archaean or lower- Dharwar Supergroup sediments, mafic-felsic volcanic; ironstones, basal most Proterozoic Bababudan Group conglomerate Non-conformity - Small ultramafic intrusive. Supracrustals Amphibolite Sargur Group facies sediments and volcanics Achaean Peninsular Gneiss Complex Migmatite, charnockite granitoids

The climate is of the State is decidedly subtropical with the pyrite, pyrrhotite, arsenopyrite and chalcopyrite are present, as hottest period in the months of April and May. Apart from the are tellurides and scheelite. narrow coastal plain where it is very humid, the weather effects The Kolar developments extended more than 3,000m in depth, are ameliorated by the fringing Western Ghats – a range of and during their life more than 28.5 Moz of gold were produced hills up to 2,500m high. Such elevations cause the southwest (B.P. Radhakrishra S.L.C. Curtis, Gold in India, GSI, 1999). More monsoons to dump their moisture on the seaward side; up to than 26 gold lodes are reported from the Kolar field, and 4,000 mm of rain annually, chiefly between June and September, because of the paucity of modern exploration / development, supports dense forest in the hilly regions. In contrast, the Mysore many of these are still likely to be highly prospective. The mines Plateau, at elevations between 700m and 1,200m and occupying in the Hutti field are currently in operation. Since their discovery most of the state, is relatively dry (450-850 mm) with the wettest in 1887, about 1.6 Moz gold have been produced. The gold period resulting from the retreating north-western monsoons in occurs in multiple quartz veins, steeply dipping in sheared September-October. tholeiitic basalts (Vasudev, 2009). Karnataka is not renowned for base metals production, but 5.4.2 MINERALISATION several copper occurrences and ancient workings are to be found The economic mineral potential of Karnataka is developed in the Chitradurga district (Vasudev, 2009). The Ingladhal Mine, principally on the iron and manganese deposits of the which is the only operating base metal mine in the State, was Bababudan formations (Mogul, 2010). There is evidence to developed on ancient workings. Reserves of more than 5 Mt with show some of the oldest iron-ore workings (from 1200 BCE) a copper grade of 0.81% have been developed to 450m depth occur in the Western Ghats and near Bellary. These two areas (Vasudev, 2009). The hosting sulphidic unit has been traced for still produce high quality magnetite and haematite ores from 3000m along strike, but the intensity of exploration away from a Bababudan volcanic sequence. Banded iron formations (BIF) the main workings is not known. are chert-haematite rocks and are common in the greywacke environment of the Dharwar and Chitradurga Districts. The older Surgar amphibolites contain small iron formations that are relatively rich in titanium and vanadium (Mogul, 2010). Gold production from Karnataka used to be significant, but since the closure of the Kolar mines in 1993, only modest production, chiefly from Hutti mines, has occurred. The Kolar geological environment is quite similar to that of the Eastern Goldfields near Kalgoorlie, Western Australia. That is, gold occurs commonly in quartz veins within sheared tholeiitic basalts. Sulphides such as

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5.4.3 PROJECT DESCRIPTIONS In Karnataka, eight tenements, covering an area of 17,493km2 have been applied for. Nagamangla RP has been granted. Tenement names and details are presented in Table 5-4-2.

Table 5-4-2: List of Mogul tenements in Karnataka

Project Name RP No Application Date Date of Grant Execution date Area km2 Nagamangla 02/ APR/2008 2 Nov 2008 17 January 2011 20 June 2011 113 Dharwar North 40/ APR/2007 4 Oct 2007 2,643 Dharwar South 41/ APR/2007 4 Oct 2007 3,444 Chitradurga 1/ APR/2008 2 Nov 2008 4,010 Chiknayakanhalli 47/ APR/2010 26 Feb 2010 2,025 5 Rennibenur 48/ APR/2010 26 Feb 2010 4,356 Mysore & Mandya 54/ APR/2010 19 Mar 2010 895 Section Amreshwar 14/ APR/2010 19 Apr 2010 7 Total 17,493

5.4.3.1 Dharwar - Rennibenur The Rennibenur RP application is continuous (to the south) with the Dharwar RP applications, thus adding a further 75km of strike Mogul’s Dharwar – Rennibenur Project comprises three RP of potentially gold-bearing terrain to the portfolio (See Figure applications in the Dharwar area, totalling 4-3). There are several GSI records of ancient gold workings 6,200km2. The Dharwar – Rennibenur Project covers a within the Rennibenur RP, located 20-25km southeast of Haveri, sedimentary sequence of Chitradurga Group rocks between ~25km south of Haveri, and 20km north of Shimoga. Shimoga town and the Malprabha River, some 225km to the northwest. The RP applications lie immediately east of the The meta-graywacke sequence that dominates the Dharwar Western Ghats in an area of sparse outcrop. properties extends for a further 50km as far as the Tungabadra River. At this juncture the stratigraphy gives way to a sequence The majority of the underlying rocks are pelites with minor of mafic and felsic schists with intercalated carbonate quartz-mica schists that have derived from greywacke-type “sediments”, ascribed to the Chitradurga Group and (older) sediments. Highly folded ironstones (BIFs) in the area are Bababudan Group. indicative of the intense deformation this region has undergone. Whilst the BIFs are generally regarded as products of ferruginous The lenses of banded ferruginous chert continue from Dharwar sedimentation, an alternative concept is that they represent with the predominant north westerly trend, but near the replacement lodes in a highly sheared environment. greenstone belt, they trend east-west to southwest. The structure of the region is of significance and was the prime In this region (10-25km northwest of the town of Honnali), there influence for Mogul Resources lodging the RP application. are numerous small zones of rhyolite or rhyodacite porphyry that The central axis of this sedimentary basin is described as a are in part, truncated by ironstone lenses. “high strain zone” with predominantly sinistral transcurrent deformation (Vasudev, 2009). This 10-20km wide zone is also coincident with quartz-mica schists in an otherwise shaley lithology. Adjacent to the felsic schists are patches of pyritic greywacke and quartz-albite-biotite-chlorite-ankerite altered rocks, potentially representing broad-scale alteration. Gold mineralisation as evidenced from “ancient workings” in the vicinity of Haveri and Palavanhalli is associated with BIFs. It is interpreted that the BIFs, in this locality at least, are, in fact mylonitic structures in which iron sulphides and gold have been deposited (Vasudev, 2009). Subsequent deformation and oxidation have produced the “banded” chert-haematite (magnetic) rocks. Whilst the same BIFs extend throughout the RP area, there is no record of gold mineralisation other than that near Haveri (Mogul, 2010; Figure 5-4-2).

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5 Section

Figure 5-4-1:Geology and project locations in Karnataka and Andhra Pradesh

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5 Section

Figure 5-4-2: Dharwar geology and gold prospecting areas

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5.4.3.2 Chitradurga – Chiknayakanhalli - Nagamangala magnetite-(pyrrhotite)-silica similar to such deposits as Lancefield, Copperhead and Prohibition (Meekatharra) in the Western The Chitradurga – Chiknayakanhalli - Nagamangala Project covers Australian goldfields. the “Chitradurga Greenstone Belt” which is a typical Archaean supercrustal formation, underlain by rocks of the Peninsula The granted Nagamangala RP (See Figure 5-4-5) covers the Gneiss Complex and locally intruded by younger (late-stage) supracrustal rocks in the Mandya region which are an extension of granitoids (See Figure 4-4). The Chitradurga greenstone belt a belt that originates north of Chitradurga i.e. more than 200km is an attenuated and complexly folded and sheared basin of to the north. The greenstone belt in this locality is attenuated clastic and minor carbonate sediments with intercalated mafic and displays a higher metamorphic grade than further north. and felsic volcanic and banded ironstone formations (BIF). Older The belt appears to be intensely sheared with numerous BIF and (Surgur Gp) amphibolites are thrust against Chitradurga Group “orthoquartzite” lenses present. However, the belt is not broad, sediment at the eastern margin of the belt. The thrust structure even if it is continuous, being 3 - 6km wide. continues southward for a further 200km to the Mandhya District. There appears to be a greater proportion of ultrabasic rocks Proterozoic granitoid intrusions (Closepet Granite) are observed present. Whilst, various units are mapped as “amphibolites near Chitradurga town. pyroxenites, dunites,” etc the recording of spinifex textures, The structural complexity of the belt is evidenced in the folding of pillows and magnesite suggests that some of the units, at least, are the narrow BIF lenses that extend through the clastic sediments derived from high magnesium basalts or komatiites. A thick (~1km) and basalts of the Chitradurga Gp. The iron-rich sediments continuous “iron stone” band in the centre of the greenstone belt constitute a small portion of the belt, and occur as spatially is composed of grunerite, garnet, staurolite, quartz and mica and restricted ferruginous sediments. These iron-rich formations, may represent a metamorphosed ferruginous pelite – but could as well as tholeiitic basalts are conceptually ideal hosts for gold also have derived from a basalt. mineralisation. Several ancient gold workings are reported by the 5 Several gold occurrences exist associated with shears in the GSI located adjacent to structures of these rocks, as well as within Section basalts or at the contacts of amphibolites and ultramafic rocks. internal BIF and shears. 5.4.3.3 Amareshwar A major shear zone striking north northwesterly to northerly extends through the sequence about 5km east of Chitradurga. The Amareshwar Project, covering a rectangular block of 7km2, The structure’s full extent is not known, although Mogul believes is in the north western region of Raichur District in the northern it is possibly related to the Gadag gold district 140km to the part of in the state of Karnataka. It is adjacent to the village of north-west. The structure can be traced for over 30km through Amareshwar, which is located about 5km south of the Krishna the Project area, and hosts several small workings which appear River (See Figure 5-4-6). to not have had systemic modern exploration. There are several The regional geology is dominated by granitoids and migmatites copper-lead (minor antimony-gold-silver) occurrences in this environment with the Ingladhal deposit (8km SE of Chitradurga) of the Peninsular Gneiss but in this locality there are small, folded representing the most significant (GSI, 2010). This mine, which has supracrustal units that are associated with the nearby Hutti been operating for more than 25 years, is near an ancient copper Greenstone Belt. The supracrustal rocks are described by the smelting site. GSI as “amphibolites” with numerous banded ferruginous chert intercalations. In one section of the amphibolite, a zone ~250m 2 The Chiknayakanhalli RP area (2,025km ) is located approximately by 2,500m contains numerous narrow lenses, sub parallel to the 5km southeast of the Chitradurga area, and ~20km west of the foliation, of spodumene bearing pegmatites. The lithium content town of Tumkur (See Figure 5-4-4). As such, it includes about 60km of the pegmatites is reportedly ~4% Li2O (Naqvi, 1990). of strike of the Chitradurga Greenstone Belt. The lithological sequences are the same as for Chitradurga. The major structural feature in the region is a south-striking, eastward-dipping thrust that separates Chitradurga Group rocks from the Peninsular Gneiss Complex. It is not clear from published GSI maps if this structure directly controls any gold mineralisation. The Chitradurga belt occupies most of the western half of the RP area but it becomes progressively attenuated. At the southern RP boundary, the belt is about 15km wide. The “ferruginous sediments” described from the Chitradurga area are more frequent here and even provide several iron ore accumulations (southeast of the town of Chiknayakanhalli; Mogul, 2010). This region has one of the highest concentration of historic gold workings in the State, albeit small and with only one operating mine. Most of the gold deposits are associated with “sulphide facies BIF”/shears in the northern half of the area. In the early- 1900s, two auriferous reefs, with strike length of 2km were worked with underground developments including more than 600m of driving, to depths of 125m (Mogul, 2010). In the mid- 1990s, Hutti Gold Mines developed an open pit mine at Ajjanahalli; from more than 390,000 t of ore processed, 689kg gold was produced and more recently, a heap leaching operation (3,00,000 t) has been attempted (Mogul, 2010). The RP area includes gold mineralisation of varying types, but particularly those associated with banded

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5 Section

Figure 5-4-4: Chitradurga-Chiknayakanhalli geology and prospects. Note: The Ingaldhal Copper Mine and G.R. Halli prospects are excised from Mogul’s RP application

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5 Section

Figure 5-4 -5: Nagamangala geology and prospects

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5 Section

Figure 5-4-6: Amareshwar geology and prospects

5.4.4 PREVIOUS EXPLORATION 5.4.4.2.1 The old Ingaldhal copper mine 5.4.4.1 Dharwar-Rennibenur The mine is located ~8km south of the Chitradurga town The Dharwar-Rennibenur region contains a number of significant (See Figure 4-4), where the central part of the Chitradurga gold deposits, which were developed in historic times but, Greenstone Belt is up to 40km wide. Encouraged by the results currently, there are no operating mines exploiting any of these of drilling carried out by Karnataka State Department of Mines deposits. In recent times the Chinmulgund deposit has been and Geology, Chitradurga Copper Company was formed in 1966 explored by GSI. (Madhusudhanan, R, et al.1991. Investigation for to mine the copper ores and produce copper concentrates. gold in Chinmulgund area, Dharwar district, Karrataka. Rec.Geol The initial copper Resource was placed at 1 million tonnes of an Surr.India, v.124). “Drilling exploration has indicated a total ore average grade of 1 % copper (Vasudev, 2009). A 240 tpd copper potential of 1.5 million tonnes having gold content of +3 glt”. This concentrate plant was commissioned in 1973, and thirteen (13) deposit occurs in folded BIF units within greywacke/angillite with underground levels were developed over a strike length of 1,000 m. an aggregated strike length of 3.5km Radhakrishna, in Gold in The total Resources of all categories were estimated at 5.1 million India (Geol. Soc. of India 1999) states: “The entire belt (Shimoga tonnes at an average grade of 0.81% copper as at 31/3/1994 schist belt) requires reassessment analysing the full width of all (GSIe, 1996). The strike continuity of the vein type copper lithologies to a depth of 300 m”. mineralisation was established over a length of 3km (Vasudev, Recent explorers in the region have defined a number of mineral 2009). In 1984 HGML took over the copper mines and later resources (for example at Dhawar-Shimoga, Mangalagatti and at converted the copper concentrator into a gold ore processing Ganajur – source Intierra database, 2011), further demonstrating plant. The mine has produced 0.85 million tonnes of copper ore the prospectivity of the area. and 34,000 tonnes of copper concentrates until 1995 (Vasudev, 5.4.4.2 Chitradurga 2009). The copper concentrate was reported to contain on average 25% copper, 4 g/t gold and silver 40 g/t (Vasudev, 2009). Numerous prospects and mines have been identified in this area, and are described in more detail in Vasudev (2009). Details of Schistose metabasalt and associated volcaniclastics reportedly development and exploration in regards to the more significant host rich but narrow copper lodes, with credits of gold, (1 to occurrences, are summarised below. Styles of mineralisation 2 g/t) and silver (3.8 to 14.8 g/t) (Vasudev, 2009). Based on the observed by SRK during the site visit are presented in available data, mineralisation reportedly extends over a strike Figure 5-4-7. length of 5,000m with an average width of 200 m. There are also

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1 2

3 4

Figure 5-4-7: Styles of mineralisation found in ore dumps around the Halli area 1. Disseminated pyrite and epidote alteration within 5 metavolcanic. Section 2. Iron-carbonate alteration as selvage and disseminated 5 6 within quartz vein. 3. Pyrite-Fe-carbonate alteration within 10 centimetre wide quartz vein. 4. Disseminated pyrite and arsenopyrite within silicified metavolcanic 5 Boudinaged quartz- carbonate vein within metabasalt. 6. Millimetre-scale quartz- carbonate-sulphide vein.

good indications of mineralisation, both to the north as well as alteration within 10 centimetre wide quartz vein. D. Disseminated to the south of the present mining area, extending over strike pyrite and arsenopyrite within silicified metavolcanic. E. length of 30km. Boudinaged quartz-carbonate vein within metabasalt. F. Millimetre-scale quartz-carbonate-sulphide vein. 5.4.4.2.2 G.R. Halli gold-silver prospects The G.R. Halli Central Block prospect contains auriferous quartz The Chitradurga gold-sulphide zone is a 2.5km wide and 40km long veins within sheared, chloritised meta-basalt, and carbonaceous area with old workings throughout the length of this zone. Over 10 argillite greywacke. Detailed mapping and drilling in the gold and sulphide-gold bearing prospects and 15 other auriferous prospect by GSI has reported two mineralised quartz veins, quartz veins have been identified and explored to various stages by which extend over 510m and 260 m, respectively. The gold State Department of Mines and Geology, GSI and HGML (Vasudev, content of these veins average 6.06 g/t over 67 cm width and 332m 2009). Important mineralisation includes the G.R. Halli gold-silver strike length (Vasudev, 2009). prospect, C.K. Halli gold prospect and the Honnemardi gold prospect hosted in mylonitic granite and phyllites. The abovementioned Au (Ag) lodes are reportedly narrow, persistent, and curvilinear and are thought to be emplaced The G.R. Halli South Block prospect covers an area of along the sheared contact of metasediment (argillite/tuff) and 1.2km x 0.45km, where there are several sub-parallel gold- metavolcanics. The sulphides are mainly pyrite, arsenopyrite, arsenopyrite-galena bearing quartz veins traversing carbonated subordinate galena, sphalerite and rare stibnite (Vasudev, 2009). metabasalt and phyllite (Vasudev, 2009). GSI has completed 2,360m of drilling in 18 drillholes in the prospect. Two zones Several complexly folded BIF bands and a number of argillite of mineralisation have been delineated: Zone 1 mineralisation horizons with quartz vein have further been delineated in the area occurs in a lode, which is 1.96m wide with an average grade of through large-scale mapping at 1:12,500 scale (Vasudev, 2009). 3.3 g/t gold and 110 ppm Ag (Vasudev, 2009). Zone 2 returned grades of 0.4 to 8.94 g/t Au (Vasudev, 2009). A. Disseminated pyrite and epidote alteration within metavolcanic. B. Iron-carbonate alteration as selvage and disseminated within quartz vein. C. Pyrite-Fe-carbonate

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5.4.4.3 Chiknayakanhalli block has yielded about 750,000 tonnes of mostly oxidised ore of an average grade of 2 g/t (1.75 to 2.4 g/t; Vasudev, 2009). As is the case for Chitradurga, numerous prospects and mines Approximately 250m west of Ajjanahalli Central Block, five (5) have been identified in this area, and are described in Vasudev parallel bands of tight isoclinally folded BIF is located, covering (2009). Details of development and exploration in regards to the an area of 0.3km2. Gold was encountered between 34.4m to 227m more significant occurrences are summarised below. vertical depth in drilling, with mineralisation located in sheared Ancient workings for gold are location ~2km ENE of Bellar a BIF and carbon phyllite, with quartz-carbonate veins carrying (See Figure 4-5). Gold is observed in quartz veins cutting sulphides (Vasudev, 2009). The total strike length proved by the metabasalt, with minor prospecting carried out by the Indian drilling was 760 m, with the thickness of mineralisation varying Mines Development Syndicate between 1902 and 1905 (Vasudev, from 0.8 to 7.5 m. 2009). Two quartz reefs, the Bellara Reef and the Tank Reef were located by sinking several shafts, although the results were not 5.4.5 MOGUL EXPLORATION promising at the prevailing low price of gold in 1905, and work Mogul has not completed any exploration on the ground, was suspended (Vasudev, 2009). however the company geologists and its consultants have Mine dumps around the shafts contain visible particles of gold, undertaken numerous reconnaissance trips through Karanataka and the mine was reopened in 1944 by the Mysore Geological with a particular focus on its project areas. A large hardcopy Department, and the Tank Reef explored in two levels (Vasudev, dataset comprising GSI published 1:250,000 scale geological 2009). In the eastern section, a few rich pockets of quartz reef maps, reports by DMG and publications by the GSI have been carrying coarse gold were encountered, but the overall width of acquired. Regional geological interpretations have been 5 quartz reef and the grade proved to be poor and further work completed in Karnataka leading to the selection of the RP and PL was stopped in 1954. About 4,000 tonnes were treated in a crude application areas. Section mill and 2,000 ozs (62kg) of gold recovered (Vasudev, 2009). 5.4.6 PROPOSED EXPLORATION AND BUDGET A belt of schists extending from Bellara in the south, to Annesidri in the north, shows sulphide facies BIF intercalated with volcanic 5.4.6.1 Dharwar-Rennibenur Project rocks. A major shear zone marks the eastern margin of the The Dharwar Craton comprises Archaean greenstone belts Chitradurga schist belt, along which there are several mylonitic and granite gneiss basement similar to those of the Western granitic masses, and indicates that the structural and geological Australian Yilgarn Craton. As such, Mogul anticipates similar gold setting is favourable for gold mineralisation. Drilling in the Tank mineralisation styles can be expected in both regions. Reef and the Bellara Reef was continued by the GSI, where the main Tank Reef lode was traced for 900m from drill hole BG-1 to The three continuous Dharwar – Rennibenur RPs comprising BG-10 (Vasudev, 2009). In addition, three more subparallel lodes the Project cover 245km of strike of largely, metasediments were delineated based on drilling intersections, namely B, C, and and minor mafic-to-felsic volcanics. The sedimentary rocks may be grouped as “greywackes” but, peculiarly, they have D. These lodes range in length from 100m to 500m with widths abundant iron-rich zones and extensive BIF lenses. The fabric varying from 0.3m to 1.50 m. Their Au content varied from <25 and mineralogy of the BIF units suggest they were tectonically ppb to 0.24 g/t (Vasudev, 2009). derived with associated sodium metasomatism. About 20-40km For the Bellara Reef, drilling intersected a 1.9m thick quartz vein northwest of the town of Haveri there is a large expanse of within sheared metabasalt in drillhole BG-13, and returned 0.4 to ferruginous (pyritic) shale which is, possibly, also hydrothermally 1.2 g/t Au over 1m (Vasudev, 2009). Mineralisation can be traced derived. The structural trends of the BIF lenses show uniform for 200m along strike, with a total of 2,955m drilled in the Bellara deviations in strike in the vicinity of the villages of Solarkoppa area and a total of 1,361 core samples collected from 15 drillholes and Lakkikoppa. The axes of these “hinge zones”, is north (BG-1 to 15; Vasudev, 2009). eastwards. As yet, the relative ages of the structural deformation About 12km north of Bellara, the Ajjanahalli prospect is located with respect to gold mineralisation, is not determined. However, along a N-S trending subsidiary shear zone sub-parallel to ancient, shallow mine workings, which follow the trends of the the main belt. Exploration by the Indian Mines Development iron stone foliation are scattered through the Ranibennur-Haveri Syndicate outlined a large sized “ore body” within sulphide region. Within this zone, a recent exploration program returned facies iron formation assaying up to 13.6 g/t Au in different significant gold assays from channel sampling (3.8 g/t Au over 34 m). sections (Vasudev, 2009). Gold mineralisation is also found in In the southern zone of the project, near the town of Honnali, the quartz veins localised in silicified and carbonated shear zones. geology changes somewhat with an increase in volcanism (dacite Ore minerals include pyrrhotite, arsenopyrite, and chalcopyrite, -tholeiite); rhyolites domes are local as are iron and manganese minor sphalerite and carbonaceous matter. At least six parallel deposits (probably hydrothermal in origin). Southwest of Honnali mineralised bands in the iron formation have also been are a group of defunct gold mines based on quartz reefs that identified, with the overall width of the mineralised zone ~150m extend over a strike of 6km. (Vasudev, 2009). A bulk sample of 200 tonnes assayed 6.8 g/t Au This is a large block and systematic exploration would comprise: (Vasudev, 2009). This property has recently been taken over for development as an open pit mine by the Hutti Gold Mines Co 1. Initially, reconnaissance prospecting will have to be carried Ltd. The mined ore will be transported for treatment at the mill at out with rock chip sampling at an average of 1km intervals. Ingaldhal near Chitradurga. Special attention will be placed on the “hinge zones” and pyritic greywacke areas. Laterite outcrops (which are not In 1993, Hutti Gold Mines started exploratory mining frequent in this region of the craton) will be sampled. operations in the Ajjanahalli central block at a rate of 300 tpd, and transported the ore 80km north to the refurbished copper concentrator plant at Ingladhal. Ajjanahalli central

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2. Assay methods will be directed to identifying low Mogul considers that this southern area because of its felsic concentrations of gold. Any anomalism will be followed up and mafic volcanism may be prospective for base metal by second-pass rock chip sampling and, if appropriate, soil mineralisation of VMS style. In addition, the “iron-ore” localities geochemistry. need to be inspected; any gossans found would be analysed for suites of elements that indicate IOCG types of mineralisation. 3. Robust anomalies will subsequently be drill tested. Mogul’s proposed two-year exploration program for the The southern region of Rennibenur RP, because of its different Dharwar-Rennibenur Project is presented in geology may be explored slightly differently. Table 5-4-3. Mogul proposes that RAB drilling will be followed by • Geological mapping of the mine environs. RC drilling. For the minimum subscription Mogul has budgeted • Soil geochemistry of this zone. 2,500m of RAB drilling, whilst for the Maximum Subscription 3,000m of RAB and 1,000m of RC drilling is planned. • RAB and RC drilling of anomalous gold areas.

