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

PROSPECTUS - Open Briefing

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MO

GU

L RE

SOU

RC

ES LIM

ITED

PRO

SPEC

TUS 2011

Registered and Corporate OfficeSuite 7, 11 Colin Grove West Perth Western Australia 6005

Tel +61 8 9463 6656 Fax +61 8 9463 6657

India Office207 Pragati House 47-48 Nehru Place New Dehli 110019, India

Tel +91 11 2643 998 Fax +61 8 9463 6657

IMPORTANT NOTICE

This is an important document that should be read in its entirety. If you do not understand it, you should consult your professional advisor without delay.

The Shares offered by this Prospectus should be considered speculative. Refer to Section 10 for details relating to investment risks.

It is proposed that this issue will close at 5:00 pm (WST) on 30 September 2011. The Directors reserve the right to close the Offer earlier or extend this date without notice.

Prospectus for the offer of 37,500,000 Shares each at an issue price of $0.20 per Share to raise up to $7,500,000.

PROSPECTUS

ABN 15 125 197 051

ABN 15 125 197 051

MUMBAI

BANGALORE

DELHI

PAKISTAN

NEPAL

BANGLADESH

MYANMAR

DELHI

Zawar7.8 Mt @ 6.3% Zn

Agucha76 Mt @ 14% Zn

Kayar9 Mt @ 10.6% Zn

KhetriMajor copper

mine camp

AjmerProject

PaliProject

Alwar Project

DELHI

*Archaean rocks with numerous outliers of lower Proterozoic sediments

Quaternary drift sands

Deccan Trap basalts

Mesozoic - Upper Proterozoics

Granitic intrusions - Mid-Proterozoic

Vindhyan Gp - Mid-Proterozoic

Delhi Super Gp sediments

Aravalli Super Gp*

Archaean granite

Fault

Mogul Project

Mine

Town

PROJECT LOCATIONS RAJASTHAN

Mogul Project Location

Ganges & other fluviatile sediments

Undifferentiated phanerozoic rocks

Deccan Traps (plateau basalts)

Lower-Upper Proterozoic fold belts

Archaean Craton

PROJECT LOCATIONS INDIA

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

SECTION PAGE

CONTENTS

DirectorsSundeep Bhandari B.ComChairman

Harjinder Kehal B.Sc, MMEC, MAIG, MAusIMM Managing Director

Max CozijnB.Com, ASA, MAICD Director

Company SecretaryMax CozijnB.Com, ASA, MAICD

Registered and Corporate Offi ceUnit 7, 11 Colin GroveWEST PERTH WESTERN AUSTRALIA 6005Telephone: +61 8 9463 6656Facsimile: +61 8 9463 6657www.mogulresources.com

Postal AddressPO Box 366WEST PERTH WESTERN AUSTRALIA 6872

Registered Offi ce India207 Pragati House47-48 Nehru PlaceNEW DELHI 110019 INDIATelephone: +91 11 2643 9986

Share RegistrySecurity Transfer Registrars Pty Ltd770 Canning HighwayAPPLECROSS WESTERN AUSTRALIA 6153Telephone: +61 8 9315 2333Facsimile: +61 8 9315 2233

Securities Exchange ListingASX LimitedASX Code: MOI

Auditor and Investigating AccountantCrowe Horwath PerthLevel 6 256 St Georges TerracePERTH WESTERN AUSTRALIA 6000

Independent GeologistSRK Consulting (Australasia) Pty Ltd10 Richardson StreetWEST PERTH WESTERN AUSTRALIA 6005

Solicitors to the CompanyHardy Bowen LawyersLevel 1, 28 Ord StreetWEST PERTH WESTERN AUSTRALIA 6005

Solicitors (India)TrilegalA-38 Kailash Colony NEW DELHI 110048 INDIA

CORPORATE DIRECTORY

04

MOGUL RESOURCES PROSPECTUS

HIGHLIGHTS OF THE ISSUE

MOGUL’S ASSETS

Mogul Resources Limited (Mogul) has assembled a targeted portfolio of projects that represent an excellent opportunity for the discovery of new copper, gold and lead-zinc deposits.

The Company’s Rajasthan projects are located within Proterozic age rocks. The main styles of mineralisation that Mogul is targeting are IOCG, SEDEX and VMS. Mogul has three project areas in Rajasthan comprising Pali, Ajmer and Alwar covering an area of approximately 4,300km2. The Pali Project is the most advanced with an IOCG target identified, a hydrothermal system recognised and alteration observed in historic stopes. Broad spaced systematic geochemical soil sampling has delineated an anomalous lead-copper-gold zone measuring 1.2km long by 1.2km wide, which remains open in all directions. Rock chip 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 Ag. At Ajmer, a lead-zinc target with potential for repetitions of the Kayar, Ghugera and Taragarh style of deposits has been identified in the project area. Alwar, another IOCG target, includes iron-rich units representing sites of hydrothermal alteration and several granite “domes”. Significant lineaments representing regional shears have been identified from LANDSAT Imagery and rock chip sampling with results of up to 16.1% Cu, highlights that the Alwar Project has potential to host IOCG deposits.

Mogul’s focus in its Karnataka projects 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. Mogul has extensive in-house experience in the gold mineralisation styles being targeted.

As a result, Mogul’s India projects represent an excellent opportunity for a junior company like Mogul to make new and exciting mineral discoveries.

EXPLORATION PROGRAMS

• Mogul has planned aggressive and targeted exploration programs to evaluate highly prospective targets on its India projects.

• Priority projects in Rajasthan will be the immediate focus of drill testing with the aim to make an early discovery, development and production.

• Utilisation of an established exploration team and logistical infrastructure to enable the generation of new targets and follow-up systematic exploration.

• Well-established in-country expertise will allow Mogul to manage its current projects and acquire new projects.

INDIA ATTRIBUTES

• Prospective Archaean and Proterozoic geology with potential for large scale deposits.

• Mines Act in existence since 1952.

• Large pool of skilled English speaking workforce.

• Economy growing at a rate of approximately 8% per annum.

• Major infrastructure advances.

KEY INVESTMENT RISKS

The following are risks the Company considers to be key investment risks:

• Failure of exploration to define economic mineral deposits.

• A downturn in commodity prices.

• Failure of third parties to perform contractual obligations.

• Tenement grants, land access and possible new regulations.

Refer to Section 10 of this Prospectus for more information on 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.

• 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.

OBJECTIVES AND STRATEGY

MOGUL RESOURCES PROSPECTUS

05

This Prospectus is dated 22 July 2011. A copy of this Prospectus has been lodged with ASIC on that date. ASIC and ASX take no responsibility for the contents of this Prospectus.

No Shares will be issued or granted on the basis of this Prospectus later than 13 months after the date of this Prospectus.

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. This Prospectus has been prepared to conform with the requirements of securities law in Australia.

This Prospectus is available in electronic form via www.mogulresources.com. The Offer constituted by this Prospectus in electronic form is available only to persons receiving this Prospectus in electronic form within Australia. Persons having received a copy of this Prospectus in its electronic form may, during the Offer Period, obtain a paper copy of this Prospectus (free of charge) by telephoning the Company on (08) 9463 6656. Applications for Shares may only be made on the Application Form attached to, or accompanying, this Prospectus or in its paper copy form as downloaded in its entirety from www.mogulresources.com. The Corporations Act prohibits any person from passing on to another person the Application Form unless it is attached to, or accompanies, a hard copy of this Prospectus or the complete and unaltered electronic version of this Prospectus.

This Prospectus should be read in its entirety. The Offer contained in this Prospectus does not take into account the investment objectives, financial situation and particular needs of the investor. Please carefully read the instructions on the accompanying Application Form. If you are in any doubt as to the course to follow or whether to invest you should consult your stockbroker, solicitor, accountant, or other professional advisers immediately.

No person has authority to give any information or to make any representation in connection with the Offer which is not contained in this Prospectus. Any information not in this Prospectus may not be relied on as having been authorised by the Company in connection with the Offer.

FOREIGN INVESTORS

No offer is made by this Prospectus in any jurisdiction outside Australia. The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should seek advice on, and observe, any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. This Prospectus does not constitute an offer of Shares in any jurisdiction where it would be unlawful to issue this Prospectus.

EXPOSURE PERIOD

Applications for Shares under this Prospectus will not be processed until after expiry of the Exposure Period pursuant to Chapter 6D of the Corporations Act. No preference will be conferred on Applications received during the Exposure Period. All Applications received during the Exposure Period will be treated as if they were simultaneously received on the date on which the Offer opens. If the Exposure Period is extended by ASIC, Applications will not be processed until after expiry of the extended Exposure Period.

The purpose of the Exposure Period is to enable examination of this Prospectus by market participants prior to the acceptance of Applications and the raising of funds. That examination may result in the identification of deficiencies in the Prospectus and, in those circumstances any Application that has been received may need to be dealt with in accordance with section 724 of the Corporations Act.

SPECULATIVE INVESTMENT

The Shares offered under this Prospectus are considered speculative. There is no guarantee that the Shares offered by this Prospectus will make a return on the capital invested, that dividends will be paid on the Shares or that there will be an increase in the value of the Shares in the future.

Potential investors should carefully consider whether the Shares offered by this Prospectus are an appropriate investment for them in light of their personal circumstances, including their financial and taxation position. Refer to Section 10 for details relating to the risks associated with investing in the Company.

USING THIS PROSPECTUS

Persons wishing to subscribe for Shares offered by this Prospectus should read this Prospectus in its entirety in order to make an informed assessment of the assets and liabilities, financial position and performance, profits and losses and prospects of the Company and the rights and liabilities attaching to the Shares offered pursuant to this Prospectus. If persons considering subscribing for the Shares offered by this Prospectus have any questions, they should consult their stockbroker, solicitors, accountants or other professional advisers for advice.

Investors wishing to subscribe for Shares should complete the relevant Application Form included in, or accompanying, this Prospectus as applicable.

GLOSSARY

Defined terms and abbreviations used in this Prospectus are explained in the Glossary in Section 13. Additionally, defined geological terms can be found in the Glossary accompanying the Independent Technical Assessment in Section 5.

INDICATIVE TIMETABLE OF THE OFFER

Lodgement of Prospectus with ASIC 22 July 2011

Expected Opening Date 1 29 July 2011

Expected Closing Date 2 30 September 2011

Expected Allotment Date 3 7 October 2011

Proposed date of trading of Shares on ASX to commence 3 21 October 2011

NOTES

1. Subject to the Exposure Period. Any extension of the Exposure Period will impact on the Opening Date.

2. Investors are encouraged to submit their Applications as early as possible. The Directors reserve the right to close the Offer earlier or later than as indicated above without prior notice to investors.

3. Anticipated dates only. The date the Shares are expected to be issued and/or commence trading on ASX may vary with any change to the Closing Date.

COMPETENT PERSONS STATEMENT

The information in this Prospectus that relates to Exploration Results is based on information compiled by Mr Louis Bucci and Ms Deborah Lord who are Members of The Australasian Institute of Mining and Metallurgy. Mr Louis Bucci and Ms Deborah Lord are full-time employees of SRK Consulting (Australasia) Pty Ltd and have sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which they are 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 (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.

IMPORTANT NOTES AND STATEMENTS

MOGUL RESOURCES PROSPECTUS

Section

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 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.

• 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 BhandariChairman

22 July 2011

06

1

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

Section

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%

Total Shares 44,650,004 100% 57,150,004 100%

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’.

2. DETAILS OF OFFER

08

2

MOGUL RESOURCES PROSPECTUS

Section

Although the proceeds of the Offer are primarily to be used as summarised in the above table, the actual allocation of funds may change depending upon the results of exploration programmes and the analysis of those results, and the timing of the grant of the tenements under application. The Company also intends to capitalise on other opportunities as they arise, which may result in costs being incurred that are not included in the above table.

WORKING CAPITAL ADEQUACY

The Directors consider that the monies to be raised pursuant to the Offer will provide sufficient working capital to carry out the Company’s stated objectives set out in this Prospectus.

2.4 MINIMUM APPLICATION UNDER OFFER

Applications under the Offer must be for a minimum of 10,000 Shares ($2,000) and thereafter in multiples of 1,000 Shares ($200). Applications to subscribe for Shares under the Offer will only be accepted on the Application Form attached to this Prospectus.

2.5 MINIMUM SUBSCRIPTION

The minimum subscription is $5,000,000 (25,000,000 Shares) (Minimum Subscription).

None of the Shares offered by this Prospectus will be issued if valid Applications for 25,000,000 Shares are not received. Should valid Applications for 25,000,000 Shares not be received within four months from the date of this Prospectus, the Company will either repay the Application Monies to Applicants or issue a supplementary prospectus or replacement prospectus and allow Applicants one month to withdraw their Applications and Application Monies will be repaid (without interest).

2.6 HOW TO APPLY

If you wish to invest in the Company, complete the Application Form attached to this Prospectus. Completed Application Forms should be returned to the Company’s Share Registry, together with the Application Monies in full, prior to 5.00pm (WST) on the Closing Date. Alternatively complete a paper copy of the electronic Application Form which accompanies the electronic version of the Prospectus which can be found and downloaded from www.mogulresources.com

Completed Application Forms and Application Monies should be returned to the Share Registry as follows:

By post to:

Mogul Resources Limitedc/- Security Transfer Registrars Pty LtdPO Box 535APPLECROSS WA 6953

Or delivered to:

Mogul Resources Limitedc/- Security Transfer Registrars Pty Ltd770 Canning HighwayAPPLECROSS WA 6153

Refer to the instructions on the back of the Application Form when completing your Application. Cheques must be made payable to ‘Mogul Resources Ltd – Subscription Account’ and crossed ‘Not Negotiable’. All cheques must be in Australian currency.

The Offer may be closed at an earlier date and time at the discretion of the Directors, without prior notice. Applicants are therefore encouraged to submit their Application Forms as early as possible. However, the Company reserves the right to extend the Offer or accept late Applications.

2.7 OFFICIAL QUOTATION

Application for admission of the Company to Official Quotation of the Shares on the Official List will be made within 7 days of the date of this Prospectus.

The fact that ASX may admit the Company to the Official List is not to be taken in any way as an indication of the merits of the Company or the Shares offered by this Prospectus. ASX takes no responsibility for the contents of this Prospectus.

If ASX does not grant permission for Official Quotation of the Shares within three months after the date of this Prospectus (or within such longer period as may be permitted by ASIC) none of the Shares offered by this Prospectus will be allotted and issued. If no allotment and issue is made, all Application Monies will be refunded to Applicants (without interest).

2.8 ALLOTMENT

Application Monies will be held in trust for Applicants until allotment of the Shares. Any interest that accrues will be retained by the Company. No allotment of Shares under this Prospectus will occur until the Minimum Subscription is reached.

The Company reserves the right to reject any Application or to issue a lesser number of Shares than those applied for. Where the number of Shares issued is less than the number applied for, surplus Application Monies will be refunded (without interest) as soon as reasonably practicable after the Closing Date.

Shares under the Offer are expected to be allotted, and shareholding statements dispatched, on or before the Allotment Date.

2.9 CHESS

The Company will apply to participate in the Clearing House Electronic Sub-register System (CHESS), operated by ASX Settlement and Transfer Corporation Pty Ltd (ASTC) (a wholly owned subsidiary of ASX), in accordance with the Listing Rules and ASTC Operating Rules. On admission to CHESS, the Company will operate an electronic issuer-sponsored sub-register and an electronic CHESS sub-register. The two sub-registers together will make up the Company’s register of Shareholders.

The Company will not issue certificates to Shareholders. Instead, as soon as is practicable after allotment, successful Applicants will receive a holding statement which sets out the number of Shares issued.

A holding statement will also provide details of a security holder’s Holder Identification Number (HIN) (in the case of a holding on the CHESS sub-register) or Shareholder Reference Number (SRN) (in the case of a holding on the issuer sponsored sub-register).

Following distribution of these initial holding statements, an updated holding statement will only be provided at the end of any month during which changes occur to the number of Shares held. Shareholders may also request statements at any other time (although the Company may charge an administration fee).

09

2

MOGUL RESOURCES PROSPECTUS

Section

2.10 DIVIDEND POLICY

The extent, timing and payment of any dividends in the future will be determined by the Directors based on a number of factors, including future earnings and the financial performance and position of the Company.

At the date of issue of this Prospectus the Company does not intend to declare or pay any dividends in the immediately foreseeable future.

2.11 RISKS FACTORS OF AN INVESTMENT IN THE COMPANY

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 information for potential investors to decide whether to invest in 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.

2.14 WITHDRAWAL

The Directors may at any time decide to withdraw this Prospectus and the Offer in which case the Company will return all Application Monies without interest within 28 days of giving notice of the withdrawal.

2.15 ENQUIRIES

Enquiries relating to this Prospectus, or requests for additional copies of this Prospectus, should be directed to the Company Secretary at Unit 7, 11 Colin Grove, West Perth, Western Australia 6005 or by telephoning (08) 9463 6656.

10

2

MOGUL RESOURCES PROSPECTUS

Section

2

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

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

11

MOGUL RESOURCES PROSPECTUS

Section

3. MOGUL AND ITS PROJECTS

3.1 INTRODUCTION

Mogul was incorporated in May 2007 in Perth, Western Australia. The key driving-force for the formation of the Company was the recognition of the untapped exploration potential and lack of any systematic modern exploration within India’s Archaean and Proterozoic geological terrains. The Company was specifically established, to generate its own projects through the lodgement of Reconnaissance Permit (RP) and Prospecting Licence (PL) applications and to undertake further exploration within targeted mineralized regions within the States of Rajasthan, Karnataka and Andhra Pradesh in India.

India is a country rich in mineral resources and is highly prospective for new discoveries. It has had a long mining history during the ancient times and again during the Middle Ages. However, current mineral (base and precious metals) production is small compared to the country’s size and its favourable geology. A lack of exploration and investment in India’s mineral wealth has resulted in a decline from over a hundred gold mining centres 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 yield significant gold, base metal, diamond and other mineral discoveries. Despite sharing many similarities with the geology of Western Australia, the Indian resource industry has not yet developed to the extent of Australia due to a lack of modern exploration and cost-effective mining techniques.

Rajasthan has a long tradition of mining, producing the bulk of India’s current copper and lead-zinc production. Karnataka is home to the world class Kolar deposit, similar in stature to the Golden Mile in Kalgoorlie. A lot of first pass exploration work has been undertaken by the Geological Survey of India (GSI) in large parts of the country. Mogul has completed its own interpretation over greater regions of its project/tenement areas using public domain data.

Mogul’s founding directors, Harjinder Kehal, Max Cozijn and Sundeep Bhandari, are experienced directors with technical expertise and commercial and corporate experience comprising more than 30 years of active involvement in the development and management of exploration/mining resource projects in Australia and India.

Development of the business in India itself, and the facilitation of Governmental coordination services and contacts, are provided by Sundeep Bhandari, a resident Indian national based in New Delhi. Mr Bhandari has presence in the Oil/Gas sector in India through his involvement with Cairn India and Oilex.

Brijendra Gahlot (ex – Anglo American) joined the Company in October 2010 as Exploration Manager and brings a wealth 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.

3.2 MOGUL PRIORITY PROJECTS

Mogul’s projects are geologically prospective for copper, gold, lead, zinc and lithium deposits. In order to enhance the opportunities for early success, the Company has ranked all of its projects and made a decision to focus firstly on the Pali, Ajmer and Alwar projects in Rajasthan. The timing of exploration work on the gold prospective projects in Karnataka is dependent on the grant and approval of the tenements there.

Pali Project (IOCG target – with associated lead and silver)

• Hydrothermal system recognised with silica, jaspilite, epidote and sulphide alteration observed in historic stopes. Haematite/propylitic alteration with higher copper-silver-gold and galena-barite mineralisation in the historic workings at Punagarh Hill prospect.

• At Sandarla prospect, broad spaced systematic geochemical soil sampling has delineated an anomalous lead-copper-gold zone measuring 1200m long by 1200m wide, which remains open in all directions.

• Rock chip samples from old workings have returned high base and precious metal assays of up to 62% Pb, 1.5% Zn, 3.4% Cu, 3g/t Au and 146g/t Ag.

Ajmer Project (Lead-zinc target)

• Favourable host rock stratigraphy and structures.

• Opportunities exist for repetitions of the Kayar, Ghugera and Taragarh style of deposits. Although these deposits are not part of Mogul’s Ajmer tenement, they do demonstrate the potential of the region.

Alwar Project (IOCG target)

• Iron-rich units representing sites of hydrothermal alteration and several granite “domes” in the broader Alwar Project area.

• Significant lineaments representing regional shears identified from detailed LANDSAT Imagery.

• Rock chip sampling with results of up to 16.1% Cu highlights that the Alwar Project has moderate potential to host IOCG deposits.

Mogul aims to generate wealth for Shareholders through the discovery and subsequent development of mineral resources within its project areas in India.

Following completion of the Offer, and in addition to exploring and developing these projects, it is Mogul’s intention to continually review opportunities to acquire high quality projects with resources which can be developed in the short-term to provide cash flow to support the growth of the Company. The Company may be required to raise additional funds for any potential future acquisitions.

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

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3.3 INDIA - COUNTRY OVERVIEW

a) Physiography and Culture

India is the seventh largest country by geographical area (over 3 million km2). It is located entirely in the northern hemisphere and is the second most populous country in the world (over 1.2 billion people and a middle-class population of close to 400-500 million). Its neighbours are Bangladesh and Myanmar in the east; Bhutan, China and Nepal in the north; Pakistan in the west and Sri Lanka in the south.

Given its cultural diversity, scores of languages and dialects are spoken in the country. Of these, 22 languages are recognised in the Indian Constitution. Hindi, written in the Devanagari script, is the national language, while English is the business language.

As India is a secular country, it does not advocate any one religion, and all religions are accorded equal status before the law. The various religions practised in the country are Hinduism, Islam, Christianity, Sikhism, Buddhism, Jainism, Judaism and Zoroastrianism.

b) Government Structure

India is a sovereign, socialist, secular, democratic republic and comprises 29 states and six union territories. Each state is administered by a state government, while the central Government is in charge of the overall administration of the country. The union territories are administered by representatives nominated by the central Government.

India follows a parliamentary form of government. Even though the President is the Head of the Republic, the real powers are vested in the Prime Minister, who is the elected representative of the people. The Government has three branches – legislature, executive and judiciary.

c) Financial System and Currency

The Reserve Bank of India (RBI) was established in 1935 and is the central bank of the country. The banking system in India 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

sectors like telecom, real estate, retail etc., is permitted, but subject to certain restrictions. Average manufacturing sector tariffs are now down to 12% or less. FDI as a share of its GDP gre from less than 0.03% in 1991 to 3.5% in 2008.

Mineral production constitutes 2.6% of the country’s GDP. FDI up to 100% is allowed. The FDI limit for exploration and mining of diamonds and precious stones has recently been raised to 100% from 74%.

In 2010, India become the world’s fourth largest economy (behind only the United States, China and Japan) on purchasing price parity basis with a GDP of $3.92 trillion. Between 2000-01 and 2007-08, India’s real GDP growth averaged 7.3% per annum. In 2010-11, the real GDP growth rate is estimated to be 8.75% and 2011-12 to be 9%.

Australia-India trade and investment relations are strong and there is substantial room for expansion of both trade and investment. The Indian economy is likely to be a very strong engine for economic growth, not just in the region, but globally as well.

e) Infrastructure

The country’s large pool of skilled English-speaking workers is a tremendous competitive advantage vis-a-vis other nations.

Most parts of the country are well connected by air, rail and road transport. Nearly every major international airline operates flights to and from the country. In the last 5 years, two Indian airlines, namely Jet Airways and Kingfisher have appeared on the scene, contributing a large share of domestic air travel with flights to all parts of India. India also has an extensive rail and road transport network with a network of motorways/freeways built in the last ten years connecting the major cities in India. Numerous car rental agencies offer cars for hire and public taxis are available in some cities.

India is five and a half hours ahead of Greenwich Mean Time and uses standard time countrywide throughout the year.

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3.4 PROJECTS GEOLOGY OVERVIEW & MINERAL POTENTIAL

India is a country rich in mineral resources and has a long mining history during the ancient times and again during the Middle Ages. However, current mineral production is small compared to the country’s size and its favourable geology. A lack of exploration and investment in India’s mineral sector has resulted in a decline from over a hundred gold mining centres 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 yield significant gold, base metal, diamond and other mineral discoveries. Despite sharing many similarities with the geology of Western Australia, the Indian resource industry has not yet developed to the extent of Australia due to a lack of modern exploration and cost-effective mining techniques.

With respect to exploration for base and precious metals Mogul’s prime focus has been to target projects in Archaean and Proterozoic terrains. Rock exposure, particularly in peninsular India is far better than that which is prevalent in Western Australia. The lower Proterozoic age Aravalli Mobile Belt in Rajasthan is host to world class high grade lead-zinc deposits such as Rampura-Agucha and is highly prospective for new copper-gold (IOCG type) and lead-zinc deposits.

Archaean aged greenstone belts in Karnataka and Andhra Pradesh are the hosts of significant gold production from the Kolar, Hutti, Ramagiri and Gadag mines. The structural and lithologic controls of gold mineralisation at Kolar are

very similar to those in Kalgoorlie’s Golden Mile district in Western Australia. The Archaean geology and mineralising styles should be similar in both areas but, to date, Indian gold mining has only exploited high-grade vein type mineralisation. Lode deposits or broad, metasomatic deposits such as Mt Charlotte, Meekatharra and Paddington or mylonite hosted deposits, such as Lancefield, Agnew and Big Bell (all in Western Australia) have not been discovered or exploited. The apparent absence of such mineralisation is far more likely to represent a deficiency in exploration rather than the real absence of these styles of mineralisation. The gold mining industry in India today can be considered to be equivalent to the gold mining industry in Australia in the 1970s. This represents an opportunity for Mogul for the discovery of new gold deposits in its Projects in Karnataka.

As a result India represents an excellent opportunity for a junior company to make new mineral discoveries.

3.5 NOTE ON TENEMENT STATUS

Mogul has applied for a number of tenements in the states of Rajasthan, Karnataka and Andhra Pradesh. Three RPs have so far been granted. In Rajasthan, two RPs (Pali and Ajmer) have been granted covering an area of 782km2. In Karnataka, the Nagamangala RP has also been granted covering an area of 113km2. The Solicitor’s Report on mining Tenements in Section 8 provides detailed information on the status of Mogul’s tenements in India.

Royal Palace Udaipur, Rajasthan

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3.6 RAJASTHAN PROJECTS

Mogul has carefully assembled a package of projects that demonstrate a range of styles of mineralisation and occur in districts with varying degrees of mining activity. Mogul’s tenements represent an opportunity for the discovery of new copper, gold and lead-zinc deposits.

Mogul’s Rajasthan projects are distributed throughout the Proterozic Aravalli Ranges, with project areas in districts with demonstrated mineralisation of varying styles. The main styles of mineralisation that Mogul is targeting are IOCG, SEDEX and VMS types.

Mogul has three project areas in Rajasthan comprising six RPs at Pali, Ajmer and Alwar (See Figure 2). The Pali and Ajmer RPs have been approved by the Government of India, Ministry of Mines and Rajasthan, Ministry of Mines and Petroleum. Deeds of arrangement for the Pali and Ajmer RPs have been signed with the Rajasthan Government.

The state of Rajasthan is located in western India, between latitudes 24˚N and 30˚N and is well endowed with base metal mineral resources. A “culture of mining” is present in the State. Rajasthan produces a majority of the copper lead-zinc in India’s base metal production. Rajasthan remains largely unexplored despite continued exploration by GSI and Hindustan Zinc Limited (HZL) now owned by Vedanta Resources plc (VR), as well as foreign companies aimed at the discovery of new base metal deposits. The GSI and HZL have previously focused their exploration efforts to define the extensions of known deposits. Rampura-Agucha, discovered in the early 1990s and now owned by Vedanta Resources plc, is an exception, with a 75.7 Mt Reserve (proven and probable) at 14.2% Zn and 2% Pb.

Very little systematic exploration using modern exploration techniques has been undertaken.

The Company has taken a regional approach to its ground selection and target areas and has compiled regional geological/structural maps to select the current RP areas. Prospective host rocks (e.g. carbonaceous and ferruginous flysch-type sediments at Alwar) have been used as a basis for ground selection rather than the traditional method of submitting applications over areas with old workings. This demonstrates a fundamental understanding of the overall mineralisation systems in the districts targeted by Mogul.

PALI PROJECT

Location and Tenure

The Pali Project lies in the south central part of Rajasthan near the regional town of Pali. The major tourist town of Jodhpur, which is serviced by daily flights from Delhi, is located 60km to the northwest. The Pali Project consists of RP 12/2007 and RP application 75/2010 which cover an area of approximately 1018km2 (See Figures 2 and 3). The project area is semi-arid with land use dominated by grazing and some agriculture. Relief is mostly low and there are a few hills. Punagarh Hill, 12km east northeast of Pali, rising some 200m above the plain, is the highest point. Access through the project area is good with numerous roads, which are mostly sealed.

Geology, Exploration History and Targets

The Pali Project lies adjacent to the main Aravalli Ranges. While some ancient mine workings are present, the project area has only had limited modern exploration, mostly by the GSI. Mogul interprets the host rocks to be equivalent to the Ajabgarh Group of the Delhi Fold Belt, in the Alwar-Khetri region to the north, which host significant copper base metal deposits.

Two prospect areas Sandarla, and Punagarh Hill, as shown in Figures 3 and 5, have been outlined by Mogul’s exploration work at the Pali Project. The age of the lead mineralisation at Punagarh Hill is similar to the copper sulphide mineralisation, at Khetri. The shear (breccia) hosted, replacement style of sulphide mineralisation, together with intense haematite, silica, epidote alteration and the suite of elevated concentrations of elements such as copper, lead, zinc, gold, silver, iron, barium, molybdenum and uranium, suggest that the Pali deposits may be analogues of IOCG deposits.

At the Sandarla prospect, there are a number of ancient mine workings consisting of shallow trenches, shafts and stopes. Mogul has completed a 102 sample soil geochemical survey at the Sandarla prospect on an 800m by 600m pattern. This work delineated a broad anomalous zone lead-copper-gold 1200m by 1200m in size, which remains open in all directions (See Figure 4). Rock chip samples from old workings in the area have returned high base metal assays (up to 62% Pb, 1.5% Zn and 0.36% Cu) and one shallow pit sample which assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb).

The style of mineralisation at the Sandarla prospect is different from that at the Punagarh Hill prospect. There may be replacement lodes at both localities, but the Sandarla prospect has greater haematite/propylitic alteration with higher copper-silver-gold and lower zinc-barium chemistry.

At the Punagarh Hill prospect, the area is characterised by a hill which shows massive gossanous silica/jaspilite alteration, where Mogul has undertaken limited rock chip and soil sampling. The Company has identified a 055° striking corridor from LANDSAT Imagery datasets, that it considers an important controlling structure for mineralisation in the area (See Figure 5).

On the ground, this trend is marked by a series of low hillocks extending northeastwards from Punagarh Hill itself. Mogul’s reconnaissance sampling has revealed visible evidence of quartz-sulphide veining within weakly sheared siltstones in these hills. Rock chip samples from a sulphide-bearing shear returned lead assays of 2.72%, with copper, zinc, silver and gold also anomalous. Ferruginous staining after pyrite in cherty quartz in the northern part of the structural corridor returned anomalous lead, copper, zinc and barium from assays. Galena-barite mineralisation occurs in the historic mines on Punagarh Hill.

The encouraging and very significant, soil and rock chip results from the Sandarla and Punagarh Hill prospects from exploration work completed in 2010 have been followed up with large systematic soil geochemical programs over areas of 5.2km by 2.0km at the Punagarh Hill prospect and 1.2km by 1.6km at the Sandarla prospect, totalling 1339 samples during March 2011 (See Figures 4). The soil sampling was undertaken on a 200m by 25m 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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Figure 2: Location of project areas in Rajasthan, simplified geology and major deposits (GOR – Government of Rajasthan).

