Axiom Mining 2015 Annual Report

GROUP FINANCIAL REPORT

Directors’ report continued

27

a. Details of specified Directors and specified Executives

Events subsequent to period end Subsequent to the year end, on 4 November 2015 the Company announced that it had entered into a convertible note facility agreement for up to $15 million to fund the development of the Isabel Nickel Project through a strategic partnership with experienced resource venture capitalist and project incubator InCoR Holdings Plc (‘InCoR’). As part of the agreement, Axiom issued one secured convertible note with a face value of $5,000,000, convertible to a maximum issue of 13,513,514 fully paid ordinary shares based on a conversion price of $0.37 per share. The note is for the period of 24 months with interest rate of 6% per annum payable in advance for the first 12 months and thereafter quarterly in advance. Interest obligations have been satisfied by the issuing shares at a fixed price of $0.37. The facility is secured through the first ranking charge over Axiom’s assets in Australia and Hong Kong. At the Extraordinary General Meeting held on 15 October 2015, the shareholders approved the issue of the 150,000 Performance Rights to the newly-appointed director, Mr Jeremy Gray. Apart from the matters mentioned above, no other matters or circumstances have arisen since 30 September 2015 that significantly affected or could significantly affect the operations of the Consolidated Group in future years. Proceedings on behalf of Company Axiom had a resounding High Court victory against SMM Solomon Limited (‘Sumitomo’) in September 2014 in relation to the validity of the Prospecting Licence and 50-year registered lease over the land covering the Isabel Nickel Project. On 27 October 2014, Sumitomo filed a notice of appeal in response to the High Court trial judgement, which was heard between 26 May 2015 and 5 June 2015 in the Court of Appeal of Solomon Islands. The Court of Appeal has reserved judgement and no ruling has been handed down at the date of this report. Apart from the matters discussed, no person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of such proceedings. Remuneration report The Remuneration Report sets out information relating to the remuneration of the Company’s non-executive Directors and key management personnel. Key management personnel include the CEO as Executive Director, the Chief Financial Officer (‘CFO’), Corporate Affairs Manager, Corporate Development & Strategy Manager and Executive General Manager – Mining Operations.

i. Specified Directors Mr Stephen Ray Williams Non-Executive Director and Chairman Mr Ryan Richard Mount Executive Director and Chief Executive Officer

Mr Jeremy Robin Gray

Non-Executive Director

ii. Specified Executives Mr Sailesh Solanki

Chief Financial Officer

Ms Vivian Lim

Corporate Affairs Manager Corporate Development & Strategy Manager (appointed 3 March 2015) Executive General Manager Mining Operations (appointed 29 July 2015)

Mr Andrew Barber

Mr Juan Jeffrey

iii. Former specified Executives Mr John Donald Macansh Exploration Manager (until 18 February 2015) Mr Hans Vulker Human Resources Manager (until 5 October 2015) b. Remuneration of specified Directors and specified executives The constitution of the Company provides that non- executive Directors may collectively be paid as remuneration for their services, a fixed sum not exceeding the aggregate maximum sum per annum as from time to time determined by the Company at a general meeting, which is currently set at US$300,000 per annum. The chairman’s fees are determined independently of the fees of the non-executive Directors based on comparative roles in the market place. The Chairman’s fees have been set at $80,000 per annum (2014 – $50,000) and Non-Executive Directors are remunerated at $60,000 per annum (2014 – $35,000). Directors may be paid fees or other amounts as the Directors determine where a Director performs special duties or otherwise perform services outside the scope of the ordinary duties of a Director. A Director may also be reimbursed for out of pocket expenses incurred in carrying out their duties as a Director.

AXIOM MINING LIMITED ANNUAL REPORT 2015