Table 5-4-3: Mogul’s proposed 2-year exploration program for Dharwar-Rennibenur Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping - 40,000 - 40,000 5 Section Geophysical surveys, Consultants - 25,000 30,000 50,000

Data Acquisition and interpretation 25,000 - 25,000 -

Drilling and assays - 65,000 - 165,000

Vehicle and other equipment costs - 6,000 - 9,000

Travel and Accommodation - 4,000 - 11,000

Geological and other staff - 25,000 - 26,000

Computing, data management and plans 5,000 8,000 5,000 10,000

Plant, Equipment and Consumables - 5,000 - 5,000 Tenement costs 4,000 13,000 4,000 13,000 Total 34,000 191,000 64,000 329,000

5.4.6.2 Chitradurga – Chiknayakanhalli - Nagamangala Project Mogul’s exploration will include (in sequence): Mogul’s Chitradurga – Chiknayakanhalli - Nagamangala • Geological reconnaissance and rock chip sampling – assaying Project cover a large part of the Chitradurga Greenstone Belt for gold as well as suite of base metals and pathfinders. (CGB). This belt lies to the east of the Bababudan zone and • Follow-up infill rock chip sampling and soil geochemistry. its configuration, being long (360km from Gadag in the north to Mysore in the south) and narrow (<35km) wide, makes it • Extensive ground magnetometry in the vicinity of interpreted more like greenstone belts (e.g. Wiluna-Leonora) in Western shears. Australia. There is also a major structure (shear) that forms • RAB and possibly RC drilling consequent to the identification an eastern boundary of the CGB with the basal Peninsular of gold and/or base metal mineralisation. Gneiss Complex (again, analogous with the Keith-Kilkenny Mogul’s proposed 2-year exploration program for Chitradurga Fault). This belt is of upper Archaean age and includes flysch- – Chiknayakanhalli - Nagamangala Project is presented in Table type sediments (some ferruginous) and carbonate members, 5-4-4 For the minimum subscription Mogul has budgeted 2,000m abundant tholeiitic basalts and minor felsic volcanics. of RAB drilling, whilst for the Maximum Subscription 1,000m of There are numerous gold occurrences along the CGB – usually RAB and 1,000m of RC drilling is planned. shown by historic workings, but of these, relatively few (Gadag, Ajjanahalli) have had any significant, albeit small, developments. Most of the vicinity of Ingaldhal is considered by Mogul to be favourable for VMS style mineralisation; deposits are reported to be hosted by “BIF”.

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Table 5-4-4: Mogul’s proposed 2-year exploration program for Chitradurga – Chiknayakanhalli - Nagamangala Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping - 20,000 - 30,000 Geophysical surveys, Consultants 20,000 10,000 20,000 25,000

Data Acquisition and interpretation 15,000 - 20,000 -

Drilling and assays - 55,000 - 95,000

Vehicle and other equipment costs - 6,000 - 7,000

Travel and Accommodation - 5,000 - 9,000

Geological and other staff - 18,000 - 25,000 5 Computing, data management and plans - 6,000 7,000 8,000 Plant, Equipment and Consumables - 5,000 - 5,000 Section Tenement costs - 5,000 5,000 5,000 Total 35,000 130,000 52,000 209,000

5.4.6.3 Amareshwar Early exploration would require the determination of the form, continuity and mass of the pegmatite body as well as the mineralogy and chemical (lithium) content. The Amareshwar Project represents an opportunity for the discovery a lithium deposit. A budget has been allocated for Years 1 and 2, to cover reconnaissance sampling and geological mapping, followed by 750m of RC drill testing (if Maximum Subscription) as shown in Table 5-4-5. Table 5-4-5: Mogul’s proposed 2-year exploration program for Amareshwar Project

Minimum Subscription Maximum Subscription Proposed Exploration Expenditure A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping - 8,000 - 10,000

Geophysical surveys, Consultants - - - -

Data Acquisition and interpretation - 10,000 - 15,000

Drilling and assays - - - 65,000

Vehicle and other equipment costs - 3,000 - 2,000

Travel and Accommodation - 2,000 - 5,000

Geological and other staff - 4,700 - 10,000

Computing, data management and plans - 2,000 - 5,500

Plant, Equipment and Consumables - 1,500 - 1,400

Tenement costs - 300 - 600 Total 31,500 - 114,500

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5.4.7 Project Potential and SRK Comment in Western Australia. Mogul has extensive in-house experience in the mineralisation styles being targeted in Karnataka, and As is the case for Rajasthan, the Karnataka Projects are recognise the importance of compiling all available data quickly, distributed throughout the State. Mogul is specifically targeting in order to develop a concise database documenting the gold and base metals in this State, given the history of gold- features and distribution of mineralisation in the district, so as to copper production in the region. efficiently focus in on the most prospective target areas in the At Dharwar - Rennibenur, the Company has applied for earliest stages of exploration. approximately 245 strike-km of potentially gold-bearing terrain, where the majority of the underlying rocks 5.5. ANDHRA PRADESH PROJECTS are pelites with minor quartz-mica schists that have derived from greywacke-type sediments. The sequence also includes 5.5.1 GEOLOGICAL SETTING prospective highly folded ironstones (BIFs) and basalts. The The Dharwar Craton covers most of Andhra Pradesh, with structure of the region is of significance, with the central axis of plateaux of Peninsular Gneiss and Khondalite formations sloping this sedimentary basin described as a “high strain zone”, which gently to the coastal plain. Archaean supracrustal formations is prospective for the style of gold mineralisation (Orogenic-lode are less common than in Karnataka, with most greenstone belts gold) being targeted by Mogul. Recent explorers in the region being small and assigned by the GSI to the Eastern Greenstone have defined a number of gold resources further demonstrating Belts group comprising metamorphosed clastic and tuffaceous the prospectivity of the area. sediments and basalts. At Chitradurga, the RP application covers part of the Chitradurga Most of the greenstone belts have gold mineralisation, especially Greenstone Belt, which hosts numerous Au and Cu prospects Ramagiri (north of the Kolar field) where the style of alteration 5 and mines. The application covers the historic G.R. Halli Cu-Au and mineralisation is similar to that found in the Western Section prospects, which were mined periodically, but did not see any Australian Archaean. The Nellore Schist Belt, lying immediately systematic modern day exploration. Mineralisation in the district east of the Cuddapah Basin, is a large greenstone belt of 180km is considered to be hosted in narrow, persistent, and curvilinear strike and the GSI consider it equivalent to the Bababudan sheared contacts between metasediment and metavolcanics, but Group. The Cuddapah Basin is interpreted as the southern there has been little to no drilling to test the depth extensions of end of an extensive mid-Proterozoic sequence of marine mineralisation that is being mined at shallower depths. and terrigenous sediments and tuffs that extend somewhat Similarly, at Chiknayakanhalli, mineralisation is characterised in discontinuously to the Ganges Basin. Mostly arenaceous and quartz veins and reefs cutting metavolcanics. Gold mineralisation argillaceous sediments with subordinate limestone/dolomites of is also found in quartz veins localised in silicified and carbonated the Cuddapah SGp overlie basement gneisses and granitoids. shear zones, with ore minerals including pyrrhotite, arsenopyrite, These sediments are associated with diverse volcanic and and chalcopyrite, minor sphalerite and carbonaceous matter. intrusive igneous rocks. Minor occurrences of Deccan Trap Numerous individual shear zones have been identified in the Basalts and intratrappean sediments occur in the northwest of area, and range from hundreds of metres long and 0.5–2m wide, the state. to deformed prospective BIFs many kilometres long. Again, as for Chitradurga, no modern day systematic exploration has 5.5.2 MINERALISATION occurred in the area, and there has been little effort employed in Base metal sulphides are reportedly associated with calcareous compiling the multitude of available mining data, into a concise and shaley units of the Cuddapah Basin, and there is evidence of database on which to base exploration targeting efforts. ancient mining in GSI records. Only limited, modern exploration At the southern end of the Chitradurga Greenstone Belt, the appears to have been carried out, although the geological granted Nagamangala Project there is potential for shear zone environment suggests that MVT deposits could be present. and BIF hosted gold mineralisation. 5.5.3 PROJECT DESCRIPTIONS In summary, Mogul has Karnataka projects are in areas which are highly prospective, given the long mining history in the region. Tenements applied for in Andhra Pradesh, of which there are 2 None of the areas have seen systematic modern day exploration, three, cover an area greater than 4,882km . Tenement names and and an opportunity exists for the Company to secure a footprint details are presented in Table 5-5-1. in a geological terrain similar to that of the Eastern Goldfields Table 5-5-1: List of Mogul tenements in Andhra Pradesh

Project Name RP / PL No Application Date Area km2 Cuddapah North 23131/R9/2008 2 June 2008 1,935 Cuddapah South 23132/R9/2008 20 June 2008 2,944 Kurnool 5798/M4/2007 27 Nov 2007 3 Total 4,882

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5.5.3.1 Cuddapah 5.5.4 PREVIOUS EXPLORATION The Cuddapah Project comprising two RP Applications in Andhra GSI explored Cuddapah districts with geochemical and Pradesh cover a total area of 4,882km2, and extend over 140km geological mapping, geophysical surveys. Some of the work in in a north-south trend in the eastern part of the Cuddapah Basin specific areas is presented herein. (See Figure 5-5-1). An application for a Prospecting Licence is 5.5.4.1 Zangamrajupalle area included in the RP area. The Cuddapah project covers a large part of the southeast zone of the Cuddapah Basin, a large Sparse disseminations of chalcopyrite and pyrite are present in arcuate-shaped system, with the stratigraphy described nearby the green slate lying immediately below the lower dolomite in according to Table 5-5-2. the northern part of the area. Though sphalerite mineralisation is indicated in the upper cherty dolomite in the southern part of Table 5-5-2: Stratigraphic sequence proximal to Cuddapah Hulurkonda block, it is reportedly poor. Geological mapping was undertaken along the entire strike length Age Group Comments of outcrop in the area, which extends ~4km, and is interpreted as Upper the northward extension of the Zangamrajupalle block where lead- Proterozoic Kurnool Group Shales and Limestone zinc mineralisation is known. Surface indications such as gossans and ancient workings are present in the area. Cuddapah Supergroup 5.5.4.2 Varikunta Area comprising: Geological mapping in the Varikunta area has revealed rock 5 formations between Tadugu in the north, Akulanarayanapalle in Mostly arenaceous the south, of shale/banded shale, siliceous dolomite, quartzite, Section Nallamalai Group with minor shaley and carbonaceous shale, and dolomite. Large-scale mapping by the calcareous units GSI has shown that lead-zinc-copper mineralisation is hosted in dolomite. Only sporadic mineralisation and small diggings have been observed, with some of the oxidised zones exposed in the Rudaceous- Mid old workings containing the following range of metal values: argillaceous sediments Proterozoic lead: 0.24 to 3.61%; zinc: 0.25 to 0.85%; copper: 0.27 to 0.63% with minor tuffaceous Chitravati Group (Mogul, 2010). units, basic flows and intrusion and minor 5.5.4.3 Kadri-Pulivendla and Jammalamadagu-Nandyal Areas carcareous units A part of the GSI regional geochemical mapping of the Lower Cuddapah Sub-basin on 1:63,360 scale, and regional Quartzites, geochemical sampling were taken up in one traverse line from Papagnhi Group stromatolitic dolomite south of Pulivendla to Nandyal. The lithological succession as and minor shale studied along the traverse line include Archaean, Cuddapah Super Group and Kurnool Group of rocks. Volcanics show the Dharwar Supergroup evidences of barite mineralisation which occurs as vein type, Archaean Peninsular Gneiss and specks of chalcopyrite and pyrite are also noticed near Archaean Complex Greenstone Belt Bastavaripalle area and Ialliyamma Bhavi area.

5.5.5 MOGUL EXPLORATION Mogul has not yet been granted tenure and has not yet completed any exploration on the ground. A hardcopy dataset comprising GSI published 1:250,000 scale geological maps, reports by DMG and publications by the GSI have been acquired. Geological interpretations have been completed in Andhra Pradesh leading to the selection of the RP application areas.

5.5.6 PROPOSED EXPLORATION AND BUDGET 5.5.6.1 Cuddapah Project Mogul’s Cuddapah Project covers part of the Nallamalai sub basin which consists mostly of carbonate facies rocks, within the Cuddapah Basin of mid to upper Proterozoic age. North of the town of Cuddapah, there are numerous lead-zinc occurrences within various dolomitic strata separated by pelitic sediments. The stratiform sulphide mineralisation is, most likely, of a hydrothermal replacement origin.

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5 Section

Figure 5-5-1: Cuddapah geology and prospects

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5 Section

Figure 5-1-2: Cuddapah geology and prospects

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There has been considerable exploration in the Cuddapah Basin in the past and whilst numerous base metal occurrences have been located no minable resource has been identified. New exploration has to advance quickly to drilling stage in order to confirm economic resources. Mogul’s strategy will be to confirm all the identified mineralisation and to construct a plan relating these and their geometries to controlling structures. That is, to construct a structural and mineralogical map; the objective would be to interrelate the sulphide deposits and rank groups according to structural-development and grade (Pb + Zn). Ground prospecting, mapping and interpretation soil geochemistry and ground magnetics would enhance sites for drill testing. Mogul has proposed 1,000m of RC in Year 2 with the Maximum Subscription at Cuddapah. Mogul’s proposed 2-year exploration program for Cuddapah Project is presented in Table 5-3.

Table 5-5-3: Proposed 2-year exploration program for Cuddapah Project 5 Minimum Subscription Maximum Subscription Proposed Exploration Expenditure Section A$5M A$7.5M Activity Year 1 (A$) Year 2 (A$) Year 1 (A$) Year 2 (A$) Soil/rock geochemistry sampling and mapping - 7,000 - 35,000 Geophysical surveys, Consultants - 10,000 - 30,000 Data Acquisition and interpretation 8,000 - 10,000 - Drilling and assays - - - 75,000 Vehicle and other equipment costs - 3,000 - 6,000 Travel and Accommodation - 5,000 - 8,000 Geological and other staff - 6,000 - 10,000 Computing, data management and plans 3,000 3,000 5,000 10,000 Plant, Equipment and Consumables - 2,000 - 5,000 Tenement costs - 6,500 - 6,500 Total 11,000 42,500 15,000 185,500

5.5.7 PROJECT POTENTIAL AND SRK COMMENT The Cuddapah Project is at the earliest stage of exploration development. Mogul has based its ground selection criteria on the fact that base metal sulphides are reportedly associated with calcareous and shaley units of the Cuddapah Basin; areas within the project contain mineral occurrences of base metals. Essentially, the Cuddapah Project represents conceptual targets, in an area where there has been limited delineation of mineralisation through historic exploration. Surface indications such as gossans and ancient workings are present, and limited anomalism of Cu, Pb and Zn are noted (e.g. Varikunta area). The Cuddapah Project is considered by SRK to represent very early stage conceptual projects, where baseline data (e.g. geophysics and regional prospecting) acquisition is required in order to better-define the potential of the area.

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5.6 CONCLUSIONS AND RECOMMENDATIONS The Alwar Project applications in the north of the State, host no operating base or precious metals mines; however according The mineral exploration assets of Mogul that are the subject to the GSI, the region is well endowed with iron, copper and of this report offer the investor exploration exposure to gold occurrences. Mogul has commenced data compilation a potentially large ground holding of moderate to highly and has identified a number of mineral occurrences from GSI prospective tenements across three states in India. The company publications. is targeting a number of commodities and mineralisation styles and has granted tenements (RPs) in Rajasthan with high Generally, the package of projects within Rajasthan have prospectivity for base metal mineralisation in a state that had little systematic exploration in the past. Apart from the currently accounts for the majority of India’s copper and lead- Ajmer area, most have not been subjected to any modern-day zinc production. It has also been granted an RP in the state of exploration, and remain untested. Mogul’s regional approach Karnataka which is considered prospective for gold. to their ground selection targeted prospective host rocks (e.g. carbonaceous and ferruginous flysch-type sediments at Alwar) Mogul has assembled a significant database of knowledge rather than simply acquiring ground over areas with historical through India and has based their exploration targeting on some workings. This demonstrates a fundamental understanding novel concepts that may not have been fully tested to date. In of the overall mineralisation systems in the districts targeted many cases, there has been limited previous exploration, and by Mogul, and indicates that the Company is committed Mogul intends to undertake focussed exploration programs to long-term exploration in the area, as based on a sound applying specific deposit models, which should allow rapid exploration hypothesis. The proposed exploration programmes evaluation of the mineralisation potential. are appropriate, given the early stage of development of the Projects. 5 5.6.1 RAJASTHAN PROJECTS Section The Rajasthan Projects are distributed throughout the State, and 5.6.2 KARNATAKA PROJECTS Mogul is primarily targeting base metal mineralisation of IOCG, Similarly, the Karnataka Projects are distributed across this State. SEDEX and VHMS styles in the Aravalli – Delhi Mobile Belt. Mogul is targeting gold and base metals, given the history of The Pali Project occurs in the south central part of the State, gold-copper production in the Dharwar Craton, comprising in a district where there is demonstrable massive sulphide Archaean greenstone belts and granite gneiss basement similar mineralisation including extensive historical workings to those of the Western Australian Yilgarn Craton. within gossanous shear zones. In the Sandarla area, Mogul The Dharwar – Rennibenur Project covers a sequence of has commenced systematic geochemical exploration that dominantly pelites and minor quartz-mica schists, with intensely demonstrates a broad, anomalous multi-element zone of 1,200 folded ironstones (BIFs) and basalts. Orogenic-lode gold style x 1,200m size that remains open. Rock chip sampling from old mineralisation is targeted by Mogul, related to a high-strain zone, workings in the area has returned high base metal and precious and initial exploration will focus on these favourable structural metal assays (up to 62% Pb, 1.5% Zn, 3.4% Cu and 146 g/t Ag) and environments. The company also recognises potential for VMS one shallow pit sample assayed 3 g/t Au (together with 53 g/t and IOCG style targets in the southern part of the Rennibenur RP. Ag, 0.36% Cu and 5.95% Pb). At Punagarh Hill, Mogul is targeting a specific structural corridor and initial rock chip sampling from The Chitradurga – Chiknayakanhalli - Nagamangala Project a sulphide-bearing shear returned lead assays of 2.72%, with covers the Chitradurga Greenstone Belt, which hosts numerous Cu, Zn, Ag and Au in anomalous concentrations. These highly Au and Cu prospects and mines. Mineralisation in the district anomalous results have been followed up with large systematic is hosted along sheared contacts between metasediment and soil geochemical programs over an area of 5.2 x 2.0km at metavolcanics, but there has been no systematic modern day Punagarh Hill and 1.2 x 1.6km at Sandarla. Results from the soil exploration and only very limited drilling to test the depth sampling program are awaited. extensions of known mineralisation. A hydrothermal system has been recognised along subtle trends The Amareshwar Project covers supracrustal units of the and a main structure at the Pali Project with silica, jaspilite, Hutti Greenstone Belt. Within these mafic rocks, a number of epidote and sulphide alteration observed in historic stopes. pegmatite bodies are noted, with lithium contents reported to Haematite/propylitic alteration with higher copper-silver-gold be ~4% Li2O (Naqvi, 1990). Mogul has allocated a small budget and lower zinc-barium chemistry at Sandarla and galena-barite to commence reconnaissance sampling and mapping with mineralisation in the historic mines on Punagarh Hill lead to the contingency for initial drill testing in Year 2. conclusion that an IOCG system could be present at Pali. SRK Mogul’s focus in Karnataka is exploration primarily for gold in considers the Pali Project to have moderate to high potential for a number of areas that have not been subject to systematic the discovery of base metal mineralisation, more particularly one modern day exploration. The Company sees an opportunity with IOCG characteristics. to secure a footprint in a geological terrain similar to that of Continued exploration on the Pali Project will form the initial the Eastern Goldfields in Western Australia, where Mogul has exploration focus for Mogul. extensive in-house experience in the mineralisation styles being targeted. At the Ajmer Project in central Rajasthan, there is favourable host rock stratigraphy and structures and therefore opportunities exist for repetitions of the Kayar, Ghugera and Taragarh styles of deposits in the region south and west of the Ajmer Granite – an area of about 26 x 6km. The Ajmer project is of moderate prospectivity for the discovery of high grade lead/zinc deposits.

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5.6.3 ANDHRA PRADESH PROJECTS The Company is largely targeting MVT mineralisation. The Cuddapah Project in Andhra Pradesh extends over 140km in Mogul intends to utilise about $200,000 of its budget to the a north-south trend in the eastern part of the Cuddapah Basin. assessment of the Andhra Pradesh Projects, only $15,000 of This Basin is interpreted as the southern end of an extensive which is proposed for exploration in the first year post-listing. mid-Proterozoic sequence of marine and terrigenous sediments Mogul is approaching the regions with new exploration and tuffs, which are reported to host base metal sulphide concepts, based on their geological understanding of the occurrences. Limited, modern exploration appears to have been regions, and with specific deposit models in mind. In many cases, carried out and Mogul is targeting the area as a potential MVT there has been very limited previous exploration in the areas mineralisation style environment. where Mogul is focusing, which represents a good opportunity The Cuddapah Project is considered by SRK to represent a for the Company. SRK considers the projects to be worthy of the very early stage conceptual project, where baseline data (e.g. exploration budgets proposed by Mogul, and the management geophysics and regional prospecting) acquisition is required in of the Company has and will acquire the projects on the basis of order to better-define the potential of the area. sound geological concepts and exploration methods. In summary, Mogul has not defined any Resources for the 5.6.4 MOGUL’S EXPLORATION APPROACH AND PROPOSED portfolio of exploration projects and the properties are all early PROGRAMS stage exploration targets. The assets are therefore speculative Mogul has assembled a package of projects that demonstrate in nature, involving varying and high degrees of exploration risk. varying styles of mineralisation, targeting States and districts However, SRK considers that the projects described within this with varying degrees of mining and exploration activity, report are sufficiently prospective to warrant further exploration. historically. Both early stage and more advanced projects are 5 represented, with mineralisation styles covering both base and Section precious metals. In general, Mogul’s package of projects have not been subject to systematic exploration in the past, where a specific deposit / mineralisation model was applied against focused exploration programs. Historic exploration was largely based on regional- scale geological mapping and sampling by the government (e.g. DMG), with discoveries made based on fortuitous anomalous base and precious metal results from rock chip and soil samples, rather than strategic targeting of mineralisation styles. Mogul has assembled some of these regional datasets, as well as more local recent historic exploration results, and applied its in-house exploration expertise to develop exploration programs primarily focussed on the discovery of IOCG, MVT, SEDEX, VHMS and Orogenic lode gold mineralisation. This approach represents a different one to that of most previous explorers, and has identified a number of prospective locations that warrant additional exploration. The Rajasthan Projects are distributed throughout the Aravalli Ranges, with IOCG, SEDEX and VMS styles of mineralisation being targeted by Mogul. The projects cover both earlier stage (e.g. Pali) and more advanced projects with significant demonstrated mineralisation in the immediate area (e.g. Alwar). Mogul intends to direct approximately $4,031,000 of its budget to the assessment of the Rajasthan Projects, of which $1,478,000 is proposed for exploration in the first year post-listing. At Karnataka, Mogul is specifically targeting gold and base metals, given the history of gold-copper production in the region, despite none of the areas having seen systematic modern day exploration. The geological setting is similar to that of the Eastern Goldfields in Western Australia, where Mogul has extensive in-house experience and discovery success in the mineralisation styles being targeted in Karnataka. Orogenic lode gold mineralisation is the main target. Mogul plans to spend almost $769,000 of its budget to the assessment of the Karnataka Projects, with $116,000 programmed for exploration in the first year. In Andhra Pradesh, Mogul has assembled a more conceptual base metal play, in an area where there has been limited delineation of mineralisation through historic exploration.