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Figure 3: Location and simplified geology of the Pali Project

View of area north of Punagarh Hill

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

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View of southern part of Pali Project

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.

The Pali Project has moderate to high potential for base metals, more particularly an IOCG system. Preliminary reconnaissance and sampling of two prospect areas – the Sandarla and Punagarh Hill prospects have led to the recognition of a hydrothermal alteration system.

Mogul proposes an exploration program combining detailed geological mapping of the two prospects combined with ground magnetic surveys. A targeted ground magnetic survey should discriminate between structures, including possible internal granitoids. At the Sandarla prospect, ground magnetics will be evaluated for geology and structure, initially over an area of 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 targets will be tested as soon after the monsoon wet period as possible (October 2011). RAB drilling will be followed by RC/diamond drilling.

Mogul’s proposed exploration program and budget at the Pali Project for the minimum subscription of $5.0 million for year 1 would be $744,500 and year 2 would be $1,245,000. With the Maximum Subscription of $7.5 million for year 1, the exploration program and budget would be $1,105,000 and year 2 would be $1,791,000. The drilling programs form the bulk of the budget.

Mogul proposes that RAB drilling will be followed by RC drilling (reverse circulation). For the Minimum Subscription the Company has budgeted 7,000m of RAB and 5,000m of RC drilling and 1,000m of diamond drilling while for the Maximum Subscription, 8,000m of RAB and 6,000m of RC drillingand 2,000m of diamond drilling is planned.

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Punagargh Hill Prospect

1: Managing Director Harjinder Kehal standing in old workings at the Punagargh Hill Prospect2: 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

Location and Tenure

The Ajmer Project consists of RP 08/2007 and covers 365km2 in the area to the west and south of the major city of Ajmer in central Rajasthan (See Figure 6). The project area is serviced by a number of roads and is only 50km from the six lane National Highway to Delhi.

Geology, Exploration History and Targets

The Ajmer Project lies within the Ajmer Basin which contains favourable host rock stratigraphy, structures and hosts a number of known lead-zinc (copper) deposits. The Ajmer Basin is interpreted as a sub-basin of the Delhi Super Group and consists of late Proterozoic sediments equivalent to those of the Alwar and Ajabgarh Groups. Close to Ajmer City, an elongate (domal) granitoid occupies the core of an anticline where the limbs are composed of Ajabgarh Group rocks. There are at least four significant base metal occurrences peripheral to this granitoid. The Kayar-Ghugra and Taragarh lead-zinc (copper) deposits occur in quartzite and calc-silicate (flysch) formations. The base metal deposits are reportedly stratiform (but may be replacement). The intrusion of such felsic igneous rocks is likely to be controlled by older pre-existing structures and is not confined to the “Ajmer zone”. Around the village of Rajgarh (10km west of Nasirabad) there are swarms of pegmatite veins (some worked for beryl and emerald) in Ajmer Group rocks, and these are probably derived from felsic plutons (as at Kayar).

The GSI and several private companies including BHP, HZL, Anglo American and Rio Tinto have previously explored the

Ajmer area. HZL at Kayar has outlined a significant zinc-lead deposit over a strike length over 1km, totalling 9 Mt with a grade of 10.6% Zn and 1.7% Pb which is being readied for mining. Areas covering the Kayar and Ghugera deposits lie within a mining licence which is excised from the Ajmer RP.

Proposed Exploration Program and Budgets

Mogul believes that opportunities exist for repetitions of the Kayar, Ghugera and Taragarh style of deposits in the region south and west of the Ajmer Granite – an area of about 26km by 6km. While it is not believed that the base metal deposits of the Ajmer district are syngenetic or stratiform, they do appear to be related to reactive formations or structural sites. Hence geological mapping, with the aid of magnetics, will be essential for a new geological interpretation. Favourable zones would then be soil sampled and anomalous areas would be tested initially by RAB followed by RC drilling.

Proposed exploration program at the Ajmer Project would be:

• lithologic and structural mapping: 1:25,000 scale;

• acquisition and reinterpretation of magnetics;

• gossan search and prospecting;

• soil geochemistry: 25m by 400m pattern of selected zones; and

• RAB drill testing of base-metal anomalies.

Mogul’s proposed exploration program and budget at Ajmer for the Minimum Subscription of $5.0 million for year 1 would be $116,500 and year 2 would be $305,000. With the Maximum Subscription of $7.5 million for year 1 the exploration program 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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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

Location and Tenure

The Alwar Project comprises three contiguous RP applications (11/2008, 26/2008 and 2/2011) covering 2970km2 (See Figure 7). The Project is located two hours drive southeast of Delhi in north Rajasthan and is accessible by the six lane National Highway.

Geology, Exploration History and Targets

The Alwar Project extends across more than 100km of strike of sediments of the northern-most Aravalli RangesIt includes formations of carbonaceous and ferruginous flysch-type sediments and quartzites but only minor carbonate or igneous sequences. Numerous potentially structurally controlled late-stage granitoids intrude the sediments. Abundant old mining sites occur in the southern part of the project where there are known copper and pyritic occurrences.

In the western area of the Project there are ferruginous sediments with “iron ore” localities associated with the Ajabgarh and Alwar Groups carbonate and flysh sediments. 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 Tatarpur copper (just outside the project area) occurrence lies on the nose of a fold overlying one such intrusion (See Figure 7).

Mogul’s data compilation, field reconnaissance and subsequent rock chip sampling of the Aravalli mobile belt has led to the compilation of IOCG attributes that may occur in such mineralised sites in the Alwar Project area. It is apparent from LANDSAT Imagery interpretation that significant lineaments represent regional shear zones. The Tatarpur locality on one such structure comprises a shear zone in amphibolites 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 dipping 70-80° to the northwest. The wallrock alteration consists of a pinkish silicate and relict amphibole or magnetite/haematite suggestive of IOCG alteration. 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.

The principal structure continues southwards to include an “iron ore” occurrence in the Alwar Project.

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.

There are no operating base or precious metals mines in the Alwar region. However, the area is well endowed with iron and copper occurrences. The Bhagoni deposit, containing some 5 Mt of 1% Cu, and the Kho-Dariba deposit, some 13km to the south, consisting of 0.5Mt of 2.5% Cu were mined by Government controlled Hindustan Copper in the 1990s.

Within the project area itself and its surrounds, Mogul has identified some 14 mineralised sites from GSI publications. In particular, Makroda and Jamrauli prospects have been included in IOCG types by previous explorers BHP Billiton geologists. These deposits are enriched in rare earth elements barium, silver, gold, copper, molybdenum, bismuth and tellurium.

Proposed Exploration Program and Budgets

The exploration program upon the grant of Alwar RPs would include:

• acquisition and compilation of data;

• gossan mapping and reconnaissance in the far west and far south of the Alwar Project;

• prospect geological mapping (1:25,000);

• soil geochemistry (25m x 200m);

• ground magnetic surveys; and

• RAB drilling of geochemical and/or magnetic targets

Mogul’s proposed exploration program and budget at the Alwar Project for the Minimum Subscription of $5.0 million for year 1 would be $28,000 and year 2 would be $186,000. With the Maximum Subscription of $7.5 million for year 1 the exploration program and budget would be $30,000 and year 2 would be $311,000. The proposed budget is based on the current status of its Alwar RP applications, however if the Alwar RPs are granted after the listing process, the exploration budgets would be revised as the Alwar Project is considered to have significant potential to host IOCG – deposits.

Mogul proposes drilling of discrete targets at the Alwar Project and for the Minimum Subscription has budgeted 750m of RC drilling, while for the Maximum Subscription 1,000m of RC and 250m of diamond drilling is planned. For the Minimum Subscription Mogul has budgeted 7,000m of RAB, 5,000m of RC and 1,000m of diamond drilling, while for the Maximum Subscription, 8,000m of RAB, 6,000m of RC and 2,000m of diamond drilling is planned.

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

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

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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 State of Karnataka in South India, lying between latitudes 12° and 17° north is bounded by the Arabian Sea to the west, the States of Goa and Maharashtra to the north, Andhra Pradesh to the east and Tamil Nadu and Kerala to the south. Mogul has applied for eight RPs and one PL in this state (See Figure 8).

The economic mineral potential of Karnataka is developed principally on the iron and manganese deposits of the Bababudan Formations. There is evidence to show some of the oldest iron-ore workings (from 1200 BC) occur in the Western Ghats and near Bellary. These two areas still produce high quality magnetite and haematite ores from a Bababudan volcanic sequence. Banded iron formations (BIF) 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.

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. Gold occurs commonly in quartz veins within sheared tholeiitic basalts. Sulphides such as pyrite, pyrrhotite, arsenopyrite and chalcopyrite are present, as are tellurides and scheelite.

The Kolar mines extended more than 3000m in depth and produced over 28.5 Moz of gold. More than 26 gold lodes are reported from the Kolar Field and because of the lack of modern exploration, many of these are still highly prospective. The mines in the Hutti field are currently in operation and since their discovery in 1887, about 1.6 Moz gold have been produced. The gold occurs in multiple quartz veins, steeply dipping in sheared tholeiitic basalts.

Several copper occurrences and ancient workings are to be found in the Chitradurga district. The Ingladhal Mine, the only base metal mine in the state, was developed on ancient workings. Reserves of more than 5 Mt with a copper grade of 0.81% have been developed to 450m depth. The host sulphidic unit has been traced for 3000m along strike, but the intensity of exploration away from the main workings is not known.

Mogul has applied for a series of RPs targeting gold and base metals in prospective areas none of which has been subject to modern systematic exploration techniques. An opportunity exists for the Company to secure a landholding in a geological terrain similar to that of the Eastern Goldfields in Western Australia. Mogul has extensive in-house experience in the mineralisation styles being targeted in Karnataka, and recognises the importance of compiling all available data. The Company has developed a database documenting the features and distribution of mineralisation in the state. This will allow Mogul to efficiently focus on the most prospective target areas at the 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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Figure 8: Geology and project locations in Karnataka and Andhra Pradesh

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DHARWAR – RENNIBENUR PROJECT

Location and Tenure

Mogul’s Dharwar-Rennibenur Project comprises three contiguous RP applications (40/ARP/2007, 41/ARP/2007 and 48/ARP/2010) totalling 6200km2 in Dharwar Craton in the western part of Karnataka State.

Geology, Exploration History and Targets

The Dharwar-Rennibenur Project lies in the Dharwar Craton which comprises Archaean greenstone belts and a granite gneiss basement similar to those of the Yilgarn Craton in Western Australia. Similar gold mineralisation styles can be expected in both regions. Mogul’s RP applications cover approximately 245 strike-km of potentially gold-bearing terrane, where the majority of the underlying rocks are pelites with minor quartz-mica schists that have derived from greywacke-type sediments (See Figure 9). The sequence also includes prospective highly folded ironstones (BIFs) and basalts. The structure of the region is of significance, with the central axis of this sedimentary basin described as a “high strain zone”, which is prospective for the style of gold mineralisation (Orogenic-lode gold) being targeted by Mogul.

Gold mineralisation as evidenced from ancient workings in the vicinity of Haveri and Palavanhalli is associated with BIFs. Within this zone, recent exploration returned significant gold assays from channel sampling (3.8 g/t Au over 34 m). 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.

Recent explorers in the region have defined numerous Resources (e.g. approximately 278 koz Au at Dhawar-Shimoga; approximately 88 koz Au at Mangalagatti; approximately 186 koz Au at Ganajur), further demonstrating the prospectivity of the area.

Proposed Exploration Program and Budgets

This is a large block and systematic exploration would comprise:

• Reconnaissance prospecting with rock chip sampling at an average of 1km intervals. Attention will be placed on the “hinge zones” and pyritic greywacke areas. Laterite outcrops (which are not frequent in this region of the craton) will also be sampled. Assay methods will be directed to identifying low concentrations of gold.

• Any anomalism will be followed up by second-pass rock chip sampling and, if appropriate, soil geochemistry.

• Robust anomalies will, subsequently, be drill tested.

• The southern region of the Dharwar-Rennibenur Project may be explored slightly differently because of its different geology.

• Geological mapping of the old workings areas will be undertaken.

• Soil geochemistry of this zone will be examined.

• RAB drilling of anomalous gold areas will be undertaken.

The southern area has significant felsic and mafic volcanism and may be prospective for basemetal VMS style mineralisation. The iron-ore localities need to be mapped. Base or precious metal mineralisation has not been reported in the southern part of the project area but the nature of the iron ore needs to be verified in the light of modern mineralising concepts and their chemical contents, which may include subtle but significant gold, uranium, copper, molybdenum and cobalt values, need to be assessed.

Mogul’s proposed exploration program and budget at the Dharwar-Rennibenur Project for the Minimum Subscription of $5.0 million for year 1 would be $34,000 and year 2 would be $191,000. With the Maximum Subscription of $7.5 million for year 1 the exploration program and budget would be $64,000 and year 2 would be $329,000.

For the Minimum Subscription Mogul has budgeted 2,500m of 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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Figure 9: Dharwar-Rennibenur geology and gold prospect areas

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Section

CHITRADURGA-CHIKNAYAKANHALLI-NAGAMANGALA PROJECT

Location and Tenure

The Chitradurga-Chiknayakanhalli-Nagamangala Project comprises of one granted RP (02/ARP/2008) and two RP applications (01/ARP/2008 and 40/ARP/2007) covering an area of 10,443km2 and is located to the northwest of Bangalore, capital of Karnataka.

Geology, Exploration History and Targets

The Chitradurga-Chiknayakanhalli-Nagamangala Project includes about 60km of strike of the Archaean age Chitradurga Greenstone Belt (CGB) which hosts numerous gold and copper prospects and mines (See Figure 10).

The CGB is an attenuated and complexly folded and sheared basin of clastic and minor carbonate sediments with abundant intercalated tholeiitic basalts, mafics, felsic volcanics and BIFs. Older (Surgur Gp) amphibolites are thrust against Chitradurga Group sediments at the eastern margin of the belt. The thrust structure continues southward for a further 200km to the Mandhya District. This major structure, which is a south-striking, eastward-dipping thrust, separates Chitradurga Group rocks from the Peninsular Gneiss Complex. The structure’s full extent is not known, although Mogul believes it is possibly related to the Gadag gold district 140km to the north-west. The structure can be traced for over 30km through the Chitradurga RP area, and hosts several small workings which have never had systemic modern exploration. Proterozoic granitoid intrusions (Closepet Granite) are observed near the town of Chitradurga.

CGB lies to the east of the Bababudan zone and its configuration, being long (360km from Gadag in the north to Mysore in the south) and narrow (<35km wide) makes it more like greenstone belts (e.g. Wiluna-Leonora) in Western Australia. The major shear structure forms an eastern boundary of the CGB with the basal Peninsular Gneiss Complex (analogous with the Keith-Kilkenny Fault).

The Chiknayakanhalli region has the highest concentration of historic gold workings in the state but only one operating gold 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. In the mid-1990s, Hutti Gold Mines developed an open pit mine at Ajjanahalli and produced 689kg of gold from more than 390,000t of ore processed.

The project area is particularly prospective for banded magnetite-(pyrrhotite)-silica gold mineralisation similar to such deposits as Lancefield, Copperhead and Prohibition (Meekatharra) in the Western Australian goldfields.

There are several copper-lead occurrences in the project area with the Ingaldhal deposit (8km southeast of Chitradurga) representing the most significant. This mine, which operated for more than 25 years, is near an ancient copper smelting site. Most of the vicinity of Ingaldhal is considered to be favourable for VMS style mineralisation.

Very little systematic modern day exploration has been completed in the area. Mineralisation in the project area is considered to be hosted in narrow, persistent, and curvilinear sheared contacts between metasediment and metavolcanics, but there has been little to no drilling to test the depth extensions of mineralisation that is being mined at shallower depths.

Proposed Exploration Program and Budgets

Mogul’s exploration will include:

• geological reconnaissance and rock chip sampling – assaying for gold as well as a suite of basemetals and pathfinders;

• follow-up infill rock chip sampling and soil geochemistry; and

• close spaced ground magnetics in the vicinity of interpreted shears.

Mogul’s proposed exploration program and budget at the Chitradurga-Chiknayakanhalli- Nagamangala Project for the Minimum Subscription of $5.0 million for year 1 would be $35,000 and year 2 would be $130,000. With the Maximum Subscription of $7.5 million for year 1 the exploration program and budget would be $52,000 and year 2 would be $209,000.

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

1 2

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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

Location and Tenure

The Amareshwar Project is subject to a PL application (14/APL2010/2126), covering a rectangular block of 7km2, is in the northern part of the state of Karnataka. It is located about 5km south of the Krishna River (See Figure 11).

Geology, Exploration History and Targets

The regional geology is dominated by granitoids and migmatites of the Peninsular Gneiss but in this locality there are small, folded supracrustal units that are associated with the nearby Hutti Greenstone Belt. The supracrustal rocks are described as “amphibolites” with numerous banded ferruginous chert intercalations. In one section of the amphibolite, a zone approximately 250m by 2500m contains numerous narrow lenses, sub parallel to the foliation, of spodumene bearing pegmatites. The lithium content of the pegmatites is reportedly approximately 4% Li2O (Naqvi, 1990).

Proposed Exploration Program and Budgets

The Amareshwar Project represents an opportunity for the discovery of a lithium deposit. Early exploration would aim to define the size of the pegmatite body as well as the mineralogy and lithium content. A budget has been allocated for year 2. For the Minimum Subscription of $5.0 million the budget would be $31,500 and with the Maximum Subscription of $7.5 million the budget would be $114,500.

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 the Maximum Subscription is obtained).

3.8 ANDHRA PRADESH PROJECTS

The Dharwar Craton covers most of Andhra Pradesh with a plateaux of Peninsular Gneiss and Khondalite formations sloping gently to the coastal plain. Smaller greenstone belts have been assigned to the Eastern Greenstone Belts group and comprise metamorphosed clastic and tuffaceous sediments and basalts. The Nellore Schist Belt, lying immediately east of the Cuddapah Basin, is a large greenstone belt with 180km of strike and equivalent to the Bababudan Group.

The Cuddapah Basin is interpreted as the southern end of an extensive mid-Proterozoic sequence of marine and terrigenous sediments and tuffs that extend discontinuously to the Ganges Basin. Arenaceous and argillaceous sediments, with subordinate limestone/dolomites overlie basement gneisses and granitoids. These sediments are also associated with diverse volcanic and intrusive igneous rocks. Base metal sulphides are reportedly associated with calcareous and shaley units of the Cuddapah Basin, and there is evidence of ancient mining. Only limited modern exploration has been carried out and the geological environment suggests that MVT deposits could be present.

Figure 11: Amareshwar geology and prospects

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3

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 140km in a north-south trending part 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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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

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 79,000 118,500 197,500

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

3.9 PROJECT BUDGETS

PROPOSED EXPLORATION PROGRAMS AND BUDGET SUMMARIES

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4.1 DIRECTORS’ PROFILES

The names and details of the Directors in office at the date of this Prospectus are:

4. BOARD AND MANAGEMENT

Sundeep BhandariB.Com – Chairman

Mr Bhandari, a founding Director and Shareholder of Mogul, is a businessman with a Bachelor of Commerce Degree from the Bombay University, India. He has over 23 years of experience in business in India, of which 15 years have been in the energy business. Mr. Bhandari is a well-known oil and gas expert in India and has worked with several multinational oil companies in developing their businesses in India and has played a major part in several successful exploration and development projects including the producing Ravva oil and gas fields, Laxmi and Gauri gas fields and Cairn Energy’s Rajasthan oil fields. Mr Bhandari is the Chairman of the Corporate Advisory Board of Cairn India Ltd., a company listed on the Bombay Stock Exchange with a market cap in excess of US$12 Billion.

Mr Bhandari is a shareholder of Oilex Ltd., and has been assisting Oilex in developing its exploration and production portfolio in India, Oman, Timor Leste, and Australia. He is a Director of India Hydrocarbons Ltd., Petrodril, and Mirage Developments Pvt. Ltd.

Harjinder Singh KehalB.Sc (Hons), MMEC, MAIG, MAusIMM – Managing Director

Mr Kehal, a founding Director and Shareholder of Mogul, has a Bachelor of Science (Honours) from the University of Western Australia (1984) and a Masters of Mineral and Energy Economics from Macquarie University. He is a geologist with over 25 years experience in precious metals, base metals and industrial minerals within Australia, India, China and Vietnam. He has extensive experience in project evaluation, feasibility studies, joint venture negotiations and statutory reporting.

Mr Kehal was instrumental in the discovery of the one million ounce Golden Cities gold deposit, near Kalgoorlie, Western Australia in 1998 in his capacity as Exploration Manger with AMX Resources Ltd. He has also played a major part in the discovery of other gold deposits, including Hurricane/Repulse in the Northern Territory and Transvaal, King Street, Back of Beyond and Jupiter in Western Australia. Recently he was involved in the discovery of a new VMS zinc deposit east of Kalgoorlie.

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.

Max Dirk Jan CozijnB.Com. ASA, MAICD – Director & Company Secretary

Mr Cozijn is a founding Director and Shareholder of Mogul, and graduated from the University of Western Australia in 1972 with a Bachelor of Commerce degree. He is an Associate of the Australian Society of Certified Practising Accountants and is a Member of the Australian Institute of Company Directors. Mr Cozijn has over 30 years experience in the administration of listed mining and industrial companies. Mr Cozijn is a Non-Executive Director of Carbon Energy Limited, Non-Executive Chairman of Oilex Ltd, and Magma Metals Limited, Executive Chairman of Malagasy Minerals Limited and Non-Executive Director of Energia Minerals Ltd.

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4.2 TECHNICAL PERSONNEL

Mr Brijendra GahlotM.Sc (Geology) – Exploration Manager India

Mr. Gahlot is a geologist with a Masters of Science, MLS University, Udaipur, Rajasthan. He has over 12 years experience in India and Africa and has worked exclusively for multinational companies such as Anglo American and De Beers.

With Anglo American he was involved in the search for SEDEX/BHT style mineralisation in the Aravalli Delhi fold belt in Rajasthan, for Khetri – IOCG style mineralisation in North Delhi fold belt, Cu-Ni & Diamond exploration in southern India. Within this period he has gained a broad spectrum of technical, operational and business skills impacting exploration. He was a key member of the Anglo American due diligence team for Sesa Goa and Banwas Cu project held by Hindustan Copper Ltd in the Khetri Cu belt in Rajasthan.

Mr Gahlot has skills in communication and negotiation while dealing with contractors and government organisations. He has experience in all aspects of tenement management, including lodging of applications, relinquishments and permits for exploration, reports and liaison with government departments on such matters in all of India.

Since leaving Anglo American during 2010 he has worked on base metal projects for an Indian company working in the Democratic Republic of Congo in Africa. Mr Gahlot joined Mogul in 2010.

Mr Barry Vaughan ReesB.Sc (Hons) – Consultant Perth

Mr Rees is a consultant geologist with a Bachelor of Science (Honours) from the University of Adelaide in South Australia, specialising in base metals (copper, lead-zinc and nickel) exploration. He has over 45 years experience. His professional career has been field oriented and through this time he has worked on Archean VMS deposits in Western Australia, Proterozoic SEDEX deposits in Western Australia and Queensland and Island Arc Porphyry Copper deposits in New Guinea and New Zealand. In addition he has also done considerable geological works on gold mineralisation extensively throughout Australia and Asia.

Around 1990, he conceived the idea for initiating modern systematic exploration in India. In 2005 he undertook a broader conceptual study for gold and base metals, in a variety of geological environments throughout India. At the same time he was involved in exploration of a VMS deposit, (Zinc) east of Kalgoorlie, Western Australia which he discovered.

Mr Rees has extensive experience with several of the principal models for base metals mineralisation, especially with respect to field geology. As such, his technical assessments of the base metal potential in the Aravalli fold belt in Rajasthan and gold potential of its projects in Karnataka will be invaluable to Mogul.

Mr Shashi KumarM.Sc (Geology) – Consultant India

Mr Kumar has 47 years of experience in exploration and mining geology in India and overseas. He has worked in various capacities in the Indian Bureau of Mines, Geological Survey of India and Mineral Exploration Corporation Ltd (MECL). On taking retirement from MECL as Chief Geologist, he has worked with Metmin Finance and Holdings Pvt Ltd and Geomysore Services (India) Pvt Ltd as a geological consultant and technical advisor respectively. He has overseas experience, having worked in Australia as an exploration and mining geologist. During his long and illustrious carrier, he has planned and executed several major exploration programmes from grass root exploration to mine planning for gold, base metals, iron ore, bauxite, coal and lignite in India and Australia.

Mr Kumar has been working as a consultant with Mogul in selecting prospective areas in Rajasthan, Karnataka and Andhra Pradesh for RP application, preparing the RP applications and following their progress since mid 2007 and resides in Bangalore India.

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The DirectorsMogul Resources LtdUnit 7, 11 Colin GroveWest 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 considered to be sufficiently prospective, subject to varying degrees of exploration risk, to warrant further exploration and assessment of 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.

5. INDEPENDENT TECHNICAL ASSESSMENT REPORT

10 RICHARDSON STREETWEST PERTH WA 6005

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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)

Ms. Lord has over 20 years’ experience in the mineral exploration industry and has consulted with SRK for more than a decade based in 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)

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DISCLAIMER

The opinions expressed in this Report have been based on the information supplied to SRK Consulting (Australasia) Pty Ltd (SRK) by Mogul Resources Ltd (Mogul). The opinions in this Report are provided in response to a specific request from Mogul to do so. SRK has exercised all due care in reviewing the supplied information. Whilst SRK has compared key supplied data with expected values, the accuracy of the results and conclusions from the review are entirely reliant on the accuracy

and completeness of the supplied data. SRK does not accept responsibility for any errors or omissions in the supplied information and does not accept any consequential liability arising from commercial decisions or actions resulting from them. Opinions presented in this report apply to the site conditions and features as they existed at the time of SRK’s investigations, and those reasonably foreseeable. These opinions do not necessarily apply to conditions and features that may arise after the date of this Report, about which SRK had no prior knowledge nor had the opportunity to evaluate.

LIST OF ABBREVIATIONS

A$Australian dollar

AgMetal silver

ASICAustralian Securities and Investments Commission

ASXAustralian Securities Exchange Ltd

AuMetal gold

BFSBankable Feasibility Study

BGCBanded Gneissic Complex

BIFBanded Iron Formation

CIDChannel Iron Deposit

CPCompetent Person

CuMetal copper

DGPSDifferential Global Positioning System

DMGDepartment of Mines and Geology

EMElectromagnetic

GPSGlobal Positioning System

GSIGeological Survey of India

g/tGrams per tonne

HZLHindustan Zinc Limited

ID2Inverse Distance Squared

ID3Inverse Distance Cubed

IOCGIron-oxide copper gold

LOILoss on Ignition

JORCJoint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and the Minerals Council of Australia

m RLMetres reduced level

MIKMultiple Indicator Kriging

MoMetal molybdenum

MozMillions of ounces

MtMillion tonnes

MtpaMillion tonnes per annum

NATANational Association of Testing Authorities

NiMetal nickel

PbMetal lead

PFSPre-feasibility study

PLProspecting licence

ppbParts per billion

ppmParts per million

QAQCQuality Assurance Quality Control

RABRotary Air Blast

RCReverse Circulation

RDRelative Density

RPReconnaissance permit

SGSpecific Gravity

SMUSelective Mining Unit

SRKSRK Consulting (Australasia) Pty Ltd

t/m3tonnes per cubic metre

US$American dollar

VHMSvolcanic-hosted massive sulphide

WAWestern Australia

XRFX-ray fluorescence

ZnMetal zinc

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GLOSSARY TERMS

Aeromagnetic Dataare magnetic field-data collected by an aircraft borne instrument

Amphiboliterefers to a dark metamorphic rock of a particular composition

Andesitemeans fine grained volcanic rock similar to basalt but containing a higher proportion of silica

Anomalousis a departure from the expected norm. In mineral exploration this term is generally applied to either geochemical or geophysical values higher or lower than the norm

Antiformsmeans folded rock, convex up, without any reference as to the relative age of strata

Attenuatedmeans made thinner by stretching

Archaeanthe earliest division of geological time and applies to rocks older than 2,500 million years in age

Argillaceousis a term used to describe clay-rich rocks

Arsenopyritean iron-arsenic-sulphide (FeAsS) and is the most common mineral of arsenic; it is often associated with gold ores particularly those derived from volcanic or hot spring (epithermal) environments

Assayis a quantitative determination of an element

Basaltis a dark, fine-grained volcanic rock of low silica (<55%) and high iron and magnesium composition, composed primarily of plagioclase and pyroxene

Bedrockrefers to rocks beneath regolith cover

Biotiteis a dark brown or black mica, a foliaceous mineral with the general formula K(Mg,Fe2+)3(Al,Fe3+)Si3O10(OH,F)2

Beltis a zone or band of a particular group of rocks exposed on the surface

Basinis a depression in the Earth’s surface that collects sediment

BIFmeans “Banded iron formation”; a descriptive term for a group of rocks, not necessarily sediments, that are composed of layers (bands) or silica and iron oxides

Calc-silicaterefers to a rock containing abundant calcium and silica rich minerals

Chalcopyriteis a sulphide mineral containing copper, iron and sulphur with the formula CuFeS2

Chromititeis a rock comprised mainly of the mineral chromite which has the formula FeCr2O4

Clasticis a term used to describe sedimentary rocks that consist of fragments of rock or other material that have been transported from their place of origin

“Company” and “Mogul”means Mogul Resources Ltd (ACN 15 125 197 051) incorporated in Western Australia on 3rd May 2007

Constitutionrefers to the Constitution of the Company

Contiguousmeans adjoining, touching or connected throughout, as in a group of mining claims

Corporations Lawhas the meaning given to that term in the Corporations Act 2001 as amended from time to time

Cratonis a part of the earth’s crust that has attained stability and has been little deformed for a prolonged period

Disseminationsrefers to the scattered, isolated, fine grained particles (of gold, silver, copper etc.) in the rock

Directorsmeans members of the board of directors of the Company and “Board” means the board of Directors of the Company

Dollars” or “$”means the currency of Australia

Electro-Magnetic Surveyrefers to a geophysical survey technique designed to detect some types of sulphide mineralisation

Electro-Magnetic Conductorrefers to an anomaly detected by an electro-magnetic survey which may reflect the presence of sulphide minerals

EMmeans electro-magnetic; a type of geophysical exploration data

Felsicdescribes rocks composed principally of silica and alumina; equates with “acid” rocks in the geologic sense

Float Samplerefers to a rock sample collected from the ground surface which is not part of a rock outcrop but is generally interpreted to be locally derived from underlying bedrock

Fold Beltrefers to a zone, which may be tens of kilometres wide and hundreds of kilometres long, in which the rock formations are folded and sheared as a result of mountain-building processes

Footwallrefers to the rocks underlying or on the underside of a zone of mineralisation

Gabbrois a coarse grained, dark-coloured crystalline rock high in iron and calcium with lesser magnesium

Galenais a silvery-grey metallic looking lead sulphide of composition PbS; it is dense (S.G. 7.6) and usually displays a coarse cubic-cleavage. It is the principal ore of lead and may have a high silver content in its crystal lattice. It often occurs with other sulphides, particularly sphalerite, q.v.

Gangueis the valueless mineral in an ore; that part of an ore that is not economically desirable but cannot be avoided in mining. It is separated from the ore minerals during concentration; often consists of quartz-calcite-pyrite

Geochemistryis a branch of geology that focuses on the chemical composition of Earth materials

GISGeographic Information System – refers to a type of computerised set of data that can be processed to reveal target and other information

Gneissrefers to banded rocks derived by deformation and metamorphism of other rocks

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Golden Mileis a geographic term referring to the zone in Kalgoorlie-Boulder (WA) in which numerous gold mines were established in the early part of the 20th century. It was one of the greatest concentrations of gold in the world

Gondwana/Gondwanalandrefers to the original “super-continental” assemblage of modern-day continents prior to their splitting into their present positions

Gossanrefers to an oxidised sulphide rich rock generally occurring at or near the surface; it is composed primarily of goethite (hydrated iron oxide)

Granitoidsrefers to a broad group of medium to coarse grained quartz-feldspar rich igneous rocks of the granite suite

Granuliterefers to metamorphic rocks that formed under very high pressure and temperature conditions

Greenstone Beltrefers to supracrustal belts of volcanic and sedimentary rocks, generally of Archaean age

Greywackeis an old rock name that has been variously defined but is now generally applied to a dark gray, firmly indurated, coarse-grained sandstone that consists of poorly sorted, angular to subangular grains of quartz and feldspar, with a variety of rock and mineral fragments embedded in a compact clayey matrix having the general composition of slate

Ground-magnetometryrefers to a magnetic field survey in which data is collected by a hand-held instrument

IP (Induced Polarisation) Surveyrefers to an electrical geophysical technique designed to discriminate the electrical properties of rock and thereby in some cases detect sulphide minerals

Inferred, Indicated & Measured Mineral Resourcesare categories of resources defined by the JORC Code

Information Memorandummeans this Information Memorandum which the Company has prepared

Intercalationmeans inter-layered

Intrusion” and “Intrusive Complexrefer to bodies of magma which have been emplaced and crystallised in the Earth’s crust

Jasperoidaldescribes hard, very fine-grained rocks consisting of silica and reddish iron oxides (haematite); jasperoids are associated with hot mineralising (hydrothermal) fluids and are often the residual caps over hydrothermal veins

JORCmeans the Joint Ore Reserves Committee of the Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and the Minerals Council of Australia

Komatiiticdescribes magnesium-rich ultramafic volcanic rock of high temperature origin

Lateriteis a hard ferruginous duricrust that generally forms the upper part of an in-situ weathering profile

Leacheddescribes rock or soil that has had soluble constituents removed by moving groundwater or hydrothermal fluids

Lithologicrefers to the compositional and textural characteristics of a rock

Maficrefers to the compositional and textural characteristics of a rock describes rocks that have high iron and magnesium contents and are usually dark coloured; equates with “basic” in the geologic sense

Magmawhen used in a geological context refers to molten rock

Metamorphismrefers to a process of mineral and textural transformations a rock undergoes when subjected to high temperatures and pressures

Metasomaticdescribes the chemical composition of rock that has been altered by interaction with fluids or the replacement of one mineral by another without melting

Mesozoicrefers to a geologic era, covering the period 255 to 65 million years ago

Migmatiterefers to a type of metamorphic rock that has been very strongly altered by metamorphism

MOGULmeans Mogul Resources Limited, incorporated in Western Australia on the 3 May 2007

Mississippi Valley Type (MVT)is a model of lead-zinc sulphide mineralisation first described from the Mississippi Valley (USA); the deposits occur in limestone/dolomite formations in which up-welling lead, zinc (and other metal) bearing fluids are mixed with sulphur bearing fluids within the carbonate rocks

Myloniticdescribes zones of rock that have been pulverised by earth movements; continued pressures reconstitute the comminuted particles, to form competent layers/lenses parallel to the deformation plane

Optionsmeans options to acquire MOGUL Shares

Outcropis exposure of the bedrock

Peliticdescribes sedimentary rock composed of fine grains such as clay or mud; equivalent to latite

Petrologyrefers to the study of rocks

Phanerozoicrelates to the geological time period from 570 million years ago to the present

Precambrianrefers to a division of geological time which spans the period from the formation of the Earth to approximately 570 million years ago

Precipitationis the process of separating mineral constituents from a solution; e.g., by evaporation (such as halite or anhydrite) or by cooling of magma (to form an igneous rock)

Prospectivehaving potential to host mineralisation

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Proterozoicrefers to a division of geological time which spans the period 2,500 to approximately 570 million years ago

Psammiticdescribes sedimentary rocks of sand-sized particles’ equivalent to arenite

Pyriteis a sulphide mineral containing iron and sulphur with the formula FeS2

Pyrrhotiteis a sulphide mineral containing iron and sulphur with the formula FeS

Quartzis a mineral species composed of crystalline silica

Quartziterefers to a clastic sedimentary rock comprised almost entirely of quartz grains

Rare Earthsrefers to compounds of a group of 17 associated metals, rarely found in concentration, that have specific properties; they include lanthanum, cerium and yttrium

Regolithrefers to surficial materials deposited on the Earth’s surface by a variety of processes and weathered in-situ rock

Scheeliteis a various coloured mineral CaWO4, found in igneous rock and used as an ore of tungsten

Schistrefers to a type of rock displaying a platy habit due to shear- metamorphism

SEDEXis an acronym from sedimentary exhalative; refers to a group of mineral deposits (including MVT) in which copper, lead and zinc (et al) sulphides are formed from the intercalation of circulating metal-rich brines with sulphur bearing fluids in environments akin to that at Hamelin Pool (WA)

Sedimentaryrefers to rocks formed by deposition of particles carried by air, water or ice

Shearrefers to movement between two bodies of rocks characterised by a lack of fracturing

“Share” or “share”means a fully paid ordinary share in the capital of the Company

Silicateis a compound containing silicon, oxygen and a metal

Sinistralrefers to left-hand strike-slip offset or movement on a fault

Soil Surveyrefers to a geochemical sampling survey of surficial regolith materials

Sphaleriteis a zinc sulphide mineral; the most common ore mineral of zinc

Stratigraphyrefers to a sequence of rock units in time and their correlation in a spatial context

Stratigraphicis the study of rock strata, especially of their distribution deposition, and age

Stratiformmeans having the configuration of a layer or bed

Strikerefers to the intersection of the long dimension of a geological unit at a particular horizontal surface, usually the Earth’s surface. The term is also used to describe the general trend of a geological unit

Structuralmeans of, or pertaining to, rock deformation or to features that result from it

Sulphidesrefers to minerals consisting of a chemical combination of sulphur with a metal

Supracrustalrefers to rocks formed on a basement; greenstone belts formed in elongate basins over older granite basements

Tenementsmeans granted Reconnaissance Permits, Prospecting Licences and applications for these licences and leases

Telluridesare ores of the precious metals (chiefly gold) containing tellurium

Tholeiiticrefers to silica-oversaturated basalt which is iron-rich but magnesium-poor and are characterised by the presence of low-calcium pyroxenes. They are the typical basalts of continental masses

Thrustis a low angle fault structure resulting from compressional forces

Terrigenousis sediment that is derived from weathering of rocks exposed above sea level

Tuffaceousdescribes rock that is composed of pyroclastic materials ejected from a volcano

Tungstenis hard, brittle, white or gray metallic element, also known as wolfram

Turbiditedescribes a vertical sequence of sediments deposited by turbidity current

Ultramaficrefers to igneous rocks of low (<45%) silica content; iron and magnesium contents

VMSmeans “volcanogenic massive sulphide” and refers to a type of mineral deposit associated with volcanic processes

Wrench Faultingrefers to a fault with strike-slip movement

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5.1 SUMMARY

Mogul Resources Limited (Mogul) offers the investor an opportunity for exposure to the significant potential of the emerging Indian Resources Industry. Mogul has secured a number of early stage exploration projects located in Rajasthan, Karnataka and Andhra Pradesh covering an area of over 26,000km2 (granted and under application) in a number of geological environments, mineralisation styles and including several commodities.

In Rajasthan, Mogul’s three projects located in the Aravalli – Delhi Mobile Belt are prospective for a variety of mineralisation styles ranging from iron-oxide copper gold (IOCG) systems, sediment-hosted stratiform copper and lead/zinc deposits and volcanic-hosted massive sulphide (VHMS) deposits. The Geological Survey of India (GSI) recognises the Aravalli Supergroup of rocks in southern Rajasthan one of the geological provinces that hosts some of the major discoveries of copper, lead and zinc in India (GSI, 2010).

The Pali Project covering 1,018km2 (of which 417km2 is granted) includes the Sandarla and Punagarh Hill prospect areas. Exploration work by Mogul has defined hydrothermal alteration systems, particularly at Punagarh Hill, which appears to be associated with a structural feature. At Sandarla, broad spaced but systematic geochemical soil sampling has delineated an anomalous Pb-Cu-Au zone (1,200 by 1,200m in size), which remains open in both directions. Rock chip samples from old workings in the area have also returned high base metal assays (up to 62% Pb, 1.5% Zn, 3.4% Cu and 146 g/t Ag) and one shallow pit sample which assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb). These highly anomalous results have been followed up with large systematic soil geochemical programs over an area of 5.2 x 2.0km at Punagarh Hill and 1.2 x 1.6km at Sandarla. Mogul awaits results from the soil sampling program.

A hydrothermal system has been recognised along subtle trends and a main structure at the Pali Project with silica, jaspilite, epidote and sulphide alteration observed in historic stopes. Haematite/propylitic alteration with higher copper-silver-gold and lower zinc-barium chemistry at Sandarla and galena-barite mineralisation in the historic mines on Punagarh Hill lead Mogul to infer that an IOCG system could be present at Pali. SRK considers the Pali Project to have potential for the discovery of base metal mineralisation of an IOCG affinity.

The Ajmer Project is also granted and extends over 365km2 within the ‘Ajmer Basin’ which hosts a number of known lead-zinc (copper) deposits. The project area includes 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. Whilst it is not believed that the base metal deposits of the Ajmer district are syngenetic or stratiform they do appear to be related to reactive formations or structural sites. SRK considers the Ajmer project to be of moderate prospectivity for the discovery of high grade lead/zinc deposits.

The Alwar Project (under application) encompasses more than 100km strike of sediments in the northern Aravalli Ranges. In the western-most region of the Project are ferruginous sediments with “iron ore” localities associated with Ajabgarh and Alwar Groups carbonate and flysh sediments. These iron-rich units could represent sites of hydrothermal alteration of an IOCG style, as documented by other workers. There are several granite “domes” in the district and Tatarpur copper occurrence (just

outside the project area) lies on the nose of a fold overlying one such intrusion. Mogul’s data compilation, field reconnaissance and subsequent rock chip sampling with results of up to 16% Cu in the project area has led to the compilation of IOCG attributes that may occur in such mineralised sites at the Alwar Project. It is apparent from interpreting LANDSAT imagery that significant lineaments represent potential regional shears. SRK considers the Alwar Project to be of moderate prospectivity, with potential to host IOCG system.

Within the state of Karnataka, Mogul has applied for four project areas covering 17,493km2 that are prospective for Orogenic gold mineralisation styles, akin to the Yilgarn Craton of Western Australia.

At the Dharwar-Rennibenur Project (under application), the Company has applied for approximately 245 strike-km of potentially gold-bearing terrain, which is considered prospective for the style of gold mineralisation being targeted by Mogul. Recent explorers in the region have defined Resources (e.g. ~278 koz Au at Dhawar-Shimoga; ~88 koz Au at Mangalagatti; ~186 koz Au at Ganajur), further demonstrating the prospectivity of the area. SRK considers the Dharwar-Rennibenur Project to be of moderate to high prospectivity for the discovery of new gold mineralisation.

The Chitradurga – Chiknayakanhalli - Nagamangala Project (Nagamangala RP has been granted and two RPs under application) covers part of the Chitradurga Greenstone Belt, which hosts numerous Au and Cu prospects and mines. The application covers the historic G.R. Halli Cu-Au prospects, with mineralisation in the district considered to be hosted in narrow, persistent, and curvilinear sheared contacts between metasediment and metavolcanics. There has been little to no drilling to test the depth extensions of mineralisation that has been mined at shallower depths. At Chiknayakanhalli gold mineralisation is characterised in quartz veins and reefs cutting metavolcanics, and is also found in quartz veins localised in silicified and carbonated shear zones. Numerous individual shear zones have been identified in the area, and no modern day systematic exploration has occurred in the area. SRK considers the Chitradurga – Chiknayakanhalli - Nagamangala Project to be of moderate to high prospectivity to define further gold mineralisation.

The Amerashwar Project (under application) is potentially prospective for pegmatite hosted lithium deposits, although it is still at an early stage of exploration.

In Andhra Pradesh, Mogul has three applications (across 4,885km2), in areas that are at the earliest stage of exploration development for Cu, Pb and Zn. The Company has based their ground selection criteria on the fact that base metal sulphides are reportedly associated with calcareous and shaley units of the Cuddapah Basin. Essentially, the tenements represent conceptual MVT targets , where baseline data acquisition is required in order to better-define the potential of mineralisation styles in the area.

In summary, SRK considers that the portfolio of exploration assets offered by Mogul has moderate to high prospectivity potential for a variety of mineralisation styles and commodities. The projects are all early stage exploration targets, and as such are speculative in nature and have high exploration risk. Mogul is approaching the regions with new exploration concepts, based on their geological understanding of the regions, and with

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5

specific deposit models in mind. In many cases, there has been very limited previous exploration in the areas where Mogul is focusing, which represents a good opportunity for the Company. SRK considers the projects to be worthy of the exploration budgets proposed by Mogul, and the management of the Company has and will acquire the projects on the basis of sound geological concepts and exploration methods.

5.2 INTRODUCTION AND OVERVIEW

5.2.1 REGIONAL GEOLOGY OF INDIA

The geology of India is diverse, but may be divided into four broad zones as follows:

• In the south of the Country (south of a line extending from the Kathiawar Peninsula (Gujarat) to the delta of the Ganges River), the dominant feature is the Archaean Dharwar Craton, which is analogous to Western Australia’s Yilgarn Craton. It consists, primarily, of gneissic rocks (Peninsular Gneiss) and granitoids with only minor Proterozoic or Phanerozoic formations. Archaean rocks (Banded Gneissic Complex) also underlie the Aravalli Range in Western India and this area may actually constitute another, separate craton.

• Vast alluvial expanses of Quarternary age, representing the Ganges-Yamuna river system; this zone extends from the Pakistan border in the west to Bangladesh. Whilst of young age, this block-faulted zone is deep, and the broad, featureless plain is made up of non-indurated sediments several thousand metres thick. The alluvial plains of Rajasthan and Gujarat are of the equivalent age but are of different structure and are modified, hot desert, aeolian sands.

• The northern boundary of India is composed of the Himalayan Fold Belt. This extends in an arc from near Afghanistan to Burma. The belt is a result of the collision of the Indian Tectonic Plate with the Asian massif. The sediments range from Proterozoic to Tertiary age and contain granite and ophiolitic intrusions. A large section (1,300km) of this zone, comprising lower Proterozoic gneisses, extends from Assam southwards to Orissa and implies the extension of this basement under the Ganges alluvial system.

• The Cretaceous-Palaeocene aged tholeiitic flood basalts of the Deccan Traps which cover most of central India, i.e. the states of Maharashtra, Madhya Pradesh and Gujarat.

With respect to the Mogul’s intended exploration efforts for base and precious metals, the prime interest is in the rocks of the Archaean and Proterozoic systems. Mogul’s exploration interests are located in the States of Rajasthan, Karnataka and Andhra Pradesh. The Company are also monitoring opportunities in other States, as based on the Company’s experience, and the geological summaries outlined in Sections 5.2.1.1 and 5.2.1.2.

5.2.1.1 Archaean Districts and Metallogeny

The Dharwar Craton occupies a large area extending nearly 1,700km from central Orissa to Cape Cormorin at the southern tip of India. This area includes virtually all of the States of Karnataka, Kerala, Tamil Nadu and Andhra Pradesh (with only minor superimposed Phanerozoic formations) and about half the areas of Chattisgarh and Orissa states. Much of the Dharwar Craton appears to be composed of basal gneissic terrain (Peninsular Gneiss) and the charnockite/khondalite granulites; these are virtually non-productive zones, with respect to base and precious metals. Non-specific occurrences of copper and/or lead sulphides in quartz veins

within khondalite (Orissa) and charnockite (Tamil Nadu) are noted, but are not considered to be of economic significance.

Archaean supracrustal formations are composed primarily of phyllites and chlorite schists (derived from fine-grained sediment and mafic volcanic progenitors), and in Karnataka and Andhra Pradesh, are the hosts of significant gold production. Whilst gold production has come from greenstone belts as far apart and diverse as Hutti (metabasalt host), Gadag (metasediment host), Ramagiri (metasediments and minor volcanic hosts) and Kolar (metabasalt host), only the former is currently in production and only the latter can be considered “world class”. The structural and lithologic controls of gold mineralisation at Kolar are very similar to those in the Golden Mile district of Western Australia. The Archaean geology and mineralising styles should be similar in both areas; but, to date, the descriptions of Indian gold mineralisation has included high-grade vein types only with no mention of lode deposits or broad, metasomatic deposits such as Mt Charlotte, Meekatharra or Paddington, or mylonite hosted deposits such as Lancefield, Agnew or Big Bell (all in Western Australia).

Rock exposure in peninsular India is far greater than that which is prevalent in Western Australia, and hence the extents of the supracrustal formations are well defined with mapping. It seems that the system of geological mapping that has prevailed from colonial times to recently, has suppressed the interpretation of much of the supracrustal formations and their structural relationship with the basement.

It is apparent more research has been devoted to establishing the stratigraphy of these formations and relegating them to various post-Archaean periods rather than treating them as Archaean “Greenstone Belts” representing separate depositional basins. Numerous occurrences of base metals and gold are recorded throughout the range of the Craton, but it would appear many of these have not been developed because of a lack of systematic exploration utilizing modern concepts and technologies.

In western India, viz. Rajasthan, Archaean formations, which are not considered equivalent to the Dharwar SGp, form a northwest-to-northeast trending arc that is, in effect, a basement to the mountainous Aravalli Range. These rocks cover an area about 300km long and up to 130km wide and, collectively, are termed the Banded Gneissic Complex (BGC). Their metamorphic grade is high (granulite facies) and it is believed their proto-lithologies were flysch-type sediment with minor volumes of volcanic rocks; minor granitoids and gabbroic intrusions occur in the western quarter of the belt. These formations are not renowned as being prospective metal producers; however, such a concept has been overturned at Rampura-Agucha where recent, reconsidered, systematic exploration has resulted in the identification and development of a world class, high-grade zinc deposit [75.7 Mt Reserve (Proven and Probable) @ 14.2% Zn and 2% Pb; Vedanta Resources, 2010] in these high metamorphic grade rocks.

5.2.1.2 Proterozoic Districts and Metallogeny

A series of early to mid-Proterozoic fold belts lie adjacent, or overlap the craton in Rajasthan and probably represent progressive basin developments on the Archaean basement. The rocks in these belts are usually of low-to mid-metamorphic derivatives of clastic sediments and mafic volcanics (Aravalli SGp) and now appear as the mountainous features of the Aravalli Range. They are the usual hosts of lead-zinc sulphide deposits. Younger (mid Proterozoic) rocks of the North Delhi and South Delhi SGp also contribute hilly terrains in the Aravalli Range.

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

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Peculiarly, in the north (Jhunjhunun-Alwar Districts) they host copper and iron sulphides whilst in the south they are hosts to zinc-lead sulphide mineralisation. Once again, it is not clear how valid such a concept is; recently, a VMS deposit (copper-zinc) has been discovered in the southern area.

Many of the metal sulphide occurrences in the Aravalli Range (sensu lato) are, likely of small epigenetic vein types. However, the large, probably hydrothermal replacement deposits, are likely to have some structural and/or lithologic controls that conform to particular models, e.g. SEDEX, VMS or MVT. In the Udaipur region, numerous SEDEX lead-zinc deposits occur in the sub-basin (Rajpura-Dariba-Bethumbi). Whilst this model is reasonably well understood, potential for further discoveries and economic development perhaps lies in the understanding of the stratigraphy and its relation to structures. This concept does not appear to have been exercised in the North Delhi basin and in the Rajasthan-Gujarat region where metal occurrences have not been developed into significant deposits. This may be due to extensive alluvium and wind-blown sand cover in the North Delhi basin.

The Singhbhum District consists of lower Proterozoic phyllites, mica schists and amphibolites which are reminiscent of clastic (flysch) sediments and associated mafic and ultramafic volcanic and intrusive rocks. This sequence is of about the same age and style as the Delhi SGp of Rajasthan. However, in the Singhbhum District, these Proterozic rocks have been thrust over the Archaean sequence to the south. The arcuate thrust zone (known as the Copper Belt Thrust) extends roughly on an east-west trend than veers southwards at its eastern end. A shear zone extending north from the Orissa-Bihar border is adjacent to the Copper Belt Thrust and is probably related to it. The significance of the thrust zone is immense; most (approximately 35) copper occurrences in the region appear to be related to it, with the sulphide veins and disseminations generally hydrothermal replacements with mylonitic fabrics. The eastern zone of this district (in Orissa) is largely alluvium-covered, but, within bedrock exposures, copper and nickel minerals have been recorded by the Geological Survey of India (GSI). Komatiitic rocks have also been described from the region.

In Madhya Pradesh, approximately 140km southeast of Jabalpur, is the Malanjkhand copper mine, with a reported pre-mining Reserve of 221 Mt grading 1.35% copper. (Indo Gold, 2009) - it was considered the largest open pittable copper deposit in Asia. The Malanjkhand deposit lies at the northern extremity of the Dhawar Craton but itself is hosted by an early Proterozoic granodiorite. Chalcophyrite, pyrite, molybdenite and gold occur in sheeted quartz veins and as disseminations, and the deposit may be regarded as of porphyry copper model, much akin to Boddington in Western Australia (Mogul, 2010). In the same region are numerous copper occurrences hosted by clastic sediments and volcanic rocks, and there is a possibility that further porphyry-style deposits or skarn or replacement lodes will be found.

5.2.2 GEOLOGICAL MODELS OF ORE GENESIS

Mogul is undertaking exploration in different geological settings in India that are favourable for different styles of base and precious metal mineralisation. This section provides a brief overview of the geological models for ore genesis of different mineralisation systems, which Mogul is using as a basis for their proposed exploration programs. The main mineralisation styles that the Company are exploring for include iron oxide copper-gold, orogenic lode-gold, volcanic-hosted massive sulphide, sediment-hosted lead-zinc and sediment-hosted stratiform copper.

5.2.2.1 Iron Oxide Copper-Gold Deposits

Iron oxide copper-gold (IOCG) deposits represent a class of loosely related deposits which have some common elements. Recent research highlights the diverse styles of mineralisation within this deposit class, which are generally characterised by multi-element (copper, gold, uranium, rare earth element - REE) mineralisation associated with strong magnetite and haematite alteration of volcanic and plutonic rocks by iron-rich hydrothermal fluids. They often show strong structural control and are directly associated with extensional tectonic environments (Hitzman, 2000). Deposit examples of this class include Olympic Dam, Ernst Henry and Prominent Hill deposit in Australia. A range of IOCG and iron sulphide copper-gold deposits have also been described by Knight et al (2002) from the Khetri, Alwar and Lalsot-Khankhera Copper Belts located in Rajasthan and Haryana States in India.

The depth of formation of IOCG deposits ranges from 10-15km to near-surface, and the hydrothermal alteration styles associated with the mineralisation appears to be strongly influenced by the depth of formation. They are typically interpreted to high temperature, anorogenic felsic to intermediate plutonic rocks (A-type granitoids) of alkaline affinity (Kerrich et al., 2000; Budd, 2006) (See Figure 5-2-2). Fluid flow in the majority of IOCG systems is thought to result from large-scale hydrothermal systems initiated by major intrusive systems (Hitzman, 2000). IOCG alteration systems around known deposits are very large and contain some barren satellite mineralised systems (e.g. Ernest Henry district). In some terranes, the ore-grade economic mineralisation (i.e. Prominent Hill) is quite small relative to the broader-scale alteration envelope. This presents a challenge for locating high-grade mineralised portions within the larger system.

There are four important features used in exploration of IOCG-style deposits; 1) A major geothermal event involving either intrusive or volcanic activity - in Australia, mid-Proterozoic volcanic centres are considered important, 2) Widespread pervasive iron-rich alteration, 3) Copper, gold, uranium/REE geochemical anomalism and 4) Regional faulting contemporaneous with the thermal event. This mineralisation model may be applicable to Mogul’s Alwar and Rennibenur project areas in Rajasthan.

5

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5

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).

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

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5.2.2.2 Orogenic Gold Deposits

Orogenic gold deposits (re-classified from “Mesothermal lode gold” by Groves et al., 1998) are associated with regionally metamorphosed terranes of all ages (Archaean to Present, cf. Goldfarb et al., 2001). Ores were formed during compressional to transpressional deformation processes in accretionary and collisional orogens (See Figure 5-2-3). Subduction-related thermal events initiate and drive long distance hydrothermal fluid migration, with the resulting gold-bearing quartz veins being emplaced from 15-20km to the near surface environment. Pervasive wall-rock alteration and mineralisation often accompanies gold-bearing veins.

There is a strong structural control of mineralisation at a variety of scales for these deposits. They are generally sited in second or third order structures, most commonly near large-scale structures. Although the controlling structures are commonly ductile to brittle in nature, they are highly variable in type.

Mineralised structures have small syn and post-mineralisation displacements, but the gold deposits commonly have extensive down-plunge continuity (hundreds of metres to kilometres). Extreme pressure fluctuations leading to cyclic fault-valve behaviour result in flat-lying extensional veins and mutually crosscutting steep fault veins that characterize many deposits. Complexity due to over-printing of mineralisation styles is possible (i.e. mesothermal overprinted by epithermal and porphyry). However, the gold-bearing epithermal vein and porphyry systems are typically located in different crustal regimes in the orogen (i.e. upper 2-5km of the crust), and form in extensional environments in response to the emplacement of predominantly I-type granitic intrusive rock (e.g. during post-orogenic collapse/extension; Figure 5-2-3B).

Such complexity and potentially voluminous mineralisation in this setting is an advantage with respect to exploration on the ground held by Mogul.

5.2.2.3 Volcanic-Hosted Massive Sulphide Deposits

Volcanic-hosted Massive Sulphide deposits (VHMS) form a major part of the world’s Reserves of copper, lead and zinc, as well as being producers of gold and silver (Large et al., 2005). Over 700 terrestrial (land based) VHMS have already been identified around the world. These deposits occur in rocks that range in

age from the Archaean through to the Cainozoic, with notable examples being the deposits of the Iberian Pyrite Belt, Kidd Creek and Noranda in Canada and Kuroko in Japan. Large et al. (2005) noted the features common to VHMS deposits:

• Deposits are hosted in volcanic or volcano-sedimentary successions originally deposited under water.

• Mineralisation is broadly the same age as the host succession.

• The host rocks vary from coherent to clastic volcanic or sedimentary facies and range in composition from basalt through andesite and dacite to rhyolite.

• Most deposits are hosted in thin volcaniclastic units (less than 100m thick) between major volcanic formations.

• The economic parts of the deposits typically comprise massive sulphide minerals, greater than 80% by volume. The principal sulphides are pyrite, sphalerite, chalcopyrite and galena.

• Massive sulphide lenses are commonly, but not always, aligned parallel to volcanic strata.

• Stringer (or stockwork) sulphide zones commonly underlie the massive sulphides and may contain economic Cu grades.

• Metal contents and metal ratios vary considerably. Deposits may be Cu-rich, Au-rich, Cu-Zn-rich or polymetallic (Cu-Zn-Pb-Ag-Au) types.

• Ore metals within sulphide deposits are typically vertically zoned, from Cu at the stratigraphic base to Zn, Pb, Ag, Au and Ba towards the top. However, there are many exceptions to this zonation pattern.

VHMS deposits can further be subdivided into three end member deposit styles, based on morphology (Large, 1992). These are:

• Lens and blanket deposits have a low aspect ratio with a dominant zinc-rich massive sulphide lens and subordinate stringer zone.

• Mound deposits have a high aspect ratio, narrow and elongate massive sulphide with a well developed stringer zone.

• Pipe and stringer deposits have cross-cutting massive sulphide pyrite-chalcopyrite pipe or stringer zones with little or no stratiform Zn rich sulphide lenses.

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

AreaDominant

deposits typeNumber of Deposits

Average Grade and Tonnage

Cu% Zn% Pb%Ag

ppmAu

ppmMt

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 domain tends to be “spatially clustered with multiple deposits forming within a single stratigraphic interval” (Large, 1992). Table 2-1 shows that VHMS deposits commonly form in clusters, within a mining camp or mineral field comprising perhaps ten or twenty deposits of 5 to 10 million tonnes (Mt). The localisation of VHMS deposits at the prospect scale is strongly linked to the distribution of syn-volcanic extension faults. These extension faults are active during the formation of the deposits and create the permeability required to allow transport of the upward-migrating metal-rich fluids to reach either the sea floor or the immediate sub-sea floor porous environments.

The widely accepted genetic model for the formation of a VHMS deposit is based on the convection of seawater into an active submarine spreading ridge where it undergoes heating and subsequently leaches metals from the underlying volcanic stratigraphy through which it passes.

The circulating fluid may also mix with and entrain magmatic fluids sourced from crystallising sub-volcanic intrusions. Finally, the hot-metal-laden reduced hydrothermal fluid is expelled onto or immediately below the sea floor surface, at the spreading ridge, where it cools via mixing with oxidised seawater and precipitates sulphides, sulphates and Fe-oxide minerals. Detail of this process is displayed in Figure 5-2-4.

In general, VHMS deposits are commonly formed on the sea floor near plate margins in either:

• Divergent plate margins such as mid-ocean ridge spreading centres or spreading back arc basins.

• Convergent plate margins such as island arcs or continental margins.

• Intra-plate oceanic islands.

The current understanding of the geological setting in the Rajasthan district is similar to that described for VHMS systems globally, particularly in regards to the occurrence of prospective oceanic volcanic rocks. Ore textures within the lodes, and the broad geometry of the overall lodes, are also representative of those in other VHMS systems.

5.2.2.4 Sediment-Hosted Stratiform Copper Deposits

Sediment-hosted stratiform copper deposits result from the movement of oxidised, copper-rich fluids across a reduction front, causing the precipitation of copper sulphides (Hitzman et al., 2010). This style of deposit only occurs in rocks from the early Paleoproterozoic to Tertiary, with major examples including the Paleoproterozoic Kodaro-Udokan basin in Siberia, the Neoproterozoic Katangan basin in south-central Africa and the Permian Zechstein basin in northern Europe. This deposit-type is expressed by thin sulphide-rich zones (less than 30m thick and frequently less than 3m thick) peneconcordant with the lithology (Hitzman et al., 2010).

The typical basin architecture appropriate to the generation of a sizeable sediment-hosted stratiform copper deposit is exemplified in Figure 5-2-5 (Hitzman et al., 2010). The sedimentary sequence of the basin plays an important role in the movement of basinal fluids. Oxidised rock masses are a necessary component of a basin prospective to hosting a sedimentary copper deposit, as they are able to buffer the basinal fluids to an oxidised state, and also act as the primary source of copper. The occurrence of copper mineralisation is possible throughout the life of the basin, from early diagenesis to basin inversion and metamorphism. The most sizable deposits had lengthy mineralisation periods, of over 100 million years, indicating relatively inactive tectonic stages (Hitzman et al., 2010).

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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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5

Critical factors influencing the formation of a sediment-hosted stratiform copper deposit are detailed as:

• Oxidised metal source beds.

• Metal traps (in the form of reduced facies).

• Saline brines capable of leaching and carrying metals.

Deposits with the greatest mineral wealth are formed from basins able to confine mineralised fluids to the oxidised source beds, and limit expulsion via focused pathways (Hitzman et al., 2010). The host rock sequences which commonly allow for these processes are rift basins; however, deposits may form in a locality where basin fluids move throughout highly oxidised rocks and become copper-rich. The copper is interpreted as precipitated upon contact with a reductant (Hitzman et al., 2010).

The most favourable conditions lending to the formation of a sediment-hosted stratiform copper deposit are found in the Permian and Neoproterozoic tectonic frameworks. While this is the case for deposits discovered thus far, these tectonic conditions existed earlier in the Proterozoic, analogous to Mogul’s prospective ground of Meso-Proterozoic age in Rajasthan (Deb et al., 2001).