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5.7 REFERENCES Deb, M., Thorpe, R. I., Krstic, D., Corfu, F. & Davis, D. W., 2001, ‘Zircon U-Pb and galena Pb isotope evidence for an approximate 1.0 Ga terrane constituting the western margin of the Aravalli-Delhi orogenic belt, northwestern India’, Precambrian Research, 108, pp. 195-213. Goldfarb, R. J., Groves, D. I. & Gardoll, S., 2001, ‘Orogenic Gold and Geologic Time: A Global Synthesis’, Ore Geology Reviews, 18, pp. 1-75. Groves, D. I., Goldfarb, R. J., Gebre-Mariam, M., Hagemann, S. G. & Robert, F., 1998, ‘Orogenic Gold Deposits: A Proposed Classification in the Context of their Crustal Distribution and Relationship to Other Gold Deposit Types’, Ore Geology Reviews, 13, pp. 7-27. GSI, 2010. Geology and Mineral Resources of India. Geological Survey of India , Miscellaneous Publication Number 30, Reference PGSI-310, 700-2009 (DSK-II) Hindzinc Tech., 1989. Hindzinc Tech. Vol 1 No 1. Private publication of Hindustan Zinc Ltd. Hitzman, M. W., Selley, D. & Bull, S., 2010, ‘Formation of Sedimentary Rock-Hosted Stratiform Copper Deposits through Earth History’, Economic Geology, 105, pp. 627-639. Huston, D. L., Pehrsson, S., Eglington, B. M. & Zaw, K., 2010, ‘The Geology and Metallogeny of Volcanic-Hosted Massive Sulfide Deposits: Variations through Geologic Time and with Tectonic Setting’, Economic Geology, 105, pp. 571-591. 5 Knight , J., Joy, S., Lowe, J., Cameron, J., Merrillees, J., Nag, S., Shah, N., Dua, G. and Jhlal, K., 2002. The Khetri Copper Belt, Rajasthan: Iron Oxide Copper-Gold Terrane in the Proterozoic of NW India; in Porter, T. M. (Ed.), Hydrothermal Iron Oxide Copper-Gold and Section Related Deposits: A Global Perspective, Volume 2; PGC Publishing, Adelaide, pp. 321-341. Large, R. R., 1992, ‘Australian Volcanic-Hosted Massive Sulfide Deposits: Features, Styles, and Genetic Models’, Economic Geology, 87, pp. 571-510. Large, R. R., Bull, S. W., McGoldrick, P. J., Derrick, G., Carr, G., & Walters, S., 2005, ‘Stratiform and strata-bound Zn-Pb-Ag deposits of the Proterozoic sedimentary basins of northern Australia’, in Economic Geology 100th Anniversary Volume, pp. 931-963. Leach, D. L., Bradley, D. C., Huston, D., Pisarevsky, S. A., Taylor, R. D. & Gardoll, S. J., 2010, ‘Sediment-Hosted Lead-Zinc Deposits in Earth History’, Economic Geology, 105, pp. 593-625. Leach, D. L., Sangster, D. F., Kelley, K. D., Large, R. R., Garven, G., Allen, C. R., Gutzmer, J. & Walters, S., 2005, ‘Sediment-Hosted Lead- Zinc Deposits: A Global Perspective’, in Economic Geology 100th Anniversary Volume, pp. 561-607. Mogul Resources, 2010. Information Memorandum October 2010, pp. 1-76. Naqvi, S.M., 1990. Developments in Precambrian Geology. Precambrian Continental Crust and its Economic Resources. Vol 8, 1990 p.603 – 669. Sterlite Industries (India) Limited, 2010. Sterlite Industries (India) Limited Form 20-F report, 369 pp. Vasudev, V. N., 2009. Field guide MAY 30 - JUNE 05: Selected gold prospects in Karnataka and Andhra Pradesh. Geological Society of India. Vedanta Resources plc, 2010. Vedanta Resources Annual Report, 14/06/2010, pp153.

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6. INVESTIGATING ACCOUNTANT’S REPORT

Level 6 256 St Georges Terrace Perth WA 6000 Australia

15 July 2011 The Board of Directors Mogul Resources Ltd PO Box 366 WEST PERTH WA 6872

Dear Sirs, 6 Investigating Accountants Report On Unaudited Pro-Forma Historical Financial Information Section

Crowe Horwath Perth (“Crowe Horwath”) has been engaged by Mogul Resources Ltd (“Mogul” or “the Group”) to prepare this Investigating Accountants Report (“Report”) for inclusion in a Prospectus dated on or about 22 July 2011, to be issued by Mogul in relation to the proposed issue of a maximum of 37,500,000 ordinary shares at an Issue Price of $0.20 per share to raise $7,500,000 (before the costs of the Issue) and a minimum of 25,000,000 ordinary shares at an Issue Price of $0.20 per share to raise $5,000,000 (before the costs of the Issue) (collectively known as the “Issue”). Expressions defined in the Prospectus have the same meaning in this Report. Scope Crowe Horwath has been requested to prepare a report covering: 1. the Historical Financial Information incorporating: a. the audited statement of financial position at 30 June 2010; b. the reviewed statement of financial position as at 31 March 2011; c. the selected notes thereto; and 2. the unaudited pro-forma statement of financial position as at 31 March 2011. The above information is disclosed in Section 7 of this prospectus. Audit and review of Historical Financial Information The directors of Mogul are responsible for the preparation and fair presentation of the Historical Financial Information and have presented it in an abbreviated form which does not include all the disclosures required by Australian Accounting Standards applicable to an annual financial report prepared in accordance with the Corporations Act 2001. The Historical Financial Information has been extracted from the records of Mogul, which were reviewed by Crowe Horwath Perth for the nine months ended 31 March 2011, and audited for the year ended 30 June 2010. Unqualified opinions were issued by Crowe Horwath Perth. Review Of Unaudited Pro Forma Statement Of Financial Position The unaudited pro-forma statement of financial position, as set out in Section 7 of the Prospectus, has been derived from the Historical Financial Information after adjusting for significant transactions that have occurred after 31 March 2011 to the date of this report and the pro-forma transactions described in Section 7 of the Prospectus. The directors of Mogul are responsible for the preparation and fair presentation of the unaudited pro-forma statement of financial position, including determining the pro-forma transactions, and have presented it in an abbreviated form which does not include all the disclosures required by Australian Accounting Standards applicable to an annual financial report prepared in accordance with the Corporations Act 2001. We have reviewed the unaudited pro-forma statement of financial position of Mogul for the period ended 31 March 2011 in order to report whether anything has come to our attention which causes us to believe that the unaudited pro-forma statement of financial position, as set out in Section 7 of the Prospectus, does not present fairly the statement of financial position of Mogul as at 31 March 2011, on the basis of the pro-forma transactions described in Section 7 of the Prospectus and in accordance with the recognition and measurement requirements prescribed in Australian Accounting Standards (including Australian Accounting Interpretations), and accounting policies adopted by Mogul and disclosed in Section 7 of the Prospectus.

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Our review has been conducted in accordance with the Auditing Standard on Review Engagements ASRE 2405 - Review of Historical Financial Information Other than a Financial Report. We performed the procedures and made enquiries which we, in our professional judgement, considered reasonable in the circumstances. The procedures and enquiries included: • a review of the work papers, accounting records and other supporting documents; • analytical procedures applied to the financial data; • a review of the pro-forma transactions adjusted against the Historical Financial Information; • a review of the minutes of Directors’ meetings; • enquiry of directors, senior management, consultants and others; and • comparison of consistency in application of the recognition and measurement principles in Australian Accounting Standards (including Australian Accounting Interpretations), and the accounting policies adopted by Mogul as disclosed in Section 7 of the Prospectus. 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 on the pro-forma statement of financial position. Conclusion Review Statement on unaudited pro-forma statement of financial position 6 Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the unaudited pro- forma statement of financial position, as set out in Section 7 of the Prospectus, does not present fairly the financial position of Mogul Section as at 31 March 2011, on the basis of the significant transactions and pro-forma transactions described in Section 7 of the Prospectus and in accordance with the recognition and measurement requirements (but not all of the disclosure requirements) prescribed in Australian Accounting Standards (including Australian Accounting Interpretations), and accounting policies adopted by Mogul and disclosed in Section 7 of the Prospectus. Subsequent Events Since 31 March 2011 and to the date of this Report, the Group has incurred costs associated with the production of this Prospectus and managing of the Group’s assets. Apart from the matters dealt with in this Report, and having regard to the scope of our Report, to the best of our knowledge and belief, no material transactions or events outside of the ordinary business of Mogul have come to our attention that would require comment on, or adjustment to, the information referred to in our Report or that would cause such information to be misleading or deceptive. Responsibility Crowe Horwath has consented to the inclusion of this Report in the Prospectus in the form and context in which it is so presented but has not authorised the issue of the Prospectus. Accordingly, Crowe Horwath makes no representation regarding, and takes no responsibility for, any statements or material in, or omissions from, the Prospectus. Independence and Disclosure of Interest Crowe Horwath does not have any interest in the outcome of this issue other than in our capacity as investigating accountants and acting as auditors of the Group, for which normal professional fees will be received. In our capacity as investigating accountants we have prepared this Report. The Group has agreed to indemnify and hold harmless Crowe Horwath and its employees from any claims arising out of misstatements or omissions in any material or information supplied by the Group except where the claim has arisen as a result of wilful misstatement or negligence by Crowe Horwath. General Advice Warning This Report has been prepared, and included in the Prospectus, to provide investors with general information only and does not take into account the objectives, financial situation or needs of any specific investor. It is not intended to take the place of professional advice and investors should not make specific investment decisions in reliance on the information contained in this Report. Before acting or relying on any information, an investor should consider whether it is appropriate for their circumstances having regard to their objectives, financial situation and needs.

Yours faithfully CROWE HORWATH PERTH

Cyrus Patell Partner

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7. FINANCIAL INFORMATION

INTRODUCTION PRO-FORMA FINANCIAL INFORMATION This Section sets out the Historical Financial Information and The Pro-Forma Financial Information for Mogul set out on the Pro-Forma Financial Information. The basis for preparation and following pages comprises: presentation is set out below. • The unaudited Pro-Forma Statement of Financial Position as The Financial Information has been prepared by management at 31 March 2011; and and adopted by the Directors of Mogul Resources Ltd (“Mogul” • Notes to the unaudited Pro-Forma Statement of Financial Position. or “the Group”). The Directors are responsible for the inclusion of all Financial Information in the Prospectus. Crowe Horwath The unaudited Pro-Forma Statement of Financial Position has Perth has prepared an Investigating Accountant’s Report in been derived from the reviewed Statement of Financial Position respect of the Historical and Pro-Forma Financial Information. A as at 31 March 2011 adjusted for the following transactions as if copy of this report is set out in Section 6 of the Prospectus. they had occurred at 31 March 2011: The Historical Financial Information and Pro-Forma Financial • The issue of 37,500,000 Shares at an issue price of $0.20 per Information has been prepared in accordance with the Share to raise $7,500,000 (full subscription) before expenses measurement and recognition criteria of Australian Accounting of the Offer with a minimum of 25,000,000 Shares at an issue Standards and the significant accounting policies set out in price of $0.20 to raise $5,000,000 (minimum subscription) Note 1 to the Financial Information. The accounting policies before expenses of the Offer. The pro-forma adjustments comply with Australian Equivalents to International Financial assume that the Offer is fully subscribed. All Shares issued Reporting Standards (AIFRS) which ensures compliance pursuant to this Prospectus will be issued as fully paid. with International Financial Reporting Standards (IFRS).The • Total costs expected to be incurred directly recognised in Historical and Pro-Forma Financial Information is presented equity in connection with the preparation of the Prospectus 7 in an abbreviated form insofar as it does not include all the of $600,000 (full subscription) and $500,000 (minimum Section disclosures and notes required in an annual financial report subscription). These costs include amounts at 31 March 2011 prepared in accordance with Australian Accounting Standards that have been recognised as prepayments in relation to the and the Corporations Act 2001. costs of the Offer of $49,705. • The payment of a monthly retainer to Mr Harjinder Kehal HISTORICAL FINANCIAL INFORMATION (Managing Director) of $10,000 per month for the months of, The Historical Financial Information for Mogul set out on the April, May and June 2011. These payments are in accordance following pages comprises: with the terms and conditions of Mr Kehal’s service agreement. • The audited Statement of Financial Position as at • The payment of a monthly administration service cost of $1,500 30 June 2010; per month for April, May and June 2011, to Petrodril Ltd, a • The reviewed Statement of Financial Position as at company associated with Mr Sundeep Bhandari. 31 March 2011; and • The estimated operating costs of the Company for April, May • Selected notes. and June 2011 in the amount of $47,140. The Historical Financial Information has been prepared on the • The payment of GST on the expenses in connection with the basis detailed, and in accordance with the accounting policies preparation of the Prospectus of $60,000 (full subscription) set out in Note 1. The Historical Financial Information has been and $50,000 (minimum subscription). extracted from the audited financial information of Mogul for the period ended 30 June 2010 and the reviewed financial information for the period ended 31 March 2011.

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MOGUL RESOURCES LTD STATEMENT OF FINANCIAL POSITION The unaudited Pro-Forma Statement of Financial Position as at 31 March 2011 represents the reviewed Statement of Financial Position as at that date adjusted for the pro-forma transactions discussed in this Prospectus. The Statements of Financial Position are to be read in conjunction with the notes set out in this section.

Minimum Subscription Full Subscription Reviewed Unaudited Unaudited Audited Historical Historical Financial Pro-Forma Financial Pro-Forma Financial Financial Information Information Information Information Notes 30 Jun 2010 31 Mar 2011 31 Mar 2011 31 Mar 2011 $ $ $ $ CURRENT ASSETS Cash and cash equivalents 2 377,174 348,192 4,766,257 7,156,257 7 Trade and other receivables 3,074 544 544 544 Section Other Current Assets 3 5,795 50,666 961 961 TOTAL CURRENT ASSETS 386,043 399,402 4,767,762 7,157,762 NON-CURRENT ASSETS Property, plant & equipment 5,229 6,462 6,462 6,462 TOTAL NON-CURRENT ASSETS 5,229 6,462 6,462 6,462 TOTAL ASSETS 391,272 405,864 4,774,224 7,164,224 CURRENT LIABILITIES Trade and other payables 10,617 23,575 23,575 23,575 TOTAL CURRENT LIABILITIES 10,617 23,575 23,575 23,575 TOTAL LIABILITIES 10,617 23,575 23,575 23,575 NET ASSETS 380,655 382,289 4,750,649 7,140,649 EQUITY Share capital 4 625,004 840,004 5,290,004 7,680,004 Reserves 546 117,170 117,170 117,170 Accumulated losses 5 (244,895) (574,885) (656,525) (656,525) TOTAL EQUITY 380,655 382,289 4,750,649 7,140,649

NOTES TO AND FORMING PART OF THE FINANCIAL INFORMATION

SIGNIFICANT ACCOUNTING POLICIES Basis of Preparation The significant policies which have been adopted in the Reporting Basis and Conventions preparation of the Historical and Pro-Forma Historical The Financial Information has been prepared on an accruals Financial Information (collectively referred to as the “Financial basis and is based on historical costs modified by the Information”) are set out below: revaluation of selected non-current assets, and financial The financial report includes the consolidated financial statements assets and financial liabilities for which the fair value basis of and notes of Mogul Resources Limited and its controlled entity, accounting has been applied. Mogul Resources (India) Pty Ltd (‘Economic Entity’). Accounting Policies The following is a summary of the material accounting policies (a) Principles of Consolidation adopted by the economic entity in the preparation of the Financial Information. The accounting policies have been A controlled entity is any entity controlled by Mogul Resources consistently applied, unless otherwise stated. Limited. Control exists where Mogul Resources Limited has

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the capacity to dominate the decision-making in relation to the Depreciation financial and operating policies of another entity so that the other The depreciable amount of all fixed assets including capitalised entity operates with Mogul Resources Limited to achieve the lease assets is depreciated on a reducing balance commencing objectives of Mogul Resources Limited. from the time the asset is held ready for use. All inter-company balances and transactions between entities in The depreciation rates used for each class of depreciable the economic entity, including any unrealised profits or losses, assets are: have been eliminated on consolidation.

Where controlled entities have entered or left the economic entity Class of Fixed Asset Depreciation Reate during the year, their operating results have been included from the date control was obtained or until the date control ceased. Computers and Software 40% (b) Income Tax The assets’ residual values and useful lives are reviewed, and The charge for current income tax expenses is based on the profit adjusted if appropriate, at each balance sheet date. for the year adjusted for any non-assessable or disallowed items. It is calculated using tax rates that have been enacted or are An asset’s carrying amount is written down immediately to its substantively enacted by the balance sheet date. recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the Gains and losses on disposals are determined by comparing tax bases of assets and liabilities and their carrying amounts in the proceeds with the carrying amount. These gains and losses are financial statements. No deferred income tax will be recognised included in the income statement. When revalued assets are sold, 7 from the initial recognition of an asset or liability, excluding a amounts included in the revaluation reserve relating to that asset Section business combination, where there is no effect on accounting or are transferred to retained earnings. taxable profit or loss. (d) Exploration, Evaluation and Development Expenditure Deferred tax is calculated at the tax rates that are expected to Exploration, evaluation and development expenditure incurred apply to the period when the asset is realised or liability is settled. is either written off as incurred or accumulated in respect of Deferred tax is credited in the income statement except where it each identifiable area of interest. Tenement acquisition costs are relates to items that may be credited directly to equity, in which initially capitalised. Costs are only carried forward to the extent case the deferred tax is adjusted directly against equity. that they are expected to be recouped through the successful Deferred income tax assets are recognised to the extent that it development of the area, sale of the respective areas of interest is probable that future tax profits will be available against which or where activities in the area have not yet reached a stage, which deductible temporary differences can be utilised. permits reasonable assessment of the existence of economically recoverable reserves. The amount of benefits brought to account or which may be realised in the future is based on the assumption that no Accumulated costs in relation to an abandoned area are written off adverse change will occur in income taxation legislation and the in full against profit in the year in which the decision to abandon anticipation that the economic entity will derive sufficient future the area is made. assessable income to enable the benefit to be realised and comply When production commences, the accumulated costs for with the conditions of deductibility imposed by the law. the relevant area of interest are amortised over the life of the (c) Property, Plant and Equipment area according to the rate of depletion of the economically recoverable reserves. Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward Plant and equipment costs in relation to that area of interest. Plant and equipment are measured on the cost basis less Restoration, rehabilitation and environmental costs necessitated depreciation and impairment losses. by exploration and evaluation activities are expensed as incurred The carrying amount of plant and equipment is reviewed annually and treated as exploration and evaluation expenditure. by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the (e) Financial Instruments basis of the expected net cash flows which will be received from Recognition the assets employment and subsequent disposal. The expected Financial instruments are initially measured at cost on trade date, net cash flows have been discounted to their present values in which when the related contractual rights or obligations exist. determining recoverable amounts. Subsequent to initial recognition these instruments are measured Subsequent costs are included in the asset’s carrying amount or as set out below. recognised as a separate asset, as appropriate, only when it is Loans and receivables probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured Loans and receivables are non-derivative financial assets with fixed or reliably. All other repairs and maintenance are charged to the determinable payments that are not quoted in an active market and statement of comprehensive income during the financial period in are stated at amortised cost using the effective interest rate method. which they are incurred.

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Financial liabilities currency are translated as follows: Non-derivative financial liabilities are recognised at amortised • assets and liabilities are translated at year-end exchange rates cost, comprising original debt less principal payments and prevailing at that reporting date; amortisation. • income an expenses are translated at average exchange rates Fair value for the period; and Fair value is determined based on current bid process for • retained earnings are translated at the exchange rates all quoted investments. Valuation techniques are applied to prevailing at the date of the transaction. determine the fair value for all unlisted securities, including recent Exchange differences arising on translation of foreign operations arms length transactions, reference to similar instruments and are transferred directly to the Group’s foreign currency translation option pricing models. reserve in the balance sheet. These differences are recognised in Impairment the statement of comprehensive income in the period in which the operation is disposed. At each reporting date, the Group assess whether there is objective evidence that a financial instrument has been impaired. (h) Cash and Cash Equivalents In the case of available-for sale financial instruments, a prolonged Cash and cash equivalents includes cash on hand, deposits held decline in the value of the instrument is considered to determine at call with banks, other short-term highly liquid investments with whether impairment has arisen. Impairment losses are recognised original maturities of three months or less. in the statement of comprehensive income. (i) Revenue (f) Impairment of Assets 7 Interest revenue is recognised on a proportional basis taking into Section At each reporting date, the Group reviews the carrying values of account the interest rates applicable to the financial assets. its tangible and intangible assets to determine whether there is Revenue from the rendering of a service is recognised upon the any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the assets, being the delivery of the service to the customers. higher of the asset’s fair value less costs to sell and value in use, is All revenue is stated net of the amount of goods and services compared to the asset’s carrying value. Any excess of the asset’s tax (GST). carrying value over the recoverable amount is expensed to the (j) Goods and Services Tax (GST) income statement. Impairment testing is performed annually for goodwill and tangible assets with indefinite lives. Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not Where it is not possible to estimate the recoverable amount of an recoverable from the Australian Tax Office. In these circumstances individual asset, the Group estimates the recoverable amount of the GST is recognised as part of the cost of acquisition of the asset the cash-generating unit to which the asset belongs. or as part of an item of the expense. Receivables and payables in (g) Foreign Currency Transactions and Balances the statement of financial position are shown inclusive of GST. The functional currency of each of the Group’s entities is measured (k) Contributed Equity using the currency of the primary economic environment in which Issued and paid up capital is recognised at the fair value of the that entity operates. The Financial Information is presented in consideration received by the Group. Any transaction costs arising Australian dollars which is the parent entity’s functional and on the issue of ordinary shares are recognised directly in equity as presentation currency. a reduction of the share proceeds received. Transaction and balances (l) New Accounting Standards for Application in Future Periods Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the The AASB has issued new and amended accounting standards transaction. Foreign currency monetary items are translated at and interpretations that have mandatory application dates the year-end exchange rate. Non-monetary items measured at for future reporting periods. The Group has decided against historical cost continue to be carried at the exchange rate at the early adoption of these standards. A discussion of those future date of the transaction. Non-monetary items measured at fair requirements and their impact on the Group follows: value are reported at the exchange rate at the date when fair • AASB 9: Financial Instruments and AASB 2009–11: values were determined. Amendments to Australian Accounting Standards arising from Exchange differences arising on the translation of monetary AASB 9 [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, items are recognised in the statement of comprehensive income, 131, 132, 136, 139, 1023 & 1038 and Interpretations 10 & 12] except where deferred in equity as a qualifying cash flow or net (applicable for annual reporting periods commencing on or investment hedge. after 1 January 2013). These standards are applicable retrospectively and amend the Exchange differences arising on the translation of non-monetary classification and measurement of financial assets. The Group items are recognised directly in equity to the extent that the gain has not yet determined the potential impact on the financial or loss is directly recognised in equity, otherwise the exchange statements. difference is recognised in the statement of comprehensive income. The changes made to accounting requirements include: Group companies - simplifying the classifications of financial assets into those carried at amortised cost and those carried at fair value; The financial results and position of foreign operations whose functional currency is different from the Group’s presentation - simplifying the requirements for embedded derivatives;

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- removing the tainting rules associated with held-to- with Interpretation 4 when the application of their previous maturity assets; accounting policies would have given the same outcome. These amendments are not expected to impact the Group. - removing the requirements to separate and fair value embedded derivatives for financial assets carried at • AASB 2009–10: Amendments to Australian Accounting amortised cost; Standards — Classification of Rights Issues [AASB 132] (applicable for annual reporting periods commencing on or - allowing an irrevocable election on initial recognition after 1 February 2010). to present gains and losses on investments in equity instruments that are not held for trading in other These amendments clarify that rights, options or warrants to comprehensive income. Dividends in respect of these acquire a fixed number of an entity’s own equity instruments investments that are a return on investment can be for a fixed amount in any currency are equity instruments if recognised in profit or loss and there is no impairment or the entity offers the rights, options or warrants pro-rata to all recycling on disposal of the instrument; and existing owners of the same class of its own non-derivative equity instruments. These amendments are not expected to - reclassifying financial assets where there is a change in impact the Group. an entity’s business model as they are initially classified • AASB 2009–12: Amendments to Australian Accounting based on: Standards [AASBs 5, 8, 108, 110, 112, 119, 133, 137, 139, 1023 & a. the objective of the entity’s business model for 1031 and Interpretations 2, 4, 16, 1039 & 1052] (applicable for managing the financial assets; and annual reporting periods commencing on or after 1 January b. the characteristics of the contractual cash flows. 2011). This standard makes a number of editorial amendments to a • AASB 124: Related Party Disclosures (applicable for annual 7 range of Australian Accounting Standards and Interpretations, reporting periods commencing on or after 1 January 2011.) Section including amendments to reflect changes made to the text This standard removes the requirement for government of International Financial Reporting Standards by the IASB. related entities to disclose details of all transactions with the The standard also amends AASB 8 to require entities to government and other government related entities and clarifies exercise judgment in assessing whether a government and the definition of a related party to remove inconsistencies entities known to be under the control of that government and simplify the structure of the standard. No changes are are considered a single customer for the purposes of certain expected to materially affect the Group. operating segment disclosures. These amendments are not • AASB 2009–4: Amendments to Australian Accounting expected to impact the Group. Standards arising from the Annual Improvements Project [AASB • AASB 2009–13: Amendments to Australian Accounting 2 and AASB 138 and AASB Interpretations 9 & 16] (applicable Standards arising from Interpretation 19 [AASB 1] (applicable for annual reporting periods commencing from 1 July 2009) for annual reporting periods commencing on or after 1 July and AASB 2009-5: Further Amendments to Australian 2010). Accounting Standards arising from the Annual Improvements This standard makes amendments to AASB 1 arising from the Project [AASB 5, 8, 101, 107, 117, 118, 136 & 139] (applicable for issue of Interpretation 19. The amendments allow a first-time annual reporting periods commencing from 1 January 2010). adopter to apply the transitional provisions in Interpretation 19. These standards detail numerous non-urgent but necessary This standard is not expected to impact the Group. changes to accounting standards arising from the IASB’s annual • AASB 2009–14: Amendments to Australian Interpretation improvements project. No changes are expected to materially — Prepayments of a Minimum Funding Requirement [AASB affect the Group. Interpretation 14] (applicable for annual reporting periods • AASB 2009–8: Amendments to Australian Accounting commencing on or after 1 January 2011). Standards — Group Cash-settled Share-based Payment This standard amends Interpretation 14 to address unintended Transactions [AASB 2] (applicable for annual reporting periods consequences that can arise from the previous accounting commencing on or after 1 January 2010). requirements when an entity prepays future contributions into These amendments clarify the accounting for group cash- a defined benefit pension plan. settled share-based payment transactions in the separate • AASB Interpretation 19: Extinguishing Financial Liabilities with or individual financial statements of the entity receiving the Equity Instruments (applicable for annual reporting periods goods or services when the entity has no obligation to settle commencing on or after 1 July 2010). the share-based payment transaction. The amendments incorporate the requirements previously included in This Interpretation deals with how a debtor would account for Interpretation 8 and Interpretation 11 and as a consequence, the extinguishment of a liability through the issue of equity these two Interpretations are superseded by the amendments. instruments. The Interpretation states that the issue of equity These amendments are not expected to impact the Group. should be treated as the consideration paid to extinguish the liability, and the equity instruments issued should be • AASB 2009–9: Amendments to Australian Accounting recognised at their fair value unless fair value cannot be Standards — Additional Exemptions for First-time Adopters measured reliably in which case they shall be measured at the [AASB 1] (applicable for annual reporting periods commencing fair value of the liability extinguished. The Interpretation deals on or after 1 January 2010). with situations where either partial or full settlement of the These amendments specify requirements for entities using liability has occurred. This Interpretation is not expected to the full cost method in place of the retrospective application impact the Group. of Australian Accounting Standards for oil and gas assets, and exempt entities with existing leasing contracts from reassessing the classification of those contracts in accordance