5.2.2.5 Sediment-Hosted Lead-Zinc Deposits

Sediment-hosted Lead-Zinc deposits not only contain the largest Resources of lead and zinc in the world, but also yield the greatest production (Leach et al., 2005). This diverse deposit style is broken into two categories, sedimentary exhalative (SEDEX) deposits and the Mississippi Valley-type (MVT). The most significant Paleoproterozoic passive-margin Sediment-hosted Lead-Zinc deposits are found in India (such as Rampura-Rajasthan), and formed approximately 1.85 to 1.80 Ga (Leach et al. 2010).

Sediment-hosted Lead-Zinc deposits are hosted in carbonate

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

and siliciclastic rocks which have no genetic association with igneous activity (Leach et al., 2010). The primary distinction between the subtypes, SEDEX and MVT, is the copper content, with SEDEX deposits reporting copper, and MVT deposits containing only minor amounts (Leach et al., 2005). However, the distinction of metal character between the two deposit styles is relatively small in nature, and the most significant difference proves to be their depositional environment, or tectonic settings.

MVT deposits most frequently occur in Phanerozoic carbonate platforms, often in passive-margin tectonic settings (See Figure 5-2-6), while SEDEX deposits are formed in intracontinental or failed rifts, and rifted continental margins (Leach et al. 2005, 2010).

The maximum abundance of MVT deposits occurs in the Devonian to Permian, with a second important phase from the Cretaceous to the Tertiary (Leach et al., 2005). The timing of MVT deposits forming roughly correlates with major contractional events in the Phanerozoic (Leach et al., 2010).

The dominant characteristics of MVT deposits are outlined by Leach et al. (2005), and summarised here:

• Epigenetic and not associated with igneous activity.

• Hosted mainly by dolostone and limestone, rarely found in sandstone.

• Occur in platform carbonate sequences at the flanks of basins or foreland thrust belts.

• Dominant ore minerals are sphalerite, galena, pyrite, marcasites, dolomite and calcite, with trace amounts of barite and rare fluorite.

• Commonly stratabound and occur in large districts.

• Important ore controls include faults and fractures,

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dissolution collapse breccias and lithological transitions.

• Sulphides are coarsely crystalline to fine-grained, massive to disseminated.

• Sulphides occur mainly as replacement of carbonate rocks and to an extent open-space fill; and

• Alteration comprises dolomitization, host-rock dissolution and brecciation.

SEDEX deposits are widely distributed throughout the world, frequently occurring in Proterozoic and Phanerozoic rocks. Their key features are presented by Leach et al. (2005, 2010) as described below:

• Tabular deposits of lead, zinc, often silver, containing laminated stratiform mineralisation.

• Hosted in shale, carbonate, or clastic-dominated sedimentary sequences.

• Very rare and minor occurrences of spatial or genetically related igneous rocks to the mineralisation.

• Often formed in continental rifts, sag basins and passive margin environments.

The best constrained period of SEDEX-type mineralisation in India, within in a passive margin environment, is between 1.85 to 1.80 Ga, the first significant occurrence of such deposits in the Paleoproterozoic (Leach et al., 2010, Deb & Thorpe, 2004).

5.3. RAJASTHAN PROJECTS

5.3.1 GEOLOGICAL SETTING

The state of Rajasthan is located in western India, roughly between latitudes 24N and 30N. The north-western half is largely covered by Quaternary unconsolidated, terrestrial sediments. In the far west, a series of Phanerozoic sediments occur through the desert sands, but most of the region reveals the underlying mid-to late Proterozoic gneisses and felsic plutonic rocks in small and isolated outcrops.

Basement rocks in the region comprise high, to very high-grade metamorphic units derived from basic igneous, sedimentary and felsic plutonic antecedents. The term “Mangalwar Complex” has been applied to amphibolite facies rocks east of the Delwara lineament whilst the term “Sandmata Complex” is reserved for granulites west of the lineament. The differentiation of the two complexes, which probably represent rocks from different crustal levels, is not particularly significant with respect to mineral exploration as it can be demonstrated from similar terrains around the world that sulphide mineralisation can be found in either metamorphic regime. However, mafic igneous rocks from Archaean terrains are usually more productive for gold, copper and similar minerals.

The Proterozoic rocks of the Aravalli Range were deposited in 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

5

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

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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 estimate of the Aravalli sequence. The upper age limit of the Aravalli rocks is not so clear; a date from remobilised Sandmata granulites developed during the closure of the rifts is given at 1.65 Ga. This age-range is at the upper end of the world wide metallogenic period for SEDEX Pb-Zn deposits.

The Aravalli sequence extends in an arcuate pattern for approximately 450km from the southeast extremity of the State to near Jaipur. The thickest part of the basinal sequence is in the Udaipur region, and includes most of the base metal deposits. The progressive development of the basins led to a variety of sedimentary facies, and in general it is accepted that two belts developed along the long-axis of the rift, being 1. The eastern zone with a shelf sequence and dominant carbonate formations; and 2. The western zone e.g. Bhilwara, containing deep water facies rocks dominated by pelites and arenites, and virtually no carbonate units. Of particular note are the occurrences of relict stromatolite mats and phosphorite beds suggestive of shallow basins and sabka environments.

With the closure of the rift the sequence experienced several phases of folding and shearing with associated metamorphism. In the central region, e.g. Rampura-Agucha mine, metamorphism reached amphibolite-granulite facies. Rocks are now represented by marble, phyllite and quartz-sillimanite gneiss with both basin sediments and basement units being incorporated into the deformation.

5.3.2 MINERALISATION

Rajasthan is well-endowed with mineral wealth and there is a “culture of mining” within the State. The extractive minerals industry, in particular decorative dimension stone, is well developed in the region of the Aravalli Range. In relation to India’s base metals production, the GSI recognises the Aravalli Supergroup of rocks in southern Rajasthan one of the geological provinces that hosts some of the major discoveries of copper, lead and zinc in India’ (GSI, 2010).

Most of the major mining operations in the State have been developed on ancient mine sites. The presence of extensive mine workings, debris, slag, retorts and their associated urban development’s, can be found at Zawar, Rajpura-Dariba, Rampura-Agucha and Khetri. Ancient mine openings in the form of open stopes, shafts, declines and galleries are visible on the hills around Zawar and Dariba. There are more obvious records of these operations from historical times (16th century CE). However, most mining operations had ceased by the latter part of the 19th century.

Exploration and drilling of various resources has been undertaken by the GSI from the 1950s. Both Rampura Agucha and Rajpura Dariba have zinc-lead ore of SEDEX style and have realised large deposits following recent (1978-1983) exploration around ancient mine areas.

However, it was only in 2005 that, Rampura Agucha was found 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, 2003). This deposit is now being mined by the now privatised Hindustan Zinc Limited (HZL). HZL is owned by London listed Vedanta Resources plc.

During the past two decades, the prospect of developing mineral deposits of economic significance in the Aravalli-Delhi fold belt has led to increased research into the stratigraphy and

paragenesis of the region, as well as the direct exploration for metal deposits. The most recent geologic models describe the fold-belt to consist predominantly of the BGC with numerous superimposed, largely isolated relicts of Aravalli Group and Delhi Group (Proterozoic) sedimentary basins (Mogul Information Memorandum (IM), 2010). The base metal mineralisation occurs along several belts in rocks of the Aravalli and Delhi Super groups and in pre-Aravalli rocks. Almost all the mineralised belts are confined to a terrane trending NE-SW over a strike length of 260km and a width of 60-90km between Lat.23° 45’ and 28° 10’ and Long. 72° 35’ and 77° 10’.

The styles of described sulphide mineralisation and their hosting lithologies have led to a range of models in a zoned pattern being proposed throughout the fold belt. The earliest mineralisation in the region is documented by the GSI as detrital gold in basal conglomerates. Mafic and ultramafic volcanism and intrusion was active in the early Proterozoic, as evidenced by amphibiolites and similar greenstone metavolcanic rocks in the southeast of the State, as well as in the far north. The Khetri copper belt, near Alwar was formerly grouped in the Upper Proterozoic North Delhi Group, but the recent dating of Khetri mineralisation by the GSI at 1.8 Ga has initiated a review of its temporal position. A SEDEX model is invoked for the copper mineralisation in the Khetri district, whilst that in the southern region (Delwara) has a VHMS signature. The polymetallic sulphide mineralisation in the Kishangarh-Ajmer district near the Srinagar township returned assays of up to 11% Cu over 2m in diamond drilling by the State Department of Mines and Geology.

Zinc-lead mineralisation is found in several “belts” or isolated basins in the Aravalli-Delhi fold belt. Mogul interpret that as basin development evolved (from 1.7 - 1.6Ga), the supply of metals to the hydrothermal systems became richer in lead, zinc and associated elements.

Within the basins such as Rajpura-Dariba, Rampura-Agucha, Pur-Banera, and Zawar, the intercalation of carbonate facies sediments with fine-grained clastic sediments provided a variety of environments for the precipitation of metals. The result being both stratiform, associated with carbonates (Rajpura-Dariba) or pelites (Pur-Banera), and replacement models (e.g. Mississippi Valley Type at Zawar) exist.

Notwithstanding the variety of mineralising models, an important feature of the Aravalli-Delhi Fold Belt is the high number and areal distribution of discrete sulphide deposits throughout much of its extent. Whilst exploration has been proceeding for a number of years, such work is incomplete and many deposits have not been fully tested. Rampura-Agucha is an exception, as the geological boundaries of the sulphide deposit have been defined to 75.7 Mt Reserve (Proven and Probable) @ 14.2% Zn and 2% Pb (Vedanta Resources, 2010). Other inventories vary from about 3.9 Mt @ 3.7% Zn at Zawar (Sterlite Industries, 2010) 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 grading 5.24% (Sterlite Industries, 2010).

5.3.3 PROJECT DESCRIPTIONS

Mogul has three project areas in Rajasthan comprising five RPs at Pali, Ajmer and Alwar (See Figure 5-3-1). In Rajasthan, Mogul has executed Deeds with the Rajasthan government for the grant of two (2) RPs, Pali and Ajmer. The Rajasthan projects, both granted and applied for cover a combined area of 4,353km2 and tenement 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

The Pali Project covers approximately 1,018km2 near the township of Pali (See Figure 5-3-2). The major tourist town of Jodhpur serviced by daily flights from Delhi is located only 60km to the NW. The area is semi-arid and is used for grazing and minor agriculture. Relief is mostly low; there are a few hills, Punagarh Hill, 12km ENE of Pali and rising some 200m above the plain, is the highest point. Access through the Project areas is good with numerous roads, often sealed, joining the villages.

Geologically, the area of the Project is dominated by a syncline (Bambolai Synform) of conformable basalts and clastic sediments of the Punagarh Group (mid to upper Proterozoic). These rocks are considered by various authors within the GSI as part of late South Delhi Supergroup (Sgp) or, as post dating the Delhi Orogeny. The syncline lies on top of (low grade) metamorphosed clastic sediments that are probably local basin equivalents to the Ajabgarh Group of the Alwar region. The Erinpura Granite is a widespread intrusion on the western side of the Aravalli Range but within the Pali Project, only a few small outcrops occur.

5.3.3.2 Ajmer

The Ajmer Project covering 365km2 occupies an area to the west and south of the major township of Ajmer in central Rajasthan (See Figure 5-3-3). The project area is serviced by a number of roads and is only 50km from the National Highway linking it to Delhi.

The “Ajmer Basin” is interpreted as a sub-basin of the Delhi Super Group and consists, primarily of late Proterozoic sediments equivalent to those of the Alwar and Ajabgarh Groups. The Kayar-Ghugra and Taragarh (Ajmer) lead-zinc (copper) deposits are located in quartzite and calc-silicate (flysch) formations. The base metal deposits are reportedly stratiform (but may be replacement).

An elongate, domal granitoid occupies the core of an anticline the limbs of which are composed of Ajabgarh Group rocks. There are at least four significant base metal occurrences peripheral to this granitoid (See Figure 5-3-3), (Mogul, 2010). The intrusion of such felsic igneous rocks is likely to be controlled by pre-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).

5.3.3.3 Alwar

The Alwar Project comprises three RP applications covering 2,970km2, two of which are contiguous (See Figure 3-4). The RP areas are, predominantly within Alwar District. The project is located two hours SE of Delhi and is accessible by the six lane National Highway.

The Alwar Hills immediately west of Alwar town are the northern extension of the Aravalli Range. In this region of Rajasthan, the complex stratigraphy may be summarised into three or four Groups. The basal Archaean-lower most Proterozoic gneisses and granitoids of the Bhilwara Supergroup crop out as small enclaves in the central-south zone of the project area. The Delhi Supergroup (Lower Proterozoic) comprises three groups: Raialo, Alwar and Ajabgarh, which have the same general geology but are divided largely by location. The rocks are mostly intercalated quartzites (in part rudaceous) and phyllites, with minor dolomites. Basic volcanic derivatives appear in the Raialo formations of the Baldeogarh anticline. Formations of carbonaceous schists and phyllites and ferruginous arenites occur within the Ajabgarh Group. A large part of the project area is covered by Quaternary alluvium and aeolian sands.

There are no operating base or precious metals mines in the Alwar Project area; however, the region is well endowed with iron, copper and gold occurrences according to the exploration work undertaken by the GSI. The Bhagoni deposit, in Ajabgarh Group -1 biotite-quartz schists, contains more than 5 Mt of 1% Cu, and the Kho-Dariba deposit, some 13km to the south, consists of 0.5 Mt of 2.5% Cu in Alwar Gp phyllites (See Figure 5-3-4). Within the project area, Mogul had identified over 10 “mineralised sites” from GSI publications. Also present are at least six “iron ore” occurrences and a “pyrite” deposit.

The mode and mineralisation of such “iron ore” deposits is not described; but, given their restricted size and the prevailing lithologies, it is probable these deposits are of a replacement type or IOCG type. It is interpreted that due to the gold and “iron ore” deposits occurring in all lithologies in all the stratigraphic groups, the deposits are likely to be structurally controlled rather than be of a stratigraphic (sedimentary) origin.

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

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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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Figure 5-3-4: Alwar geology and prospects

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

5.3.4 PREVIOUS EXPLORATION

The GSI is the primary agency which undertook mineral investigation in Rajasthan, ranging from geological mapping and sampling, to drilling. During the early 1990s, multinational companies (BHP, Anglo American, Rio, Phelps Dodge, Pasminco Exploration etc.) and Government owned Indian companies (Hindustan Zinc Ltd and Hindustan Copper Ltd) have carried out base metal exploration in Rajasthan with focus on specific areas such as Agucha, Dariba and Zawar for Pb-Zn, and Khetri for Cu.

5.3.4.1 Pali Project

In the Pali district, almost all the exploratory work has been carried out by GSI. Department of Mines and Geology (DMG), Rajasthan, has undertaken some exploratory drilling in the Chitar 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.

5.3.4.1.1 Kalabar- Jaitpura - Chitar

Kalabar is a massive sulphide prospect containing mainly iron sulphides together with significant amounts of Cu-Zn (Ag-Au-Se-Hg). There are two parallel gossan zones trending NNE-SSW. The western zone is 300m long and 15m wide and the eastern one, 250m apart is 60m long and 25m wide.

The two incipient gossan zones and minor old workings have been evaluated by geophysical, geochemical and geological mapping. Exploration work comprised geological mapping of an area of 0.75km2 on 1:1000 scale, 1,136m of drilling in eight drillholes and collection and subsequent interpretation of 220 surface geochemical samples from about 0.14km2 area. A summary of mineralised intervals intersected are presented i n Table 5-3-2.

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Table 5-3-2: Kalabar drilling intersections

Hole ID Depth (m) Mineralised Intervals

KBH-1

47.85 - 49.35

53.45 -60.95

1.5m @ 3.27% Zn, 0.60% Cu, 27 ppm Ag, 112 ppb Au

7.5m @ 6.43% Zn, 0.53% Cu, 26 ppm Ag, 117 ppb Au

KBH-2

65.37 - 70.02

74.20 - 74.60

4.65m @ 4.62% Zn, 0.23% Cu, 42 ppm Ag, 200 ppb Hg

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

KBH-8

126.40 -127.05

130.0 - 139.10

142.05 - 143.20

These 3 zones were comprised of sphalerite

(about 5% Zn in all the three zones), 0.20 to 0.40% Cu

5At Kalabar, follow up exploration included drilling of another five (5) drillholes. It established the stratiform nature of the massive sulphide ore body with a limited strike length of 300m with depth persistence over 100 m. The main sulphides are pyrite, pyrrhotite, sphalerite and chalcopyrite. In Jaitpura block, about 800m NE of the Kalabar prospect along the same strike, test drilling of the semi oxidized zone on a 70m x 40m pattern proved another small massive sulphide body (Mogul, 2010).

Chitar area is located 6km NE of the Kalabar-Jaitpura block where exploration during 1990 resulted in the identification of Zn-Cu defined mineralisation of 1.2 Mt averaging 6.76% Zn and 0.39% Cu (Mogul, 2010). The area was investigated by detailed mapping and wide space drilling in 1990. Mapping on 1:1,000 scale over 0.5km2 has outlined two NE-SW trending oxidized zones ranging thickness from 1 to 10 m. The area has been explored by DMG Rajasthan in the early seventies, who delineated “Indian ore reserves” of 260,000 t of 0.92% Cu over 350m strike length (Mogul, 2010).

5.3.4.1.2 Saran

Coincidence of prominent geochemical (Pb-Zn-Cu) anomalous zones with an extensive gossanised shear zone was apparently drill tested. Grab sampling and systematic grid sampling and mapping outlined a 1km long, strongly geochemically anomalous zone, just south of village Saran, within a 13km long NNE-SSW trending oxidized shear zone. Many of the samples analysed returned 1,000 ppm values both of Pb and Zn and over 500 ppm values of Cu, the Pb, Zn values (Mogul, 2010).

Drill testing of the gossan zone, carried out from 1988 to 1989 comprising 967m of drilling in 7 drillholes, returned disappointing results, with only pyrite-pyrrhotite dominated sulphides below the surface gossan intersected. The seventh hole drilled below small old workings along another extensive, oxidized fault parallel and NW to the Saran shear zone at village Kanthaliya, intersected a significant Cu-Zn zone confined within an amphibolite band.

5.3.4.1.3 Kanthaliya

Exposures of migmatites, granites and pegmatites under the veneer of soil characterise the Kanthaliya area. The stratigraphic status in the rocks has been assigned and equivalent to the Banded Gneissic Complex. A number of small gossans in metabasics and migmatites have been mapped by the GSI, with geochemical surveys having established the presence of Cu (0.23%), Zn (0.50%) content in the gossans.

5.3.4.1.4 Dhikan Block

In 2007-2008, large scale mapping on 1:10,000 scale, detailed mapping on 1:2000 scale, channel sampling, bed rock sampling at selected points and petrological sampling was completed. A ground geophysical survey of the area was also undertaken. Mapping indicated calc gneiss, biotite schist and quartzite belonging to the Sendra Formation of Kumbhalgarh Group of Delhi Supergroup and amphibolite and quartzo-feldpathic schist of Phulad Ophiolite Suite (POS). These rocks are intruded by amphibolite sills, ultramafic bodies, Sendra-Ambaji Granite (SA Granite), pegmatite and quartz veins of post-Delhi age.

The mineralisation in the block is indicated on the surface by a 1m to 8.5m wide NE-SW trending gossan zone intermittently exposed for about 1400m over an area of 2.5 x 3 m, and includes old working, mine dumps and a slag heap located at its northern end (Mogul, 2010). Small outcrops of the gossan are again observed about 700m northeast of the old working that extends for about 100 m.

A total of 243 samples have been collected from 20 trenches put across the entire 1,400m strike length of the main gossan. Fifteen (15) trenches were drawn across the main gossan zone SW of the old working, while 5 trenches across the gossan, observed in the northern part of the area. The analytical results of channel samples collected from the main gossan have an average width of 3 m, with 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).

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5.3.4.2 Ajmer Project

The GSI has reported several prospects/mineral occurrences in the Ajmer district. Several companies including BHP, Hindustan Zinc, MECL, Anglo American and Rio Tinto have also carried out exploration in Ajmer district.

Airborne geophysical surveys were carried out in this area of Rajasthan under “Operation Hard Rock” - the U.S aided collaboration project in 1967. A number of Electromagnetic (EM) anomalies were identified in Ajmer and surrounding areas, such as Ghugra, Madarpura, Kayar, Lohakhan and Pushkar. Ground truthing of these anomalies followed by integrated surveys involving geological mapping and geochemical surveys, were completed. These were followed by drilling, and resulted in the identification of significant zinc and lead mineralisation between Chaatri and Ghugra near Kayar village.

Diamond drilling in the Kayar area for a total of 21 boreholes (from KYR-1 to KYR-2l; 4,173 m) intersected significant and sizable zinc and lead mineralisation zone over a continuous strike length over 1km (See Figure 3-3). The mineralisation varies in width from 3m to more than 12 m, with semi-continuity up to a depth of 270 m, hosted in quartz mica schist. The main ore minerals are sphalerite, galena with sub-ordinate chalcopyrite. An estimate of mineralisation of 9.18 Mt at 10.6% Zn and 1.70% Pb was reported (Mogul, 2010).

5.3.4.3 Alwar Project

GSI has explored the Alwar district with geochemical and geological mapping, geophysical surveys and limited drilling. Work in the Nalladeshwar area has included large scale, geological mapping, detailed examination of old mines, slag / waste dumps, pitting and trenching, collection of 156 geochemical samples followed by approximately 274m of drilling. The mineralisation appears to be structurally controlled by bedding parallel shears distributed along a zone at the contact of quartzite unit with quartz-sericite. The geochemical sampling from the Nalladeshwar old mine area show significant concentration of copper in samples collected from the brecciated ferruginous quartzite unit.

In the Todi ka Bas area, a total of 1124m drilling was carried out during 2006 to 2008, and 714 core samples were collected and analysed (Mogul, 2010). The analytical results of borehole TBH-1 have indicated copper lodes of 10m cumulative thickness with copper results varying from 0.2% to 1.12%, and sporadic silver values varying from <5 ppm to 18 ppm . The results of borehole TBH-2 have outlined 14 Copper lodes ranging in thickness from 0.25m to 1.85m with values ranging from 0.007% to 0.83% Cu. These lodes occur between 214.55m and 378.20m downhole depth. The borehole TBH-3 was also positive but the copper lodes were thin and grades poor (0.1% Cu only).

5.3.5 MOGUL EXPLORATION

5.3.5.1 Pali Project

At Punagarh Hill and Sandarla (about 22km to NE), there are ancient mine workings generally consisting of shallow trenches and stopes. Galena was reportedly the prime mineral being extracted. A 102-sample systematic soil geochemistry program completed at Pali by Mogul (See Figure 5-3-6) during 2010 has been successful in that:

• It demonstrated that such an exploration method would be effective for a large scale soil geochemical program in the Pali district.

• It has delineated a zone of multi-element mineralisation at Sandarla of approximately 1,200m x 1,200m in size, which remains open in both directions (see Figure 5-3-2).

There are numerous old, small mine workings in this northern part of the Pali Project area. Individually, these strike at about 78-85° and are steeply dipping to the south. Rock chip samples from these old workings have returned high base metal assays (up to 62% Pb, 1.5% Zn and 0.36% Cu; Mogul, 2010). Silver was enriched (potentially in association with galena) the highest value being 146 ppm (Mogul, 2010), and gold weakly anomalous in general, but one sample (PR31) from a shallow pit assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb). Hematite alteration, ferruginous and lead staining (pyromorphite) were observed during the site visit by SRK (See Figure 5-3-7).

Punagarh Hill is a steep, conical feature rising about 200m above the plain. It is centred 12km ENE of the Pali town, and represents the second base metal prospect in the project area. The prevailing rock type in the Pali Project is a ferruginous fine-grained siliciclastic sediment (See Figure 5-3-8); it is not a “slate”, sensu stricto, as depicted on the Pali District geological map. The depth of cover (aeolian sand and soil) is not immense, but around Punagarh Hill, there is a “skirt” 3-500m wide of piedmont scree, which would affect any geochemical survey. Beneath the scree, there is a layer of pisolitic calcrete/pedogenic carbonate. It is interpreted that Punagarh Hill is a geomorphological relic due to the amount of silica/jaspilite alteration which rendered the zone resistant to erosion.

The 102 soil samples from Sandarla prospect were sufficient to carry out (informal) statistical analysis; it seems that thresholds of about 300 ppm for lead, 350 ppm zinc and 80 ppm for copper, exist. As expected, the anomalies, which are 35-50m wide, reflect the positions of the old workings (See Figure 5-3-9). The strike (of the old mine workings) extension do not align on a common horizon, but could define a corridor of mineralisation in excess of 1200m wide.

Significant results of rock chip sampling by Mogul are presented in Table 5-3-3.

5

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5

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

Sample No

Geological Description

East NorthAu Ag Ba Cu

Fe%

MnPb%

Zn Mo U

g/t g/t ppm ppm ppm ppm ppm ppm ppm ppm

PR010

Punagarh Hill, quartz

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

PR011

Punagarh Hill, quartz

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

PR012

Punagarh East, fault

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

PR015

Sandarla, old mine, Cu-

staining 354493 2871089 1.3 6 139 34,036 17.40% 592 0.7% 1,411 2.3 11.8

PR016

Sandarla, open pit,

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

PR017

Sandarla, epidote

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

PR018

Sandarla, old mine,

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

PR019

Sandarla, epidote

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

PR031

Sandarla North, gossan,

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 some 3.5km to the NE, lie in a 055° azimuth corridor that may be an important controlling structure for mineralisation in the area (Mogul, 2010). The lineament is clearly visible on the LANDSAT spectral imagery. Near the hills from which PR 12 and 13 were collected, are small outcrops of granitoid. These are attributed to the Erinpura Granite. They are obviously late-stage granitoids, and may be genetically related to the base metal mineralisation in the area, or have provided the heat source for the hydrothermal system.

PR 12 was collected from a sulphide-bearing shear (in a small quarry); the lead assay of 2.72% is most significant. Copper, zinc, silver and gold are in minor but anomalous concentrations. PR 13 is a float sample collected some 500m SE of PR 12; it is jaspilite with a superficial similarity to the Punagarh Hill lode material. Apart from lead (140 ppm), the base and precious metal assays are not anomalous. However, the iron and barium assays are high and similar to those of the Punagarh lodes.

A single soil-sampling traverse was completed by Mogul about 600m NNE of Punagarh Hill (beyond the range of scree from the

hill) during 2010, to test if the base metal mineralisation could be detected along strike from the old mine workings.

This work was completed prior to the formulation of the concepts of the NE structural corridor, and the complex lode formation. There were no obvious anomalous assays of barium, copper or zinc returned; however, two peaks of lead assays, of samples 300m apart, were noticed (max value 156 ppm; Mogul, 2010).

The highly anomalous soil and rock chip results, from Sandarla and Pungarh Hill prospects have been followed up with large systematic soil geochemical programs over areas of 5.2 x 2.0km at Punagarh Hill and 1.2 x 1.6km at Sandarla totalling 1,339 samples during March 2011 (See Figure 5-3-9). The soil sampling was undertaken on a 200m x 25m grid pattern at Sandarla and a 400m x 25m grid pattern at Punagarh Hill. Samples were collected from a depth 30 to 40 cm 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 (rotary air blast) drilling program at Pali Project during October/November 2011.

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5

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

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

5

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2

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

5

3

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5

1

32

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

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5

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

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5.3.5.2 Ajmer Project

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 his work, a number of prospects areas have been identified (See Figure 5-3-4), including:

• 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.

5

Figure 5-3-10: Sainpuri mine prospect 1. Copper stained quartzite and2. Jotri prospect – Hematite alteration and brecciated host rock

1

2

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

SampleNo

Geological Description East NorthAu Ag Ba Cu Fe Mn Pb Zn Mo U

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 7,098 593 2 2.7

5 Mogul has acquired two LANDSAT 7 ETM+ (15m resolution data) remote sensing scenes covering the Alwar Project area. Using band combinations of 7 5 3 and 7 4 2 to give maximum definition for structural and mineral alteration images have been produced for detailed regional geological interpretation.

This new structural and geological interpretation completed by one of the Company’s consultants has been captured in digital format in Mapinfo. Iron-rich units representing sites of hydrothermal alteration, several granite “domes” in the broader Alwar Project area, significant lineaments representing regional shears identified from detailed LANSAT data, field reconnaissance and subsequent rock chip sampling with results of up to 16.1% copper has led to the belief that Alwar Project contains ingredients for the potential to host IOCG deposits.

5.3.6 PROPOSED EXPLORATION AND BUDGET

5.3.6.1 Pali Project - Sandarla and Punagarh Hill

Preliminary reconnaissance and sampling of two prospect areas – Sandarla and Punagarh Hill gossan have led to the recognition of a hydrothermal alteration system along subtle trends, which will become more evident with the proposed exploration work program.

The Sandarla prospect lacks any transported material in its soil profile and Mogul’s preliminary soil survey has shown such methodology can reliably identify base metal mineralisation. The configuration of historic stoping, remnant alteration patches (silica, jaspilite, epidote, sulphides) and soil lead anomalism suggest the sulphide bodies strike (approximately) east-west in an echelon structures within an, as yet, undetermined regional structure.

The style of mineralisation at Sandarla is different from that at Punagarh; there may be replacement lodes at both localities but Sandarla has greater haematite/propylitic alteration with 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

these hills. Ferruginous staining (ex pyrite) in cherty quartz in the northern part of the structural corridor returned anomalous lead, copper, zinc and barium assays. Galena-barite mineralisation occurs in the historic mines on Punagarh Hill. Mogul has proposed an exploration program combining detailed geological mapping of the two prospects, and ground magnetics.

Ground magnetic survey should discriminate between structures, including suspected internal granitoids, rather than identify any discrete mineralised zone. At Sandarla, ground magnetics will be evaluated for geology and structure, initially over an area of approximately 1,600m x 2,800m. At Punagarh Hill, a ground magnetics survey area of approximately 3,200m x 6,400m will be completed.

These programs in conjunction with the very encouraging results from the first pass rock chips and soil sampling program and the yet to be received results from the follow soil geochemistry program is expected to lead to the formulation of drilling programs. The topography at Sandarla Prospect is quite amenable to RAB drilling and the geochemical drill targets will be tested as soon after the monsoon wet period as possible (October 2011). Targets in the agriculture-areas will have drill testing delayed until about November.

Mogul proposes that RAB drilling will be followed by RC (reverse circulation) and DD (diamond drilling) and has budgeted the drilling and assay costs for RAB to be $20/m for blade drilling to $25/m for hammer drilling, RC costs of $100/m and diamond drilling of $250/m for all of their proposed programs. For the minimum subscription Mogul has budgeted 7,000m of RAB, 5,000m of RC and 1,000m of diamond drilling, whilst for the Maximum Subscription 8,000m of RAB, 6,000m of RC and 2,000m of diamond drilling is planned.

Mogul’s proposed 2-year exploration program and budget is presented in Table 5-3-5.

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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

Tenement costs 2,500 3,000 2,500 4,000

Total 744,500 1,245,000 1,105,500 1,791,000

5.3.6.2 Ajmer Project

Mogul believes that opportunities exist for repetitions of the Kayar, Ghugera and Taragarh style of lead-zinc deposits in the region south and west of the Ajmer Granite encompassing an area of about 26 x 6km. Whilst it is not believed the base metal deposits of the Ajmer district are syngenetic or stratiform, Mogul infers that the deposits appear to be related to reactive formations or structural sites. Hence, geological mapping, with the aid of magnetics, will be essential for new geologic interpretations. Mogul intends to then survey favourable zones with soil geochemistry.

Therefore, the sequence of proposed exploration will be:

• Lithologic and structural mapping, 1:25,000 scale.

• Acquisition and reinterpretation of magnetics.

• Gossan search and prospecting.

• Soil geochemistry: 25m x 400m pattern of selected zones.

• RAB and RC drill testing of base metal anomalies.

Mogul’s proposed 2-year exploration budget is presented in Table 5-3-6. Mogul proposes that RAB drilling will be followed by RC (reverse circulation) and for the minimum subscription 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.

5

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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.

• Gossan search and reconnaissance in the far west and far south of the project area.

• 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.

5

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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

The Rajasthan Projects are distributed throughout the Aravalli Ranges, with specific project areas applied for in districts with demonstrated mineralisation of varying styles. The main styles of mineralisation that Mogul are targeting are base metals with possible gold credits, of IOCG, SEDEX and VMS types.

The Pali Project occurs in the south central part of the State immediately to the west of the Aravalli Ranges. Whilst some ancient mine workings are present, this area has had only very limited modern exploration. Mogul has interpreted the host rocks to be equivalent to the Ajabgarh Gp of the Delhi Fold Belt which, in the Alwar-Khetri region hosts significant base metal (copper) deposits. The age of the lead sulphide mineralisation at Punagarh Hill is similar to the copper sulphide mineralisation at Khetri. The shear (breccia) hosted, replacement style of sulphide mineralisation together with intense haematite, silica, epidote alteration and the suite of elevated concentrations of such elements as Cu, Pb, Zu, Au, Ag, Fe, Ba, Mo, U, suggest that the Pali deposits may be analogues of IOCG deposits.

In the immediate Sandarla Hill area within Mogul’s Pali Project, there are a number of ancient mine workings generally consisting of shallow trenches and stopes. Mogul has undertaken a 102-sample soil geochemical survey at Sandarla, and delineated a broad anomalous Pb, Ag, Cu, Au zone 1,200 x 1,200m in size, which remains open in both directions. Rock chip samples from 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 pit sample (PR031) which assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb).

At Punagarh Hill, the area is characterised by a hill composed of massive silica/jaspilite alteration, where Mogul has undertaken limited rock chip and soil sampling. The Company has identified a 055° striking corridor from LANDSAT 7 datasets, that it believes may be an important controlling structure for mineralisation in the area. Rock chip samples from a sulphide-bearing shear returned lead assays of 2.72%, with Cu, Zn, Ag and Au in anomalous concentrations.

At the Alwar Project in the north of the State, there are no operating base or precious metals mines; however, the region is well-endowed with iron and copper occurrences. Within the Project area itself, Mogul had identified some 14 ‘mineralised sites’ from GSI publications. In particular, Makroda and Jamranli have been included in IOCG types (Knight et al., 2002). These deposits are enriched in Ba, Ag, Au, Cu, Mo, REE, Bi and Te.

At Ajmer Project in the centre of Rajasthan, the GSI has reported several prospects and mineral occurrences, with several companies including BHP, Hindustan Zinc, Anglo American and Rio Tinto having carried out exploration in District. Within but excised from Mogul’s Project, historic diamond drilling in the Kayar area has intersected a significant Zn-Pb mineralisation zone over a continuous strike length over 1km, with an unclassified Resource of 9 Mt at grades over 10% and 1.5% Pb delineated by HZL.

It is clear that Mogul has carefully assembled a package of projects that demonstrate varying styles of mineralisation, and occur in districts with varying degrees of mining activity, historically.

The portfolio of projects, in SRK’s opinion, also represent a range 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).

As a general comment, the package of projects held by the Company have not been subjected to systematic exploration in the past. Apart from the Ajmer project area, most of the projects have not been subjected to any modern-day exploration, and remain untested.

In general, the Company has taken a regional approach to their ground selection and target areas. Prospective host rocks (e.g. carbonaceous and ferruginous flysch-type sediments at Alwar) have been used as a basis for ground selection, as opposed to the traditional methodology of submitting applications over areas with old workings. This demonstrates a fundamental understanding of the overall mineralisation systems in the districts targeted by Mogul, and indicates that the Company is committed to long-term exploration in the area, as based on a sound exploration hypothesis. The proposed exploration programmes are appropriate, given the early stage of development of the Projects.

5.4. KARNATAKA PROJECTS

5.4.1 GEOLOGICAL SETTING

Karnataka is a State in south India bounded by the Arabian Sea to the west and the States of Goa and Maharashtra to the north, Andhra Pradesh to the east and Tamil Nadu and Kerala to the south, lying between latitudes 12° and 17° north. Mogul has applied for nine (9) RPs and PLs in this State (See Figure 5-4-1).

In geological terms, a simplified stratigraphic sequence for Karnataka – Andhra Pradesh is presented in Table 4-1. The basement formations, with ages generally exceeding 3.1 billion years, include the charnockites and granitic migmatites and gneisses of the Eastern Ghat Group and Peninsular Gneiss, respectively. Intercalated with these units are schists and amphibolites (Surgar Group) including marble and ironstone formations. These are probably relics of older supracrustal basins. The basement rocks collectively form about 40% of the State, and are the sources for an extensive extractive minerals industry. However, they are generally lacking significant metallic deposits at this stage.

The later Archaean (2.7 Ga) supracrustal rocks are grouped into the Bababudan and Chitradurga Groups. These, along with the unassigned Eastern Greenstone Belts, constitute about 35% of the State and are considered equivalent to the greenstone belts of the Western Australian Yilgarn Craton, in terms of geological development. The Karnataka belts are oriented on north and northwesterly trends. The time-relationships of the two Groups is not clear, but the implication is that the Bababudan and most of the smaller greenstone belts, such as Kolar and Hutti, whilst being dominated by mafic volcanic units, are the older sequences. The Chitradurga Group is dominated by meta-sedimentary rocks, including carbonate and iron-rich facies.

Post Archaean rocks of Karnataka include a lower Proterozoic granitoid (Closepet Granite) whose batholiths extend almost the whole length of the state (600km). Upper Proterozoic sedimentary basins occur in the far north and are overlapped by the Cretaceous-aged Deccan Trap plateau basalts. Phanerozoic rocks are, virtually, absent from the State; a few large areas of Tertiary laterite occur in the Western Ghats and eastern areas of the Deccan Traps.

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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 -

Mid ProterozoicKaladji Supergroup (Karnataka)Cuddapah Supergroup (Andhra Pradesh)

Basins of probable coastal or terrigenous clastic sediments (dolomites) and volcanic/tuffaceous units

Mid-upper Proterozoic Felsic & mafic dykes and sills -

Lower Proterozoic Closepet Granite Extensive granite intrusion

Chitradurga Group

Supracrustals; greenstsone-amphibolite facies clastic sediments, mafic volcanic; carbonate sediments and ironstones. Basal conglomerate.

Unconformity -

Archaean or lower-most Proterozoic

Dharwar SupergroupBababudan Group

Supracrustal; amphibolitic-greenstone facies clastic sediments, mafic-felsic volcanic; ironstones, basal conglomerate

Non-conformity -

AchaeanSargur GroupPeninsular Gneiss Complex

Small ultramafic intrusive. Supracrustals Amphibolite facies sediments and volcanicsMigmatite, charnockite granitoids

5

The climate is of the State is decidedly subtropical with the hottest period in the months of April and May. Apart from the narrow coastal plain where it is very humid, the weather effects are ameliorated by the fringing Western Ghats – a range of hills up to 2,500m high. Such elevations cause the southwest monsoons to dump their moisture on the seaward side; up to 4,000 mm of rain annually, chiefly between June and September, supports dense forest in the hilly regions. In contrast, the Mysore Plateau, at elevations between 700m and 1,200m and occupying most of the state, is relatively dry (450-850 mm) with the wettest period resulting from the retreating north-western monsoons in September-October.

5.4.2 MINERALISATION

The economic mineral potential of Karnataka is developed principally on the iron and manganese deposits of the Bababudan formations (Mogul, 2010). There is evidence to show some of the oldest iron-ore workings (from 1200 BCE) occur in the Western Ghats and near Bellary. These two areas still produce high quality magnetite and haematite ores from a Bababudan volcanic sequence. Banded iron formations (BIF) 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

pyrite, pyrrhotite, arsenopyrite and chalcopyrite are present, as are tellurides and scheelite.

The Kolar developments extended more than 3,000m in depth, and during their life more than 28.5 Moz of gold were produced (B.P. Radhakrishra S.L.C. Curtis, Gold in India, GSI, 1999). More than 26 gold lodes are reported from the Kolar field, and because of the paucity of modern exploration / development, many of these are still likely to be highly prospective. The mines in the Hutti field are currently in operation. Since their discovery in 1887, about 1.6 Moz gold have been produced. The gold occurs in multiple quartz veins, steeply dipping in sheared tholeiitic basalts (Vasudev, 2009).

Karnataka is not renowned for base metals production, but several copper occurrences and ancient workings are to be found in the Chitradurga district (Vasudev, 2009). The Ingladhal Mine, which is the only operating base metal mine in the State, was developed on ancient workings. Reserves of more than 5 Mt with a copper grade of 0.81% have been developed to 450m depth (Vasudev, 2009). The hosting sulphidic unit has been traced for 3000m along strike, but the intensity of exploration away from the main workings is not known.

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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.

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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

Rennibenur 48/ APR/2010 26 Feb 2010 4,356

Mysore & Mandya 54/ APR/2010 19 Mar 2010 895

Amreshwar 14/ APR/2010 19 Apr 2010 7

Total 17,493

5.4.3.1 Dharwar - Rennibenur

Mogul’s Dharwar – Rennibenur Project comprises three RP applications in the Dharwar area, totalling 6,200km2. The Dharwar – Rennibenur Project covers a sedimentary sequence of Chitradurga Group rocks between Shimoga town and the Malprabha River, some 225km to the northwest. The RP applications lie immediately east of the Western Ghats in an area of sparse outcrop.

The majority of the underlying rocks are pelites with minor quartz-mica schists that have derived from greywacke-type sediments. Highly folded ironstones (BIFs) in the area are indicative of the intense deformation this region has undergone. Whilst the BIFs are generally regarded as products of ferruginous sedimentation, an alternative concept is that they represent replacement lodes in a highly sheared environment.

The structure of the region is of significance and was the prime influence for Mogul Resources lodging the RP application. The central axis of this sedimentary basin is described as a “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).

The Rennibenur RP application is continuous (to the south) with the Dharwar RP applications, thus adding a further 75km of strike of potentially gold-bearing terrain to the portfolio (See Figure 4-3). There are several GSI records of ancient gold workings within the Rennibenur RP, located 20-25km southeast of Haveri, ~25km south of Haveri, and 20km north of Shimoga.

The meta-graywacke sequence that dominates the Dharwar properties extends for a further 50km as far as the Tungabadra River. At this juncture the stratigraphy gives way to a sequence of mafic and felsic schists with intercalated carbonate “sediments”, ascribed to the Chitradurga Group and (older) Bababudan Group.

The lenses of banded ferruginous chert continue from Dharwar with the predominant north westerly trend, but near the greenstone belt, they trend east-west to southwest.

In this region (10-25km northwest of the town of Honnali), there are numerous small zones of rhyolite or rhyodacite porphyry that are in part, truncated by ironstone lenses.

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

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

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5.4.3.2 Chitradurga – Chiknayakanhalli - Nagamangala

The Chitradurga – Chiknayakanhalli - Nagamangala Project covers the “Chitradurga Greenstone Belt” which is a typical Archaean supercrustal formation, underlain by rocks of the Peninsula Gneiss Complex and locally intruded by younger (late-stage) granitoids (See Figure 4-4). The Chitradurga greenstone belt is an attenuated and complexly folded and sheared basin of clastic and minor carbonate sediments with intercalated mafic and felsic volcanic and banded ironstone formations (BIF). Older (Surgur Gp) amphibolites are thrust against Chitradurga Group sediment at the eastern margin of the belt. The thrust structure continues southward for a further 200km to the Mandhya District. Proterozoic granitoid intrusions (Closepet Granite) are observed near Chitradurga town.

The structural complexity of the belt is evidenced in the folding of the narrow BIF lenses that extend through the clastic sediments and basalts of the Chitradurga Gp. The iron-rich sediments constitute a small portion of the belt, and occur as spatially restricted ferruginous sediments. These iron-rich formations, as well as tholeiitic basalts are conceptually ideal hosts for gold mineralisation. Several ancient gold workings are reported by the GSI located adjacent to structures of these rocks, as well as within internal BIF and shears.

A major shear zone striking north northwesterly to northerly extends through the sequence about 5km east of Chitradurga. The structure’s full extent is not known, although Mogul believes it is possibly related to the Gadag gold district 140km to the north-west. The structure can be traced for over 30km through the Project area, and hosts several small workings which appear to not have had systemic modern exploration. There are several copper-lead (minor antimony-gold-silver) occurrences in this environment with the Ingladhal deposit (8km SE of Chitradurga) representing the most significant (GSI, 2010). This mine, which has been operating for more than 25 years, is near an ancient copper smelting site.

The Chiknayakanhalli RP area (2,025km2) is located approximately 5km southeast of the Chitradurga area, and ~20km west of the town of Tumkur (See Figure 5-4-4). As such, it includes about 60km 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

magnetite-(pyrrhotite)-silica similar to such deposits as Lancefield, Copperhead and Prohibition (Meekatharra) in the Western Australian goldfields.

The granted Nagamangala RP (See Figure 5-4-5) covers the supracrustal rocks in the Mandya region which are an extension of a belt that originates north of Chitradurga i.e. more than 200km to the north. The greenstone belt in this locality is attenuated and displays a higher metamorphic grade than further north. The belt appears to be intensely sheared with numerous BIF and “orthoquartzite” lenses present. However, the belt is not broad, even if it is continuous, being 3 - 6km wide.

There appears to be a greater proportion of ultrabasic rocks present. Whilst, various units are mapped as “amphibolites pyroxenites, dunites,” etc the recording of spinifex textures, pillows and magnesite suggests that some of the units, at least, are derived from high magnesium basalts or komatiites. A thick (~1km) continuous “iron stone” band in the centre of the greenstone belt is composed of grunerite, garnet, staurolite, quartz and mica and may represent a metamorphosed ferruginous pelite – but could also have derived from a basalt.

Several gold occurrences exist associated with shears in the basalts or at the contacts of amphibolites and ultramafic rocks.

5.4.3.3 Amareshwar

The Amareshwar Project, covering a rectangular block of 7km2, is in the north western region of Raichur District in the northern part of in the state of Karnataka. It is adjacent to the village of Amareshwar, which is located about 5km south of the Krishna River (See Figure 5-4-6).

The regional geology is dominated by granitoids and migmatites of the Peninsular Gneiss but in this locality there are small, folded supracrustal units that are associated with the nearby Hutti Greenstone Belt. The supracrustal rocks are described by the GSI as “amphibolites” with numerous banded ferruginous chert intercalations. In one section of the amphibolite, a zone ~250m by 2,500m contains numerous narrow lenses, sub parallel to the foliation, of spodumene bearing pegmatites. The lithium content of the pegmatites is reportedly ~4% Li2O (Naqvi, 1990).

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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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Figure 5-4 -5: Nagamangala geology and prospects

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5.4.4 PREVIOUS EXPLORATION

5.4.4.1 Dharwar-Rennibenur

The Dharwar-Rennibenur region contains a number of significant gold deposits, which were developed in historic times but, currently, there are no operating mines exploiting any of these deposits. In recent times the Chinmulgund deposit has been explored by GSI. (Madhusudhanan, R, et al.1991. Investigation for gold in Chinmulgund area, Dharwar district, Karrataka. Rec.Geol Surr.India, v.124). “Drilling exploration has indicated a total ore potential of 1.5 million tonnes having gold content of +3 glt”. This deposit occurs in folded BIF units within greywacke/angillite with an aggregated strike length of 3.5km Radhakrishna, in Gold in India (Geol. Soc. of India 1999) states: “The entire belt (Shimoga schist belt) requires reassessment analysing the full width of all lithologies to a depth of 300 m”.

Recent explorers in the region have defined a number of mineral resources (for example at Dhawar-Shimoga, Mangalagatti and at Ganajur – source Intierra database, 2011), further demonstrating the prospectivity of the area.

5.4.4.2 Chitradurga

Numerous prospects and mines have been identified in this area, and are described in more detail in Vasudev (2009). Details of development and exploration in regards to the more significant occurrences, are summarised below. Styles of mineralisation observed by SRK during the site visit are presented in Figure 5-4-7.

5.4.4.2.1 The old Ingaldhal copper mine

The mine is located ~8km south of the Chitradurga town (See Figure 4-4), where the central part of the Chitradurga Greenstone Belt is up to 40km wide. Encouraged by the results of drilling carried out by Karnataka State Department of Mines and Geology, Chitradurga Copper Company was formed in 1966 to mine the copper ores and produce copper concentrates. The initial copper Resource was placed at 1 million tonnes of an average grade of 1 % copper (Vasudev, 2009). A 240 tpd copper concentrate plant was commissioned in 1973, and thirteen (13) underground levels were developed over a strike length of 1,000 m.

The total Resources of all categories were estimated at 5.1 million tonnes at an average grade of 0.81% copper as at 31/3/1994 (GSIe, 1996). The strike continuity of the vein type copper mineralisation was established over a length of 3km (Vasudev, 2009). In 1984 HGML took over the copper mines and later converted the copper concentrator into a gold ore processing plant. The mine has produced 0.85 million tonnes of copper ore and 34,000 tonnes of copper concentrates until 1995 (Vasudev, 2009). The copper concentrate was reported to contain on average 25% copper, 4 g/t gold and silver 40 g/t (Vasudev, 2009).

Schistose metabasalt and associated volcaniclastics reportedly host rich but narrow copper lodes, with credits of gold, (1 to 2 g/t) and silver (3.8 to 14.8 g/t) (Vasudev, 2009). Based on the available data, mineralisation reportedly extends over a strike length of 5,000m with an average width of 200 m. There are also

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Figure 5-4-6: Amareshwar geology and prospects

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good indications of mineralisation, both to the north as well as to the south of the present mining area, extending over strike length of 30km.

5.4.4.2.2 G.R. Halli gold-silver prospects

The Chitradurga gold-sulphide zone is a 2.5km wide and 40km long area with old workings throughout the length of this zone. Over 10 gold and sulphide-gold bearing prospects and 15 other auriferous quartz veins have been identified and explored to various stages by State Department of Mines and Geology, GSI and HGML (Vasudev, 2009). Important mineralisation includes the G.R. Halli gold-silver prospect, C.K. Halli gold prospect and the Honnemardi gold prospect hosted in mylonitic granite and phyllites.

The G.R. Halli South Block prospect covers an area of 1.2km x 0.45km, where there are several sub-parallel gold-arsenopyrite-galena bearing quartz veins traversing carbonated metabasalt and phyllite (Vasudev, 2009). GSI has completed 2,360m of drilling in 18 drillholes in the prospect. Two zones of mineralisation have been delineated: Zone 1 mineralisation occurs in a lode, which is 1.96m wide with an average grade of 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

alteration within 10 centimetre wide quartz vein. D. Disseminated pyrite and arsenopyrite within silicified metavolcanic. E. Boudinaged quartz-carbonate vein within metabasalt. F. Millimetre-scale quartz-carbonate-sulphide vein.

The G.R. Halli Central Block prospect contains auriferous quartz veins within sheared, chloritised meta-basalt, and carbonaceous argillite greywacke. Detailed mapping and drilling in the prospect by GSI has reported two mineralised quartz veins, which extend over 510m and 260 m, respectively. The gold content of these veins average 6.06 g/t over 67 cm width and 332m strike length (Vasudev, 2009).

The abovementioned Au (Ag) lodes are reportedly narrow, persistent, and curvilinear and are thought to be emplaced along the sheared contact of metasediment (argillite/tuff) and metavolcanics. The sulphides are mainly pyrite, arsenopyrite, subordinate galena, sphalerite and rare stibnite (Vasudev, 2009).

Several complexly folded BIF bands and a number of argillite horizons with quartz vein have further been delineated in the area through large-scale mapping at 1:12,500 scale (Vasudev, 2009).

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1 2

3 4

5 6

Figure 5-4-7: Styles of mineralisation found in ore dumps around the Halli area

1. Disseminated pyrite and epidote alteration within metavolcanic.

2. Iron-carbonate alteration as selvage and disseminated 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.

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5.4.4.3 Chiknayakanhalli

As is the case for Chitradurga, numerous prospects and mines have been identified in this area, and are described in Vasudev (2009). Details of development and exploration in regards to the more significant occurrences are summarised below.

Ancient workings for gold are location ~2km ENE of Bellar a (See Figure 4-5). Gold is observed in quartz veins cutting metabasalt, with minor prospecting carried out by the Indian Mines Development Syndicate between 1902 and 1905 (Vasudev, 2009). Two quartz reefs, the Bellara Reef and the Tank Reef were located by sinking several shafts, although the results were not promising at the prevailing low price of gold in 1905, and work was suspended (Vasudev, 2009).

Mine dumps around the shafts contain visible particles of gold, and the mine was reopened in 1944 by the Mysore Geological Department, and the Tank Reef explored in two levels (Vasudev, 2009). In the eastern section, a few rich pockets of quartz reef carrying coarse gold were encountered, but the overall width of quartz reef and the grade proved to be poor and further work was stopped in 1954. About 4,000 tonnes were treated in a crude mill and 2,000 ozs (62kg) of gold recovered (Vasudev, 2009).

A belt of schists extending from Bellara in the south, to Annesidri in the north, shows sulphide facies BIF intercalated with volcanic rocks. A major shear zone marks the eastern margin of the Chitradurga schist belt, along which there are several mylonitic granitic masses, and indicates that the structural and geological setting is favourable for gold mineralisation. Drilling in the Tank 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 BG-10 (Vasudev, 2009). In addition, three more subparallel lodes were delineated based on drilling intersections, namely B, C, and D. These lodes range in length from 100m to 500m with widths varying from 0.3m to 1.50 m. Their Au content varied from <25 ppb to 0.24 g/t (Vasudev, 2009).

For the Bellara Reef, drilling intersected a 1.9m thick quartz vein within sheared metabasalt in drillhole BG-13, and returned 0.4 to 1.2 g/t Au over 1m (Vasudev, 2009). Mineralisation can be traced for 200m along strike, with a total of 2,955m drilled in the Bellara area and a total of 1,361 core samples collected from 15 drillholes (BG-1 to 15; Vasudev, 2009).

About 12km north of Bellara, the Ajjanahalli prospect is located along a N-S trending subsidiary shear zone sub-parallel to the main belt. Exploration by the Indian Mines Development Syndicate outlined a large sized “ore body” within sulphide facies iron formation assaying up to 13.6 g/t Au in different sections (Vasudev, 2009). Gold mineralisation is also found in quartz veins localised in silicified and carbonated shear zones. Ore minerals include pyrrhotite, arsenopyrite, and chalcopyrite, minor sphalerite and carbonaceous matter. At least six parallel mineralised bands in the iron formation have also been identified, with the overall width of the mineralised zone ~150m (Vasudev, 2009). A bulk sample of 200 tonnes assayed 6.8 g/t Au (Vasudev, 2009). This property has recently been taken over for development as an open pit mine by the Hutti Gold Mines Co Ltd. The mined ore will be transported for treatment at the mill at Ingaldhal near Chitradurga.

In 1993, Hutti Gold Mines started exploratory mining 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

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). Approximately 250m west of Ajjanahalli Central Block, five (5) parallel bands of tight isoclinally folded BIF is located, covering an area of 0.3km2. Gold was encountered between 34.4m to 227m vertical depth in drilling, with mineralisation located in sheared BIF and carbon phyllite, with quartz-carbonate veins carrying sulphides (Vasudev, 2009). The total strike length proved by the drilling was 760 m, with the thickness of mineralisation varying from 0.8 to 7.5 m.

5.4.5 MOGUL EXPLORATION

Mogul has not completed any exploration on the ground, however the company geologists and its consultants have undertaken numerous reconnaissance trips through Karanataka with a particular focus on its project areas. A large hardcopy dataset comprising GSI published 1:250,000 scale geological maps, reports by DMG and publications by the GSI have been acquired. Regional geological interpretations have been completed in Karnataka leading to the selection of the RP and PL application areas.

5.4.6 PROPOSED EXPLORATION AND BUDGET

5.4.6.1 Dharwar-Rennibenur Project

The Dharwar Craton comprises Archaean greenstone belts and granite gneiss basement similar to those of the Western Australian Yilgarn Craton. As such, Mogul anticipates similar gold mineralisation styles can be expected in both regions.

The three continuous Dharwar – Rennibenur RPs comprising the Project cover 245km of strike of largely, metasediments and minor mafic-to-felsic volcanics. The sedimentary rocks may be grouped as “greywackes” but, peculiarly, they have abundant iron-rich zones and extensive BIF lenses. The fabric and mineralogy of the BIF units suggest they were tectonically derived with associated sodium metasomatism. About 20-40km northwest of the town of Haveri there is a large expanse of ferruginous (pyritic) shale which is, possibly, also hydrothermally derived. The structural trends of the BIF lenses show uniform deviations in strike in the vicinity of the villages of Solarkoppa and Lakkikoppa. The axes of these “hinge zones”, is north eastwards. As yet, the relative ages of the structural deformation with respect to gold mineralisation, is not determined. However, ancient, shallow mine workings, which follow the trends of the iron stone foliation are scattered through the Ranibennur-Haveri region. Within this zone, a recent exploration program returned significant gold assays from channel sampling (3.8 g/t Au over 34 m).

In the southern zone of the project, near the town of Honnali, the geology changes somewhat with an increase in volcanism (dacite -tholeiite); rhyolites domes are local as are iron and manganese deposits (probably hydrothermal in origin). Southwest of Honnali are a group of defunct gold mines based on quartz reefs that extend over a strike of 6km.

This is a large block and systematic exploration would comprise:

1. Initially, reconnaissance prospecting will have to be carried out with rock chip sampling at an average of 1km intervals. Special attention will be placed on the “hinge zones” and pyritic greywacke areas. Laterite outcrops (which are not frequent in this region of the craton) will be sampled.

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2. Assay methods will be directed to identifying low concentrations of gold. Any anomalism will be followed up by second-pass rock chip sampling and, if appropriate, soil geochemistry.

3. Robust anomalies will subsequently be drill tested.

The southern region of Rennibenur RP, because of its different geology may be explored slightly differently.

• Geological mapping of the mine environs.

• Soil geochemistry of this zone.

• RAB and RC drilling of anomalous gold areas.

Mogul considers that this southern area because of its felsic and mafic volcanism may be prospective for base metal mineralisation of VMS style. In addition, the “iron-ore” localities need to be inspected; any gossans found would be analysed for suites of elements that indicate IOCG types of mineralisation.

Mogul’s proposed two-year exploration program for the Dharwar-Rennibenur Project is presented in Table 5-4-3. Mogul proposes that RAB drilling will be followed by RC drilling. For the minimum subscription Mogul has budgeted 2,500m of RAB drilling, whilst for the Maximum Subscription 3,000m of RAB and 1,000m of RC drilling is planned.

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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

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

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5.4.6.2 Chitradurga – Chiknayakanhalli - Nagamangala Project

Mogul’s Chitradurga – Chiknayakanhalli - Nagamangala Project cover a large part of the Chitradurga Greenstone Belt (CGB). This belt lies to the east of the Bababudan zone and its configuration, being long (360km from Gadag in the north to Mysore in the south) and narrow (<35km) wide, makes it more like greenstone belts (e.g. Wiluna-Leonora) in Western Australia. There is also a major structure (shear) that forms an eastern boundary of the CGB with the basal Peninsular Gneiss Complex (again, analogous with the Keith-Kilkenny Fault). This belt is of upper Archaean age and includes flysch-type sediments (some ferruginous) and carbonate members, abundant tholeiitic basalts and minor felsic volcanics.

There are numerous gold occurrences along the CGB – usually 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”.

Mogul’s exploration will include (in sequence):

• Geological reconnaissance and rock chip sampling – assaying for gold as well as suite of base metals and pathfinders.

• Follow-up infill rock chip sampling and soil geochemistry.

• Extensive ground magnetometry in the vicinity of interpreted shears.

• RAB and possibly RC drilling consequent to the identification of gold and/or base metal mineralisation.

Mogul’s proposed 2-year exploration program for Chitradurga – Chiknayakanhalli - Nagamangala Project is presented in Table 5-4-4 For the minimum subscription Mogul has budgeted 2,000m of RAB drilling, whilst for the Maximum Subscription 1,000m of RAB and 1,000m of RC drilling is planned.

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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

Computing, data management and plans - 6,000 7,000 8,000

Plant, Equipment and Consumables - 5,000 - 5,000

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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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

As is the case for Rajasthan, the Karnataka Projects are distributed throughout the State. Mogul is specifically targeting gold and base metals in this State, given the history of gold-copper production in the region.

At Dharwar - Rennibenur, the Company has applied for approximately 245 strike-km of potentially gold-bearing terrain, where the majority of the underlying rocks are pelites with minor quartz-mica schists that have derived from greywacke-type sediments. The sequence also includes prospective highly folded ironstones (BIFs) and basalts. The structure of the region is of significance, with the central axis of this sedimentary basin described as a “high strain zone”, which is prospective for the style of gold mineralisation (Orogenic-lode gold) being targeted by Mogul. Recent explorers in the region have defined a number of gold resources further demonstrating the prospectivity of the area.

At Chitradurga, the RP application covers part of the Chitradurga Greenstone Belt, which hosts numerous Au and Cu prospects and mines. The application covers the historic G.R. Halli Cu-Au prospects, which were mined periodically, but did not see any systematic modern day exploration. Mineralisation in the district is considered to be hosted in narrow, persistent, and curvilinear sheared contacts between metasediment and metavolcanics, but there has been little to no drilling to test the depth extensions of mineralisation that is being mined at shallower depths.

Similarly, at Chiknayakanhalli, mineralisation is characterised in quartz veins and reefs cutting metavolcanics. Gold mineralisation is also found in quartz veins localised in silicified and carbonated shear zones, with ore minerals including pyrrhotite, arsenopyrite, and chalcopyrite, minor sphalerite and carbonaceous matter. Numerous individual shear zones have been identified in the area, and range from hundreds of metres long and 0.5–2m wide, to deformed prospective BIFs many kilometres long. Again, as for Chitradurga, no modern day systematic exploration has occurred in the area, and there has been little effort employed in compiling the multitude of available mining data, into a concise database on which to base exploration targeting efforts.

At the southern end of the Chitradurga Greenstone Belt, the granted Nagamangala Project there is potential for shear zone and BIF hosted gold mineralisation.

In summary, Mogul has Karnataka projects are in areas which are highly prospective, given the long mining history in the region. None of the areas have seen systematic modern day exploration, and an opportunity exists for the Company to secure a footprint in a geological terrain similar to that of the Eastern Goldfields

in Western Australia. Mogul has extensive in-house experience in the mineralisation styles being targeted in Karnataka, and recognise the importance of compiling all available data quickly, in order to develop a concise database documenting the features and distribution of mineralisation in the district, so as to efficiently focus in on the most prospective target areas in the earliest stages of exploration.

5.5. ANDHRA PRADESH PROJECTS

5.5.1 GEOLOGICAL SETTING

The Dharwar Craton covers most of Andhra Pradesh, with plateaux of Peninsular Gneiss and Khondalite formations sloping gently to the coastal plain. Archaean supracrustal formations are less common than in Karnataka, with most greenstone belts being small and assigned by the GSI to the Eastern Greenstone Belts group comprising metamorphosed clastic and tuffaceous sediments and basalts.

Most of the greenstone belts have gold mineralisation, especially Ramagiri (north of the Kolar field) where the style of alteration and mineralisation is similar to that found in the Western Australian Archaean. The Nellore Schist Belt, lying immediately east of the Cuddapah Basin, is a large greenstone belt of 180km strike and the GSI consider it equivalent to the Bababudan Group. The Cuddapah Basin is interpreted as the southern end of an extensive mid-Proterozoic sequence of marine and terrigenous sediments and tuffs that extend somewhat discontinuously to the Ganges Basin. Mostly arenaceous and argillaceous sediments with subordinate limestone/dolomites of the Cuddapah SGp overlie basement gneisses and granitoids. These sediments are associated with diverse volcanic and intrusive igneous rocks. Minor occurrences of Deccan Trap Basalts and intratrappean sediments occur in the northwest of the state.