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2. CASH AND CASH EQUIVALENTS

Minimum Subscription Unaudited Full Subscription Unaudited Pro-Forma Financial Information Pro-Forma Financial Information 31 March 2011 31 March 2011 $ $ Cash at bank Adjustments arising in the preparation of the pro-forma balance are summarised as follows: Reviewed balance as at 31 March 2011 348,192 348,192 Proceeds from Issue of Shares pursuant to this Prospectus 5,000,000 7,500,000 Payment of balance of estimated costs of the Offer (450,295) (550,295) Estimated costs for April 2011 – June 2011: Payments to Mr Kehal pursuant to Service Agreement (30,000) (30,000) Payments to Petrodril Ltd for administration services (4,500) (4,500) 7 Estimated operating costs (47,140) (47,140) Section

Payment of GST on directly related acquisition costs (50,000) (60,000)

Pro-forma balance as at 31 March 2011 4,766,257 7,156,257

3. OTHER CURRENT ASSETS

Minimum Subscription Unaudited Full Subscription Unaudited Pro-Forma Financial Information Pro-Forma Financial Information 31 March 2011 31 March 2011 $ $ Other Current Assets Adjustments arising in the preparation of the pro-forma balance are summarised as follows: Reviewed balance as at 31 March 2011 50,666 50,666 Transfer to Share Capital of prepaid costs of the Offer (49,705) (49,705)

Pro-forma balance as at 31 March 2011 961 961

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4. SHARE CAPITAL

Minimum Subscription Unaudited Full Subscription Unaudited Pro-Forma Financial Information Pro-Forma Financial Information 31 March 2011 31 March 2011 $ $ Share capital Adjustments arising in the preparation of the pro-forma balance are summarised as follows: Reviewed balance as at 31 March 2011 840,004 840,004 Proceeds from issue of Shares pursuant to this Prospectus 5,000,000 7,500,000 Payment of estimated costs of the Offer (500,000) (600,000) Payment of GST on costs of issue (50,000) (60,000)

Pro-forma balance as at 31 March 2011 5,290,004 7,680,004 7 Section

TERMS AND CONDITIONS OF ISSUED CAPITAL c. Options a. Ordinary Shares At 31 March 2011 there were 2,500,000 unlisted options Ordinary shares have the right to receive dividends as declared exercisable at 20 cents per share on or before 30 November 2015 and, in the event of the winding up of the Company, to on issue. participate in the proceeds from the sale of all surplus assets 8,000,000 options are to be issued to directors subject to in proportion to the number of and amounts paid up on Shares shareholder approval following Official Listing. These options held. Ordinary shares entitle their holder to one vote, either in have not been taken into account for the purposes of the pro- person or by proxy, at a meeting of the Company. forma financial information. b. Escrow Period In accordance with the Appendix 9B of the ASX Listing Rules, certain groups of shareholders and option holders are subject to escrow periods during which shares and/or options held by them will be treated as restricted securities.

5. ACCUMULATED LOSSES Minimum Subscription Unaudited Full Subscription Unaudited Pro-Forma Financial Information Pro-Forma Financial Information 31 March 2011 31 March2011 $ $ Accumulated Losses Adjustments arising in the preparation of the pro-forma balance are summarised as follows: Reviewed balance as at 31 March 2011 (574,885) (574,885)

Estimated costs for April 2011 – June 2011: Payments to Mr Kehal pursuant to service agreement (30,000) (30,000) Payments to Petrodril Ltd for administration services (4,500) (4,500) Estimated operating costs (47,140) (47,140)

Pro-forma balance as at 31 March 2011 (656,525) (656,525)

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8. SOLICITOR’S REPORT ON MINING TENEMENTS

A-38, Kailash Colony New Delhi – 110 048, India Tel +91 11 4163 9393 Fax +91 11 4163 9292 [email protected]

12 July 2011 The Directors, Mogul Resources Limited Unit 7, 11 Colin Grove West Perth, WA 6005 8 Australia Section RE. SOLICITOR’S REPORT ON MINING TENEMENTS Dear Sirs,

I. INTRODUCTION

1.1 BACKGROUND (a) Mogul Resources intends to lodge a prospectus with the Australian Securities and Investments Commission under the Corporations Act on or before 22 July for the issue of 37,500,000 fully paid up ordinary shares at an issue price of AUD 0.20 per share to raise an amount of AUD 7,500,000. (b) We have been therefore requested by Mogul Resources to make all reasonable enquiries and to establish a report on the mining tenements of the Company in the States. The purpose of this Report is to establish the Company’s legal rights and obligations in relation to its Indian mining tenements. This report is to be included in the above referred prospectus. (c) We are qualified legal counsel entitled to act as such in India. 1.2 Capitalised terms used but not defined in the text of this Report are set out at Schedule A.

II. DOCUMENTS AND SEARCHES 2.1 For the purposes of this Report, we have examined the following documents provided to us. (a) Copies of the acknowledgement of receipt of applications for grant of RPs and PLs in the States; (b) Copies of the applications filed by the Company for grant of RPs and PLs in the States; (c) Copies of the quarterly reports filed by the Company with the DMG; (d) Copies of the letters issued by the Company to DMG in the States; (e) Copies of the approvals issued by the State Governments and the Central Government; and (f) Copies of the RP deeds executed by the Company with the State Government. 2.2 We have also conducted independent searches on the official websites of DMG of the States and have obtained the status of the applications for RPs and PLs. 2.3 We have also obtained independent clarifications from the following: (a) the officials of MoEF, State Forest Departments and DMG of States. We have relied on the oral information provided on an informal and no-names basis by officials in the above mentioned organizations. The opinions and interpretations of these officials are not binding on them. (b) the representatives of the Company relating to status of applications and nature of land. We have assumed the accuracy and completeness of any instructions, documents, clarifications and information given to us by the representatives of the Company. We have assumed the authenticity of all seals and signatures. In such examination we have relied on and assumed, unless expressly stated, that the documents provided in connection with a particular issue are the only documents relating to such issue.

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2.4 Any opinion given in this Report is given only with respect to Indian law in force on the date of this Report. No opinion is expressed or implied as to the laws of any other territory or as to matters of fact. 2.5 This Report sets out our findings as on 11 May, 2011, and therefore the contents of this Report are effective only up to such date. 2.6 This Report is provided solely for the benefit of Mogul Resources in connection with the issue of prospectus for undertaking initial public offer and must not be disclosed to or relied upon by any other person. It must not be used for or referred or quoted in any document other than the prospectus without our prior written consent.

III. MINING RIGHTS Description of the types of tenements held by the Company:

3.1 RPS GRANTED (a) The Company holds two (2) RPs in Rajasthan and one (1) RP in Karnataka. All procedures have been duly followed and completed for these RPs. The RPs are: (i) Ajmer RP (8/2007); (ii) Pali RP (12/2007); and 8 (iii) Nagamangala RP (02/ARP/2008) Section Refer to section 4.3 of the Report for details of procedure for grant of an RP. Further details of the Company’s above mentioned tenements are set out in Schedule B. (b) RP deeds Terms and conditions of the RP deeds for Ajmer RP, Pali RP and Nagamangala RP are as follows: (i) Fee The RP holder is required to pay the annual permit fee in advance as specified in the schedule of the RP deed. (ii) Consents Prior to commencing reconnaissance operations, the RP holder is required to obtain consent of: A. the owner of the land, if the land is private or agricultural land for entering into such land (refer to sections 3.5(b) and (c) of this Report for further details on agricultural and private land). The MMDR Act or the Mineral Concession Rules do not provide for the form in which the consent must be obtained. The requirement however varies from State to State. Though an official in Rajasthan has informed us that a verbal agreement with the land owner would suffice for conducting reconnaissance operations, the official in Karnataka mentioned that a formal written agreement with the land owner is required; B. the State Forest Officer, if the land is forest land before entering into such land (refer to section 3.5(a) of this Report for further details on forest land); C. the Defence and Home Ministries, Government of India and the Directorate General of Civil Aviation, Government of India for undertaking aerial surveys prior to flying over the land; and D. designated officer of the State Government before any trees are cut on any unoccupied or unreserved land. (iii) Reporting The RP holder is required to submit to the State Government: A. a 6 monthly report of the work done stating the number of persons engaged and disclosing in full, the geological, geophysical, or other valuable data collected during the period. B. within 3 months of the expiry of the RP, or abandonment of operations or termination of the permit, whichever is earlier, a full report of the work done by the RP holder and all information relevant to mineral resources acquired by such RP holder in the course of reconnaissance in the area covered by the RP. (iv) Indemnity The RP holder is required to pay any affected party compensation for any damage, injury, or disturbance caused by the RP holder in exercise of the powers granted to it and to indemnify the State Government against all claims which may be made by any person or persons in respect of any such damage, injury or disturbance and all costs and expenses.

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(v) Security deposit The RP holder is required to pay an amount of Rs. 20 for every km² of land for which the RP is granted as a security deposit for observance of the terms and conditions of the RP. The Company has paid the security deposit for the RPs referred above. If the security deposit is forfeited by the State Government or the Central Government, the RP holder is required to replenish the sum forfeited. The State Government has the right to appropriate the security deposit towards any of its claims against the RP holder for damage or injury caused by the RP holder or towards payment of any damages, costs of expenses which may become payable as a result of or in connection with any suits or proceedings which may be instituted against the State Government in respect of any such damage or injury. (vi) Transfer of an RP The RP holder can transfer the RP or any right, interest or title in it to a person with the prior permission of the State Government. The transferee is required to: A. file an affidavit stating that the transferee’s tax returns have been regularly filed and tax has been duly paid. B. pay a transfer fee of Rs. 500. The State Government will not sanction the transfer unless: A. the transferor furnishes the application for transfer along with an affidavit stating the sum that he has already 8 received or proposed to receive as consideration; and Section B. the RP is being transferred to a person or a body which will directly undertake the reconnaissance operations. Though ordinarily we would not expect the State Government to deny its approval for transfer if the above conditions are met regarding the Ajmer and Pali RPs, the State Government is also likely to look into factors relating to the capacity of the transferee to carry out reconnaissance operations before granting its approval. Special conditions in the RP deed In the RP deeds for both Ajmer RP and Pali RP, there is a special provision which provides that if any ML or PL has been granted for the same mineral prior to the grant of the RP, the sanctioned area will stand reduced by such PL area or ML area, as the case may be. Searches undertaken by the Company have not revealed any such existing ML or PL for the same mineral in such areas. The Company can further determine if there are any such existing PL or ML by making an application to the relevant official of the DMG under the Right to Information Act, 2005. Typically, information requested under the Right to Information Act, 2005 is provided within 30 days of receipt of request together with the requisite fee.

3.2 PL APPLICATIONS The Company has filed 2 applications for grant of PLs, 1 each in Andhra Pradesh and Karnataka. The Company is not aware if there are any competing applications in relation to the application (5798/M4/2007) for grant of PL over an area of 3.08km² in Kurnool area, Andhra Pradesh exists. In relation to the application (14/APL 2010/2126) for grant of PL over an area of 7km² in Lingsugur, Raichur district, Karnataka, there are competing applications. Further details of the Company’s above mentioned applications for grant of PL are set out in Schedule B.

3.3 RP APPLICATIONS 12 applications filed by the Company for grant of RPs are currently pending. These are: (a) The application (11/2008) for 900km² area in Alwar district, Rajasthan was recommended by the State Government to the Central Government for grant of RP through its letter of 4 March, 2009. However, Central Government approval has not been received yet. (b) The Company is not aware if there are any competing applications in the following areas: (i) the application (26/2008) for grant of RP (Alwar west) for an area of 1,265km² in Alwar district, Rajasthan. (ii) the application (75/2010) for grant of RP (Pali east) for an area of 601km² in Pali district, Rajasthan. (iii) the application (2/2011) for grant of RP (Alwar north) for an area of 805km² in Alwar district, Rajasthan (iv) the application (23132/R9/2008) for grant of RP for an area of 2,944km² in Cudappah south area, Andhra Pradesh. (v) the application (23131/R9/2008) for grant of RP for an area of 1,935km² in Cudappah north area, Andhra Pradesh. (c) There are however competing applications for the following: (i) the application (40/ARP/2007) for grant of RP for an area of 2,643km² in Dharward north block, Karnataka. (ii) the application (41/ARP/2007) for grant of RP for an area of 3,444km² in Dharward south block, Karnataka. (iii) the application (01/ARP/2008) for grant of RP for an area of 4,010km² in Chitradurga, Karnataka.

104 MOGUL RESOURCES PROSPECTUS

(iv) the application (47/ARP/2010) for grant of RP for an area of 2,025km² in Chikkanayakanahalli Halli, Karnataka. (v) the application (48/ARP/2010) for grant of RP for an area of 4,356km² in Ranibennur, Karnataka. Given that there are no competing applications for the areas referred to at section 3.3(b) above, the RP is likely to be granted to the Company unless the State Government rejects the application. Before rejecting an application for grant of RP, the State Government is required to give the applicant an opportunity of being heard and must record the reasons for rejection in writing. Some of the factors leading to rejection of application are: (i) applicant’s failure to furnish the necessary information for making an application for grant of RP to the State Government (refer to section 4.3(a) of this Report for documents required to be submitted with the application); (ii) applicant’s failure to meet the parameters listed in section 4.4(d) of the Report; (iii) areas not being available due to existence of overlapping RPs, PLs or MLs for the same area; (iv) area not being notified by the State Government in the official gazette making it unavailable for re-grant (refer to section 4.4(f) of this Report for further details); and (v) existence of preferential right of other applicant in the area pursuant to Section 11(2) of the MMDR Act. (d) It is not known whether competing applications exist for the application (54/ARP/2010) for grant of RP for an area of 895km² in Mysore and Mandya district, Karnataka. Further details of the Company’s above mentioned applications for RPs are set out in Schedule B. The DMG has, in its acknowledgement issued pursuant to the applications referred above, recognized that these 8 applications have been made by the Company. Section

3.4 OTHER CONSENTS Before commencing operations further to the RP deed, the Company will be required to obtain the following consents or approvals: (a) if the land is forest land, the prior permission of the State Forest Officer and the Central Government is required (refer to section 3.5(a) of this Report for further details on forest land). (b) If the land is private land, prior consent of the owner of such land will be required. (c) all necessary clearances from the Ministry of Defence and Ministry of Home Affairs, and the Directorate General of Civil Aviation, Government of India will have to be obtained for undertaking aerial surveys.

3.5 LAND (a) Forest land Rule 7 of the Mineral Concession Rules restricts the holder of RP from entering into any forest land without obtaining permission of the Forest Department. Further, Section 2 of the Forest Conservation Act read with Rule 6(1) of the Forest Conservation Rules requires a person proposing to use forest land for non-forest purposes to seek approval of the State Government. Upon being satisfied of the applicant’s need, the State Government forwards the application to the Central Government. The FAC evaluates the application and advises the Central Government to either grant or reject the application. Once the Central Government communicates it decision to the State Government, the State Government issues the order to the applicant. The detailed procedure on obtaining permission for use of forest is produced at Schedule C. However, the Forest Guidelines state that the approval of the Central Government under the Forest Conservation Act is not required in the following instances: (i) Mining operations, where only investigations and surveys are undertaken, provided such investigations and surveys are restricted to clearing of bushes and lopping of tree branches for purpose of sighting and do not involve any clearing of forest or cutting of trees; (ii) Test drilling up to 10 bore holes (drill holes) of maximum 4 inches diameter per 100km² for prospecting or reconnaissance operations, provided such drilling does not involve felling of trees; (iii) Collection of samples from land surface in addition to drilled out material from 10 bore holes undertaken for reconnaissance operations in forest land, provided that there is no felling of trees involved. (b) Agricultural land The applicable agricultural land conversion legislations in the States require that, if agricultural land is to be used for non- agricultural purpose, it must be converted to non-agricultural land by making an application to the State Government. Given that mining and related activities are non-agricultural activities, the permission should be obtained if the area for which mining concession is granted includes agricultural land. We have however, received mixed responses from the officials of the DMG of States regarding the requirement to obtain such permissions.

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Rajasthan The Rajasthan Land Revenue Act, 1956 states that agricultural land cannot be used for non-agricultural purposes without the prior written permission of the State Government. The procedure for conversion of such land from agricultural to non- agricultural is prescribed in the Rajasthan Land Revenue (Conversion of Agricultural Land for Non-Agricultural Purposes in Rural Areas) Rules, 2007. However, we were informed by the officials of the Rajasthan Government’s Land Revenue Department and DMG that no such permission is required to conduct any mining activity (reconnaissance and prospecting operations) on agricultural land in Rajasthan. Karnataka Section 95 of the Karnataka Land Revenue Act, 1964 requires that prior permission of the State Government must be sought for using agricultural land for any purpose other than agriculture. A DMG official has confirmed this requirement. Also, an inter-department circular issued by the Land Revenue Department, Karnataka, requires the DMG to ensure that an applicant proposing to conduct mining activity over agricultural land secures such conversion prior to commencing any mining activity. However, an official of the Land Revenue Department informally told us that though the intent of the above referred circular was to ensure that the applicants comply with the land conversion procedures under Karnataka Land Revenue Act, 1964 prior to commencing any kind of mining activity (including reconnaissance and prospecting operations), in practice, the permission for conversion is sought only prior to commencing actual mining operations and not reconnaissance or prospecting operations. Andhra Pradesh 8 The Andhra Pradesh Agricultural Land (Conversion for Non-Agricultural Purposes) Act, 2006 and the Andhra Pradesh Section Agricultural Land (Conversion for Non-Agricultural Purposes) Rules, 2006 set out the procedure for conversion of agricultural land. However, from our informal discussions with the DMG officials, we understand that no permission is currently required to conduct any mining activity (which includes reconnaissance and prospecting operations) on agricultural land. However, the officials also informed us that since the law governing conversion of agricultural land is recent, it is likely that the Land Revenue Department, Andhra Pradesh imposes such requirement in future. The Land Revenue Department has already commenced issuing notices to certain industries operating on agricultural land. (c) Private land Rule 7(1)(iv) of the Mineral Concession Rules states that an RP holder is required to obtain the consent of the owner of the private land prior to conducting reconnaissance operations on the private land. Further, the RP holder is also required to pay compensation to the land owner calculated in accordance with Rule 72 of the Mineral Concession Rules. (refer to section 4.2(e) of this Report for compensation paid to owner of land).

3.6 ENCUMBRANCE ON THE TENEMENTS The Company has confirmed that no encumbrance has been created on the Ajmer RP and Pali RP in Rajasthan.

3.7 PAYMENT OF FEE, RENT AND ROYALTY The various items of expenditure incurred or to be incurred by the Company for its existing mining tenements are as discussed below: (a) Application fee The fee for making an application for grant of RP is calculated at the rate of Rs. 5 for everykm². The application fee for a PL and its renewal is calculated at Rs. 250 for the firstkm² and Rs. 50 for each additional km². The application fee is non- refundable. (b) Minimum expenditure An RP holder is required to adhere strictly to the minimum expenditure commitment specified in the order of grant of the RP, failing which RP may be cancelled. Form A (application for RP) of the Mineral Concession Rules also includes a column for the anticipated annual minimum expenditure commitment that the applicant anticipates to expend annually. No such column is provided in the application form for PL. (c) Permit fee An RP holder is required to pay the permit fee under Rule 7(1)(xi) of the Mineral Concession Rules. The permit fee is fixed by the State Government and is not less than Rs. 5 per km² and not more than Rs. 20 per km² of land held by such RP holder for each year or a part of the year. The Company being the holder of Ajmer RP, Pali RP and Nagamangala RP, has paid the permit fee for the three years for Ajmer and Pali RPs and also paid the permit fee for the first year for Namangala RP respectively.

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(d) Security deposit Rule 7B of the Mineral Concession Rules requires the applicant to deposit, as security for the observance of the terms and conditions of the RP deed, a sum of Rs. 20 for every km² for which the RP is granted prior to the execution of the RP deed. The State Government has the right to forfeit the amount deposited in part or full, if RP holder breaches any condition under the RP deed. The Company has paid a security deposit of Rs. 7,200, Rs. 8,340 and Rs. 2,260 for Ajmer RP, Pali RP and Nagamangala RP, respectively. (e) Royalty Royalty is a payment made to the State Government for any mineral removed or consumed by the ML holder or his agent, manager, employee, contractor or sub-lessee from the leased area at the rate specified in Second Schedule of the MMDR Act which provides the basis for calculating royalty for each mineral specifically. The Company is not currently required to pay royalty as it does not hold an ML. The royalty rates for a few of the minerals are set out below: (i) Pb – 7% of LME Pb price on lead contained Pb metal in ore produced. (ii) Zn – 8% of LME Zn metal price on Zn contained metal in ore produced. (iii) Cu – 4.2% of LME Cu price on the copper contained in ore. (iv) Au – 2% of LBMA on Au contained in ore; 3% of LBMA on Au obtained as by product. 8 (v) Fe (lumps, fines, concentrates) – 10% of sale price on ad valorem basis. Section (vi) Ni – 0.12% of LME Ni price on the Ni contained in the ore. (vii) Ag – 5% of LME Ag price on the Ag contained in the ore; 7% of LME on Ag obtained as by product.

IV. BRIEF SUMMARY AND OVERVIEW OF THE MINING LAWS IN INDIA 4.1 Entry 54 of List-I of the Seventh Schedule to the Constitution of India empowers the Central Government to legislate on mining and development of minerals whereas the State Governments are empowered by Entry-23 of List-II, subject to the provisions of List-I. The MMDR Act was enacted by Parliament to provide for the regulation for development of mines and minerals under control of the Central Government. The MMDR Act and the Mines Act, 1952, together with the rules and regulations framed under them, constitute the basic law governing the mining sector in India. The Mineral Concession Rules and Mineral Conservation and Development Rules, 1988 are the primary governing rules in force under the MMDR Act.