5.5.2 MINERALISATION

Base metal sulphides are reportedly associated with calcareous and shaley units of the Cuddapah Basin, and there is evidence of ancient mining in GSI records. Only limited, modern exploration appears to have been carried out, although the geological environment suggests that MVT deposits could be present.

5.5.3 PROJECT DESCRIPTIONS

Tenements applied for in Andhra Pradesh, of which there are three, cover an area greater than 4,882km2. Tenement names and details are presented in Table 5-5-1.

Table 5-5-1: List of Mogul tenements in Andhra Pradesh

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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

The Cuddapah Project comprising two RP Applications in Andhra Pradesh cover a total area of 4,882km2, and extend over 140km in a north-south trend in the eastern part of the Cuddapah Basin (See Figure 5-5-1). An application for a Prospecting Licence is included in the RP area. The Cuddapah project covers a large part of the southeast zone of the Cuddapah Basin, a large arcuate-shaped system, with the stratigraphy described nearby according to Table 5-5-2.

Table 5-5-2: Stratigraphic sequence proximal to Cuddapah

Age Group Comments

Upper Proterozoic Kurnool Group Shales and Limestone

Mid Proterozoic

Cuddapah Supergroup comprising:

Nallamalai GroupMostly arenaceous with minor shaley and calcareous units

Chitravati Group

Rudaceous-argillaceous sediments with minor tuffaceous units, basic flows and intrusion and minor carcareous units

Papagnhi GroupQuartzites, stromatolitic dolomite and minor shale

ArchaeanArchaean

Dharwar SupergroupPeninsular Gneiss Complex Greenstone Belt

5

5.5.4 PREVIOUS EXPLORATION

GSI explored Cuddapah districts with geochemical and geological mapping, geophysical surveys. Some of the work in specific areas is presented herein.

5.5.4.1 Zangamrajupalle area

Sparse disseminations of chalcopyrite and pyrite are present in the green slate lying immediately below the lower dolomite in the northern part of the area. Though sphalerite mineralisation is indicated in the upper cherty dolomite in the southern part of Hulurkonda block, it is reportedly poor.

Geological mapping was undertaken along the entire strike length of outcrop in the area, which extends ~4km, and is interpreted as the northward extension of the Zangamrajupalle block where lead-zinc mineralisation is known. Surface indications such as gossans and ancient workings are present in the area.

5.5.4.2 Varikunta Area

Geological mapping in the Varikunta area has revealed rock formations between Tadugu in the north, Akulanarayanapalle in the south, of shale/banded shale, siliceous dolomite, quartzite, carbonaceous shale, and dolomite. Large-scale mapping by the 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 old workings containing the following range of metal values: lead: 0.24 to 3.61%; zinc: 0.25 to 0.85%; copper: 0.27 to 0.63% (Mogul, 2010).

5.5.4.3 Kadri-Pulivendla and Jammalamadagu-Nandyal Areas

A part of the GSI regional geochemical mapping of the Lower Cuddapah Sub-basin on 1:63,360 scale, and regional geochemical sampling were taken up in one traverse line from south of Pulivendla to Nandyal. The lithological succession as studied along the traverse line include Archaean, Cuddapah Super Group and Kurnool Group of rocks. Volcanics show the evidences of barite mineralisation which occurs as vein type, and specks of chalcopyrite and pyrite are also noticed near 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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Figure 5-5-1: Cuddapah geology and prospects

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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

Proposed Exploration ExpenditureMinimum Subscription

A$5MMaximum Subscription

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 mineral exploration assets of Mogul that are the subject of this report offer the investor exploration exposure to a potentially large ground holding of moderate to highly prospective tenements across three states in India. The company is targeting a number of commodities and mineralisation styles and has granted tenements (RPs) in Rajasthan with high prospectivity for base metal mineralisation in a state that currently accounts for the majority of India’s copper and lead-zinc production. It has also been granted an RP in the state of Karnataka which is considered prospective for gold.

Mogul has assembled a significant database of knowledge through India and has based their exploration targeting on some novel concepts that may not have been fully tested to date. In many cases, there has been limited previous exploration, and Mogul intends to undertake focussed exploration programs applying specific deposit models, which should allow rapid evaluation of the mineralisation potential.

5.6.1 RAJASTHAN PROJECTS

The Rajasthan Projects are distributed throughout the State, and Mogul is primarily targeting base metal mineralisation of IOCG, SEDEX and VHMS styles in the Aravalli – Delhi Mobile Belt.

The Pali Project occurs in the south central part of the State, in a district where there is demonstrable massive sulphide mineralisation including extensive historical workings within gossanous shear zones. In the Sandarla area, Mogul has commenced systematic geochemical exploration that demonstrates a broad, anomalous multi-element zone of 1,200 x 1,200m size that remains open. Rock chip sampling from old workings in the area has returned high base metal and precious metal assays (up to 62% Pb, 1.5% Zn, 3.4% Cu and 146 g/t Ag) and one shallow pit sample assayed 3 g/t Au (together with 53 g/t Ag, 0.36% Cu and 5.95% Pb). At Punagarh Hill, Mogul is targeting a specific structural corridor and initial rock chip sampling from a sulphide-bearing shear returned lead assays of 2.72%, with Cu, Zn, Ag and Au in anomalous concentrations. These highly anomalous results have been followed up with large systematic soil geochemical programs over an area of 5.2 x 2.0km at Punagarh Hill and 1.2 x 1.6km at Sandarla. Results from the soil sampling program are awaited.

A hydrothermal system has been recognised along subtle trends and a main structure at the Pali Project with silica, jaspilite, epidote and sulphide alteration observed in historic stopes. Haematite/propylitic alteration with higher copper-silver-gold and lower zinc-barium chemistry at Sandarla and galena-barite mineralisation in the historic mines on Punagarh Hill lead to the conclusion that an IOCG system could be present at Pali. SRK considers the Pali Project to have moderate to high potential for the discovery of base metal mineralisation, more particularly one with IOCG characteristics.

Continued exploration on the Pali Project will form the initial exploration focus for Mogul.

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.

The Alwar Project applications in the north of the State, host no operating base or precious metals mines; however according to the GSI, the region is well endowed with iron, copper and gold occurrences. Mogul has commenced data compilation and has identified a number of mineral occurrences from GSI publications.

Generally, the package of projects within Rajasthan have had little systematic exploration in the past. Apart from the Ajmer area, most have not been subjected to any modern-day exploration, and remain untested. Mogul’s regional approach to their ground selection targeted prospective host rocks (e.g. carbonaceous and ferruginous flysch-type sediments at Alwar) rather than simply acquiring ground over areas with historical workings. This demonstrates a fundamental understanding of the overall mineralisation systems in the districts targeted by Mogul, and indicates that the Company is committed to long-term exploration in the area, as based on a sound exploration hypothesis. The proposed exploration programmes are appropriate, given the early stage of development of the Projects.

5.6.2 KARNATAKA PROJECTS

Similarly, the Karnataka Projects are distributed across this State. Mogul is targeting gold and base metals, given the history of gold-copper production in the Dharwar Craton, comprising Archaean greenstone belts and granite gneiss basement similar to those of the Western Australian Yilgarn Craton.

The Dharwar – Rennibenur Project covers a sequence of dominantly pelites and minor quartz-mica schists, with intensely folded ironstones (BIFs) and basalts. Orogenic-lode gold style mineralisation is targeted by Mogul, related to a high-strain zone, and initial exploration will focus on these favourable structural environments. The company also recognises potential for VMS and IOCG style targets in the southern part of the Rennibenur RP.

The Chitradurga – Chiknayakanhalli - Nagamangala Project covers the Chitradurga Greenstone Belt, which hosts numerous Au and Cu prospects and mines. Mineralisation in the district is hosted along sheared contacts between metasediment and metavolcanics, but there has been no systematic modern day exploration and only very limited drilling to test the depth extensions of known mineralisation.

The Amareshwar Project covers supracrustal units of the Hutti Greenstone Belt. Within these mafic rocks, a number of pegmatite bodies are noted, with lithium contents reported to be ~4% Li2O (Naqvi, 1990). Mogul has allocated a small budget to commence reconnaissance sampling and mapping with contingency for initial drill testing in Year 2.

Mogul’s focus in Karnataka is exploration primarily for gold in a number of areas that have not been subject to systematic modern day exploration. 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.

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5.6.3 ANDHRA PRADESH PROJECTS

The Cuddapah Project in Andhra Pradesh extends over 140km in a north-south trend in the eastern part of the Cuddapah Basin. This Basin is interpreted as the southern end of an extensive mid-Proterozoic sequence of marine and terrigenous sediments and tuffs, which are reported to host base metal sulphide occurrences. Limited, modern exploration appears to have been carried out and Mogul is targeting the area as a potential MVT mineralisation style environment.

The Cuddapah Project is considered by SRK to represent a very early stage conceptual project, where baseline data (e.g. geophysics and regional prospecting) acquisition is required in order to better-define the potential of the area.

5.6.4 MOGUL’S EXPLORATION APPROACH AND PROPOSED PROGRAMS

Mogul has assembled a package of projects that demonstrate varying styles of mineralisation, targeting States and districts with varying degrees of mining and exploration activity, historically. Both early stage and more advanced projects are represented, with mineralisation styles covering both base and 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.

The Company is largely targeting MVT mineralisation. Mogul intends to utilise about $200,000 of its budget to the assessment of the Andhra Pradesh Projects, only $15,000 of which is proposed for exploration in the first year post-listing.

Mogul is approaching the regions with new exploration concepts, based on their geological understanding of the regions, and with specific deposit models in mind. In many cases, there has been very limited previous exploration in the areas where Mogul is focusing, which represents a good opportunity for the Company. SRK considers the projects to be worthy of the exploration budgets proposed by Mogul, and the management of the Company has and will acquire the projects on the basis of sound geological concepts and exploration methods.

In summary, Mogul has not defined any Resources for the portfolio of exploration projects and the properties are all early stage exploration targets. The assets are therefore speculative in nature, involving varying and high degrees of exploration risk. However, SRK considers that the projects described within this report are sufficiently prospective to warrant further exploration. 5

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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.

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 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 TerracePerth WA 6000 Australia

15 July 2011

The Board of DirectorsMogul Resources Ltd PO Box 366WEST PERTH WA 6872

Dear Sirs,

Investigating Accountants Report On Unaudited Pro-Forma Historical Financial Information

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

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 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 faithfullyCROWE HORWATH PERTH

Cyrus PatellPartner

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7. FINANCIAL INFORMATION

INTRODUCTION

This Section sets out the Historical Financial Information and Pro-Forma Financial Information. The basis for preparation and presentation is set out below.

The Financial Information has been prepared by management and adopted by the Directors of Mogul Resources Ltd (“Mogul” or “the Group”). The Directors are responsible for the inclusion of all Financial Information in the Prospectus. Crowe Horwath Perth has prepared an Investigating Accountant’s Report in respect of the Historical and Pro-Forma Financial Information. A copy of this report is set out in Section 6 of the Prospectus.

The Historical Financial Information and Pro-Forma Financial Information has been prepared in accordance with the measurement and recognition criteria of Australian Accounting Standards and the significant accounting policies set out in Note 1 to the Financial Information. The accounting policies comply with Australian Equivalents to International Financial Reporting Standards (AIFRS) which ensures compliance with International Financial Reporting Standards (IFRS).The Historical and Pro-Forma Financial Information is presented in an abbreviated form insofar as it does not include all the disclosures and notes required in an annual financial report prepared in accordance with Australian Accounting Standards and the Corporations Act 2001.

HISTORICAL FINANCIAL INFORMATION

The Historical Financial Information for Mogul set out on the following pages comprises:

• The audited Statement of Financial Position as at 30 June 2010;

• The reviewed Statement of Financial Position as at 31 March 2011; and

• Selected notes.

The Historical Financial Information has been prepared on the basis detailed, and in accordance with the accounting policies set out in Note 1. The Historical Financial Information has been 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.

PRO-FORMA FINANCIAL INFORMATION

The Pro-Forma Financial Information for Mogul set out on the following pages comprises:

• The unaudited Pro-Forma Statement of Financial Position as at 31 March 2011; and

• Notes to the unaudited Pro-Forma Statement of Financial Position.

The unaudited Pro-Forma Statement of Financial Position has been derived from the reviewed Statement of Financial Position as at 31 March 2011 adjusted for the following transactions as if they had occurred at 31 March 2011:

• The issue of 37,500,000 Shares at an issue price of $0.20 per Share to raise $7,500,000 (full subscription) before expenses of the Offer with a minimum of 25,000,000 Shares at an issue price of $0.20 to raise $5,000,000 (minimum subscription) before expenses of the Offer. The pro-forma adjustments assume that the Offer is fully subscribed. All Shares issued pursuant to this Prospectus will be issued as fully paid.

• Total costs expected to be incurred directly recognised in equity in connection with the preparation of the Prospectus of $600,000 (full subscription) and $500,000 (minimum subscription). These costs include amounts at 31 March 2011 that have been recognised as prepayments in relation to the costs of the Offer of $49,705.

• The payment of a monthly retainer to Mr Harjinder Kehal (Managing Director) of $10,000 per month for the months of, April, May and June 2011. These payments are in accordance with the terms and conditions of Mr Kehal’s service agreement.

• The payment of a monthly administration service cost of $1,500 per month for April, May and June 2011, to Petrodril Ltd, a company associated with Mr Sundeep Bhandari.

• The estimated operating costs of the Company for April, May and June 2011 in the amount of $47,140.

• The payment of GST on the expenses in connection with the preparation of the Prospectus of $60,000 (full subscription) and $50,000 (minimum subscription).

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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.

Notes

Audited Historical Financial Information

30 Jun 2010

ReviewedHistorical Financial

Information31 Mar 2011

Minimum Subscription Unaudited

Pro-Forma Financial Information31 Mar 2011

Full Subscription Unaudited

Pro-Forma Financial Information31 Mar 2011

$ $ $ $

CURRENT ASSETS

Cash and cash equivalents 2 377,174 348,192 4,766,257 7,156,257

Trade and other receivables 3,074 544 544 544

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

The significant policies which have been adopted in the preparation of the Historical and Pro-Forma Historical Financial Information (collectively referred to as the “Financial Information”) are set out below:

The financial report includes the consolidated financial statements and notes of Mogul Resources Limited and its controlled entity, Mogul Resources (India) Pty Ltd (‘Economic Entity’).

The following is a summary of the material accounting policies adopted by the economic entity in the preparation of the Financial Information. The accounting policies have been consistently applied, unless otherwise stated.

Basis of Preparation

Reporting Basis and Conventions

The Financial Information has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, and financial assets and financial liabilities for which the fair value basis of accounting has been applied.

Accounting Policies

(a) Principles of Consolidation

A controlled entity is any entity controlled by Mogul Resources Limited. Control exists where Mogul Resources Limited has

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the capacity to dominate the decision-making in relation to the financial and operating policies of another entity so that the other entity operates with Mogul Resources Limited to achieve the objectives of Mogul Resources Limited.

All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses, have been eliminated on consolidation.

Where controlled entities have entered or left the economic entity during the year, their operating results have been included from the date control was obtained or until the date control ceased.

(b) Income Tax

The charge for current income tax expenses is based on the profit for the year adjusted for any non-assessable or disallowed items. It is calculated using tax rates that have been enacted or are substantively enacted by the balance sheet date.

Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the income statement except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.

Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.

The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income taxation legislation and the anticipation that the economic entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law.

(c) Property, Plant and Equipment

Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation.

Plant and equipment

Plant and equipment are measured on the cost basis less depreciation and impairment losses.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows which will be received from the assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred.

Depreciation

The depreciable amount of all fixed assets including capitalised lease assets is depreciated on a reducing balance commencing from the time the asset is held ready for use.

The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset Depreciation Reate

Computers and Software 40%

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings.

(d) Exploration, Evaluation and Development Expenditure

Exploration, evaluation and development expenditure incurred is either written off as incurred or accumulated in respect of each identifiable area of interest. Tenement acquisition costs are initially capitalised. Costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area, sale of the respective areas of interest or where activities in the area have not yet reached a stage, which permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the year in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Restoration, rehabilitation and environmental costs necessitated by exploration and evaluation activities are expensed as incurred and treated as exploration and evaluation expenditure.

(e) Financial Instruments

Recognition

Financial instruments are initially measured at cost on trade date, which when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.

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Financial liabilities

Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.

Fair value

Fair value is determined based on current bid process for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arms length transactions, reference to similar instruments and option pricing models.

Impairment

At each reporting date, the Group assess whether there is objective evidence that a financial instrument has been impaired. In the case of available-for sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether impairment has arisen. Impairment losses are recognised in the statement of comprehensive income.

(f) Impairment of Assets

At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the assets, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over the recoverable amount is expensed to the income statement. Impairment testing is performed annually for goodwill and tangible assets with indefinite lives.

Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

(g) Foreign Currency Transactions and Balances

The functional currency of each of the Group’s entities is measured using the currency of the primary economic environment in which that entity operates. The Financial Information is presented in Australian dollars which is the parent entity’s functional and presentation currency.

Transaction and balances

Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.

Exchange differences arising on the translation of monetary items are recognised in the statement of comprehensive income, except where deferred in equity as a qualifying cash flow or net investment hedge.

Exchange differences arising on the translation of non-monetary items are recognised directly in equity to the extent that the gain or loss is directly recognised in equity, otherwise the exchange difference is recognised in the statement of comprehensive income.

Group companies

The financial results and position of foreign operations whose functional currency is different from the Group’s presentation

currency are translated as follows:

• assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;

• income an expenses are translated at average exchange rates for the period; and

• retained earnings are translated at the exchange rates prevailing at the date of the transaction.

Exchange differences arising on translation of foreign operations are transferred directly to the Group’s foreign currency translation reserve in the balance sheet. These differences are recognised in the statement of comprehensive income in the period in which the operation is disposed.

(h) Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less.

(i) Revenue

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Revenue from the rendering of a service is recognised upon the delivery of the service to the customers.

All revenue is stated net of the amount of goods and services tax (GST).

(j) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.

(k) Contributed Equity

Issued and paid up capital is recognised at the fair value of the consideration received by the Group. Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.

(l) New Accounting Standards for Application in Future Periods

The AASB has issued new and amended accounting standards and interpretations that have mandatory application dates for future reporting periods. The Group has decided against early adoption of these standards. A discussion of those future requirements and their impact on the Group follows:

• AASB 9: Financial Instruments and AASB 2009–11: Amendments to Australian Accounting Standards arising from AASB 9 [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, 131, 132, 136, 139, 1023 & 1038 and Interpretations 10 & 12] (applicable for annual reporting periods commencing on or after 1 January 2013).

These standards are applicable retrospectively and amend the classification and measurement of financial assets. The Group has not yet determined the potential impact on the financial statements.

The changes made to accounting requirements include:

- simplifying the classifications of financial assets into those carried at amortised cost and those carried at fair value;

- simplifying the requirements for embedded derivatives;

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- removing the tainting rules associated with held-to-maturity assets;

- removing the requirements to separate and fair value embedded derivatives for financial assets carried at amortised cost;

- allowing an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument; and

- reclassifying financial assets where there is a change in an entity’s business model as they are initially classified based on:

a. the objective of the entity’s business model for managing the financial assets; and

b. the characteristics of the contractual cash flows.

• AASB 124: Related Party Disclosures (applicable for annual reporting periods commencing on or after 1 January 2011.)

This standard removes the requirement for government related entities to disclose details of all transactions with the government and other government related entities and clarifies the definition of a related party to remove inconsistencies and simplify the structure of the standard. No changes are expected to materially affect the Group.

• AASB 2009–4: Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 2 and AASB 138 and AASB Interpretations 9 & 16] (applicable for annual reporting periods commencing from 1 July 2009) and AASB 2009-5: Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project [AASB 5, 8, 101, 107, 117, 118, 136 & 139] (applicable for annual reporting periods commencing from 1 January 2010).

These standards detail numerous non-urgent but necessary changes to accounting standards arising from the IASB’s annual improvements project. No changes are expected to materially affect the Group.

• AASB 2009–8: Amendments to Australian Accounting Standards — Group Cash-settled Share-based Payment Transactions [AASB 2] (applicable for annual reporting periods commencing on or after 1 January 2010).

These amendments clarify the accounting for group cash-settled share-based payment transactions in the separate or individual financial statements of the entity receiving the goods or services when the entity has no obligation to settle the share-based payment transaction. The amendments incorporate the requirements previously included in Interpretation 8 and Interpretation 11 and as a consequence, these two Interpretations are superseded by the amendments. These amendments are not expected to impact the Group.

• AASB 2009–9: Amendments to Australian Accounting Standards — Additional Exemptions for First-time Adopters [AASB 1] (applicable for annual reporting periods commencing on or after 1 January 2010).

These amendments specify requirements for entities using the full cost method in place of the retrospective application 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

with Interpretation 4 when the application of their previous accounting policies would have given the same outcome. These amendments are not expected to impact the Group.

• AASB 2009–10: Amendments to Australian Accounting Standards — Classification of Rights Issues [AASB 132] (applicable for annual reporting periods commencing on or after 1 February 2010).

These amendments clarify that rights, options or warrants to acquire a fixed number of an entity’s own equity instruments for a fixed amount in any currency are equity instruments if the entity offers the rights, options or warrants pro-rata to all existing owners of the same class of its own non-derivative equity instruments. These amendments are not expected to impact the Group.

• AASB 2009–12: Amendments to Australian Accounting Standards [AASBs 5, 8, 108, 110, 112, 119, 133, 137, 139, 1023 & 1031 and Interpretations 2, 4, 16, 1039 & 1052] (applicable for annual reporting periods commencing on or after 1 January 2011).

This standard makes a number of editorial amendments to a range of Australian Accounting Standards and Interpretations, including amendments to reflect changes made to the text of International Financial Reporting Standards by the IASB. The standard also amends AASB 8 to require entities to exercise judgment in assessing whether a government and entities known to be under the control of that government are considered a single customer for the purposes of certain operating segment disclosures. These amendments are not expected to impact the Group.

• AASB 2009–13: Amendments to Australian Accounting Standards arising from Interpretation 19 [AASB 1] (applicable for annual reporting periods commencing on or after 1 July 2010).

This standard makes amendments to AASB 1 arising from the issue of Interpretation 19. The amendments allow a first-time adopter to apply the transitional provisions in Interpretation 19. This standard is not expected to impact the Group.

• AASB 2009–14: Amendments to Australian Interpretation — Prepayments of a Minimum Funding Requirement [AASB Interpretation 14] (applicable for annual reporting periods commencing on or after 1 January 2011).

This standard amends Interpretation 14 to address unintended consequences that can arise from the previous accounting requirements when an entity prepays future contributions into a defined benefit pension plan.

• AASB Interpretation 19: Extinguishing Financial Liabilities with Equity Instruments (applicable for annual reporting periods commencing on or after 1 July 2010).

This Interpretation deals with how a debtor would account for the extinguishment of a liability through the issue of equity instruments. The Interpretation states that the issue of equity should be treated as the consideration paid to extinguish the liability, and the equity instruments issued should be recognised at their fair value unless fair value cannot be measured reliably in which case they shall be measured at the fair value of the liability extinguished. The Interpretation deals with situations where either partial or full settlement of the liability has occurred. This Interpretation is not expected to impact the Group.

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2. CASH AND CASH EQUIVALENTS

Minimum Subscription UnauditedPro-Forma Financial Information

31 March 2011

Full Subscription UnauditedPro-Forma Financial Information

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)

Estimated operating costs (47,140) (47,140)

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 UnauditedPro-Forma Financial Information

31 March 2011

Full Subscription UnauditedPro-Forma Financial Information

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 UnauditedPro-Forma Financial Information

31 March 2011

Full Subscription UnauditedPro-Forma Financial Information

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

TERMS AND CONDITIONS OF ISSUED CAPITAL

a. Ordinary Shares

Ordinary shares have the right to receive dividends as declared and, in the event of the winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on Shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.

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.

c. Options

At 31 March 2011 there were 2,500,000 unlisted options exercisable at 20 cents per share on or before 30 November 2015 on issue.

8,000,000 options are to be issued to directors subject to shareholder approval following Official Listing. These options have not been taken into account for the purposes of the pro-forma financial information.

5. ACCUMULATED LOSSES

Minimum Subscription UnauditedPro-Forma Financial Information

31 March 2011

Full Subscription UnauditedPro-Forma Financial Information

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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12 July 2011

The Directors,Mogul Resources LimitedUnit 7, 11 Colin GroveWest Perth, WA 6005Australia

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.

8. SOLICITOR’S REPORT ON MINING TENEMENTS

A-38, Kailash ColonyNew Delhi – 110 048, IndiaTel +91 11 4163 9393Fax +91 11 4163 [email protected]

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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

(iii) Nagamangala RP (02/ARP/2008)

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 received or proposed to receive as consideration; and

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.

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(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 applications have been made by the Company.

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

The Andhra Pradesh Agricultural Land (Conversion for Non-Agricultural Purposes) Act, 2006 and the Andhra Pradesh 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.

(v) Fe (lumps, fines, concentrates) – 10% of sale price on ad valorem basis.

(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 committed any breach of the terms and conditions of the RP deed or PL deed, as the case may be, and has undertaken 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.

8

108

MOGUL RESOURCES PROSPECTUS

Section

(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.

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 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

8

109

MOGUL RESOURCES PROSPECTUS

Section

(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 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 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 JaitlyPartner,Trilegal

8

110

MOGUL RESOURCES PROSPECTUS

Section

SCHEDULE - A

GLOSSARY

Ajmer RPmeans the RP granted in favour of the Company to conduct reconnaissance operations on area of 365km² in Ajmer district in Rajasthan pursuant to application number 8/2007.

AUDmeans Australian dollars, the lawful currency of Australia.

Companymeans Mogul Resources (India) Private Limited - wholly owned subsidiary of Mogul Resources Ltd

DMGmeans Department of Mines and Geology.

FACmeans Forest Advisory Committee constituted by the MoEF under the Forest Conservation Act to advise Central Government on matters relating to grant of approved for use of forest.

Forest Conservation Actmeans the Forest (Conservation) Act, 1980.

Forest Conservation Rules – means the Forest (Conservation) Rules, 2003.

Forest Department – means the Forest Department of the States, as the case may be.

Forest Guidelinesmeans the detailed guidelines prescribed by the Central Government for submission of proposals for diversion of forest land for non-forestry purposes under the Forest Conservation Act on 25 October, 1992.

Hameans hectare.

km²means square kilometer.

LBMAmeans London Bullion Market Association.

LMEmeans London Metal Exchange.

Mineral Concession Rulesmeans the Mineral Concession Rules, 1960.

MLmeans mining lease.

MMDR Billmeans the Mines and Minerals (Development and Regulation) Bill, 2010.

MMDR Act – means the Mines and Minerals (Development and Regulation) Act, 1957.

MoEFmeans the Ministry of Environment and Forests.

Mogul Resourcesmeans Mogul Resources Limited.

Nagamangala RPmeans the RP granted in favour of the Company to conduct reconnaissance operations on area of 113km² in Mysore and Mandaya districts of Karntaka pursuant to application number 02/ARP/2008.

Nodal Officermeans the Chief Conservator of Forests (Protection), State Government.

Pali RPmeans the RP granted in favour of the Company to conduct reconnaissance operations on area of 417km² in Pali district of Rajasthan pursuant to application number 12/2007.

PLmeans prospecting license.

RECmeans Regional Empowered Committees.

RPmeans reconnaissance permit.

State Governmentmeans state government of Rajasthan, Karnataka or Andhra Pradesh, as the case may be.

Statesmeans collectively Rajasthan, Karnataka and Gujarat.

Agsilver

Augold

Cocobalt

Cucopper

Feiron

Lilithium

Ninickel

Pblead

PGEplatinum group elements

Tatantalite

Znzinc

8

111

Section

MOGUL RESOURCES PROSPECTUSSC

HE

DU

LE -

B

Ten

em

en

t/

Ap

plic

atio

n n

um

be

rH

old

er

Typ

e o

f Pe

rmit

(G

rant

ed /

Ap

plie

d f

or)

Pla

ceA

pp

licat

ion

Dat

eE

xpir

y D

ate

Term

Min

era

lsLa

nd

Perm

it F

ee

and

Sec

urit

y D

epo

sit

Min

imu

m

Exp

en

dit

ure

an

d S

pe

cifi

ed

Ta

rge

t

Stat

us

Tene

men

t N

ote

s

Gra

nted

RP

s

8/20

07C

omp

any

RP

Ajm

er d

istr

ict,

Raj

asth

an04

Aug

ust,

2007

28

Ap

ril

2013

3 ye

ars

from

28

Ap

ril, 2

010

Cu,

Pb,

Zn,

A

u, A

g, N

i, C

o,as

soci

ated

m

iner

als

Are

a: 3

65 k

Typ

e:

agric

ultu

ral

land

Rs.

18,

250

and

Rs.

7,3

00

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

²3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Valid

and

su

bsi

stin

g1

and

7

12/2

007

Com

pan

yR

PP

ali d

istr

ict,

Raj

asth

an04

Aug

ust,

2007

26 J

uly

2013

3 ye

ars

from

26

Jul

y, 2

010

Cu,

Pb,

Z

n, A

u,

Ag,

Ni,

Co,

as

soci

ated

m

iner

als

Are

a: 4

17

km²

Typ

e:

agric

ultu

ral

land

Rs.

20,

850

and

Rs.

8,3

40

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Valid

and

su

bsi

stin

g1

and

7

02/

AR

P/20

008

Com

pan

yR

P

Mys

ore

and

Man

dya

d

istr

ict,

Kar

nata

ka18

Feb

ruar

y20

0820

Jun

e 20

14

3 ye

ars

from

dat

e of

ex

ecut

ion

of

RP

dee

d

Au,

PG

Es,

as

soci

ated

m

iner

als

Are

a: 1

13 k

Typ

e:

agric

ultu

ral

and

priv

ate

land

Rs.

2,2

60 a

nd

Rs.

2,2

60

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Valid

and

su

bsi

stin

g1

and

7

PL

Ap

plic

atio

ns

14/A

PL

2010

/212

6C

omp

any

PL

Ling

sugu

r, R

aich

ur

dis

tric

t, K

arna

taka

19 A

pril,

201

0 -

-

Li, b

eryl

, co

lum

bite

, le

pod

olite

, Ta

, sch

eelit

e,

rare

ear

ths,

as

soci

ated

m

iner

als

Are

a: 7

km

²Ty

pe:

ag

ricul

tura

l an

d fo

rest

land

--

Pen

din

g4

and

7

5798

/M

4/20

07C

omp

any

PL

Kur

nool

, A

ndhr

a P

rad

esh

27 N

ovem

ber,

2007

--

Cu,

Pb,

Z

n, A

u,

asso

ciat

ed

min

eral

s

Are

a: 3

.08

km²

Typ

e:

agric

ultu

ral

land

--

Pen

din

g

5 an

d 7

RP

Ap

plic

atio

ns

11/2

008

Com

pan

yR

P

Alw

ar d

istr

ict,

Raj

asth

an02

Aug

ust,

2008

--

Cu,

Pb,

Zn,

A

u,

PG

E,

asso

ciat

ed

min

eral

s

Are

a: 9

00

km²

Typ

e:

agric

ultu

ral

and

fore

st la

nd -

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g1

and

7

26/2

008

Com

pan

yR

PA

lwar

dis

tric

t, R

ajas

than

04

Aug

ust,

2007

--

Cu,

Pb,

Zn,

A

u, A

g, P

GE

, as

soci

ated

m

iner

als

Are

a: 1

,265

km

²Ty

pe:

ag

ricul

tura

l an

d fo

rest

land

-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

3 a

nd 7

8Section

112

Section

MOGUL RESOURCES PROSPECTUS

Ten

em

en

t/

Ap

plic

atio

n n

um

be

rH

old

er

Typ

e o

f Pe

rmit

(G

rant

ed /

Ap

plie

d f

or)

Pla

ceA

pp

licat

ion

Dat

eE

xpir

y D

ate

Term

Min

era

lsLa

nd

Perm

it F

ee

and

Sec

urit

y D

epo

sit

Min

imu

m

Exp

en

dit

ure

an

d S

pe

cifi

ed

Ta

rge

t

Stat

us

Tene

men

t N

ote

s

75/2

010

Com

pan

y R

PP

ali d

istr

ict,

Raj

asth

an27

Jul

y, 2

010

--

Cu,

Pb,

Zn,

A

u, A

g, N

i,C

o,

asso

ciat

ed

min

eral

s

Are

a: 6

01 k

Typ

e:

agric

ultu

ral

land

-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

3 a

nd 7

2/20

11C

omp

any

RP

Alw

ar, d

istr

ict,

Raj

asth

an30

Mar

ch,

2011

--

Cu,

Pb,

Zn,

A

u, A

g, N

i, C

o, P

GE

m

iner

als

Are

a: 8

05 k

Typ

e:

Unk

now

n-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

3 a

nd 7

41/A

RP/

2007

Com

pan

yR

P

Dha

rwar

d so

uth

blo

ck,

Kar

nata

ka

05

Sep

tem

ber,

2007

--

Au,

as

soci

ated

m

iner

als

Are

a: 3

,444

km

² Ty

pe:

ag

ricul

tura

l an

d p

rivat

e la

nd-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

4 a

nd 7

47/A

RP/

2010

Com

pan

y R

P

Chi

kkan

aya-

kana

halli

Hal

li,

Kar

nata

ka26

Feb

ruar

y,

2010

--

Au,

PG

Es,

as

soci

ated

m

iner

als

Are

a: 2

,025

km

² Ty

pe:

ag

ricul

tura

l an

d p

rivat

e la

nd-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

4 a

nd 7

40/A

RP/

2007

Com

pan

y R

P

Dha

rwar

d no

rth

blo

ck,

Kar

nata

ka

05

Sep

tem

ber,

2007

--

Au,

Ag,

etc

.

Are

a: 2

,643

km

² Ty

pe:

ag

ricul

tura

l an

d fo

rest

land

-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

4 a

nd 7

48/A

RP/

2010

Com

pan

yR

P

Ran

iben

nur,

Kar

nata

ka26

Feb

ruar

y,

2010

--

Au,

PG

Es,

as

soci

ated

m

iner

als

Are

a: 4

,356

km

² Ty

pe:

ag

ricul

tura

l an

d p

rivat

e la

nd-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2

and

7

01/A

RP/

2008

Com

pan

yR

PC

hitr

adur

ga,

Kar

nata

ka18

Feb

ruar

y,

2008

--

Au,

PG

Es,

as

soci

ated

m

iner

als

Are

a: 4

,010

km

²Ty

pe:

ag

ricul

tura

l, p

rivat

e an

d fo

rest

land

--

Pen

din

g4

and

7

54/A

RP/

2010

Com

pan

yR

P

Mys

ore

and

Man

dya

d

istr

ict,

Kar

nata

ka19

Mar

ch,

2010

--

Cu,

Pb,

Zn,

A

u, A

g, N

i,C

o,

asso

ciat

ed

min

eral

s

Are

a: 8

95 k

Typ

e:

agric

ultu

ral

and

priv

ate

land

-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

4 a

nd 7

8Section

113

MOGUL RESOURCES PROSPECTUS

Section

Ten

em

en

t/

Ap

plic

atio

n n

um

be

rH

old

er

Typ

e o

f Pe

rmit

(G

rant

ed /

Ap

plie

d f

or)

Pla

ceA

pp

licat

ion

Dat

eE

xpir

y D

ate

Term

Min

era

lsLa

nd

Perm

it F

ee

and

Sec

urit

y D

epo

sit

Min

imu

m

Exp

en

dit

ure

an

d S

pe

cifi

ed

Ta

rge

t

Stat

us

Tene

men

t N

ote

s

2313

2/R

9/20

08C

omp

any

RP

Cud

app

ah

sout

h ar

ea,

And

hra

Pra

des

h20

Jun

e, 2

008

--

Au,

dia

mon

d m

iner

als

Are

a: 2

,944

km

²Ty

pe:

ag

ricul

tura

l an

d fo

rest

land

-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

5 a

nd 7

2313

1/R

9/20

08C

omp

any

RP

Cud

app

ah

nort

h ar

ea,

And

hra

Pra

des

h20

Jun

e, 2

008

--

Cu,

Pb,

Zn,

A

u, e

tc.

Are

a: 1

,935

km

² Ty

pe:

ag

ricul

tura

l, p

rivat

e an

d re

serv

e fo

rest

la

nd-

Firs

t 2 y

ears

-

Rs.

1,0

00

per

km

² 3r

d ye

ar -

Rs.

3,

00

0 an

d 5,

00

0 p

er k

Pen

din

g2,

5 a

nd 7

TEN

EM

EN

T N

OTE

S

1.

It

is t

he m

inim

um e

xpen

dit

ure

for

3 ye

ars

stat

ed in

the

ord

er o

f Sta

te G

ove

rnm

ent

whi

ch is

req

uire

d t

o b

e st

rict

ly a

dhe

red

to

by

the

Co

mp

any.

2.

It

is t

he m

inim

um e

xpen

dit

ure

anti

cip

ated

by

the

Co

mp

any

for

the

3 ye

ars,

whi

ch is

pro

vid

ed in

the

ap

plic

atio

n fo

r g

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114

MOGUL RESOURCES PROSPECTUS

Section

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 conditions are specific to the purpose for which the forest land is sought to be diverted.

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 (Rule 6(3)(f) of the Forest Conservation Rules).

(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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Section

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).

Tantallium – bearing minerals.

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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Section

Mogul has adopted comprehensive systems of control and accountability as the basis for the administration of corporate governance. The Board is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate governance commensurate with the Company’s needs. To the extent they are applicable, the Company has adopted the Corporate Governance Principles and Recommendations (Principles & Recommendations) as published by the ASX Corporate Governance Council.

A summary of the Company’s corporate governance practices is set out below.

SUMMARY OF BOARD CHARTER

The role of the Board is to provide leadership for and supervision of the Company’s senior management. The Board provides the strategic direction of the Company and regularly measures the progression by senior management of that strategic direction. The Board is responsible for promoting the success of the Company through its oversight role. The Board also reviews the Company’s policies on risk oversight and management, internal compliance and control, its Code of Conduct, and legal compliance. There are mechanisms in place so that the Board can satisfy itself that senior management has developed and implemented a sound system of risk management and internal controls in relation to financial reporting risk and material business risks. The Board monitors and reviews senior management’s performance and implementation of strategy.

The Board Charter also sets out quantitative and qualitative materiality thresholds.

The Board delegates to senior management the responsibility of the day-to-day activities in fulfilling the Board’s responsibility. Senior executives are responsible for supporting the Managing Director and assisting the Managing Director in the running of the general operations and financial business of the Company, in accordance with the delegated authority of the Board.

Senior executives are responsible for reporting all matters which fall within the Company’s materiality thresholds at first instance to the Managing Director or, if the matter concerns the Managing Director then directly to the Chair or the lead independent Director, as appropriate.

The Board Charter describes the division of responsibilities between the Chair, the lead independent Director and the Managing Director. The role of non executive and independent Directors is also set out in the Board Charter.

SUMMARY OF AUDIT COMMITTEE CHARTER

The role of the Audit Committee is to monitor and review the integrity of the Company’s financial reporting and to review significant financial reporting judgments. The Audit Committee must also review the Company’s internal financial control system and risk management systems and monitor, review and oversee the external audit function.

The Audit Committee has the power to conduct or authorise investigations into any matters within the Audit Committee’s scope of responsibilities. The Audit Committee has the authority, as it deems necessary or appropriate, to retain independent legal, accounting or other advisers.

The Audit Committee also assesses whether external reporting is consistent with Audit Committee members’ information and knowledge and is adequate for shareholder needs and assesses the management processes supporting external reporting.

SUMMARY OF NOMINATION COMMITTEE CHARTER

The role of the Nomination Committee is to examine the selection and appointment practices of the Company. The Nomination Committee reviews the size and composition of the Board and makes recommendations to the Board on any appropriate changes. The Nomination Committee identifies and assesses necessary and desirable Director competencies with a view to enhancing the Board.

The Nomination Committee also regularly reviews the time required from non executive Directors and whether non executive Directors are meeting that requirement.

Initial Director appointments are made by the Board. Any new Director will be required to stand for election at the Company’s next annual general meeting following their appointment.

SUMMARY OF REMUNERATION COMMITTEE CHARTER

The function of the Remuneration Committee is to review and make appropriate recommendations on remuneration packages of executive Directors, non executive Directors and senior executives. The Remuneration Committee is also responsible for reviewing any employee incentive and equity-based plans, including the appropriateness of performance hurdles and total payments proposed.

SUMMARY OF REMUNERATION POLICY

Remuneration of Directors and senior executives are set by reference to payments made by other companies of similar size and industry, and by reference to the skills and experience of the Directors and executives.

The Company’s policy is to remunerate non executive Directors at a fixed fee for time, commitment and responsibilities. Remuneration for non executive Directors is not linked to individual performance. Given the Company is at its early stage of development and the financial restrictions placed on it, the Company may consider it appropriate to issue unlisted options to non executive Directors, in lieu of cash remuneration subject to obtaining the relevant approvals. This Policy is subject to annual review. All of the Directors’ option holdings are fully disclosed in this Prospectus.

Executive pay and reward consists of a base salary and performance incentives. Long term performance incentives may include options granted at the discretion of the Board and subject to obtaining the relevant shareholder approvals. The grant of options is designed to recognise and reward efforts as well as to provide additional incentive and may be subject to the successful completion of performance hurdles.

Directors and senior executives are prohibited from entering into transactions or arrangements which limit the economic risk of participating in unvested entitlements.

9. CORPORATE GOVERNANCE

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SUMMARY OF CODE OF CONDUCT

The Board has adopted a Code of Conduct (Code) which requires Directors, management and employees to deal with the Company’s customers, suppliers, competitors and each other with honesty, fairness and integrity and to observe the rule and spirit of the legal and regulatory environment in which the Company operates. The Code prohibits Directors, management and employees from involving themselves in situations where there is a real or apparent conflict of interest between them as individuals and the interests of the Company. Directors, management and employees are required to respect the confidentiality of all information of a confidential nature acquired in the course of the Company’s business. Directors, management and employees must also protect the assets of the Company to ensure their availability for legitimate business purposes. The Company acknowledges its responsibility to shareholders, the community and the individual. The Company will use its best endeavours to ensure a safe work place and maintain proper occupational health and safety practices.

SUMMARY OF POLICY AND PROCEDURE FOR SELECTION AND (RE) APPOINTMENT OF DIRECTORS

In considering new candidates, the nomination committee evaluates the range of skills, experience and expertise of the existing Board. In particular, the nomination committee is to identify the particular skills that will best increase the Board’s effectiveness. In this process, consideration is also given to the balance of independent Directors on the Board, while reference is made to the Company’s size and operations as they evolve from time to time. Any appointment made by the Board is subject to ratification by shareholders at the next general meeting.

All Directors are required to consider the number and nature of their directorships and calls on their time from other commitments.

Shareholders shall be informed of the names and details of candidates submitted for election as Directors, in order to enable shareholders to make an informed decision regarding the election.

SUMMARY OF PROCESS FOR PERFORMANCE EVALUATION

The Chair evaluates the performance of the Board by way of an informal round-table discussion with all directors and through questionnaires completed by each director.

The Chair reviews the performance of the committees of the Board by way of an informal round-table discussion with all directors and through questionnaires completed by each director who is a member of the committee being evaluated.

Individual director’s performance evaluations are completed by the Chair. The Chair meets with each individual director and reviews questionnaires completed by each director.

The Managing Director’s performance evaluation is reviewed by the Chair. The Chair conducts a performance evaluation of the Managing Director by way of meeting with the Managing Director and with an informal round-table discussion with all directors, and by reference to the Managing Director’s key performance indicators which are set by the Nomination Committee.

The Managing Director reviews the performance of the senior executives and conducts a performance evaluation of the senior executives by on-going informal monitoring throughout each financial year and an annual formal interview.

SUMMARY OF POLICY FOR TRADING IN COMPANY SECURITIES

The Board has adopted a policy which prohibits dealing in the Company’s securities by Directors, officers, employees when those persons possess inside information. The policy also contains a blackout period within which Directors, officers and employees are prohibited from trading. The policy prohibits short term or speculative trading of the Company’s securities. Trading may be permitted in a blackout period in certain exceptional circumstances subject to obtaining prior written clearance. Directors and officers are required to obtain clearance prior to trading at all times.

SUMMARY OF DIVERSITY POLICY

The Board has adopted a Diversity Policy which describes the Company’s commitment to ensuring a diverse mix of skills and talent exist amongst its Directors, officers and employees, to enhance the Company’s performance. The Diversity Policy addresses equal opportunities in the hiring, training and career advancement of Directors, officers and employees. The Diversity Policy outlines the process by which the Board will set measurable objectives to achieve the aims of its Diversity Policy. The Board is responsible for monitoring Company performance in meeting the Diversity Policy requirements, including the achievement of any diversity objectives.

SUMMARY OF COMPLIANCE PROCEDURES

The Board has adopted Compliance Procedures (Compliance Proceedures) to assist it to comply with the ASX Listing Rules disclosure requirements. Under the Compliance Procedures, a responsible officer is appointed who is primarily responsible for ensuring the Company complies with its disclosure obligations. The duties of the responsible officer are set out in the Compliance Procedures. The Compliance Procedures provide guidelines as to the type of information and materials that needs to be disclosed and encourages thorough recording of disclosure decision-making. The Compliance Procedures contain information on avoiding a false market, safeguarding confidentiality of corporate information, and information on external communication for the purpose of protecting the Company’s price sensitive information.

SUMMARY OF PROCEDURE FOR THE SELECTION, APPOINTMENT AND ROTATION OF EXTERNAL AUDITOR

The Board is responsible for the initial appointment of the external auditor and the appointment of a new external auditor when any vacancy arises, as per the recommendations of the Audit Committee.

Candidates for the position of external auditor of the Company must be able to demonstrate complete independence from the Company and an ability to maintain independence through the engagement period. The Audit Committee will review the performance of the external auditor on an annual basis and make any recommendations to the Board.

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Section

SUMMARY OF SHAREHOLDER COMMUNICATION STRATEGY

The Board aims to ensure that shareholders are informed of all major developments affecting the Company. The Company provides shareholder materials directly to shareholders through electronic means. A shareholder may request a hard copy of the Company’s annual report to be posted to them. The Company maintains a website on which the Company makes certain information available on a regular basis.

SUMMARY OF RISK MANAGEMENT POLICY

The Board has adopted a Risk Management Policy. Under the policy, the Board delegates day-to-day management of risk to the Managing Director, with the assistance of senior management as required. The Policy sets out the role and accountabilities of the Managing Director. It also contains the Company’s risk profile and describes some of the policies and practices the Company has in place to manage specific business risks.

The Managing Director is required to report on the progress of, and on all matters associated with risk management. The Managing Director is to report to the Board as to the effectiveness of the Company’s management of its material business risks at least annually.

The Board is responsible for approving the Company’s policies on risk oversight and management and satisfying itself at least annually that management has developed and implemented a sound system of risk management and internal control.

As the Company’s activities develop in size, nature and scope, the size of the Board and the implementation of additional corporate governance structures will be given further consideration.

ASX CORPORATE GOVERNANCE COUNCIL PRINCIPLES AND RECOMMENDATIONS

The Board sets out below its “if not, why not” report. Where the Company’s corporate governance practices follow a recommendation, the Board has made appropriate statements reporting on the adoption of the recommendation. Where, after due consideration, the Company’s corporate governance practices depart from a recommendation, the Board has offered full disclosure and a reason for the adoption of its own practice, in compliance with the “if not, why not” regime.

BOARD

ROLES AND RESPONSIBILITIES OF THE BOARD AND SENIOR EXECUTIVES(RECOMMENDATIONS: 1.1, 1.3)

The Company has established the functions reserved to the Board, and those delegated to senior executives and has set out these functions in its Board Charter, summarised above in the section titled “Summary of Board Charter”. The Company’s Board Charter will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

SKILLS, EXPERIENCE, EXPERTISE AND PERIOD OF OFFICE OF EACH DIRECTOR(RECOMMENDATION: 2.6)

A profile of each Director setting out their skills, experience, expertise and period of office is set out in Section 4 of this Prospectus and on the Company’s website at www.mogulresources.com.

DIRECTOR INDEPENDENCE(RECOMMENDATIONS: 2.1, 2.2, 2.3, 2.6)

The Board does not have a majority of directors who are independent. The Board considers that the composition is adequate for the Company’s current size and operations, and includes an appropriate mix of skills and expertise relevant to the Company’s business.

Independence is measured having regard to the relationships listed in Box 2.1 of the Principles & Recommendations and the Company’s materiality thresholds. The Board has agreed on the following guidelines for assessing the materiality of matters, as set out in the Company’s Board Charter:

• Balance sheet items are material if they have a value of more than 10% of pro-forma net assets.

• Profit and loss items are material if they will have an impact on the current year operating result of 10% or more.

• Items are also material if they impact on the reputation of the Company, involve a breach of legislation, are outside the ordinary course of business, could affect the Company’s rights to its assets, if accumulated they would trigger the quantitative tests, involve a contingent liability that would have a probable effect of 10% or more on balance sheet or profit and loss items, or they will have an effect on operations which is likely to result in an increase or decrease in net 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 of the Board is Sundeep Bhandari. The Managing Director is Harjinder Kehal who is not Chair of the Board.

INDEPENDENT PROFESSIONAL ADVICE(RECOMMENDATION: 2.6)

To assist Directors with independent judgement, it is the Board’s policy that if a Director considers it necessary to obtain independent professional advice to properly discharge the responsibility of their office as a Director then, provided the Director first obtains approval for incurring such expense from the Chair, the Company will pay the reasonable expenses associated with obtaining such advice.

SELECTION AND (RE)APPOINTMENT OF DIRECTORS(RECOMMENDATION: 2.6)

The Board recognises that Board renewal is critical to performance and the impact of Board tenure on succession planning. Re-appointment of directors is not automatic. In determining candidates for the Board, the Nomination Committee (or equivalent) follows a prescribed procedure summarised above in the section titled “Summary of Policy and Procedure for Selection and (Re)Appointment of Directors”. The Company’s Policy and Procedure for the Selection and (Re)Appointment of Directors will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

BOARD COMMITTEES

NOMINATION COMMITTEE(RECOMMENDATIONS: 2.4, 2.6)

The Company has not established a separate Nomination Committee. Given the current size and composition of the Board, the Board believes that there would be no efficiencies gained by establishing a separate Nomination Committee. Accordingly, the Board performs the role of the Nomination Committee. Items that are usually required to be discussed by the Nomination Committee are marked as separate agenda items at Board meetings when required. When the Board convenes as the Nomination Committee it carries out those functions which are delegated in the Company’s Nomination Committee Charter. The Board deals with any conflicts of interest that may occur when convening in the capacity of Nomination Committee by ensuring the Director with conflicting interests is not party to the relevant discussions.

To assist the Board to fulfil its function as the Nomination Committee, the Company has adopted a Nomination Committee Charter, which is summarised above in the section titled “Summary of Nomination Committee Charter”. The Company’s Nomination Committee Charter will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

AUDIT COMMITTEE(RECOMMENDATIONS: 4.1, 4.2, 4.3, 4.4)

The Company has not established a separate Audit Committee and therefore it is not structured in accordance with Recommendation 4.2. Given the current size and composition of 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

are usually required to be discussed by the Audit Committee are marked as separate agenda items at Board meetings when required. When the Board convenes as the Audit Committee it carries out those functions which are delegated in the Company’s Audit Committee Charter. The Board deals with any conflicts of interest that may occur when convening in the capacity of Audit Committee by ensuring the Director with conflicting interests is not party to the relevant discussions.

The Company has also established procedures for the selection, appointment and rotation of its external auditor.

The Company’s Audit Committee Charter and the Company’s Procedure for Selection, Appointment and Rotation of External Auditor are summarised above in the sections titled “Summary of Audit Committee Charter” and “Summary of Procedure for the Selection, Appointment and Rotation of External Auditor” and will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

REMUNERATION COMMITTEE(RECOMMENDATIONS: 8.1, 8.2, 8.3, 8.4)

The Company has not established a separate Remuneration Committee and therefore it is not structured in accordance with Recommendation 8.2. Given the current size and composition of the Board, the Board believes that there would be no efficiencies gained by establishing a separate Remuneration Committee. Accordingly, the Board performs the role of the Remuneration Committee. Items that are usually required to be discussed by the Remuneration Committee are marked as separate agenda items at Board meetings when required. When the Board convenes as the Remuneration Committee it carries out those functions which are delegated in the Company’s Remuneration Committee Charter. The Board deals with any conflicts of interest that may occur when convening in the capacity of Remuneration Committee by ensuring the Director with conflicting interests is not party to the relevant discussions.

There are no termination or retirement benefits for non-executive Directors (other than for superannuation). The Company’s Remuneration Committee Charter includes a statement of the Company’s policy on prohibiting transactions in associated products which limit the risk of participating in unvested entitlements under any equity based remuneration schemes.

The Company’s Remuneration Committee Charter is summarised above in the section titled “Summary of Remuneration Committee Charter” and will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

PERFORMANCE EVALUATION

SENIOR EXECUTIVES(RECOMMENDATION: 1.2, 1.3)

The Company has established a process for evaluating the performance of senior executives. Refer to the above section titled “Summary of Process for Performance Evaluation”. The Company’s Process for Performance Evaluation will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

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BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS(RECOMMENDATIONS: 2.5, 2.6)

The Company has established a process for evaluating the performance of the Board, its committees and individual Directors. Refer to the section above titled “Summary of Process for Performance Evaluation”. The Company’s Process for Performance Evaluation will be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

ETHICAL AND RESPONSIBLE DECISION MAKING

CODE OF CONDUCT(RECOMMENDATIONS: 3.1, 3.3, 3.5)

The Company has established a Code of Conduct as to the practices necessary to maintain confidence in the Company’s integrity, to take into account their legal obligations and the expectations of their stakeholders and responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

The Company’s Code of Conduct is summarised above in the section titled “Summary of Code of Conduct” and will be made available on the Company website at www.mogulresources.com under the section marked Corporate Governance.

DIVERSITY POLICY(RECOMMENDATIONS: 3.2, 3.3, 3.4, 3.5)

The Board has established a Diversity Policy, which includes requirements for the Board to establish measurable objectives for achieving gender diversity and for the Board to assess annually both the objectives and progress in achieving them.

The Company’s Diversity Policy is summarised above in the section titled “Summary of Diversity Policy” and will be made available on the Company website at www.mogulresources.com under the section marked Corporate Governance.

The Board has not yet set measurable objectives for achieving gender diversity. The Directors are in the process of collecting information to enable them to set meaningful measurable objectives which are appropriate to the Company given its size and operations.

The proportion of women employees in the whole organisation, women in senior positions and women on the Board are set out in the following table:

Proportion of women

Whole organisation 2 out of 5 (40%)

Senior Executive positions 1 out of 3 (33%)

Board Nil out of three (0%)

CONTINUOUS DISCLOSURE(RECOMMENDATIONS: 5.1, 5.2)

The Company has established written policies and procedures designed to ensure compliance with ASX Listing Rule disclosure and accountability at a senior executive level for that compliance.

A summary of the Company’s policy to guide compliance with ASX Listing Rule disclosure is included above under the section titled “Summary of Compliance Procedures” and will also be made publically available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

SHAREHOLDER COMMUNICATION(RECOMMENDATIONS: 6.1, 6.2)

The Company has designed a communications policy for promoting effective communication with shareholders and encouraging shareholder participation at general meetings. It is the Company’s policy to require the external auditor to attend its annual general meeting and be available to respond to shareholder questions. This is summarised above under the section titled “Summary of Shareholder Communication Strategy” and a summary will also be made available on the Company’s website at www.mogulresources.com under the section marked Corporate Governance.

RISK MANAGEMENTRECOMMENDATIONS: 7.1, 7.2, 7.3, 7.4)

The Board has adopted a Risk Management Policy, which sets out the Company’s risk profile. This policy is summarised above under the section titled “Summary of Risk Management Policy”. The Board has required management to design, implement and maintain risk management and internal controls systems to manage the Company’s material business risks. The Board also requires management to report to the Board confirming that those risks are being managed effectively. When the Company becomes listed on the ASX, the Board will require the Managing Director and the Chief Financial Officer (or equivalent) to provide a declaration to the Board in accordance with section 295A of the Corporations Act and to assure the Board that such declaration is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks.

A summary of the Company’s Risk Management Policy 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 section marked Corporate Governance.

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The activities of the Company are subject to a number of risks and other factors, which may impact its future performance. Some of these risks can be mitigated by the use of safeguards and appropriate controls. However, many of the risks are outside the control of the Company and cannot be mitigated.

Investors should be aware that the performance of the Company may be affected and the value of its Shares may rise or fall over any given period. Some of the factors which investors should consider before they make a decision whether to apply for Shares include, but are not limited to, the risks in this Section.

10.1 COMPANY SPECIFIC RISKS

(a) Mines and Minerals (Development and Regulation) Bill

The Government of India is likely to introduce the Mines and Minerals (Development and Regulation) Bill (MMDR Bill) in the Indian Parliament in 2011. The MMDR Bill seeks to replace the Mines and Minerals (Development and Regulation) Act 1957 (MMDR Act) which currently regulates the exploration of minerals and development of mines (excluding petroleum and natural gas) in India.

The latest publicly available version of the draft MMDR Bill (released in June 2010) included provisions for profit sharing arrangements whereby mining companies will be required to allot 26% of their share capital to the local population or pay the local population 26% of their profits after tax. Various stakeholders have expressed reservations to these profit sharing arrangements on grounds that such provisions will adversely impact upon the growth of mining 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 these provisions, but there currently exists uncertainty as to how the provisions of the final draft will be finalised. The rate of profit share could either be:

(i) aligned with the value of minerals instead of a uniform 26% profit after tax; or

(ii) a combination of profit and royalty share; or

(iii) a higher royalty share.

If the MMDR Bill is introduced and passed by the Indian Parliament, the arrangements referred to above may adversely impact on the financial performance of the Company and the returns of Shareholders. In addition, the passing of the MMDR Bill may result in certain operations of the Company becoming uneconomic resulting in the Company electing not to proceed with its exploration programs as currently planned.

(b) Land Access

Various third party consents and permissions are required to be obtained by the Company before it can commence reconnaissance operations (i.e. exploration activities) on portions of the land the subject of the RP’s.

The applicable agricultural land conversion legislation in the various states of India require that, if agricultural land is to be used for non-agricultural purposes, it must be converted to non-agricultural land by making an application to the applicable State Government. Given that mining and related activities are non-agricultural activities,

the Company will need to obtain such permission prior to conducting reconnaissance operations in respect to an RP that is granted over agricultural land.

The Mineral Concession Rules also restrict the holder of an RP undertaking reconnaissance operations on any forest land without obtaining the prior permission of the forest department in the applicable State.

In addition, if an RP is held in respect to land that is privately owned, the consent of the owner of such land is required prior to conducting reconnaissance operations. An RP holder is also required to pay compensation to the land owner calculated in accordance with Rule 72 of the Mineral Concession Rules.

The Company has not yet undertaken an investigation of other rights existing in respect to the underlying land for each of the Company’s projects. Such investigations are not ordinarily undertaken at the RP application stage. The Company will undertake such investigations prior to commencing reconnaissance operations in respect to each RP so as to obtain the requisite consent or permission of any other interested parties.

If any consents or permissions required in respect to an RP are not obtained, the Company will not be permitted to conduct reconnaissance operations on such RP. This may adversely affect the financial position and performance of the Company.

Refer to Section 8 for further details of the requirements for obtaining the right to undertake reconnaissance operations for RP’s.

(c) RP Applications

The Company currently has 12 applications for the grant of RP’s pending. The Company is aware of competing applications in respect to 5 of the applications. The Company is not aware if there are any competing applications in respect to 6 of the applications. In respect to the other remaining application, No.11/2008 in the Alwar district, Rajasthan, the relevant State Government has recommended the Central Government grant an RP (although the Central Government approval has not yet been obtained).

An application for an RP does not entitle the Company to any priority in the grant of the RP in the event there is a competing RP application. There is a risk that the Company may not be granted RP’s in respect to all of its applications. If the Company does not obtain RP’s in respect to such applications the operations, financial position and performance of the Company may be adversely affected.

Refer to Section 8 of this Prospectus for further details of the Company’s RP applications and the procedure for the grant of RP’s in respect to them.

(d) Title Risks

The Company’s projects in India are governed by Indian legislation relating to the grant, renewal and forfeiture of exploration and mining permits. There is no guarantee that current or future applications, conversions or renewals of the projects the Company has an interest in, or potential interest in, will be approved.

10. RISK FACTORS

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Exploration and mining permits and leases in India are subject to a number of specific legislative conditions including payment of royalties and meeting conditions attached to the grant of permits. The inability to meet these conditions in relation to any of the permits or future leases could affect the standing of the permit and/or leases or restrict their ability to be renewed, adversely affecting the operations, financial position and performance of the Company.

10.2 MINERAL INDUSTRY RISKS

(a) Exploration and development risks

Mineral exploration and mining are high-risk enterprises, only occasionally providing high rewards. In addition to the normal competition for prospective ground, and the high average costs of discovery of an economic deposit, factors such as demand for commodities, stock market fluctuations affecting access to new capital, sovereign risk, environmental issues, labour disruption, project financing difficulties, foreign currency fluctuations and technical problems all affect the ability of a company to profit from any discovery.

There is no assurance that exploration and development of the mineral interests owned by the Company, or any other projects that may be acquired in the future can be profitably exploited.

(b) Operational risks

The operations of the Company may be disrupted by a variety of risks and hazards which are beyond the control of the Company, including environmental hazards, industrial accidents, technical failures, labour disputes, unusual or unexpected rock formations, flooding and extended interruptions due to inclement or hazardous weather conditions, fire, explosions and other incidents beyond the control of the Company.

These risks and hazards could also result in damage to, or destruction of, production facilities, personal injury, environmental damage, business interruption, monetary losses and possible legal liability. While the Company currently intends to maintain insurance within ranges of coverage consistent with industry practice, no assurance can be given that the Company will be able to obtain such insurance coverage at reasonable rates (or at all), or that any coverage it obtains will be adequate and available to cover any such claims.

(c) Resource estimates

Resource estimates are expressions of judgment based on knowledge, experience and industry practice. Estimates that were valid when made may change significantly when new information becomes available.

In addition, resource estimates are necessarily imprecise and depend to some extent on interpretations, which may prove to be inaccurate. Should the Company encounter mineralisation or formations different from those predicted by past drilling, sampling and similar examinations, resource estimates may have to be adjusted and mining plans may have to be altered in a way that could adversely affect the Company’s operations.

(d) Payment obligations

Under the mining and exploration permits and licences and certain other contractual agreements to which the Company is or may in the future become party, the Company is or may become subject to payment and other obligations. In particular, the permit holders are required to expend the funds necessary to meet the minimum work commitments attaching to the permits and licences. Failure to meet these work commitments will render the permit liable to be cancelled.

(e) Commodity price volatility

It is anticipated that any revenues derived from mining will primarily be derived from the sale of gold. Consequently, any future earnings are likely to be closely related to the price of this commodity and the terms of any off-take agreements that the Company enters into.

Commodity prices fluctuate and are affected by numerous factors beyond the control of the Company. These factors include world demand for base metals, forward selling by producers, and production cost levels in major metal-producing regions.