4.2 MINERAL CONCESSIONS There are 3 kinds of mineral concessions which are recognized in India - the RP, the PL and the ML. The Mineral Concession Rules outline the procedures and conditions for obtaining each of these. (a) Reconnaissance permit RP is granted to undertake operations for preliminary prospecting of a mineral through regional, aerial, geophysical or geochemical surveys and geological mapping. It is granted for a period of 3 years and for a maximum area of 5,000km², which after 2 years, gets reduced to 1,000km² or 50% of the area granted, whichever is less and after 3 years to 25km, in a single RP. In a state an RP is granted for a maximum area of 10,000km2 subject to the condition that area in a single RP does not exceed 5000km2. An RP is not renewed. Drilling rights of an RP holder Reconnaissance operations do not include operations such as pitting, trenching, sub-surface excavation and drilling except drilling of boreholes (drill holes) on a grid specified from time to time by the Central Government. However, under a notification dated 19 July 2000 issued by the Central Government, the Central Government has specified that drilling of boreholes on a grid not exceeding 5 boreholes for every 100km² is exempted from the ‘drilling’ mentioned in the definition of ‘reconnaissance operations’. Therefore, the Company is permitted under the Ajmer RP and Pali RP to drill boreholes on grids not exceeding 5 boreholes for every 100km². Further, the Forest Guidelines allow test drilling up to 10 bore holes of maximum 4 inches diameter per 100km² for prospecting and reconnaissance operations without obtaining the prior approval of the Central Government under the Forest Conservation Act, if such drilling does not involve felling of trees. (b) Prospecting license A PL is a licence granted for the purpose of undertaking prospecting operations for the purpose of exploring, locating or proving mineral deposits. A PL for any mineral or prescribed group of associated minerals is granted for a maximum period of 3 years and for a maximum area of 25km². A PL can be renewed for a further period such that the total period for which a PL is granted does not exceed 5 years. A person can be granted a maximum area of 25km² under 1 or more PLs in 1 State unless this requirement is relaxed by the Central Government in the interests of mineral development. A person may obtain a PL in various States simultaneously up to the State-wise area limits.

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(c) Mining lease An ML for any mineral or prescribed group of associated minerals is granted for a minimum period of 20 years and a maximum period of 30 years and for a maximum area of 10km². An ML can be renewed for a period not exceeding 20 years. A person can be granted a maximum area of 10km² in 1 or more MLs in 1 state unless this requirement is relaxed by the Central Government in the interest of mineral development. An ML may be granted without first granting a PL if the State Government is satisfied that there is evidence to show that the area for which the ML is applied for has been previously prospected or the existence of mineral contents in such area has been established without prospecting such area. (d) Rights of an RP holder and a PL holder (i) The RP holder and the PL holder have the right to enter upon or fly over the lands for which RPs or PLs have been granted and undertake reconnaissance and prospecting operations. (ii) The RP holder and the PL holder have the right to use water and clear the undergrowth and brush wood. (iii) The RP holder and PL holder have the right to bring upon machinery, equipment and conveniences which are necessary for effectively carrying on the reconnaissance and prospecting operations or for the workmen employed. (iv) Both the RP holder and PL holder have the right to transfer the RP or PL, as the case may be, to a person subject to the previous sanction of State Government and conditions mentioned in the RP deed or PL deed, as the case may be. (v) The RP holder and PL holder have a preferential right for obtaining a PL or ML, as the case may be, in respect of whole or part of that land over any other person provided that the State Government is satisfied that the holder has not 8 committed any breach of the terms and conditions of the RP deed or PL deed, as the case may be, and has undertaken Section reconnaissance or prospecting operations, as the case may be, to establish mineral resources and is otherwise a fit person for being granted the PL or ML. In addition to the rights mentioned above, a PL holder also has the right to renew the PL for a further period such that the total period for which a PL is granted does not exceed 5 years. (e) Compensation paid to owner of land Rule 72 of the Mineral Concession Rules states that the RP holder or the PL holder is required to pay compensation to the occupier of surface land where such reconnaissance operations or prospecting operations, as the case may be, are to be conducted. The compensation is determined by an officer of the State Government and for agricultural land, the compensation is calculated on the basis of the net income from the cultivation of similar land for the previous 3 years. For non-agricultural land, the compensation is calculated on the basis of the average annual letting value of similar land for the previous 3 years. Further, if any damage has been caused to land, on account of reconnaissance or prospecting operations, the State Government can assess the damage caused to determine the amount of compensation payable by the RP holder or the PL holder, as the case may be, to the occupier of the surface land, upon determination of the RP or the PL. Such assessment is required to be made within a period of 1 year from the date of determination. We have been informed by the representatives of the Company that no compensation has been paid to any of the land owners. (f) Termination of RP or PL The State Government has the right to cancel the RP or the PL, and/or forfeit the security deposit, in whole or in part, if the RP holder or the PL holder, as the case may be, commits any breach under the RP or the PL.

4.3 PROCEDURE FOLLOWED FOR GRANT OF RP AND PL The MMDR Act and Mineral Concession Rules set out the procedure to be followed for grant of concessions. (a) An application for RP and PL is required to be made to the State Government in Form ‘A’ and Form ‘B’ of the Mineral Concession Rules respectively, accompanied with the requisite application fee (refer to section 3.7(a) for the manner of calculation of application fee). The application must be accompanied by: (i) valid clearance certificate to evidence that there are no mining dues. However, if a person has furnished in the affidavit that he does not hold and has not held an RP or PL, as the case may be, valid clearance certificate will not be required. (ii) an affidavit stating that the transferee’s tax returns have been regularly filed and tax has been duly paid. (iii) an affidavit showing the particulars of areas, mineral-wise in the State, which the applicant: A. already holds under an RP or a PL, as the case may be; B. has applied for but not granted; and C. being applied for simultaneously. (iv) attested copy of the certificate of registration if the applicant is a private limited company.

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(v) any sketch map of the land over which the applicant wishes to conduct reconnaissance and prospecting operations. (vi) if the application is signed by the authorised agent of the applicant, a power of attorney from the applicant authorizing the agent to sign on the applicant’s behalf is required. If the application is incomplete or does not include requisite documents, the State Government requires the applicant to furnish such information within 30 days of receipt of the notice by the applicant. If the applicant fails to furnish the information, the State Government has the right to reject the application. (b) Upon receipt of the application with the supporting documents and fee, the State Government issues an acknowledgement of receipt of application (in Form D1) to the applicant. (c) If the State Government is satisfied with the contents of the application, based on the above requirements, it refers the application to the Central Government for its approval. No RP or PL for minerals listed in the First Schedule of the MMDR Act can be granted by the State Government without prior approval of the Central Government. The First Schedule of the MMDR Act is reproduced at Schedule D. (d) Subsequently, the Central Government considers and decides on the application based on the contents and merits of the application and the applicant’s technical and financial credentials. (e) If the Central Government accords its approval for grant of RP or PL, the State Government issues an order to the applicant granting the RP or PL, as the case may be. (f) Subsequently, an RP deed or PL deed, as the case may be, is required to be executed within 90 days of the date of the communication of the order unless such time is extended by the State Government. 8 An RP deed is valid for a period of 3 years from the date of execution of the RP deed after all necessary clearances have been Section obtained and security deposit paid. (refer to section 3.1(b)(ii) and section 3.1(b)(v) for consents required by RP holder and security deposit).

4.4 PREFERENTIAL RIGHTS AND OFFICIAL GAZETTE The following preferential rights are available under Section 11 of the MMDR Act: (a) RP holder or PL holder of a land will have preferential right for obtaining a PL or ML for such land. Consequently, the Company has a preferential right to be granted PL for the areas under Ajmer RP and Pali RP (Section 11(1) of the MMDR Act). Once the RP deed is executed, such right would be available to the Company under the Nagamangala RP as well. (b) If 2 or more persons have applied for an RP, PL or ML in respect of any land that has not been notified as available for grant in the official gazette by the State Government, the applicant whose application is received first gets the preferential right for grant of RP, PL or ML, as the case may be (Section 11(2) of the MMDR Act). (c) If applications are invited through a notification in the official gazette, all the applications received, (i) during the period specified in such notification; and (ii) prior to the publication of such notification in respect of the lands within such area, and had not been disposed of, are deemed to have been received on the same day for the purposes of assigning priority (proviso to Section 11(2) of the MMDR Act). (d) In the above mentioned instance, the applications are evaluated on the basis of the following factors: (i) any special knowledge of, or experience in, reconnaissance operations, prospecting operations or mining operations, as the case may be, possessed by the applicant; (ii) the financial resources of the applicant; (iii) the nature and quality of the technical staff employed or to be employed by the applicant; (iv) the investment which the applicant proposes to make in the mines and in the industry based on the minerals; and (v) such other matters as may be prescribed. (e) In an instance where the State Government notifies in the official gazette an area for grant of RP, PL or ML, as the case may be, all the applications received during the period as specified in such notification, (not to be less than 30 days), are considered as if all such applications were received on the same day. The State Government takes into consideration the factors specified in points (i) to (v) above, to grant the RP, PL or ML, as the case may be, to one of the applicants (Section 11(4) of the MMDR Act). (f) No area which: (i) was previously held; (ii) is being held under an RP or PL; (iii) the State Government or any local authority has reserved for a purpose other than mining; or

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(iv) is an area for which the order granting an RP or PL has been revoked; (v) for which a notification has been issued to the effect that Central Government may undertake RP or PL operations itself or that such area has been declared by Central Government that no RP or PL operations can be undertaken; or (vi) has been reserved by the State Government under Section 17A of the MMDR Act, becomes available for grant unless an entry to the effect that the area is available is made in the register of RPs or PLs which is maintained by the State Government and such availability of the area is notified in the official gazette specifying a date (which is not earlier than thirty days from the date of the publication of such notification in the official gazette) from which such area will be available for grant. Any application for grant of such areas received prior to: A. issue of the notification; B. lapse of time period specified in the notification, where the notification has been issued, is considered premature and not therefore evaluated (Rule 59 and 60 of the Mineral Concession Rules). The applications referred to in section 3.3(c)(i), (ii) and (iii) of this Report were not evaluated by the State Government as there were existing concessions for the applied areas. The State Government therefore issued notices to the Company asking it to show cause as to why its application should not be rejected. In response, the Company requested the State Government to review its application for grant under proviso to Section 11(2) of MMDR Act as and when the area becomes available and is notified. As discussed, the applications received prior to the publication of notification or during the period specified in the 8 notification made under the proviso to Section 11(2), are deemed to be received on the same day for assigning priority. However, upon notifying the area in the official gazette, the State Government has required the Company to make fresh Section applications for grant of RP. Given our discussion above, if an area is notified for re-grant under Rule 59 of the Mineral Concessions Rules, any application received prior to the notification are rejected as premature and fresh applications must be made once the area becomes available.

4.5 MINES AND MINERALS (DEVELOPMENT AND REGULATION) BILL The Government of India is likely to introduce the MMDR Bill in Parliament in 2011. The MMDR Bill seeks to replace the MMDR Act which currently regulates the development of mines, and regulation of minerals (excluding petroleum and natural gas). The MMDR Bill envisages transparent and simple procedures, setting up of a quasi-judicial national mineral tribunal as well as state level tribunals, auctioning of mineral blocks, sustainable development measures, and profit sharing between mining companies and local population. In the latest publicly available (June 2010) version of the draft MMDR Bill, the provision on profit sharing provides for mining companies to allot 26% free shares through the promoter’s quota to the local population or pay the local population 26% profit after tax. Various stakeholders have expressed reservations to this profit sharing arrangement on grounds that such a profit sharing mechanism will adversely impact growth of companies and will act as a deterrent in attracting investment in the mining sector. The Group of Ministers, a ten member minister group constituted under the Finance Minister of India, is reviewing this provision, but currently there is a lack of clarity on how the text of the final draft will play out. The rate of profit share could either be (a) aligned with the value of minerals instead of a uniform 26% profit after tax or (b) a combination of profit and royalty share or (c) a higher royalty share.

V. INDEPENDENT EXPERT 5.1 Trilegal confirms that this Report has been prepared by it as an independent expert. 5.2 This Report has been prepared for inclusion in a prospectus to be lodged by Mogul Resources dated in or about 22 July 2011.

Best Regards,

Akshay Jaitly Partner, Trilegal

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SCHEDULE - A MMDR Act – means the Mines and PGE Minerals (Development and Regulation) platinum group elements GLOSSARY Ac t, 1957. Ta Ajmer RP MoEF tantalite means the RP granted in favour of the means the Ministry of Environment and Zn Company to conduct reconnaissance Forests. zinc operations on area of 365km² in Mogul Resources Ajmer district in Rajasthan pursuant to means Mogul Resources Limited. application number 8/2007. Nagamangala RP AUD means the RP granted in favour of the means Australian dollars, the lawful Company to conduct reconnaissance currency of Australia. operations on area of 113km² in Mysore Company and Mandaya districts of Karntaka means Mogul Resources (India) Private pursuant to application number 02/ Limited - wholly owned subsidiary of ARP/2008. Mogul Resources Ltd Nodal Officer DMG means the Chief Conservator of Forests means Department of Mines and (Protection), State Government. Geology. Pali RP 8 FAC means the RP granted in favour of the Section means Forest Advisory Committee Company to conduct reconnaissance constituted by the MoEF under the Forest operations on area of 417km² in Pali Conservation Act to advise Central district of Rajasthan pursuant to Government on matters relating to grant application number 12/2007. of approved for use of forest. PL Forest Conservation Act means prospecting license. means the Forest (Conservation) Act, 1980. REC Forest Conservation Rules – means the means Regional Empowered Committees. Forest (Conservation) Rules, 2003. RP Forest Department – means the Forest means reconnaissance permit. Department of the States, as the case State Government may be. means state government of Rajasthan, Forest Guidelines Karnataka or Andhra Pradesh, as the case means the detailed guidelines prescribed may be. by the Central Government for submission States of proposals for diversion of forest land for means collectively Rajasthan, Karnataka non-forestry purposes under the Forest and Gujarat. Conservation Act on 25 October, 1992. Ag Ha silver means hectare. Au km² gold means square kilometer. Co LBMA cobalt means London Bullion Market Association. Cu LME copper means London Metal Exchange. Fe Mineral Concession Rules iron means the Mineral Concession Rules, 1960. Li lithium ML means mining lease. Ni nickel MMDR Bill means the Mines and Minerals Pb (Development and Regulation) Bill, 2010. lead

111 MOGUL RESOURCES PROSPECTUS Notes 1 and 7 1 and 7 1 and 7 5 and 7 4 and 7 1 and 7 2, 3 and2, 7 Tenement Tenement Status Valid and subsisting Valid and subsisting Valid and subsisting Pending Pending Pending Pending Target Minimum Expenditure and Specified Specified and First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² - - First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² - - - - Deposit Rs. 2,260 Rs. 18,250 Rs. 20,850 20,850 Rs. Permit Fee and Security and and Rs. 7,300 Rs. 2,260 and and Rs. 8,340 8 Section Land Area: 417 Area: 417 km² Type: agricultural land Area: 365 km² Type: agricultural land Area: 113 km² Area: 113 Type: agricultural and private land Area: 900 km² Type: agricultural and forest land Area: 3.08 km² Type: agricultural land Area: 7 km² Type: agricultural and forest land Area: 1,265 km² Type: agricultural and forest land Minerals Cu, Pb, Zn, Au, Ag, Ni, Co, associated minerals Cu, Pb, Zn, Au, Ag, Ni, Co, associated minerals Au, PGEs, associated minerals Cu, Pb, Zn, Au, PGE, associated minerals Cu, Pb, Zn, Au, associated minerals Li, beryl, columbite, lepodolite, scheelite,Ta, rare earths, associated minerals Cu, Pb, Zn, Au, Ag, PGE, associated minerals - - - - Term 3 years RP deed from date of execution of 3 years from 3 years from 26 July, 2010 28 April,28 2010 - - - - 2014 2013 2013 Date Expiry 26 July 20 June 28 April 28 2007 2007 2007 2007 2008 2008 Date 02 August, August, 02 04 August, August, 04 04 August, August, 04 04 August, August, 04 18 February Application 19 April,19 2010 27 November, November, 27 Place Pali district, Rajasthan Mysore and Mandya district, Karnataka Ajmer district, Rajasthan Lingsugur, Lingsugur, Raichur district, Karnataka Alwar district, district, Alwar Rajasthan Kurnool, Kurnool, Andhra Pradesh Alwar district, district, Alwar Rajasthan PL PL RP RP RP RP RP Permit Permit Type of (Granted / Applied for) Applied Holder Company Company Company Company Company Company Company number Tenement/ Tenement/ Application 12/2007 02/ ARP/20008 Granted RPs Granted 8/2007 PL Applications PL 14/APL 2010/2126 RP Applications RP 11/2008 5798/ M4/2007 26/2008 SCHEDULE - B

112 MOGUL RESOURCES PROSPECTUS Notes 2 and 7 4 and 7 2, 4 and2, 7 2, 4 and2, 7 4 and2, 7 4 and2, 7 2, 3 and2, 7 2, 3 and2, 7 Tenement Tenement Status Pending Pending Pending Pending Pending Pending Pending Pending Target Minimum Expenditure and Specified Specified and First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² - First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² ------Deposit Permit Fee and Security and 8 Section Land Area: 4,356 km² Type: agricultural and private land Area: 2,643 km² Type: agricultural and forest land Area: 4,010 km² Type: agricultural, private and forest land Area: 2,025 km² Type: agricultural and private land Area: 3,444 km² Type: agricultural and private land Area: 895 km² Type: agricultural and private land Area: 805 km² Type: Unknown Area: 601 km² Type: agricultural land Minerals Au, PGEs, associated minerals Au, Ag, etc. Au, PGEs, associated minerals Au, PGEs, associated minerals Au, associated minerals Cu, Pb, Zn, Au, Ag, Ni, Co, associated minerals Cu, Pb, Zn, Au, Ag, Ni, Co, PGE minerals Cu, Pb, Zn, Au, Ag, Ni, Co, associated minerals ------Term ------Date Expiry 05 05 2011 2010 2010 2010 2007 2007 2008 Date 19 March, March, 19 30 March, March, 30 September, September, September, September, 18 February, 26 February, 26 February, Application 27 July,27 2010 Place Ranibennur, Ranibennur, Karnataka Chikkanaya- kanahalli Halli, Karnataka Dharward block, north Karnataka Chitradurga, Karnataka Mysore and Mandya district, Karnataka Dharward Dharward south block, Karnataka Alwar, district, district, Alwar, Rajasthan Pali district, Rajasthan RP RP RP RP RP RP RP RP Permit Permit Type of (Granted / Applied for) Applied Holder Company Company Company Company Company Company Company Company number Tenement/ Tenement/ Application 48/ARP/2010 47/ARP/2010 40/ARP/2007 01/ARP/2008 54/ARP/2010 41/ARP/2007 2/2011 75/2010

113 MOGUL RESOURCES PROSPECTUS Notes Tenement Tenement 2, 5 and2, 7 5 and2, 7 Status Pending Pending Target Minimum Expenditure and Specified Specified and First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² First 2 years - Rs. 1,000 per km² 3rd year - Rs. 5,000 and 3,000 per km² - - Deposit Permit Fee and Security and 8 Section Land Area: 2,944 km² Type: agricultural and forest land Area: 1,935 km² Type: agricultural, private and reserve forest land Minerals Au, diamond minerals Cu, Pb, Zn, Au, etc. - - Term - - Date Expiry Date Application 20 June, 2008 20 June, 2008 Place Cudappah south area, Andhra Pradesh Cudappah north area, Andhra Pradesh RP RP Permit Permit Type of (Granted / Applied for) Applied Holder Company Company number Tenement/ Tenement/ Application 23132/ R9/2008 23131/ R9/2008 SCHEDULE - B CONTINUED B - SCHEDULE NOTES TENEMENT 1. It is the minimum expenditure for 3 years stated in the order of State Government2. which is required to be strictly adhered to by the Company. It is the minimum expenditure anticipated by the Company for the 3 years,3. which is provided in the application for grant of RP. The application is pending at the office of DMG, Rajasthan – (status4. of application obtained from website of DMG, Rajasthan). Pending with DMG, Karnataka (as informed by the Company). 5. Pending with DMG, Andhra Pradesh (as informed by the Company). 6. Recommended by the State Government by its letter of 4 March, 20097. to the Central Government for Central grant of RP. Government approval is pending. The minerals listed are as provided in the acknowledgement issued8. by the DMG of the relevant States. The minerals listed are as provided in the application filed with the DMG.

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SCHEDULE - C The Forest Act provides that administrative control of forest land in India vests with the relevant state governments. The State Government has the power to lease forest land which falls under its jurisdiction. However, under the Forest Conservation Act, prior approval of the Central Government is required before the Forest Department, can ‘de-reserve’ any reserved forest land for non- forest purposes, or use forest land for non-forest purposes, or assign forest land to a private person or corporation, or clear forest land for the purpose of re-afforestation (refer Section 2 of the Forest Conservation Act). The MoEF is the ministry empowered under the Forest Conservation Act to grant final approval for diversion of forest land. Under the Forest Conservation Act, the MoEF has set up a FAC at the central level and various RECs at the regional level, to aid and advise it on the approval of the diversion of forest land for private use (Section 3 of the Forest Conservation Act). In addition, the Central Government has also promulgated the Forest Conservation Rules under the Forest Conservation Act and the Forest Guidelines.

1.1 CLEARANCE FROM THE MOEF As mentioned earlier, for ‘de-reserving’ a forest area, or for leasing any land classified as government forest land, the Forest Department requires prior approval from the MoEF. The MoEF follows a two stage process for grant of such approval under the Forest Conservation Act. The procedure followed by the MoEF is summarised below. (a) Stage-I Clearance In the first stage the MoEF grants in-principle clearance subject to the applicant complying with certain conditions. These 8 conditions are specific to the purpose for which the forest land is sought to be diverted. Section Usually, a letter granting stage-I clearance lists the following conditions: (i) Immediate action should be taken by the applicant for transfer and mutation of non-forest land equivalent to the forest area being diverted, in favour of the Forest Department; (ii) The applicant is required to pay the cost of compensatory afforestation over equivalent non-forest land to the Forest Department. Typically, the cost of compulsory afforestation ranges between Rs. 70,000 to Rs. 1,00,000 per Ha; (iii) The applicant is required to pay to the Forest Department the cost of penal afforestation over degraded forest land, twice in extent of the area of forest land being diverted; (iv) The applicant is also required to pay for fencing, protection, regeneration of safety zone area and the cost of afforestation over one and a half times of the safety zone area to the Forest Department; (v) The lease area is requires to be demarcated by the applicant on the ground with reinforced concrete pillars, 4 feet above the ground, with serial numbers and bearing the distance from pillar to pillar. It is possible that some of these conditions may be modified and additional conditions imposed by the MoEF. (b) Stage-II Clearance Subsequent to the grant of the stage-I clearance, the Forest Department submits a compliance report indicating compliance with and satisfaction of the conditions imposed by the MoEF. On receipt of the compliance report from the Forest Department, the MoEF grants final approval for diversion of the government forest land. As part of the stage-II clearance, the MoEF may impose certain additional conditions that the applicant is required to comply with. After the grant of stage-II clearance, the divisional forest officer of the division where the government forest land is situated issues the final allotment letter to the applicant. Further to the issuance of the final allotment letter by the divisional forest officer, a lease agreement for the forest land is required to be executed between the applicant and the State Government.

1.2 TIMELINES FOR GRANT OF CLEARANCE BY THE MOEF The detailed timeline for allotment of government forest land by the Forest Department is as follows: (a) The applicant must make a proposal as per Form ‘A’ of the Forest Conservation Rules to the Nodal Officer (Rule 6(1) of the Forest Conservation Rules). (b) The applicant is also required to endorse a copy of the proposal to the concerned conservator of forests, at the regional office of MoEF and to the monitoring cell of the forest conservation division of the MoEF (Rule 6(2) of Forest Conservation Rules).

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(c) The Forest Department is required to forward the proposal received from the applicant to the MoEF within 210 days (Rule 6(3)(a) of the Forest Conservation Rules). The following procedure must be followed during such 210 day period: (i) The Nodal Officer, after receiving the proposal and being satisfied that it is complete and that it does in fact need prior approval, sends it to the divisional forest officer within 10 days of receipt (Rule 6(3)(b) of the Forest Conservation Rules). If the Nodal Officer finds the proposal to be incomplete, the proposal is returned to the applicant within 10 days (Rule 6(3)(c) of the Forest Conservation Rules). It should be noted that, on determination of the completeness of the proposal or the expiry of a period of 10 days from the submission, no question regarding the completeness of the proposal can be raised(Rule 6(3)(c) of the Forest Conservation Rules). (ii) The divisional forest officer examines the proposal and its feasibility, certifies maps, carries out site inspection and enumerates the trees on the site and forwards the findings to the Nodal Officer within 90 days (Rule 6(3)(d) of the Forest Conservation Rules). (iii) The Nodal Officer, through the Chief Conservator of Forests, must forward the proposal to the Forest Department, along with their recommendations, within 30 days of receiving the findings of the divisional forest officer (Rule 6(3) (e)(i) of the Forest Conservation Rules). The Forest Department must then forward the proposal, along with its recommendations, to the Regional Office or MoEF, as the case may be, within 60 days (Rule 6(3)(e)(i) of the Forest Conservation Rules). (iv) If the proposal and recommendations from the Forest Department are not received by the Regional Office or MoEF within 15 days of the expiry of the 210 day period, the proposal will be construed as rejected by the Forest Department 8 (Rule 6(3)(f) of the Forest Conservation Rules). Section (d) If the proposal involves up to 40 Ha of land, it must be forwarded by the Forest Department to the Chief Conservator of Forests of the Regional Office (Rule 6(4) of the Forest Conservation Rules). Such officer must within 45 days; (i) decide proposals up to 5 Ha (Rule 6(4) of the Forest Conservation Rules); or (ii) process, scrutinise and forward proposals more than 5 Ha but less that 40 Ha, to the REC, and the REC must decide such proposals within 45 days (Rule 6(5) of the Forest Conservation Rules). (e) Any proposal involving more than 40 Ha must be forwarded by the Forest Department to the MoEF directly, within 45 days (Rule 6(6) of the Forest Conservation Rules). (f) The MoEF refers all proposals to the FAC. The FAC must make a recommendation, on the proposal, to the MoEF within 90 days (Rule 7(1A) of the Forest Conservation Rules). (g) The MoEF grants approval, based on the recommendation of the FAC. However, no time limit is specified within which the MoEF must grant its approval. Pursuant to the grant of the stage-I Clearance, the Forest Department has to submit a compliance report to MoEF indicating compliance with and satisfaction of the stage-I Clearance conditions by the applicant. The MoEF, subsequent to the receipt of the compliance report of the State Government, grants final approval for diversion of the government forest land, being the stage-II clearance (Clarification No. 4.2, of the Forest Guidelines read with MoEF Circular No. F.No.2-1/2003-FC dated 20 October, 2003).

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SCHEDULE - D

FIRST SCHEDULE TO THE MMDR ACT

PART A – HYDRO CARBONS ENERGY MINERALS Coal and Lignite.

PART B – ATOMIC MINERALS Beryl and other beryllium bearing minerals. Lithium – bearing minerals. Minerals of the “rare earths” group containing Uranium and Thorium. Niobium – bearing minerals. Phosphorites and other phosphatic ores containing Uranium. Pitchblende and other Uranium ores. Titanium bearing minerals and ores (ilmenite, rutile and leucoxene). 8 Tantallium – bearing minerals. Section Uraniferous allanite, monazite and other thorium minerals. Uranium bearing tailings left over from ores after extraction of copper and gold, ilmenite and other titanium ores. Zirconium bearing minerals and ores including Zircon

PART C – METALLIC AND NON-METALLIC MINERALS Asbestos. Bauxite. Chrome ore. Copper ore. Gold. Iron ore. Lead. Manganese ore. Precious stones. Zinc.

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9. CORPORATE GOVERNANCE

Mogul has adopted comprehensive systems of control and The Audit Committee also assesses whether external reporting accountability as the basis for the administration of corporate is consistent with Audit Committee members’ information and governance. The Board is committed to administering the knowledge and is adequate for shareholder needs and assesses policies and procedures with openness and integrity, pursuing the management processes supporting external reporting. the true spirit of corporate governance commensurate with the Company’s needs. To the extent they are applicable, the SUMMARY OF NOMINATION COMMITTEE CHARTER Company has adopted the Corporate Governance Principles The role of the Nomination Committee is to examine the and Recommendations (Principles & Recommendations) as selection and appointment practices of the Company. The published by the ASX Corporate Governance Council. Nomination Committee reviews the size and composition of A summary of the Company’s corporate governance practices is the Board and makes recommendations to the Board on any set out below. appropriate changes. The Nomination Committee identifies and assesses necessary and desirable Director competencies with a SUMMARY OF BOARD CHARTER view to enhancing the Board. The role of the Board is to provide leadership for and supervision The Nomination Committee also regularly reviews the time of the Company’s senior management. The Board provides the required from non executive Directors and whether non strategic direction of the Company and regularly measures the executive Directors are meeting that requirement. progression by senior management of that strategic direction. Initial Director appointments are made by the Board. Any new The Board is responsible for promoting the success of the Director will be required to stand for election at the Company’s Company through its oversight role. The Board also reviews next annual general meeting following their appointment. 9 the Company’s policies on risk oversight and management, Section internal compliance and control, its Code of Conduct, and SUMMARY OF REMUNERATION COMMITTEE legal compliance. There are mechanisms in place so that the Board can satisfy itself that senior management has developed CHARTER and implemented a sound system of risk management and The function of the Remuneration Committee is to review and internal controls in relation to financial reporting risk and make appropriate recommendations on remuneration packages material business risks. The Board monitors and reviews senior of executive Directors, non executive Directors and senior management’s performance and implementation of strategy. executives. The Remuneration Committee is also responsible for reviewing any employee incentive and equity-based plans, The Board Charter also sets out quantitative and qualitative including the appropriateness of performance hurdles and total materiality thresholds. payments proposed. The Board delegates to senior management the responsibility of the day-to-day activities in fulfilling the Board’s responsibility. SUMMARY OF REMUNERATION POLICY Senior executives are responsible for supporting the Managing Director and assisting the Managing Director in the running of Remuneration of Directors and senior executives are set by the general operations and financial business of the Company, in reference to payments made by other companies of similar size accordance with the delegated authority of the Board. and industry, and by reference to the skills and experience of the Directors and executives. Senior executives are responsible for reporting all matters which fall within the Company’s materiality thresholds at first instance The Company’s policy is to remunerate non executive Directors to the Managing Director or, if the matter concerns the Managing at a fixed fee for time, commitment and responsibilities. Director then directly to the Chair or the lead independent Remuneration for non executive Directors is not linked to Director, as appropriate. individual performance. Given the Company is at its early stage of development and the financial restrictions placed on it, the The Board Charter describes the division of responsibilities Company may consider it appropriate to issue unlisted options to between the Chair, the lead independent Director and the non executive Directors, in lieu of cash remuneration subject to Managing Director. The role of non executive and independent obtaining the relevant approvals. This Policy is subject to annual Directors is also set out in the Board Charter. review. All of the Directors’ option holdings are fully disclosed in this Prospectus. SUMMARY OF AUDIT COMMITTEE CHARTER Executive pay and reward consists of a base salary and The role of the Audit Committee is to monitor and review the performance incentives. Long term performance incentives integrity of the Company’s financial reporting and to review may include options granted at the discretion of the Board and significant financial reporting judgments. The Audit Committee subject to obtaining the relevant shareholder approvals. The must also review the Company’s internal financial control system grant of options is designed to recognise and reward efforts as and risk management systems and monitor, review and oversee well as to provide additional incentive and may be subject to the the external audit function. successful completion of performance hurdles. The Audit Committee has the power to conduct or authorise Directors and senior executives are prohibited from entering into investigations into any matters within the Audit Committee’s transactions or arrangements which limit the economic risk of scope of responsibilities. The Audit Committee has the authority, participating in unvested entitlements. as it deems necessary or appropriate, to retain independent legal, accounting or other advisers.

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SUMMARY OF CODE OF CONDUCT The Managing Director reviews the performance of the senior executives and conducts a performance evaluation of the senior The Board has adopted a Code of Conduct ( ) which Code executives by on-going informal monitoring throughout each requires Directors, management and employees to deal with financial year and an annual formal interview. the Company’s customers, suppliers, competitors and each other with honesty, fairness and integrity and to observe the rule SUMMARY OF POLICY FOR TRADING IN COMPANY and spirit of the legal and regulatory environment in which the SECURITIES Company operates. The Code prohibits Directors, management and employees from involving themselves in situations where The Board has adopted a policy which prohibits dealing in the there is a real or apparent conflict of interest between them Company’s securities by Directors, officers, employees when as individuals and the interests of the Company. Directors, those persons possess inside information. The policy also management and employees are required to respect the contains a blackout period within which Directors, officers and confidentiality of all information of a confidential nature acquired employees are prohibited from trading. The policy prohibits in the course of the Company’s business. Directors, management short term or speculative trading of the Company’s securities. and employees must also protect the assets of the Company to Trading may be permitted in a blackout period in certain ensure their availability for legitimate business purposes. The exceptional circumstances subject to obtaining prior written Company acknowledges its responsibility to shareholders, the clearance. Directors and officers are required to obtain clearance community and the individual. The Company will use its best prior to trading at all times. endeavours to ensure a safe work place and maintain proper occupational health and safety practices. SUMMARY OF DIVERSITY POLICY The Board has adopted a Diversity Policy which describes the 9 SUMMARY OF POLICY AND PROCEDURE FOR Company’s commitment to ensuring a diverse mix of skills and Section SELECTION AND (RE) APPOINTMENT OF DIRECTORS talent exist amongst its Directors, officers and employees, to In considering new candidates, the nomination committee enhance the Company’s performance. The Diversity Policy evaluates the range of skills, experience and expertise of the addresses equal opportunities in the hiring, training and existing Board. In particular, the nomination committee is to career advancement of Directors, officers and employees. The identify the particular skills that will best increase the Board’s Diversity Policy outlines the process by which the Board will set effectiveness. In this process, consideration is also given to measurable objectives to achieve the aims of its Diversity Policy. the balance of independent Directors on the Board, while The Board is responsible for monitoring Company performance reference is made to the Company’s size and operations as they in meeting the Diversity Policy requirements, including the evolve from time to time. Any appointment made by the Board achievement of any diversity objectives. is subject to ratification by shareholders at the next general meeting. SUMMARY OF COMPLIANCE PROCEDURES All Directors are required to consider the number and nature The Board has adopted Compliance Procedures (Compliance of their directorships and calls on their time from other Proceedures) to assist it to comply with the ASX Listing Rules commitments. disclosure requirements. Under the Compliance Procedures, a responsible officer is appointed who is primarily responsible Shareholders shall be informed of the names and details of for ensuring the Company complies with its disclosure candidates submitted for election as Directors, in order to obligations. The duties of the responsible officer are set out enable shareholders to make an informed decision regarding the in the Compliance Procedures. The Compliance Procedures election. provide guidelines as to the type of information and materials that needs to be disclosed and encourages thorough recording SUMMARY OF PROCESS FOR PERFORMANCE of disclosure decision-making. The Compliance Procedures EVALUATION contain information on avoiding a false market, safeguarding The Chair evaluates the performance of the Board by way of an confidentiality of corporate information, and information on informal round-table discussion with all directors and through external communication for the purpose of protecting the questionnaires completed by each director. Company’s price sensitive information. The Chair reviews the performance of the committees of the SUMMARY OF PROCEDURE FOR THE SELECTION, Board by way of an informal round-table discussion with all directors and through questionnaires completed by each APPOINTMENT AND ROTATION OF EXTERNAL director who is a member of the committee being evaluated. AUDITOR Individual director’s performance evaluations are completed The Board is responsible for the initial appointment of the by the Chair. The Chair meets with each individual director and external auditor and the appointment of a new external auditor reviews questionnaires completed by each director. when any vacancy arises, as per the recommendations of the Audit Committee. The Managing Director’s performance evaluation is reviewed by the Chair. The Chair conducts a performance evaluation of the Candidates for the position of external auditor of the Company Managing Director by way of meeting with the Managing Director must be able to demonstrate complete independence from and with an informal round-table discussion with all directors, the Company and an ability to maintain independence through and by reference to the Managing Director’s key performance the engagement period. The Audit Committee will review the indicators which are set by the Nomination Committee. performance of the external auditor on an annual basis and make any recommendations to the Board.

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BOARD

SUMMARY OF SHAREHOLDER COMMUNICATION ROLES AND RESPONSIBILITIES OF THE BOARD AND SENIOR STRATEGY EXECUTIVES (RECOMMENDATIONS: 1.1, 1.3) The Board aims to ensure that shareholders are informed of all major developments affecting the Company. The Company The Company has established the functions reserved to the provides shareholder materials directly to shareholders through Board, and those delegated to senior executives and has set electronic means. A shareholder may request a hard copy of the out these functions in its Board Charter, summarised above in Company’s annual report to be posted to them. The Company the section titled “Summary of Board Charter”. The Company’s maintains a website on which the Company makes certain Board Charter will be made available on the Company’s information available on a regular basis. website at www.mogulresources.com under the section marked Corporate Governance. SUMMARY OF RISK MANAGEMENT POLICY SKILLS, EXPERIENCE, EXPERTISE AND PERIOD OF OFFICE OF EACH The Board has adopted a Risk Management Policy. Under DIRECTOR the policy, the Board delegates day-to-day management of (RECOMMENDATION: 2.6) risk to the Managing Director, with the assistance of senior A profile of each Director setting out their skills, management as required. The Policy sets out the role and experience, expertise and period of office is set accountabilities of the Managing Director. It also contains out in Section 4 of this Prospectus and on the the Company’s risk profile and describes some of the policies Company’s website at www.mogulresources.com. 9 and practices the Company has in place to manage specific Section business risks. DIRECTOR INDEPENDENCE The Managing Director is required to report on the progress (RECOMMENDATIONS: 2.1, 2.2, 2.3, 2.6) of, and on all matters associated with risk management. The Board does not have a majority of directors who are The Managing Director is to report to the Board as to the independent. The Board considers that the composition is effectiveness of the Company’s management of its material adequate for the Company’s current size and operations, and business risks at least annually. includes an appropriate mix of skills and expertise relevant to the The Board is responsible for approving the Company’s policies Company’s business. on risk oversight and management and satisfying itself at least Independence is measured having regard to the relationships annually that management has developed and implemented a listed in Box 2.1 of the Principles & Recommendations and the sound system of risk management and internal control. Company’s materiality thresholds. The Board has agreed on the As the Company’s activities develop in size, nature and scope, following guidelines for assessing the materiality of matters, as the size of the Board and the implementation of additional set out in the Company’s Board Charter: corporate governance structures will be given further • Balance sheet items are material if they have a value of more consideration. than 10% of pro-forma net assets. • Profit and loss items are material if they will have an impact on ASX CORPORATE GOVERNANCE COUNCIL the current year operating result of 10% or more. PRINCIPLES AND RECOMMENDATIONS • Items are also material if they impact on the reputation of The Board sets out below its “if not, why not” report. Where the Company, involve a breach of legislation, are outside the Company’s corporate governance practices follow a the ordinary course of business, could affect the Company’s recommendation, the Board has made appropriate statements rights to its assets, if accumulated they would trigger the reporting on the adoption of the recommendation. Where, quantitative tests, involve a contingent liability that would after due consideration, the Company’s corporate governance have a probable effect of 10% or more on balance sheet or practices depart from a recommendation, the Board has offered profit and loss items, or they will have an effect on operations full disclosure and a reason for the adoption of its own practice, which is likely to result in an increase or decrease in net in compliance with the “if not, why not” regime. income or dividend distribution of more than 10%. • Contracts will be considered material if they are outside the ordinary course of business, contain exceptionally onerous provisions in the opinion of the Board, impact on income or distribution in excess of the quantitative tests, there is a likelihood that either party will default, and the default may trigger any of the quantitative or qualitative tests, are essential to the activities of the Company and cannot be replaced, or cannot be replaced without an increase in cost of such a quantum, triggering any of the quantitative tests, contain or trigger change of control provisions, they are between or for the benefit of related parties, or otherwise trigger the quantitative tests.

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There are no independent Directors of the Company. The Chair are usually required to be discussed by the Audit Committee of the Board is Sundeep Bhandari. The Managing Director is are marked as separate agenda items at Board meetings when Harjinder Kehal who is not Chair of the Board. required. When the Board convenes as the Audit Committee it carries out those functions which are delegated in the Company’s INDEPENDENT PROFESSIONAL ADVICE Audit Committee Charter. The Board deals with any conflicts of (RECOMMENDATION: 2.6) interest that may occur when convening in the capacity of Audit To assist Directors with independent judgement, it is the Committee by ensuring the Director with conflicting interests is Board’s policy that if a Director considers it necessary to obtain not party to the relevant discussions. independent professional advice to properly discharge the The Company has also established procedures for the selection, responsibility of their office as a Director then, provided the appointment and rotation of its external auditor. Director first obtains approval for incurring such expense from the Chair, the Company will pay the reasonable expenses The Company’s Audit Committee Charter and the Company’s associated with obtaining such advice. Procedure for Selection, Appointment and Rotation of External Auditor are summarised above in the sections titled SELECTION AND (RE)APPOINTMENT OF DIRECTORS “Summary of Audit Committee Charter” and “Summary (RECOMMENDATION: 2.6) of Procedure for the Selection, Appointment and Rotation of External Auditor” and will be made available on the The Board recognises that Board renewal is critical to Company’s website at www.mogulresources.com under the performance and the impact of Board tenure on succession section marked Corporate Governance. planning. Re-appointment of directors is not automatic. In determining candidates for the Board, the Nomination REMUNERATION COMMITTEE 9 Committee (or equivalent) follows a prescribed procedure (RECOMMENDATIONS: 8.1, 8.2, 8.3, 8.4) summarised above in the section titled “Summary of Policy and Section Procedure for Selection and (Re)Appointment of Directors”. The Company has not established a separate Remuneration The Company’s Policy and Procedure for the Selection and Committee and therefore it is not structured in accordance with (Re)Appointment of Directors will be made available on the Recommendation 8.2. Given the current size and composition of Company’s website at www.mogulresources.com under the the Board, the Board believes that there would be no efficiencies section marked Corporate Governance. gained by establishing a separate Remuneration Committee. Accordingly, the Board performs the role of the Remuneration BOARD COMMITTEES Committee. Items that are usually required to be discussed by the Remuneration Committee are marked as separate agenda NOMINATION COMMITTEE items at Board meetings when required. When the Board (RECOMMENDATIONS: 2.4, 2.6) convenes as the Remuneration Committee it carries out those functions which are delegated in the Company’s Remuneration The Company has not established a separate Nomination Committee Charter. The Board deals with any conflicts of interest Committee. Given the current size and composition of the Board, that may occur when convening in the capacity of Remuneration the Board believes that there would be no efficiencies gained by Committee by ensuring the Director with conflicting interests is establishing a separate Nomination Committee. Accordingly, the not party to the relevant discussions. Board performs the role of the Nomination Committee. Items that are usually required to be discussed by the Nomination There are no termination or retirement benefits for non-executive Committee are marked as separate agenda items at Board Directors (other than for superannuation). The Company’s meetings when required. When the Board convenes as the Remuneration Committee Charter includes a statement of the Nomination Committee it carries out those functions which are Company’s policy on prohibiting transactions in associated delegated in the Company’s Nomination Committee Charter. products which limit the risk of participating in unvested The Board deals with any conflicts of interest that may occur entitlements under any equity based remuneration schemes. when convening in the capacity of Nomination Committee by The Company’s Remuneration Committee Charter is summarised ensuring the Director with conflicting interests is not party to the above in the section titled “Summary of Remuneration relevant discussions. Committee Charter” and will be made available on the To assist the Board to fulfil its function as the Nomination Company’s website at www.mogulresources.com under the Committee, the Company has adopted a Nomination Committee section marked Corporate Governance. Charter, which is summarised above in the section titled “Summary of Nomination Committee Charter”. The Company’s PERFORMANCE EVALUATION Nomination Committee Charter will be made available on the Company’s website at www.mogulresources.com under the SENIOR EXECUTIVES section marked Corporate Governance. (RECOMMENDATION: 1.2, 1.3) The Company has established a process for evaluating the AUDIT COMMITTEE performance of senior executives. Refer to the above section (RECOMMENDATIONS: 4.1, 4.2, 4.3, 4.4) titled “Summary of Process for Performance Evaluation”. The The Company has not established a separate Audit Committee Company’s Process for Performance Evaluation will be made and therefore it is not structured in accordance with available on the Company’s website at www.mogulresources.com Recommendation 4.2. Given the current size and composition of under the section marked Corporate Governance. the Board, the Board believes that there would be no efficiencies gained by establishing a separate Audit Committee. Accordingly, the Board performs the role of the Audit Committee. Items that

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BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS CONTINUOUS DISCLOSURE (RECOMMENDATIONS: 2.5, 2.6) (RECOMMENDATIONS: 5.1, 5.2) The Company has established a process for evaluating the The Company has established written policies and procedures performance of the Board, its committees and individual designed to ensure compliance with ASX Listing Rule disclosure Directors. Refer to the section above titled “Summary of Process and accountability at a senior executive level for that compliance. for Performance Evaluation”. The Company’s Process for A summary of the Company’s policy to guide compliance with Performance Evaluation will be made available on the Company’s ASX Listing Rule disclosure is included above under the section website at www.mogulresources.com under the section marked titled “Summary of Compliance Procedures” and will also be Corporate Governance. made publically available on the Company’s website at www. mogulresources.com under the section marked Corporate ETHICAL AND RESPONSIBLE DECISION MAKING Governance. CODE OF CONDUCT SHAREHOLDER COMMUNICATION (RECOMMENDATIONS: 3.1, 3.3, 3.5) (RECOMMENDATIONS: 6.1, 6.2) The Company has established a Code of Conduct as to the The Company has designed a communications policy for practices necessary to maintain confidence in the Company’s promoting effective communication with shareholders and integrity, to take into account their legal obligations and the encouraging shareholder participation at general meetings. expectations of their stakeholders and responsibility and It is the Company’s policy to require the external auditor to accountability of individuals for reporting and investigating attend its annual general meeting and be available to respond reports of unethical practices. 9 to shareholder questions. This is summarised above under Section The Company’s Code of Conduct is summarised above in the the section titled “Summary of Shareholder Communication section titled “Summary of Code of Conduct” and will be made Strategy” and a summary will also be made available on the available on the Company website at www.mogulresources.com Company’s website at www.mogulresources.com under the under the section marked Corporate Governance. section marked Corporate Governance.