Moreover, commodity prices are also affected by macroeconomic factors such as expectations regarding inflation, interest rates and global and regional demand for, and supply of, the commodity as well as general global economic conditions. These factors may have an adverse effect on the Company’s exploration, development and production activities, as well as on its ability to fund those activities.

(f) Competition

The Company competes with other companies, including major mineral exploration and production companies. Some of these companies have greater financial and other resources than the Company and, as a result, may be in a better position to compete for future business opportunities. Many of the Company’s competitors not only explore for and produce minerals, but also carry out refining operations and other products on a worldwide basis. There can be no assurance that the Company can compete effectively with these companies.

(g) Title

All of the tenements or licences in which the Company has, or may earn, an interest in will be subject to applications for renewal or grant (as the case may be). The renewal or grant of the term of each tenement or licence is usually at the discretion of the relevant Government authority.

(h) Tribal issues

In order to protect the weaker section of people including, scheduled castes and scheduled tribes, the Constitution of India has directed the states to promote the educational and economical interests of such groups. One of the methods for implementing this direction is by distribution of property to such persons of weaker section by imposing ceilings on property holdings of persons owning many properties or by direct regulation of contractual transactions by forbidding certain transactions.

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 enacted legislation to protect the rights of the scheduled tribes in respect to scheduled areas in such states. In Andhra Pradesh, the Andhra Pradesh Scheduled Areas Land Transfer Regulation, 1959, and in Rajasthan, Section 42(b) of the Rajasthan Tenancy Act, 1955 provide that a transfer of land by a member of a scheduled caste or scheduled tribe, to a person who is not a member of a scheduled caste or scheduled tribe is void.

Further, section 11(5) of the MMDR Act (as amended by the state of Andhra Pradesh) prohibits the granting of PLs or ML’s (in scheduled areas) in favour of any person unless such person is a member of a scheduled tribe. However, this restriction is not applicable to an undertaking owned or controlled by the State or Central Government, or a society registered under the Andhra Pradesh Co-operatives Societies Act, 1964 which is composed solely of members of scheduled tribes.

Also, the Rajasthan Mineral Policy of 2011 requires that an application for RP, PL or ML to conduct mining operations in tribal areas will be granted only to RSMML. Though, RSMML may form a joint venture with private investors in accordance with the Rajasthan Mineral Policy of 2011 to conduct operations such as RP, PL or ML. The policy further mentions that all pending applications of major minerals in tribal areas as on 10 March, 2010, except for those ones where there are stay orders from courts against cancellation, would be rejected.

It is possible that the above legislative measures may impact upon the projects of the Company and may have an adverse effect on the Company’s exploration, development and production activities.

(i) Environmental

The Company’s projects are subject to Indian regulations regarding environmental matters and the discharge of hazardous wastes and materials. As with all mining projects, projects held by the Company are likely to have a variety of environmental impacts. The Company intends to conduct its activities in an environmentally responsible manner and in accordance with applicable laws.

The cost and complexity of complying with the applicable environmental laws and regulations may prevent the Company from being able to develop potentially economically viable mineral deposits.

Although the Company believes that it is in compliance in all material respects with all applicable environmental laws and regulations, there are certain risks inherent to its activities, such as accidental spills, leakages or other unforseen circumstances, which could subject the Company to extensive liability.

Further, the Company may require approval from the relevant authorities before it can undertake activities that are likely to impact the environment. Failure to obtain such approvals will prevent the Company from undertaking its desired activities. The Company is unable to predict the effect of additional environmental laws and regulations, which may be adopted in the future, including whether any such laws or regulations would materially increase the Company’s cost of doing business or affect its operations in any area.

There can be no assurances that new environmental laws, regulations or stricter enforcement policies, once implemented, will not oblige the Company to incur significant expenses and undertake significant investments in such respect which could have a material adverse effect on the Company’s business, financial condition and results of operations.

10.3 GENERAL RISKS

(a) Political risk in India

India has maintained a democratic framework since its independence. Although political conditions in India are generally stable, changes may occur in its political, fiscal and legal systems which might affect the ownership or operation of the Company’s interests, including inter alia, changes in exchange control regulations, expropriation of mining rights, changes in Government and changes in legislative and regulatory regimes.

The Indian Government since 1991 has pursued a policy of economic liberalisation, including the relaxation of private sector involvement in certain sectors, such as mining. However, the rate of economic liberalisation could change, and laws and policies affecting the mining sector, foreign investment, exchange rates and other matters affecting investment in India could change as well.

Asia has from time to time experienced civil unrest and hostilities between neighbouring countries, including India and Pakistan. Events such as clashes between India and Pakistan over the disputed Kashmir region and terrorist attacks within India itself could adversely affect the market price of the shares.

Within Andhra Pradesh there is a political movement aimed at segmenting the state. This issue is unresolved and may cause political instability in the future.

(b) Government Regulations

The Company’s operations will be regulated by the national, state and local authorities in India. Numerous Governmental permits, approvals and licences will be required for the Company’s operations. The costs, liabilities and regulations applicable to the Company, including to comply with changes to these laws and regulations, or the manner in which they are applied, may be substantial and time consuming and may delay the commencement or continuation of exploration, mining or production activities.

Failure to comply with these laws or regulation, or failure to obtain or renew the permits, approvals and licences required may have a material adverse effect on the results of the operations and financial condition of the Company.

(c) Sovereign Risk

The Company’s underlying business interests are located and carried out predominantly in India. As a result, the Company is subject to significant political and other uncertainties, including but not limited to, changes in politics or the personnel administering them, nationalisation or expropriation of property, cancellation or modification of contractual rights, foreign exchange restrictions, currency fluctuations, royalty and tax increases and other risks arising out of foreign Governmental 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.

(f) Economic risk

Changes in the general economic climate in which the 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.

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11.1 RIGHTS ATTACHING TO SHARES

A summary of the rights attaching to Shares in the Company is set out below. This summary is qualified by the full terms of the Constitution (a full copy of the Constitution is available from the Company on request free of charge) and does not purport to be exhaustive or to constitute a definitive statement of the rights and liabilities of Shareholders. These rights and liabilities can involve complex questions of law arising from an interaction of the Constitution with statutory and common law requirements. For a Shareholder to obtain a definitive assessment of the rights and liabilities which attach to Shares in any specific circumstances, the Shareholder should seek legal advice.

a) Voting

At a general meeting, on a show of hands every Shareholder present in person has one vote. At the taking of a poll, every Shareholder present in person or by proxy and whose Shares are fully paid has one vote for each of his or her Shares. On a poll, the holder of a partly paid share has a fraction of a vote with respect to the share. The fraction is equivalent to the proportion which the amount paid (not credited) bears to the total amount paid and payable (excluding amounts credited).

b) General Meetings

Each Shareholder is entitled to receive notice of, attend and vote at general meetings of the Company and to receive all notices, financial statements and other documents required to be sent to Shareholders under the Constitution, the Corporations Act and the Listing Rules.

c) Dividends

The Directors may pay to Shareholders any interim and final dividends as, in the Directors’ judgement, the financial position of the Company justifies. The Directors may fix the amount, the record date for determining eligibility and the method of payment. All dividends must be paid to the Shareholders in proportion to the number and the amount paid on the Shares held.

d) Transfer of Shares

Generally, all Shares in the Company are freely transferable subject to the procedural requirements of the Constitution, and to the provisions of the Corporations Act, the Listing Rules and the ASTC Operating Rules. The Directors may decline to register an instrument of transfer received where the transfer is not in registrable form or where refusal is permitted under the Listing Rules or the ASTC Operating Rules. If the Directors decline to register a transfer the Company must give reasons for the refusal. The Directors must decline to register a transfer when required by the Corporations Act, the Listing Rules or the ASTC Operating Rules.

e) Variation of Rights

The Company may only modify or vary the rights attaching to any Shares with the prior approval by a special resolution of the Shareholders, or with the written consent of the holders of at least three-quarters of the issued Shares.

f) Directors

The minimum number of Directors is three and the maximum is ten. Currently, there are three Directors. Directors must retire on a rotational basis so that one-third of Directors must

retire at each annual general meeting. Any other Director who has been in office for three or more years must also retire. A retiring Director is eligible for re-election. The Directors may appoint a director either in addition to existing Directors or to fill a casual vacancy, who then holds office until the next annual general meeting.

g) Decisions of Directors

Questions arising at a meeting of Directors are decided by a majority of votes. The Chairman has a casting vote.

h) Issue of Further Shares

Subject to the Constitution, the Corporations Act and the Listing Rules, the Directors may issue, or grant Options in respect of, Shares to such persons on such terms as they think fit. In particular, the Directors may issue preference shares, including redeemable preference shares, and may issue shares with preferred, deferred or special rights or restrictions in relation to dividends, voting, return of capital and participation in surplus on winding up.

i) Officers’ Indemnity

To the full extent permitted by the law and to the extent not covered by insurance, the Company must indemnify each officer of the Company against all losses and liabilities incurred by the person as an officer of the Company, including costs and expenses incurred in defending proceedings in which judgement is given in favour of the person or in which the person is acquitted or in connection with relief granted to the person in an application under the Corporations Act in respect to such proceedings.

j) Alteration to the Constitution

The Constitution can only be amended by a special resolution passed by at least 75% of Shareholders present and voting at a general meeting. At least 28 days’ notice of the intention to propose the special resolution must be given.

k) Listing Rules Prevail

To the extent that there are any inconsistencies between the Constitution and the Listing Rules, the Listing Rules prevail.

11.2 COMPANY HISTORY, TAX STATUS AND FINANCIAL YEAR

The Company was incorporated on 3 May 2007 under the Corporations Act as a public company.

The Company’s financial year ends on 30 June annually and the Directors expect that the Company will be taxed in Australia.

11.3 CONTINUOUS DISCLOSURE

The Company is subject to regular reporting and disclosure obligations under the Corporations Act. Copies of documents lodged with the ASIC in relation to the Company may be obtained from, or inspected at, an ASIC office.

Further, the Company will adopt a continuous disclosure policy so as to comply with its continuous disclosure obligations once listed on ASX.

Those obligations will include being required to notify the ASX immediately of any information concerning the Company of which it is, or becomes aware of, and which a reasonable person would expect to have a material effect on the price or value of

11. ADDITIONAL INFORMATION

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the Company’s Shares. Exceptions apply for certain information which does not have to be disclosed.

Other documents that are required to be lodged include:

(a) quarterly activities and cash flow reports to be provided to the ASX within a specified time following the end of each quarter;

(b) half yearly reports and preliminary financial statements to be provided to the ASX within 2 months of the end of each half and full year accounting period respectively; and

(c) financial statements, to be lodged with the ASX within a specified time after the end of each accounting period.

11.4 INTERESTS OF DIRECTORS

No Director (or entity in which they are a partner or director) has, or has had in the two years before the date of this Prospectus, any interest in:

• the formation or promotion of the Company; or

• property acquired or proposed to be acquired by the Company in connection with its formation or promotion or the Offer; or

• the Offer,

and no amounts have been paid or agreed to be paid and no value or other benefit has been given or agreed to be given to any Director to induce him or her to become, or to qualify as, a Director, or any Director for services which he or she (or an entity in which they are a partner or director) has provided in connection with the formation or promotion of the Company or the Offer, except as disclosed in this Prospectus and as follows.

(a) Director and holdings

The Directors and their related entities have the following interests in the securities of the Company as at the date of this Prospectus:

Director No. of Shares Held Unlisted Options

Direct Indirect

Sundeep

Bhandari 3,325,001 -

2,500,000(1)

2,000,000(2)

Harjinder Kehal 1 5,000,000 4,000,000(2)

Max Cozijn 1 3,325,000 2,000,000(2)

(1) Granted Options each exercisable at 20c on or before 30/11/2015.

(2) Unlisted Options to be granted subject to Shareholder approval following listing of Mogul on ASX, with an exercise 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 conditions.

Each ofSundeep Bhandari& Max Cozijn (or their nominees)

750,000 Options vest on grant 750,000 Options vest 12 months from grant 500,000 Options vest 24 months from grant

Harjinder Kehal (or his nominee)

1,500,000 Options vest on grant 1,500,000 Options vest 12 months from grant 1,000,000 Options vest 24 months from grant

(b) Remuneration of Directors

Following listing on the ASX:

(i) Mr Harjinder Kehal as Managing Director has entered into a 3 year executive service agreement on a base salary of A$250,000 plus 9% superannuation. In addition, he will be granted 4 million unlisted 5 year Options exercisable at a price to be set at 50% above the VWAP share price, broken up into 3 tranches, with 1.5 million Options vesting as at the date of grant; 1.5 million Options vesting after 12 months continuous service and the balance of 1 million Options vesting after 24 months continuous service;

(ii) Mr Sundeep Bhandari as non-executive Chairman will be been paid Director’s fees of A$60,000 per annum (A$5,000 per month plus 9% superannuation). In addition, he will be granted 2 million unlisted 5 year Options exercisable at a price to be set at 50% above the VWAP share price, broken up into 3 tranches, with 750,000 Options vesting as at the date of grant; 750,000 Options vesting after 12 months continuous service, and the balance of 500,000 Options vesting after 24 months continuous service; and

(iii) Mr Max Cozijn as Finance Director and Company Secretary has entered into a 3 year Executive Service Agreement (“ESA”) on a base salary of A$90,000 plus 9% superannuation. In addition, he will be granted 2 million unlisted 5 year Options exercisable at a price to be set at 50% above the VWAP share price as required under taxation legislation, broken up into 3 tranches, with 750,000 Options vesting as at the date of grant; 750,000 Options vesting after 12 months continuous service, and the balance of 500,000 Options vesting after 24 months continuous service.

(c) Other interests of Directors

Petrodril – a division of Datavision Systems Pvt Ltd, a company associated with Mr Sundeep Bhandari, is presently paid a retainer of A$1,500 per month to provide administrative services in India. Upon listing on the ASX this retainer will become A$5,000 per month, plus any relevant Indian taxes.

(d) SUBSTANTIAL SHAREHOLDERS

At the date of this report the following table shows substantial shareholders:

Date of Prospectus

Upon Minimum Subscription

DV01 Mechelle Ltd 7.63% 3.36%

Directors:

Sundeep Bhandari 16.92% 7.45%

Interests of Harjinder Kehal 25.45% 11.20%

Interests of Max Cozijn 16.92% 7.45%

11.5 INTERESTS OF PROMOTERS, EXPERTS AND ADVISERS

No promoter or other person named in this Prospectus as having performed a function in a professional, advisory or other capacity in connection with the preparation or distribution of this Prospectus (or entity in which they are a partner or director) has, and has had in the two years before the date of this Prospectus,

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any interest in:

a) the formation or promotion of the Company; or

b) property acquired or proposed to be acquired by the Company in connection with its formation or promotion or the Offer; or

c) the Offer,

and no amounts have been paid or agreed to be paid and no value or other benefit has been given or agreed to be given to a promoter or any person named in this Prospectus as having performed a function in a professional, advisory or other capacity in connection with the preparation or distribution of this Prospectus for services provided by that person in connection with the formation or promotion of the Company or the Offer, except as disclosed in this Prospectus and as follows:

(i) Hardy Bowen Lawyers have acted as solicitors to the Company and in that capacity have been involved in providing legal advice to the Company in relation to the Offer and will be paid approximately $45,000 for these services.

(ii) Crowe Horwath Perth has prepared the Investigating Accountant’s Report included in Section 6 of this Prospectus. In respect of this work the Company will pay approximately $10,000 to $11,500.

iv) SRK Consulting (Australasia) Pty Ltd has prepared the Independent Technical Assessment included in Section 5 of this Prospectus. In respect of this work the Company will pay approximately $40,000 to $45,000

The amounts disclosed above are exclusive of any amount of GST payable by the Company in respect of those amounts.

11.6 EXPENSES OF OFFER

The total expenses of the Offer payable by the Company will be approximately $500,000 if only the Minimum Subscription is received and $600,000 if the Maximum Subscription is received. These expenses include management and brokers fees, expert’s fees, legal fees, ASX and ASIC fees, the cost of advertising, printing and distributing this Prospectus and other miscellaneous expenses.

11.7 PRIVACY

If you apply for Shares, you will provide personal information to the Company and the Share Registry. The Company and the Share Registry collect, hold and use your personal information in order to assess your Application, service your needs as an investor, provide facilities and services that you request and carry out appropriate administration.

Company and tax law requires some of the information to be collected. If you do not provide the information requested, your Application may not be able to be processed efficiently, or at all.

The Company and the Share Registry may disclose your personal information for purposes related to your investment to their agents and service providers and third parties (which may be located outside Australia) including those listed below or as otherwise authorised under the Privacy Act:

a) the Share Registry for ongoing administration of the register;

b) legal, financial and professional advisers; and

c) the printers and the mailing house for the purposes of preparation and distribution of statements and for handling of mail.

If an Applicant becomes a Shareholder, the Corporations Act requires the Company to include information about the Shareholder (including name, address and details of the Securities held) in its public register. The information contained in the Company’s public register must remain there even if that person ceases to be a Shareholder. Information contained in the Company’s register is also used to facilitate distribution payments and corporate communications (including the Company’s financial results, annual reports and other information that the Company may wish to communicate to its Shareholders) and compliance by the Company with legal and regulatory requirements.

If you do not provide the information required on the Application Form, the Company may not be able to accept or process your Application.

An Applicant has a right to gain access to the information that the Company holds about that person subject to certain exemptions under law. A fee may be charged for access. Access requests must be made in writing to the Company’s registered office.

11.8 COMPANY TAX STATUS AND FINANCIAL YEAR

The Directors expect the Company will be taxed in Australia as a public company.

The financial year of the Company ends on 30 June annually.

Revenues and expenditures disclosed in this Prospectus are recognised exclusive of the amount of GST, unless otherwise disclosed.

11.9 TAXATION IMPLICATIONS

The acquisition and disposal of Shares will have tax consequences, which will differ depending on the individual financial affairs of each investor. All potential investors in the Company are urged to take independent financial advice about the taxation and any other consequences of acquiring and selling Shares.

To the maximum extent permitted by law, the Company, its officers and each of their respective advisers accept no liability or responsibility with respect to the taxation consequences of subscribing for Shares under this Prospectus.

11.10 LITIGATION AND CLAIMS

So far as the Directors are aware, there is no current or threatened civil litigation, arbitration proceedings or administrative appeals, or criminal or governmental prosecutions of a material nature in which the Company is directly or indirectly concerned which is likely to have a material adverse effect on the business or financial position of the Company.

11.11 CONSENTS

Each of the parties referred to in this Section:

a) has not made any statement in this Prospectus or any statement on which a statement in this Prospectus is based, other than specified below;

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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

Crowe Horwath Perth Investigating Accountant Investigating Accountant's Report

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

ASX may classify certain existing Shares on issue in the Company (as opposed to those to be issued under this Prospectus) as being subject to the restricted securities provisions of the Listing Rules. If so classified, such Shares would be required to be held in escrow for a period determined by ASX and would not be able to be sold, mortgaged, pledged, assigned or transferred for that period without the prior approval of ASX.

11.13 DISTRIBUTION OF PROSPECTUS

This Prospectus has been prepared by the Company. In preparing this Prospectus the Company has taken reasonable steps to ensure that the information in the Prospectus is not false or misleading. In doing so, the Company has had regard to the prospectus requirements of the Corporations Act.

Prospective investors should read the full text of this Prospectus as the information contained in individual Sections is not intended to, and does not, provide a comprehensive review of the business and financial affairs of the Company nor the Shares offered pursuant to the Prospectus.

No person is authorised to give any information in relation to, or to make any representation in connection with, the Offer described in this Prospectus that is not contained in this Prospectus. Any such information or representation may not be relied upon as having been authorised by the Company in connection with the Offer.

This Prospectus provides information to assist investors in deciding whether they wish to invest in the Company and 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.

11.14 COMMISSION TO BROKERS

The Company will pay a commission of 5% of the issue price of Shares comprised in Applications bearing the stamp of an Australian Financial Services Licence holder and other parties and accepted by the Company. The Company may also pay a 1% corporate management fee and/or issue up to 3,750,000 unlisted Options to any party or parties assisting in this Offer. The Options will be exercisable each at 20c and will expire 5 years after the date of grant.

11.15 DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the following documents are available for inspection during normal office hours free of charge at the registered office of Mogul at Unit 7, 11 Colin Grove, West Perth WA 6005 for a period of not less than 12 months from the date of this Prospectus:

(a) Directors consents for the lodgement of this Prospectus;

(b) the Constitution; and

(c) consents referred to in Section 11.11

11.16 STATEMENT OF DIRECTORS

The Directors report that after due enquiries by them, in their opinion, since the date of the financial statements in the financial information in Section 7, there have not been any circumstances that have arisen or that have materially affected or will materially affect the assets and liabilities, financial position, profits or losses or prospects of the Company, other than as disclosed in this Prospectus.

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MOGUL RESOURCES PROSPECTUS

Section

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 KehalManaging Director

Dated 22 July 2011

12. AUTHORISATION

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MOGUL RESOURCES PROSPECTUS

Section

These definitions are provided to assist persons in understanding some of the expressions used in this Prospectus.

Terms used in the Independent Technical Assessment Report in Section 5 have the same meaning throughout this Prospectus unless otherwise defined.

“Ajmer Project” The area consisting of RP 8/2007 covering 365km2 and as described in Section 3.6.

“Ajmer RP” The RP granted in favour of the Company to conduct reconnaissance operations on area of 365km2 in Ajmer district in Rajasthan pursuant to application number 8.2007

“Allotment Date”The allotment date referred to in the Indicative Timetable of the Offer on page 5.

“Alwar Project” The area consisting of RP applications 11/2008, 26/2008 and 2/2011 covering approximately 2970km2 and as described in Section 3.6.

“Alwar RPs”The area consisting of RP applications 11/2008, 26/2008 and 2/2011 as described in Section 8 [3.3 RP Applications (b)]

“Amareshwar Project” The area consisting of PL application 14/APL2010/2126 covering approximately 7km2 and as described in Section 3.7.

“Application Form” or “Form” The application form attached to this Prospectus.

“Applicant” A person who submits an Application Form.

“Application” A valid application for Shares made pursuant to an Application Form.

“Application Monies” Application monies for Shares received and banked by the Company.

“ASIC” Australian Securities and Investments Commission.

“ASTC” ASX Settlement and Transfer Corporations Pty Ltd (ACN 008 504 532).

“ASTC Operating Rules” Operating rules of ASTC, except to the extent of any relief given by ASTC.

“ASX” Australian Securities Exchange Limited (ACN 008 624 691) and where the context permits, the Australian Securities Exchange operated by ASX Limited.

“Board” The Directors of the Company as at the date of this Prospectus.

“Business Day” A day on which ASX is open for trading.

“CHESS” Clearing House Electronic Subregistry System.

“Chitradurga – Chiknayakanhalli – Nagamangala Project” The area consisting of RP applications 01/ARP/2008 and 40/ARP/2007 covering approximately 6,035km2. RP 02/ARP/2008 covering approximately 113km2 and as described in Section 3.7.

“Chitradurga RP”The area consisting of RP application 01/APR/2008 as described in Section 8 [3.3 RP Application (c)(iii)]

“Closing Date” The closing date referred to in the Indicative Timetable of the Offer on page 5.

“Company” or “Mogul” Mogul Resources Limited (ABN 15 125 197 051).

“Corporations Act” Corporations Act 2001 (Cth).

“Constitution” The current constitution of the Company

“Cuddapah Project” The area consisting of RP applications of 23131/R9/2008, and 23132/R9/2008 and PL applications 5798/M4/2007 covering approximately 4,882km2 and as described in Section 3.8.

“Dharwar – Rennibenur Project” The area consisting of RP applications 40/ARP/2007, 41/ARP/2007 and 48/ARP/2010 covering approximately 10,443km2 and as described in Section 3.7.

“Directors” The Directors of the Company as at the date of this Prospectus.

“Exposure Period”In accordance with section 727(3) of the Corporations Act, the period of 7 days (which may be extended by ASIC up to 14 days) after lodgement of this Prospectus with ASIC during which the Company must not process Applications.

“FDI”Means foreign direct investment.

“Fifth Schedule” The fifth schedule to the Constitution of India pursuant to Article 244(1), which deals with the administration and control of scheduled areas and scheduled tribes.

“GDP”Gross domestic product.

“GSI” Geological Survey of India.

13. GLOSSARY OF TERMS

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MOGUL RESOURCES PROSPECTUS

Section

“GST” Goods and Services Tax.

“HZL” Hindustan Zinc Limited – now a subsidiary of Vedanta Resources plc.

“IOCG”Iron oxide copper gold.

“LANDSAT Imagery” Remote sensing spectral data collected by SANDSAT series satellites.

“Listing Rules” The official Listing Rules of ASX and any other rules of ASX which are applicable while any Shares are admitted to the Official List of ASX, each as amended or replaced from time to time, except to the extent of any express written waiver by ASX.

“Minimum Subscription” Has the meaning in Section 2.5.

“Mineral Concession Rules”The Mineral Concession Rules, 1960.

“ML” Mining Lease.

“MVT”Mississipi Valley-type

“MMDR Bill”The Mines and Minerals (Development and Regulation) Bill 2010

“Offer”The offer pursuant to this Prospectus by Company to the public of up to 37,500,000 Shares at an issue price of $0.20 each.

“Offer Period”The period from the Opening Date up to 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.

“Pali RP” The RP granted in favour of the Company to conduct reconnaissance operations on area of 417km2 in Pali district of Rajasthan pursuant to application number 12/2007

“PL” Prospecting Licence.

“Prospectus” This prospectus dated 22 July 2011.

“RBI”Reserve Bank of India.

“RP” Reconnaissance Permit.

“RSMML” Rajasthan State Mines and Minerals Limited, a wholly owned company of the Government of Rajasthan.

“Section” A section of this Prospectus.

“Securities” A Share or Option in the Company.

“Share” or “Shares” An ordinary fully paid voting share in the capital of the Company.

“Share Registry” Security Transfer Registrars Pty Ltd (ABN 95 008 894 488)

“Shareholder” Any person holding Shares.

“Tenements” The Mining Tenements referred to in Section 8.

“Solicitor’s Report” The Solictor’s Report on Mining Tenments referred in Section 8.

13

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THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY

MOGUL RESOURCES PROSPECTUS

APPLICATION FORM

Share Registrars use only Broker Ref – Stamp Only

Broker Code Adviser Code

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).

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

Contact email address

G CHESS HIN (if applicable)

C FULL NAME DETAILS

Title, Given Name(s) (NO Initials) and Surname or Company Name

D TAX FILE NUMBER(S)

Or exemption category

Name of Applicant 1 Applicant 1/Company

Name of Joint Applicant 2 or <Account Name> Joint Applicant 2/Trust

Name of Joint Applicant 3 or <Account Name> Joint applicant 3/Trust

E FULL POSTAL ADDRESS

Title, given name(s) (no initials) and surname or company name

F CONTACT DETAILS

Number/Street Contact name

Contact daytime telephone number

( )

Suburb/Town State/Postcode Joint applicant 3/Trust

( )

B TOTAL AMOUNT PAYABLE

Cheque(s) to equal this amount

A NUMBER OF SHARES APPLIED FOR

(minimum 10,000 Shares and then multiples of 2,000 Shares). You may be allocated all of the Shares above or a lesser number

AT $0.20C EACH =

ABN 15 125 197 051SHARE APPLICATION FORMPLEASE READ ALL INSTRUCTIONS ON REVERSE OF THIS 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 BLO CK L E T TERS . 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:

LODGEMENT OF APPLICATIONS

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

By Hand

Mogul Resources Limitedc/- Security Transfer Registrars Pty Ltd770 Canning HighwayApplecross WA 6153

By Post

Mogul Resources Limitedc/- Security Transfer Registrar Pty LtdPO Box 535Applecross 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.

Type of investor Correct form of Registrable Title Incorrect form of Registrable Title

IndividualUse names in full, no initials Mr John Alfred Smith JA Smith

Minor (a person under the age of 18)Use the name of a responsible adult, do not use the name of a minor.

John Alfred Smith<Peter Smith> Peter Smith

CompanyUse company title, not abbreviations ABC Pty Ltd

ABC P/LABC Co

TrustsUse trustee(s) personal name(s), do not use the name of the trust

Mrs Sue Smith<Sue Smith Family A/C> Sue Smith Family Trust

Deceased EstatesUse executor(s) personal name(s), do not use the name of the deceased

Ms Jane Smith <Est John Smith A/C> Estate of late John Smith

PartnershipsUse partners personal names, do not use the name of the partnership

Mr John Smith and Mr Michael Smith <John Smith and Son A/C> John Smith and Son

APPLICATION FORM

Share Registrars use only Broker Ref – Stamp Only

Broker Code Adviser Code

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).

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

Contact email address

G CHESS HIN (if applicable)

C FULL NAME DETAILS

Title, Given Name(s) (NO Initials) and Surname or Company Name

D TAX FILE NUMBER(S)

Or exemption category

Name of Applicant 1 Applicant 1/Company

Name of Joint Applicant 2 or <Account Name> Joint Applicant 2/Trust

Name of Joint Applicant 3 or <Account Name> Joint applicant 3/Trust

E FULL POSTAL ADDRESS

Title, given name(s) (no initials) and surname or company name

F CONTACT DETAILS

Number/Street Contact name

Contact daytime telephone number

( )

Suburb/Town State/Postcode Joint applicant 3/Trust

( )

B TOTAL AMOUNT PAYABLE

Cheque(s) to equal this amount

A NUMBER OF SHARES APPLIED FOR

(minimum 10,000 Shares and then multiples of 2,000 Shares). You may be allocated all of the Shares above or a lesser number

AT $0.20C EACH =

ABN 15 125 197 051SHARE APPLICATION FORMPLEASE READ ALL INSTRUCTIONS ON REVERSE OF THIS 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 BLO CK L E T TERS . 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:

LODGEMENT OF APPLICATIONS

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

By Hand

Mogul Resources Limitedc/- Security Transfer Registrars Pty Ltd770 Canning HighwayApplecross WA 6153

By Post

Mogul Resources Limitedc/- Security Transfer Registrar Pty LtdPO Box 535Applecross 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.

Type of investor Correct form of Registrable Title Incorrect form of Registrable Title

IndividualUse names in full, no initials Mr John Alfred Smith JA Smith

Minor (a person under the age of 18)Use the name of a responsible adult, do not use the name of a minor.

John Alfred Smith<Peter Smith> Peter Smith

CompanyUse company title, not abbreviations ABC Pty Ltd

ABC P/LABC Co

TrustsUse trustee(s) personal name(s), do not use the name of the trust

Mrs Sue Smith<Sue Smith Family A/C> Sue Smith Family Trust

Deceased EstatesUse executor(s) personal name(s), do not use the name of the deceased

Ms Jane Smith <Est John Smith A/C> Estate of late John Smith

PartnershipsUse partners personal names, do not use the name of the partnership

Mr John Smith and Mr Michael Smith <John Smith and Son A/C> John Smith and Son

MO

GU

L RE

SOU

RC

ES LIM

ITED

PRO

SPEC

TUS 2011

Registered and Corporate OfficeSuite 7, 11 Colin Grove West Perth Western Australia 6005

Tel +61 8 9463 6656 Fax +61 8 9463 6657

India Office207 Pragati House 47-48 Nehru Place New Dehli 110019, India

Tel +91 11 2643 998 Fax +61 8 9463 6657

IMPORTANT NOTICE

This is an important document that should be read in its entirety. If you do not understand it, you should consult your professional advisor without delay.

The Shares offered by this Prospectus should be considered speculative. Refer to Section 10 for details relating to investment risks.

It is proposed that this issue will close at 5:00 pm (WST) on 30 September 2011. The Directors reserve the right to close the Offer earlier or extend this date without notice.

Prospectus for the offer of 37,500,000 Shares each at an issue price of $0.20 per Share to raise up to $7,500,000.

PROSPECTUS

ABN 15 125 197 051

ABN 15 125 197 051