DIVERSITY POLICY RISK MANAGEMENT (RECOMMENDATIONS: 3.2, 3.3, 3.4, 3.5) RECOMMENDATIONS: 7.1, 7.2, 7.3, 7.4) The Board has established a Diversity Policy, which includes The Board has adopted a Risk Management Policy, which sets requirements for the Board to establish measurable objectives out the Company’s risk profile. This policy is summarised above for achieving gender diversity and for the Board to assess under the section titled “Summary of Risk Management Policy”. annually both the objectives and progress in achieving them. The Board has required management to design, implement and maintain risk management and internal controls systems to The Company’s Diversity Policy is summarised above in the manage the Company’s material business risks. The Board also section titled “Summary of Diversity Policy” and will be made requires management to report to the Board confirming that available on the Company website at www.mogulresources.com those risks are being managed effectively. When the Company under the section marked Corporate Governance. becomes listed on the ASX, the Board will require the Managing The Board has not yet set measurable objectives for achieving Director and the Chief Financial Officer (or equivalent) to provide gender diversity. The Directors are in the process of collecting a declaration to the Board in accordance with section 295A of the information to enable them to set meaningful measurable Corporations Act and to assure the Board that such declaration objectives which are appropriate to the Company given its size is founded on a sound system of risk management and internal and operations. control and that the system is operating effectively in all material The proportion of women employees in the whole organisation, respects in relation to financial reporting risks. women in senior positions and women on the Board are set out A summary of the Company’s Risk Management Policy in the following table: is included above in the section titled “Summary of Risk Management Policy” and will also be made available on the Company’s website at www.mogulresources.com under the Proportion of women section marked Corporate Governance. Whole organisation 2 out of 5 (40%) Senior Executive positions 1 out of 3 (33%) Board Nil out of three (0%)

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10. RISK FACTORS

The activities of the Company are subject to a number of risks the Company will need to obtain such permission prior to and other factors, which may impact its future performance. conducting reconnaissance operations in respect to an RP Some of these risks can be mitigated by the use of safeguards that is granted over agricultural land. and appropriate controls. However, many of the risks are outside The Mineral Concession Rules also restrict the holder of an the control of the Company and cannot be mitigated. RP undertaking reconnaissance operations on any forest Investors should be aware that the performance of the Company land without obtaining the prior permission of the forest may be affected and the value of its Shares may rise or fall over department in the applicable State. any given period. Some of the factors which investors should In addition, if an RP is held in respect to land that is consider before they make a decision whether to apply for Shares privately owned, the consent of the owner of such land is include, but are not limited to, the risks in this Section. required prior to conducting reconnaissance operations. An RP holder is also required to pay compensation to the 10.1 COMPANY SPECIFIC RISKS land owner calculated in accordance with Rule 72 of the (a) Mines and Minerals (Development and Regulation) Bill Mineral Concession Rules. The Government of India is likely to introduce the Mines The Company has not yet undertaken an investigation and Minerals (Development and Regulation) Bill (MMDR of other rights existing in respect to the underlying land Bill) in the Indian Parliament in 2011. The MMDR Bill seeks for each of the Company’s projects. Such investigations to replace the Mines and Minerals (Development and are not ordinarily undertaken at the RP application stage. Regulation) Act 1957 (MMDR Act) which currently regulates The Company will undertake such investigations prior to the exploration of minerals and development of mines commencing reconnaissance operations in respect to each (excluding petroleum and natural gas) in India. RP so as to obtain the requisite consent or permission of 10 any other interested parties. Section The latest publicly available version of the draft MMDR Bill (released in June 2010) included provisions for profit If any consents or permissions required in respect to an RP sharing arrangements whereby mining companies will are not obtained, the Company will not be permitted to be required to allot 26% of their share capital to the local conduct reconnaissance operations on such RP. This may population or pay the local population 26% of their profits adversely affect the financial position and performance of after tax. Various stakeholders have expressed reservations the Company. to these profit sharing arrangements on grounds that Refer to Section 8 for further details of the requirements such provisions will adversely impact upon the growth of for obtaining the right to undertake reconnaissance mining companies and will act as a deterrent in attracting operations for RP’s. investment in the mining sector. The Group of Ministers, a ten member minister group constituted under the Finance (c) RP Applications Minister of India, is reviewing these provisions, but there The Company currently has 12 applications for the grant currently exists uncertainty as to how the provisions of the of RP’s pending. The Company is aware of competing final draft will be finalised. The rate of profit share could applications in respect to 5 of the applications. The either be: Company is not aware if there are any competing (i) aligned with the value of minerals instead of a uniform applications in respect to 6 of the applications. In respect 26% profit after tax; or to the other remaining application, No.11/2008 in the Alwar district, Rajasthan, the relevant State Government (ii) a combination of profit and royalty share; or has recommended the Central Government grant an RP (iii) a higher royalty share. (although the Central Government approval has not yet been obtained). If the MMDR Bill is introduced and passed by the Indian Parliament, the arrangements referred to above may An application for an RP does not entitle the Company to adversely impact on the financial performance of the any priority in the grant of the RP in the event there is a Company and the returns of Shareholders. In addition, the competing RP application. There is a risk that the Company passing of the MMDR Bill may result in certain operations may not be granted RP’s in respect to all of its applications. of the Company becoming uneconomic resulting in the If the Company does not obtain RP’s in respect to such Company electing not to proceed with its exploration applications the operations, financial position and programs as currently planned. performance of the Company may be adversely affected. (b) Land Access Refer to Section 8 of this Prospectus for further details of the Company’s RP applications and the procedure for the Various third party consents and permissions are required grant of RP’s in respect to them. to be obtained by the Company before it can commence reconnaissance operations (i.e. exploration activities) on (d) Title Risks portions of the land the subject of the RP’s. The Company’s projects in India are governed by Indian The applicable agricultural land conversion legislation legislation relating to the grant, renewal and forfeiture of in the various states of India require that, if agricultural exploration and mining permits. There is no guarantee that land is to be used for non-agricultural purposes, it must current or future applications, conversions or renewals of be converted to non-agricultural land by making an the projects the Company has an interest in, or potential application to the applicable State Government. Given that interest in, will be approved. mining and related activities are non-agricultural activities,

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Exploration and mining permits and leases in India are (d) Payment obligations subject to a number of specific legislative conditions Under the mining and exploration permits and licences including payment of royalties and meeting conditions and certain other contractual agreements to which the attached to the grant of permits. The inability to meet Company is or may in the future become party, the these conditions in relation to any of the permits or Company is or may become subject to payment and other future leases could affect the standing of the permit obligations. In particular, the permit holders are required and/or leases or restrict their ability to be renewed, to expend the funds necessary to meet the minimum adversely affecting the operations, financial position and work commitments attaching to the permits and licences. performance of the Company. Failure to meet these work commitments will render the permit liable to be cancelled. 10.2 MINERAL INDUSTRY RISKS (e) Commodity price volatility (a) Exploration and development risks It is anticipated that any revenues derived from mining will Mineral exploration and mining are high-risk enterprises, primarily be derived from the sale of gold. Consequently, only occasionally providing high rewards. In addition to any future earnings are likely to be closely related to the the normal competition for prospective ground, and the price of this commodity and the terms of any off-take high average costs of discovery of an economic deposit, agreements that the Company enters into. factors such as demand for commodities, stock market fluctuations affecting access to new capital, sovereign risk, Commodity prices fluctuate and are affected by numerous environmental issues, labour disruption, project financing factors beyond the control of the Company. These factors difficulties, foreign currency fluctuations and technical include world demand for base metals, forward selling by 10 problems all affect the ability of a company to profit from producers, and production cost levels in major metal- Section any discovery. producing regions. There is no assurance that exploration and development Moreover, commodity prices are also affected by of the mineral interests owned by the Company, or any macroeconomic factors such as expectations regarding other projects that may be acquired in the future can be inflation, interest rates and global and regional demand profitably exploited. for, and supply of, the commodity as well as general global economic conditions. These factors may have (b) Operational risks an adverse effect on the Company’s exploration, The operations of the Company may be disrupted by a development and production activities, as well as on its variety of risks and hazards which are beyond the control of ability to fund those activities. the Company, including environmental hazards, industrial (f) Competition accidents, technical failures, labour disputes, unusual or unexpected rock formations, flooding and extended The Company competes with other companies, including interruptions due to inclement or hazardous weather major mineral exploration and production companies. conditions, fire, explosions and other incidents beyond the Some of these companies have greater financial and control of the Company. other resources than the Company and, as a result, may be in a better position to compete for future business These risks and hazards could also result in damage to, opportunities. Many of the Company’s competitors not or destruction of, production facilities, personal injury, only explore for and produce minerals, but also carry out environmental damage, business interruption, monetary refining operations and other products on a worldwide losses and possible legal liability. While the Company basis. There can be no assurance that the Company can currently intends to maintain insurance within ranges of compete effectively with these companies. coverage consistent with industry practice, no assurance can be given that the Company will be able to obtain such (g) Title insurance coverage at reasonable rates (or at all), or that All of the tenements or licences in which the Company has, any coverage it obtains will be adequate and available to or may earn, an interest in will be subject to applications cover any such claims. for renewal or grant (as the case may be). The renewal or (c) Resource estimates grant of the term of each tenement or licence is usually at the discretion of the relevant Government authority. Resource estimates are expressions of judgment based on knowledge, experience and industry practice. Estimates (h) Tribal issues that were valid when made may change significantly when In order to protect the weaker section of people including, new information becomes available. scheduled castes and scheduled tribes, the Constitution In addition, resource estimates are necessarily imprecise of India has directed the states to promote the educational and depend to some extent on interpretations, which may and economical interests of such groups. One of the prove to be inaccurate. Should the Company encounter methods for implementing this direction is by distribution mineralisation or formations different from those predicted of property to such persons of weaker section by by past drilling, sampling and similar examinations, imposing ceilings on property holdings of persons owning resource estimates may have to be adjusted and mining many properties or by direct regulation of contractual plans may have to be altered in a way that could adversely transactions by forbidding certain transactions. affect the Company’s operations. Consequently, pursuant to the powers given to the Governor of each state under Article 244 and theFifth

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Schedule of the Constitution of India, the states have There can be no assurances that new environmental enacted legislation to protect the rights of the scheduled laws, regulations or stricter enforcement policies, once tribes in respect to scheduled areas in such states. In implemented, will not oblige the Company to incur Andhra Pradesh, the Andhra Pradesh Scheduled Areas significant expenses and undertake significant investments Land Transfer Regulation, 1959, and in Rajasthan, Section in such respect which could have a material adverse effect 42(b) of the Rajasthan Tenancy Act, 1955 provide that on the Company’s business, financial condition and results a transfer of land by a member of a scheduled caste or of operations. scheduled tribe, to a person who is not a member of a scheduled caste or scheduled tribe is void. 10.3 GENERAL RISKS Further, section 11(5) of the MMDR Act (as amended by (a) Political risk in India the state of Andhra Pradesh) prohibits the granting of PLs India has maintained a democratic framework since its or ML’s (in scheduled areas) in favour of any person unless independence. Although political conditions in India are such person is a member of a scheduled tribe. However, generally stable, changes may occur in its political, fiscal this restriction is not applicable to an undertaking owned and legal systems which might affect the ownership or or controlled by the State or Central Government, or operation of the Company’s interests, including inter alia, a society registered under the Andhra Pradesh Co- changes in exchange control regulations, expropriation operatives Societies Act, 1964 which is composed solely of of mining rights, changes in Government and changes in members of scheduled tribes. legislative and regulatory regimes. Also, the Rajasthan Mineral Policy of 2011 requires that an The Indian Government since 1991 has pursued a policy of application for RP, PL or ML to conduct mining operations economic liberalisation, including the relaxation of private in tribal areas will be granted only to RSMML. Though, 10 sector involvement in certain sectors, such as mining. RSMML may form a joint venture with private investors However, the rate of economic liberalisation could change, Section in accordance with the Rajasthan Mineral Policy of 2011 and laws and policies affecting the mining sector, foreign to conduct operations such as RP, PL or ML. The policy investment, exchange rates and other matters affecting further mentions that all pending applications of major investment in India could change as well. minerals in tribal areas as on 10 March, 2010, except for those ones where there are stay orders from courts against Asia has from time to time experienced civil unrest and cancellation, would be rejected. hostilities between neighbouring countries, including India and Pakistan. Events such as clashes between India and It is possible that the above legislative measures may Pakistan over the disputed Kashmir region and terrorist impact upon the projects of the Company and may attacks within India itself could adversely affect the market have an adverse effect on the Company’s exploration, price of the shares. development and production activities. Within Andhra Pradesh there is a political movement (i) Environmental aimed at segmenting the state. This issue is unresolved The Company’s projects are subject to Indian regulations and may cause political instability in the future. regarding environmental matters and the discharge (b) Government Regulations of hazardous wastes and materials. As with all mining projects, projects held by the Company are likely to have The Company’s operations will be regulated by the a variety of environmental impacts. The Company intends national, state and local authorities in India. Numerous to conduct its activities in an environmentally responsible Governmental permits, approvals and licences will be manner and in accordance with applicable laws. required for the Company’s operations. The costs, liabilities and regulations applicable to the Company, including to The cost and complexity of complying with the applicable comply with changes to these laws and regulations, or the environmental laws and regulations may prevent the manner in which they are applied, may be substantial and Company from being able to develop potentially time consuming and may delay the commencement or economically viable mineral deposits. continuation of exploration, mining or production activities. Although the Company believes that it is in compliance Failure to comply with these laws or regulation, or failure in all material respects with all applicable environmental to obtain or renew the permits, approvals and licences laws and regulations, there are certain risks inherent required may have a material adverse effect on the results to its activities, such as accidental spills, leakages or of the operations and financial condition of the Company. other unforseen circumstances, which could subject the Company to extensive liability. (c) Sovereign Risk Further, the Company may require approval from the The Company’s underlying business interests are relevant authorities before it can undertake activities that located and carried out predominantly in India. As a are likely to impact the environment. Failure to obtain such result, the Company is subject to significant political approvals will prevent the Company from undertaking its and other uncertainties, including but not limited to, desired activities. The Company is unable to predict the changes in politics or the personnel administering them, effect of additional environmental laws and regulations, nationalisation or expropriation of property, cancellation which may be adopted in the future, including whether or modification of contractual rights, foreign exchange any such laws or regulations would materially increase the restrictions, currency fluctuations, royalty and tax increases Company’s cost of doing business or affect its operations and other risks arising out of foreign Governmental in any area. sovereignty over the areas in which the Company’s investments are conducted.

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(d) Securities investments Applicants should be aware that there are risks associated with any securities investment. The prices at which the Company’s Shares trade may be above or below the Offer price, and may fluctuate in response to a number of factors. Further, the stock market has experienced price and volume fluctuations. There can be no guarantee that these trading prices will be sustained. These factors may materially affect the market price of the Shares, regardless of the Company’s operational performance. (e) Share market conditions The market price of the Shares may fall as well as rise and may be subject to varied and unpredictable influences on the market for equities in general. Neither the Company nor the Directors warrant the future performance of the Company or any return on an investment in the Company. 10 (f) Economic risk Changes in the general economic climate in which the Section Company operates may adversely affect the financial performance of Company. Factors that may contribute to that general economic climate include the level of direct and indirect competition against the Company, industrial disruption in Australia or India, the rate of growth of Australia’s or India’s gross domestic product, interest rates and the rate of inflation. (g) Future capital needs and additional funding The future capital requirements of the Company will depend on many factors including its business development activities. The Company believes its available cash and the net proceeds of this Offer should be adequate to fund its business development activities, exploration program and other Company objectives in the short term as stated in this Prospectus. Should the Company require additional funding there can be no assurance that additional financing will be available on acceptable terms, or at all. Any inability to obtain additional finance, if required, would have a material adverse effect on the Company’s business and its financial condition and performance. (h) Policies and legislation in Australia Any material adverse changes in Government policies or legislation in Australia may also affect the viability and profitability of the Company.

126 MOGUL RESOURCES PROSPECTUS

11. ADDITIONAL INFORMATION

11.1 RIGHTS ATTACHING TO SHARES retire at each annual general meeting. Any other Director who has been in office for three or more years must also retire. A A summary of the rights attaching to Shares in the Company is retiring Director is eligible for re-election. The Directors may set out below. This summary is qualified by the full terms of the appoint a director either in addition to existing Directors or Constitution (a full copy of the Constitution is available from the to fill a casual vacancy, who then holds office until the next Company on request free of charge) and does not purport to be annual general meeting. exhaustive or to constitute a definitive statement of the rights and liabilities of Shareholders. These rights and liabilities can g) Decisions of Directors involve complex questions of law arising from an interaction of Questions arising at a meeting of Directors are decided by a the Constitution with statutory and common law requirements. majority of votes. The Chairman has a casting vote. For a Shareholder to obtain a definitive assessment of the rights and liabilities which attach to Shares in any specific h) Issue of Further Shares circumstances, the Shareholder should seek legal advice. Subject to the Constitution, the Corporations Act and the a) Voting Listing Rules, the Directors may issue, or grant Options in respect of, Shares to such persons on such terms as they At a general meeting, on a show of hands every Shareholder think fit. In particular, the Directors may issue preference present in person has one vote. At the taking of a poll, every shares, including redeemable preference shares, and may Shareholder present in person or by proxy and whose Shares issue shares with preferred, deferred or special rights or are fully paid has one vote for each of his or her Shares. On a restrictions in relation to dividends, voting, return of capital poll, the holder of a partly paid share has a fraction of a vote and participation in surplus on winding up. with respect to the share. The fraction is equivalent to the proportion which the amount paid (not credited) bears to the i) Officers’ Indemnity 11 Section total amount paid and payable (excluding amounts credited). To the full extent permitted by the law and to the extent b) General Meetings not covered by insurance, the Company must indemnify each officer of the Company against all losses and liabilities Each Shareholder is entitled to receive notice of, attend and incurred by the person as an officer of the Company, including vote at general meetings of the Company and to receive all costs and expenses incurred in defending proceedings in notices, financial statements and other documents required which judgement is given in favour of the person or in which to be sent to Shareholders under the Constitution, the the person is acquitted or in connection with relief granted Corporations Act and the Listing Rules. to the person in an application under the Corporations Act in c) Dividends respect to such proceedings. The Directors may pay to Shareholders any interim and j) Alteration to the Constitution final dividends as, in the Directors’ judgement, the financial The Constitution can only be amended by a special resolution position of the Company justifies. The Directors may fix passed by at least 75% of Shareholders present and voting at the amount, the record date for determining eligibility and a general meeting. At least 28 days’ notice of the intention to the method of payment. All dividends must be paid to the propose the special resolution must be given. Shareholders in proportion to the number and the amount paid on the Shares held. k) Listing Rules Prevail d) Transfer of Shares To the extent that there are any inconsistencies between the Constitution and the Listing Rules, the Listing Rules prevail. Generally, all Shares in the Company are freely transferable subject to the procedural requirements of the 11.2 COMPANY HISTORY, TAX STATUS AND Constitution, and to the provisions of the Corporations FINANCIAL YEAR Act, the Listing Rules and the ASTC Operating Rules. The Directors may decline to register an instrument of transfer The Company was incorporated on 3 May 2007 under the received where the transfer is not in registrable form or Corporations Act as a public company. where refusal is permitted under the Listing Rules or the The Company’s financial year ends on 30 June annually and the ASTC Operating Rules. If the Directors decline to register Directors expect that the Company will be taxed in Australia. a transfer the Company must give reasons for the refusal. The Directors must decline to register a transfer when 11.3 CONTINUOUS DISCLOSURE required by the Corporations Act, the Listing Rules or the ASTC Operating Rules. The Company is subject to regular reporting and disclosure obligations under the Corporations Act. Copies of documents e) Variation of Rights lodged with the ASIC in relation to the Company may be The Company may only modify or vary the rights attaching to obtained from, or inspected at, an ASIC office. any Shares with the prior approval by a special resolution of Further, the Company will adopt a continuous disclosure policy the Shareholders, or with the written consent of the holders of so as to comply with its continuous disclosure obligations once at least three-quarters of the issued Shares. listed on ASX. f) Directors Those obligations will include being required to notify the ASX The minimum number of Directors is three and the maximum immediately of any information concerning the Company of is ten. Currently, there are three Directors. Directors must which it is, or becomes aware of, and which a reasonable person retire on a rotational basis so that one-third of Directors must would expect to have a material effect on the price or value of

127 MOGUL RESOURCES PROSPECTUS

the Company’s Shares. Exceptions apply for certain information (b) Remuneration of Directors which does not have to be disclosed. Following listing on the ASX: Other documents that are required to be lodged include: (i) Mr Harjinder Kehal as Managing Director has entered into (a) quarterly activities and cash flow reports to be provided to the a 3 year executive service agreement on a base salary of ASX within a specified time following the end of each quarter; A$250,000 plus 9% superannuation. In addition, he will (b) half yearly reports and preliminary financial statements to be be granted 4 million unlisted 5 year Options exercisable provided to the ASX within 2 months of the end of each half at a price to be set at 50% above the VWAP share price, and full year accounting period respectively; and broken up into 3 tranches, with 1.5 million Options vesting as at the date of grant; 1.5 million Options vesting after (c) financial statements, to be lodged with the ASX within a 12 months continuous service and the balance of 1 million specified time after the end of each accounting period. Options vesting after 24 months continuous service; 11.4 INTERESTS OF DIRECTORS (ii) Mr Sundeep Bhandari as non-executive Chairman will be been paid Director’s fees of A$60,000 per annum (A$5,000 No Director (or entity in which they are a partner or director) has, per month plus 9% superannuation). In addition, he will be or has had in the two years before the date of this Prospectus, granted 2 million unlisted 5 year Options exercisable at a any interest in: price to be set at 50% above the VWAP share price, broken • the formation or promotion of the Company; or up into 3 tranches, with 750,000 Options vesting as at the • property acquired or proposed to be acquired by the date of grant; 750,000 Options vesting after 12 months Company in connection with its formation or promotion or the continuous service, and the balance of 500,000 Options 11 Offer; or vesting after 24 months continuous service; and Section • the Offer, (iii) Mr Max Cozijn as Finance Director and Company and no amounts have been paid or agreed to be paid and no Secretary has entered into a 3 year Executive Service value or other benefit has been given or agreed to be given to Agreement (“ESA”) on a base salary of A$90,000 plus any Director to induce him or her to become, or to qualify as, 9% superannuation. In addition, he will be granted 2 a Director, or any Director for services which he or she (or an million unlisted 5 year Options exercisable at a price to entity in which they are a partner or director) has provided in be set at 50% above the VWAP share price as required connection with the formation or promotion of the Company or under taxation legislation, broken up into 3 tranches, with the Offer, except as disclosed in this Prospectus and as follows. 750,000 Options vesting as at the date of grant; 750,000 (a) Director and holdings Options vesting after 12 months continuous service, and the balance of 500,000 Options vesting after 24 months The Directors and their related entities have the following continuous service. interests in the securities of the Company as at the date of this Prospectus: (c) Other interests of Directors Petrodril – a division of Datavision Systems Pvt Ltd, a company Director No. of Shares Held Unlisted Options associated with Mr Sundeep Bhandari, is presently paid a Direct Indirect retainer of A$1,500 per month to provide administrative services in India. Upon listing on the ASX this retainer will (1) Sundeep 2,500,000 become A$5,000 per month, plus any relevant Indian taxes. Bhandari 3,325,001 - 2,000,000(2) (d) SUBSTANTIAL SHAREHOLDERS (2) Harjinder Kehal 1 5,000,000 4,000,000 At the date of this report the following table shows substantial Max Cozijn 1 3,325,000 2,000,000(2) shareholders: Date of Upon Minimum Prospectus Subscription (1) Granted Options each exercisable at 20c on or before 30/11/2015. DV01 Mechelle Ltd 7.63% 3.36% (2) Unlisted Options to be granted subject to Shareholder Directors: approval following listing of Mogul on ASX, with an exercise Sundeep Bhandari 16.92% 7.45% price of 150% of the 5 day VWAP price prior to grant, with a 5 year term from date of grant, with the following vesting Interests of Harjinder Kehal 25.45% 11.20% conditions. Interests of Max Cozijn 16.92% 7.45%

Each of 750,000 Options vest on grant Sundeep Bhandari 11.5 INTERESTS OF PROMOTERS, EXPERTS 750,000 Options vest 12 months from grant & Max Cozijn AND ADVISERS 500,000 Options vest 24 months from grant (or their nominees) No promoter or other person named in this Prospectus as 1,500,000 Options vest on grant having performed a function in a professional, advisory or other capacity in connection with the preparation or distribution of this Harjinder Kehal 1,500,000 Options vest 12 months from grant Prospectus (or entity in which they are a partner or director) has, (or his nominee) 1,000,000 Options vest 24 months from grant and has had in the two years before the date of this Prospectus,

128 MOGUL RESOURCES PROSPECTUS

any interest in: c) the printers and the mailing house for the purposes of preparation and distribution of statements and for handling a) the formation or promotion of the Company; or of mail. b) property acquired or proposed to be acquired by the Company If an Applicant becomes a Shareholder, the Corporations in connection with its formation or promotion or the Offer; or Act requires the Company to include information about the c) the Offer, Shareholder (including name, address and details of the and no amounts have been paid or agreed to be paid and no Securities held) in its public register. The information contained value or other benefit has been given or agreed to be given to in the Company’s public register must remain there even if that a promoter or any person named in this Prospectus as having person ceases to be a Shareholder. Information contained in performed a function in a professional, advisory or other the Company’s register is also used to facilitate distribution capacity in connection with the preparation or distribution payments and corporate communications (including the of this Prospectus for services provided by that person in Company’s financial results, annual reports and other information connection with the formation or promotion of the Company that the Company may wish to communicate to its Shareholders) or the Offer, except as disclosed in this Prospectus and as and compliance by the Company with legal and regulatory follows: requirements. (i) Hardy Bowen Lawyers have acted as solicitors to the If you do not provide the information required on the Company and in that capacity have been involved in Application Form, the Company may not be able to accept or providing legal advice to the Company in relation to the Offer process your Application. and will be paid approximately $45,000 for these services. An Applicant has a right to gain access to the information 11 (ii) Crowe Horwath Perth has prepared the Investigating that the Company holds about that person subject to certain Section Accountant’s Report included in Section 6 of this exemptions under law. A fee may be charged for access. Prospectus. In respect of this work the Company will pay Access requests must be made in writing to the Company’s approximately $10,000 to $11,500. registered office. iv) SRK Consulting (Australasia) Pty Ltd has prepared the 11.8 COMPANY TAX STATUS AND FINANCIAL YEAR Independent Technical Assessment included in Section 5 of this Prospectus. In respect of this work the Company will The Directors expect the Company will be taxed in Australia as a pay approximately $40,000 to $45,000 public company. The amounts disclosed above are exclusive of any amount of GST The financial year of the Company ends on 30 June annually. payable by the Company in respect of those amounts. Revenues and expenditures disclosed in this Prospectus are recognised exclusive of the amount of GST, unless 11.6 EXPENSES OF OFFER otherwise disclosed. The total expenses of the Offer payable by the Company will be approximately $500,000 if only the Minimum Subscription 11.9 TAXATION IMPLICATIONS is received and $600,000 if the Maximum Subscription is The acquisition and disposal of Shares will have tax received. These expenses include management and brokers consequences, which will differ depending on the individual fees, expert’s fees, legal fees, ASX and ASIC fees, the cost of financial affairs of each investor. All potential investors in the advertising, printing and distributing this Prospectus and other Company are urged to take independent financial advice about miscellaneous expenses. the taxation and any other consequences of acquiring and selling Shares. 11.7 PRIVACY To the maximum extent permitted by law, the Company, its If you apply for Shares, you will provide personal information officers and each of their respective advisers accept no liability to the Company and the Share Registry. The Company and the or responsibility with respect to the taxation consequences of Share Registry collect, hold and use your personal information subscribing for Shares under this Prospectus. in order to assess your Application, service your needs as an investor, provide facilities and services that you request and carry 11.10 LITIGATION AND CLAIMS out appropriate administration. So far as the Directors are aware, there is no current or Company and tax law requires some of the information to be threatened civil litigation, arbitration proceedings or collected. If you do not provide the information requested, your administrative appeals, or criminal or governmental prosecutions Application may not be able to be processed efficiently, or at all. of a material nature in which the Company is directly or indirectly The Company and the Share Registry may disclose your personal concerned which is likely to have a material adverse effect on the information for purposes related to your investment to their business or financial position of the Company. agents and service providers and third parties (which may be located outside Australia) including those listed below or as 11.11 CONSENTS otherwise authorised under the Privacy Act: Each of the parties referred to in this Section: a) the Share Registry for ongoing administration of the register; a) has not made any statement in this Prospectus or any b) legal, financial and professional advisers; and statement on which a statement in this Prospectus is based, other than specified below;

129 MOGUL RESOURCES PROSPECTUS

b) to the maximum extent permitted by law, expressly disclaims all liability in respect of, makes no representation regarding, and takes no responsibility for, any part of this Prospectus, other than the references to its name and the statement(s) and/or report(s) (if any) specified below and included in this Prospectus with the consent of that party; and c) has given and has not, before the date of this Prospectus with ASIC, withdrawn its written consent: (i) to be named in this Prospectus in the form and context in which it is named; and (ii) to the inclusion in this Prospectus of the statement(s) and/ or report(s) (if any) by that person in the form and context in which it appears in this Prospectus. d) has not authourised or caused the issue of this Prospectus or the making of the Offer.

Name Role Statement/Report SRK Consulting (Australasia) Pty Ltd Independent Geologist Independent Technical Assessment Report

11 Crowe Horwath Perth Investigating Accountant Investigating Accountant's Report Section Trilegal Lawyers Tenement status Solicitor’s Report on Mining Tenements

Crowe Horwath Perth Auditors Nil

Hardy Bowen Lawyers Lawyers Nil

Security Transfer Registrars Pty Ltd Share Registry Nil

11.12 RESTRICTED SECURITIES 11.14 COMMISSION TO BROKERS ASX may classify certain existing Shares on issue in the Company The Company will pay a commission of 5% of the issue price (as opposed to those to be issued under this Prospectus) as of Shares comprised in Applications bearing the stamp of an being subject to the restricted securities provisions of the Listing Australian Financial Services Licence holder and other parties Rules. If so classified, such Shares would be required to be held and accepted by the Company. The Company may also pay a 1% in escrow for a period determined by ASX and would not be able corporate management fee and/or issue up to 3,750,000 unlisted to be sold, mortgaged, pledged, assigned or transferred for that Options to any party or parties assisting in this Offer. The period without the prior approval of ASX. Options will be exercisable each at 20c and will expire 5 years after the date of grant. 11.13 DISTRIBUTION OF PROSPECTUS 11.15 DOCUMENTS AVAILABLE FOR INSPECTION This Prospectus has been prepared by the Company. In preparing this Prospectus the Company has taken reasonable Copies of the following documents are available for inspection steps to ensure that the information in the Prospectus is not false during normal office hours free of charge at the registered or misleading. In doing so, the Company has had regard to the office of Mogul at Unit 7, 11 Colin Grove, West Perth WA 6005 prospectus requirements of the Corporations Act. for a period of not less than 12 months from the date of this Prospectus: Prospective investors should read the full text of this Prospectus as the information contained in individual Sections is not (a) Directors consents for the lodgement of this Prospectus; intended to, and does not, provide a comprehensive review of (b) the Constitution; and the business and financial affairs of the Company nor the Shares offered pursuant to the Prospectus. (c) consents referred to in Section 11.11

No person is authorised to give any information in relation 11.16 STATEMENT OF DIRECTORS to, or to make any representation in connection with, the Offer described in this Prospectus that is not contained in this The Directors report that after due enquiries by them, in Prospectus. Any such information or representation may not their opinion, since the date of the financial statements in the be relied upon as having been authorised by the Company in financial information in Section 7, there have not been any connection with the Offer. circumstances that have arisen or that have materially affected or will materially affect the assets and liabilities, financial This Prospectus provides information to assist investors in position, profits or losses or prospects of the Company, other deciding whether they wish to invest in the Company and than as disclosed in this Prospectus. should be read in its entirety. If you have any questions about its contents or investing in the Company you should contact your stockbroker, accountant or other financial adviser.

130 MOGUL RESOURCES PROSPECTUS

12. AUTHORISATION

This Prospectus is authorised by each of the Directors of the Company and each has consented to the lodgement of this Prospectus in accordance with section 720 of the Corporations Act. This Prospectus is signed for and on behalf of Mogul Resources Limited by:

Harjinder Kehal Managing Director Dated 22 July 2011

12 Section

131 MOGUL RESOURCES PROSPECTUS

13. GLOSSARY OF TERMS

These definitions are provided to assist “Ajmer Project” “CHESS” persons in understanding some of the The area consisting of RP 8/2007 covering Clearing House Electronic Subregistry expressions used in this Prospectus. 365km2 and as described in Section 3.6. System. Terms used in the Independent Technical “Ajmer RP” “Chitradurga – Chiknayakanhalli – Assessment Report in Section 5 have The RP granted in favour of the Company Nagamangala Project” the same meaning throughout this to conduct reconnaissance operations The area consisting of RP applications Prospectus unless otherwise defined. on area of 365km2 in Ajmer district in 01/ARP/2008 and 40/ARP/2007 covering Rajasthan pursuant to application number approximately 6,035km2. RP 02/ARP/2008 8.2007 covering approximately 113km2 and as described in Section 3.7. “Allotment Date” The allotment date referred to in the “Chitradurga RP” Indicative Timetable of the Offer on page 5. The area consisting of RP application 01/ APR/2008 as described in Section 8 [3.3 RP “Alwar Project” Application (c)(iii)] The area consisting of RP applications 11/2008, 26/2008 and 2/2011 covering “Closing Date” approximately 2970km2 and as described The closing date referred to in the Indicative in Section 3.6. Timetable of the Offer on page 5. “Alwar RPs” “Company” or “Mogul” 13 The area consisting of RP applications Mogul Resources Limited (ABN 15 125 197 051). 11/2008, 26/2008 and 2/2011 as described Section “Corporations Act” in Section 8 [3.3 RP Applications (b)] Corporations Act 2001 (Cth). “Amareshwar Project” “Constitution” The area consisting of PL application 14/ The current constitution of the Company APL2010/2126 covering approximately 7km2 and as described in Section 3.7. “Cuddapah Project” The area consisting of RP applications of “Application Form” or “Form” 23131/R9/2008, and 23132/R9/2008 and The application form attached to this PL applications 5798/M4/2007 covering Prospectus. approximately 4,882km2 and as described “Applicant” in Section 3.8. A person who submits an Application Form. “Dharwar – Rennibenur Project” “Application” The area consisting of RP applications 40/ A valid application for Shares made ARP/2007, 41/ARP/2007 and 48/ARP/2010 pursuant to an Application Form. covering approximately 10,443km2 and as described in Section 3.7. “Application Monies” Application monies for Shares received “Directors” and banked by the Company. The Directors of the Company as at the date of this Prospectus. “ASIC” Australian Securities and Investments “Exposure Period” Commission. In accordance with section 727(3) of the Corporations Act, the period of 7 days “ASTC” ASX Settlement and Transfer (which may be extended by ASIC up to 14 Corporations Pty Ltd (ACN 008 504 532). days) after lodgement of this Prospectus “ASTC Operating Rules” with ASIC during which the Company Operating rules of ASTC, except to the must not process Applications. extent of any relief given by ASTC. “FDI” “ASX” Means foreign direct investment. Australian Securities Exchange Limited

(ACN 008 624 691) and where the context “Fifth Schedule” The fifth schedule to the Constitution permits, the Australian Securities of India pursuant to Article 244(1), which Exchange operated by ASX Limited. deals with the administration and control “Board” of scheduled areas and scheduled tribes. The Directors of the Company as at the date of this Prospectus. “GDP” Gross domestic product. “Business Day”

A day on which ASX is open for trading. “GSI” Geological Survey of India.

132 MOGUL RESOURCES PROSPECTUS

“GST” “Pali RP” Goods and Services Tax. The RP granted in favour of the Company to conduct reconnaissance operations on “HZL” area of 417km2 in Pali district of Rajasthan Hindustan Zinc Limited – now a subsidiary pursuant to application number 12/2007 of Vedanta Resources plc. “PL” “IOCG” Prospecting Licence. Iron oxide copper gold. “Prospectus” “LANDSAT Imagery” This prospectus dated 22 July 2011. Remote sensing spectral data collected by SANDSAT series satellites. “RBI” Reserve Bank of India. “Listing Rules” The official Listing Rules of ASX and any “RP” other rules of ASX which are applicable Reconnaissance Permit. while any Shares are admitted to the “RSMML” Official List of ASX, each as amended Rajasthan State Mines and Minerals or replaced from time to time, except to Limited, a wholly owned company of the the extent of any express written waiver Government of Rajasthan. by ASX. “Section” 13 “Minimum Subscription” A section of this Prospectus. Has the meaning in Section 2.5. Section “Securities” “Mineral Concession Rules” A Share or Option in the Company. The Mineral Concession Rules, 1960. “Share” or “Shares”

“ML” An ordinary fully paid voting share in the Mining Lease. capital of the Company. “MVT” “Share Registry” Mississipi Valley-type Security Transfer Registrars Pty Ltd (ABN “MMDR Bill” 95 008 894 488) The Mines and Minerals (Development “Shareholder” and Regulation) Bill 2010 Any person holding Shares. “Offer” “Tenements” The offer pursuant to this Prospectus by The Mining Tenements referred to in Company to the public of up to 37,500,000 Section 8. Shares at an issue price of $0.20 each. “Solicitor’s Report” “Offer Period” The Solictor’s Report on Mining Tenments The period from the Opening Date up to referred in Section 8. and including the Closing Date. “Official List” The official list of ASX. “Official Quotation” Means Official Quotation of the Shares on the Official List. “Opening Date” The opening date referred to in the Indicative Timetable of the Offer on page 5. “Option” An option to acquire a Share in the Company “Pali Project” The area consisting of RP 12/2007 covering approximately 417km2 and RP application 75/2010 covering approximately 601km2 and as described in Section 3.5.

133 MOGUL RESOURCES PROSPECTUS

THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY APPLICATION FORM

Share Registrars use only Broker Ref – Stamp Only

ABN 15 125 197 051 SHARE APPLICATION FORM Broker Code Adviser Code PLEASE READ ALL INSTRUCTIONS ON REVERSE OF THIS FORM

A NUMBER OF SHARES APPLIED FOR B TOTAL AMOUNT PAYABLE (minimum 10,000 Shares and then multiples of 2,000 Shares). Cheque(s) to equal this amount You may be allocated all of the Shares above or a lesser number

AT $0.20C EACH =

C FULL NAME DETAILS D TAX FILE NUMBER(S) Title, Given Name(s) (NO Initials) and Surname or Company Name Or exemption category Name of Applicant 1 Applicant 1/Company

Name of Joint Applicant 2 or Joint Applicant 2/Trust

Name of Joint Applicant 3 or Joint applicant 3/Trust

E FULL POSTAL ADDRESS F CONTACT DETAILS Title, given name(s) (no initials) and surname or company name Number/Street Contact name

Contact daytime telephone number

( )

Suburb/Town State/Postcode Joint applicant 3/Trust

( )

Contact email address

G CHESS HIN (if applicable)

H CHEQUE PAYMENT DETAILS Please fi ll out your cheque details and make your cheque payable to: “Mogul Resources Ltd Subscription Account”

Drawer Cheque number BSB number Total amount of cheque

I RETURN OF APPLICATION FORM Return of the Application Form with your cheque for the Application Monies will constitute your offer to subscribe for Shares in the Company. I/We declare that: (a) this Application is completed according to the declaration/appropriate statements on the reverse of this form and agree to be bound by the Constitution of the Company; and (b) I/we have received personally a copy of this Prospectus accompanied by or attached to the Application Form or a copy of the Application Form or a direct derivative of the Application Form, before applying for Shares.

NO SIGNATURE IS REQUIRED. You should read the Prospectus dated 22 July 2011 carefully before completing this Application Form. The Corporations Act 2001 (Cth) prohibits any person from passing on this Application Form (whether in paper or electronic form) unless it is attached to or accompanies a complete and unaltered copy of the Prospectus and any relevant supplementary prospectus (whether in paper or electronic form). GUIDE TO COMPANY LIMITED APPLICATION FORM

This Application Form relates to the Offer of up to 37,500,000 Shares in Mogul Resources Limited at $0.20 per Share pursuant to the Prospectus dated 22 July 2011. The expiry date of the Prospectus is the date which is 13 months after the date of the Prospectus. The Prospectus contains information about investing in the Shares of the Company and it is advisable to read this document before applying for Shares. A person who gives another person access to this Application Form must at the same time and by the same means give the other person access to the Prospectus, and any supplementary prospectus (if applicable). While the Prospectus is current, the Company will send paper copies of the Prospectus, and any supplementary prospectus (if applicable), and an Application Form, on request and without charge.

Please complete all relevant sections of the Application Form using B LO C K L E T T ER S . These instructions are cross referenced to each section of the Application Form. Further particulars and the correct forms of registrable titles to use on the Application Form are contained below.

A Insert the number of Shares you wish to apply for. The Application must be for a minimum of 10,000 Shares and thereafter in multiples of 2,000 Shares. B Insert the relevant amount of Application Monies. To calculate your Application Monies, multiply the number of Shares applied for by the sum of $0.20. C Write the full name you wish to appear on the statement of holdings. This must be either your own name or the name of the company. Up to three joint Applicants may register. You should refer to the table below for the correct forms of registrable title. Applicants using the wrong form of title may be rejected. Clearing House Electronic Sub-Register System (CHESS) participants should complete their name and address in the same format as that are presently registered in the CHESS system. D Enter your Tax File Number (TFN) or exemption category. Where applicable, please enter the TFN for each joint Applicant. Collection of TFN(s) is authorised by taxation laws. Quotation of your TFN is not compulsory and will not affect your Application. E Please enter your postal address for all correspondence. All communications to you from the share registry will be mailed to the person(s) and address as shown. For Joint Applicants, only one address can be entered. F Please enter your telephone number(s), area code, email address and contact name in case we need to contact you in relation to your Application. G The Company will apply to ASX to participate in CHESS, operated by ASX Settlement and Transfer Corporation Pty Ltd, a wholly owned subsidiary of Australian Stock Exchange Limited. If you are a CHESS participant (or are sponsored by a CHESS participant) and you wish to hold securities allotted to you under this Application in uncertificated form on the CHESS subregister, complete Section G or forward your Application Form to your sponsoring participant for completion of this section prior to lodgement. Otherwise, leave Section G blank and on allotment, you will be sponsored by the Company and an SRN will be allocated to you. For further information refer to section 9 of the Prospectus. H Please complete cheque details as requested: Make your cheque payable to “Mogul Resources Ltd Subscription Account” in Australian currency and cross it “Not Negotiable”. Your cheque must be drawn on an Australian Bank. The amount should agree with the amount shown in Section B. Sufficient cleared funds should be held in your account, as cheques returned unpaid are likely to result in your Application being rejected. I Before completing the Application Form the Applicant(s) should read the Prospectus to which the Application relates. By lodging the Application Form, the Applicant(s) agrees that this Application is for Shares in the Company upon and subject to the terms of this Prospectus, agrees to take any number of Shares equal to or less than the number of Shares indicated in Section A that may be allotted to the Applicant(s) pursuant to the Prospectus and declares that all details and statements made are complete and accurate. It is not necessary to sign the Application Form.

CORRECT FORM OF REGISTRABLE TITLE

Note that only legal entities are allowed to hold Shares. Applications must be in the name(s) of a natural person(s), companies or other legal entities acceptable to the Company. At least one full given name and the surname is required for each natural person. The name of the beneficiary or any other non-registrable title may be included by way of an account designation if completed exactly as described in the example of correct forms of registrable title below:

Type of investor Correct form of Registrable Title Incorrect form of Registrable Title Individual Use names in full, no initials Mr John Alfred Smith JA Smith Minor (a person under the age of 18) John Alfred Smith Use the name of a responsible adult, do not use the name of a minor. Peter Smith Company ABC P/L Use company title, not abbreviations ABC Pty Ltd ABC Co Trusts Mrs Sue Smith Use trustee(s) personal name(s), do not use the name of the trust Sue Smith Family Trust Deceased Estates Ms Jane Smith Use executor(s) personal name(s), do not use the name of the deceased Estate of late John Smith Partnerships Mr John Smith and Mr Michael Smith Use partners personal names, do not use the name of the partnership John Smith and Son

LODGEMENT OF APPLICATIONS

Return your completed Application Form with cheque(s) attached to:

By Hand By Post Mogul Resources Limited Mogul Resources Limited c/- Security Transfer Registrars Pty Ltd c/- Security Transfer Registrar Pty Ltd 770 Canning Highway PO Box 535 Applecross WA 6153 Applecross WA 6953

Application Forms must be received no later than 5.00 pm WST time on 30 September 2011.

PRIVACY

Please refer to Section 11.7 in the Prospectus for details about the collection, holding and use of your personal information. If you do not provide the information required on this form, the Company may not be able to accept or process your Application. APPLICATION FORM

Share Registrars use only Broker Ref – Stamp Only

ABN 15 125 197 051 SHARE APPLICATION FORM Broker Code Adviser Code PLEASE READ ALL INSTRUCTIONS ON REVERSE OF THIS FORM

A NUMBER OF SHARES APPLIED FOR B TOTAL AMOUNT PAYABLE (minimum 10,000 Shares and then multiples of 2,000 Shares). Cheque(s) to equal this amount You may be allocated all of the Shares above or a lesser number

AT $0.20C EACH =

C FULL NAME DETAILS D TAX FILE NUMBER(S) Title, Given Name(s) (NO Initials) and Surname or Company Name Or exemption category Name of Applicant 1 Applicant 1/Company

Name of Joint Applicant 2 or Joint Applicant 2/Trust

Name of Joint Applicant 3 or Joint applicant 3/Trust

E FULL POSTAL ADDRESS F CONTACT DETAILS Title, given name(s) (no initials) and surname or company name Number/Street Contact name

Contact daytime telephone number

( )

Suburb/Town State/Postcode Joint applicant 3/Trust

( )

Contact email address

G CHESS HIN (if applicable)

H CHEQUE PAYMENT DETAILS Please fi ll out your cheque details and make your cheque payable to: “Mogul Resources Ltd Subscription Account”

Drawer Cheque number BSB number Total amount of cheque

I RETURN OF APPLICATION FORM Return of the Application Form with your cheque for the Application Monies will constitute your offer to subscribe for Shares in the Company. I/We declare that: (a) this Application is completed according to the declaration/appropriate statements on the reverse of this form and agree to be bound by the Constitution of the Company; and (b) I/we have received personally a copy of this Prospectus accompanied by or attached to the Application Form or a copy of the Application Form or a direct derivative of the Application Form, before applying for Shares.

NO SIGNATURE IS REQUIRED. You should read the Prospectus dated 22 July 2011 carefully before completing this Application Form. The Corporations Act 2001 (Cth) prohibits any person from passing on this Application Form (whether in paper or electronic form) unless it is attached to or accompanies a complete and unaltered copy of the Prospectus and any relevant supplementary prospectus (whether in paper or electronic form). GUIDE TO COMPANY LIMITED APPLICATION FORM

This Application Form relates to the Offer of up to 37,500,000 Shares in Mogul Resources Limited at $0.20 per Share pursuant to the Prospectus dated 22 July 2011. The expiry date of the Prospectus is the date which is 13 months after the date of the Prospectus. The Prospectus contains information about investing in the Shares of the Company and it is advisable to read this document before applying for Shares. A person who gives another person access to this Application Form must at the same time and by the same means give the other person access to the Prospectus, and any supplementary prospectus (if applicable). While the Prospectus is current, the Company will send paper copies of the Prospectus, and any supplementary prospectus (if applicable), and an Application Form, on request and without charge.

Please complete all relevant sections of the Application Form using B LO C K L E T T ER S . These instructions are cross referenced to each section of the Application Form. Further particulars and the correct forms of registrable titles to use on the Application Form are contained below.

A Insert the number of Shares you wish to apply for. The Application must be for a minimum of 10,000 Shares and thereafter in multiples of 2,000 Shares. B Insert the relevant amount of Application Monies. To calculate your Application Monies, multiply the number of Shares applied for by the sum of $0.20. C Write the full name you wish to appear on the statement of holdings. This must be either your own name or the name of the company. Up to three joint Applicants may register. You should refer to the table below for the correct forms of registrable title. Applicants using the wrong form of title may be rejected. Clearing House Electronic Sub-Register System (CHESS) participants should complete their name and address in the same format as that are presently registered in the CHESS system. D Enter your Tax File Number (TFN) or exemption category. Where applicable, please enter the TFN for each joint Applicant. Collection of TFN(s) is authorised by taxation laws. Quotation of your TFN is not compulsory and will not affect your Application. E Please enter your postal address for all correspondence. All communications to you from the share registry will be mailed to the person(s) and address as shown. For Joint Applicants, only one address can be entered. F Please enter your telephone number(s), area code, email address and contact name in case we need to contact you in relation to your Application. G The Company will apply to ASX to participate in CHESS, operated by ASX Settlement and Transfer Corporation Pty Ltd, a wholly owned subsidiary of Australian Stock Exchange Limited. If you are a CHESS participant (or are sponsored by a CHESS participant) and you wish to hold securities allotted to you under this Application in uncertificated form on the CHESS subregister, complete Section G or forward your Application Form to your sponsoring participant for completion of this section prior to lodgement. Otherwise, leave Section G blank and on allotment, you will be sponsored by the Company and an SRN will be allocated to you. For further information refer to section 9 of the Prospectus. H Please complete cheque details as requested: Make your cheque payable to “Mogul Resources Ltd Subscription Account” in Australian currency and cross it “Not Negotiable”. Your cheque must be drawn on an Australian Bank. The amount should agree with the amount shown in Section B. Sufficient cleared funds should be held in your account, as cheques returned unpaid are likely to result in your Application being rejected. I Before completing the Application Form the Applicant(s) should read the Prospectus to which the Application relates. By lodging the Application Form, the Applicant(s) agrees that this Application is for Shares in the Company upon and subject to the terms of this Prospectus, agrees to take any number of Shares equal to or less than the number of Shares indicated in Section A that may be allotted to the Applicant(s) pursuant to the Prospectus and declares that all details and statements made are complete and accurate. It is not necessary to sign the Application Form.

CORRECT FORM OF REGISTRABLE TITLE

Note that only legal entities are allowed to hold Shares. Applications must be in the name(s) of a natural person(s), companies or other legal entities acceptable to the Company. At least one full given name and the surname is required for each natural person. The name of the beneficiary or any other non-registrable title may be included by way of an account designation if completed exactly as described in the example of correct forms of registrable title below:

Type of investor Correct form of Registrable Title Incorrect form of Registrable Title Individual Use names in full, no initials Mr John Alfred Smith JA Smith Minor (a person under the age of 18) John Alfred Smith Use the name of a responsible adult, do not use the name of a minor. Peter Smith Company ABC P/L Use company title, not abbreviations ABC Pty Ltd ABC Co Trusts Mrs Sue Smith Use trustee(s) personal name(s), do not use the name of the trust Sue Smith Family Trust Deceased Estates Ms Jane Smith Use executor(s) personal name(s), do not use the name of the deceased Estate of late John Smith Partnerships Mr John Smith and Mr Michael Smith Use partners personal names, do not use the name of the partnership John Smith and Son

LODGEMENT OF APPLICATIONS

Return your completed Application Form with cheque(s) attached to:

By Hand By Post Mogul Resources Limited Mogul Resources Limited c/- Security Transfer Registrars Pty Ltd c/- Security Transfer Registrar Pty Ltd 770 Canning Highway PO Box 535 Applecross WA 6153 Applecross WA 6953

Application Forms must be received no later than 5.00 pm WST time on 30 September 2011.

PRIVACY

Please refer to Section 11.7 in the Prospectus for details about the collection, holding and use of your personal information. If you do not provide the information required on this form, the Company may not be able to accept or process your Application.

ABN 15 125 197 051 raise up to $7,500,000. raise up to the Offer earlier or extend this date without notice. Prospectus for the offer of 37,500,000 Shares Prospectus offer the for 37,500,000 of to per Share $0.20 of an issue at each price NOTICE IMPORTANT This is an important document that should be read in its entirety. delay. advisor without The Shares offered bythis Prospectus should be considered speculative. Refer to Section for 10 details relating to investment risks. It is proposed that this issue will close at 5:00 pm (WST) on 30 September The Directors 2011. reserve the right to close If you do not understand it, you should consult your professional PROSPECTUS

MOGUL RESOURCES LIMITED PROSPECTUS 2011

ABN 15 125 197 051 +61 8 9463 +61 6656 2643 998 11 +91 +61 8 9463 +61 6657 8 9463 +61 6657

India OfficeIndia 207 Pragati House 47-48 Nehru Place IndiaNew Dehli 110019, Tel West Perth Western Australia 6005 Tel Registered and Corporate Office Corporate and Registered Colin 11 GroveSuite 7, Fax Fax