Ironveld : Annual Report and Financial Statements for the Year Ended 30 June 2021

Company registration No 04095614 (England and Wales)

IRONVELD PLC

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2021

CONTENTS

YEAR ENDED 30 JUNE 2021

DIRECTORS

Giles Clarke - Chairman and Non-Executive Director

Giles Clarke is Chairman of Westleigh Investments Holdings Limited and Kazera Global plc, as well as Chairman of several private organisations. He founded Majestic Wine in 1981 and built it into a national chain of wine warehouses. He also co-founded Pet City in 1990, which he expanded nationwide before it was listed and subsequently sold in 1996 for £150 million, co-founded Safestore which was sold in 2003 for £44 million and was Chairman of Amerisur Resources plc, sold for £242 million in 2019.

Martin Eales - Chief Executive Officer

Martin previously held the position of CEO at London listed Rainbow Rare Earths Limited from 2014 to 2019, where he oversaw the development of that company into the only rare earths producer in Africa. Prior to that, Martin enjoyed a 15 year career in the City of London rising to the role of Managing Director at RBC Capital Markets with a strong track record advising natural resource companies on fundraisings and other corporate transactions. He is a qualified Chartered Accountant.

Peter Cox - Technical Director

Peter Cox started his career in the mining industry over 30 years ago as a learner surveyor. After studying mining engineering as a JCI bursar, he worked for that company in various positions at gold and platinum mines, ending as a senior section manager. In 1987, he joined a privately owned mining and exploration company, Severin Southern Sphere Mining, as consulting engineer and general manager. Since mid-1991 he has been the managing director of Goldline Global Consulting (Pty) Ltd, an engineering consulting company which serves the mining industry worldwide. He holds a Mine Surveyor's and a Mine Manager's Certificate of Competency. He has a number of achievements to his name, including being the youngest certificated surveyor in South African mining history and designing the country's narrow reef opencast mining method.

Nicholas Harrison - Non-Executive Director

Nicholas Harrison qualified as an accountant with Arthur Andersen and subsequently held a number of senior positions with other professional services organisations. He was Chief Financial Officer of Amerisur Resources PLC until its sale in 2019 and has held finance director and chief executive positions in a number of other businesses. He is currently Chief Executive of Westleigh Investments Holdings Limited and a non-executive director of Kazera Global plc.

IRONVELD PLC

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YEAR ENDED 30 JUNE 2021

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YEAR ENDED 30 JUNE 2021

CHAIRMAN'S STATEMENT - STRATEGIC REPORT

During the Period, we continued to undertake various activities focused on realising the value of the Company's assets.

We entered the 2020-21 financial year seeking to conclude a transaction with Inclusive Investment Group ("IIG"), which in March 2020 had signed a conditional Option Agreement envisaging an investment in the Company by IIG of $3.2 million (approximately £2.7 million). In November 2020 however, the Company and IIG announced the agreed lapse of the Option Agreement and Company proceeded with a conditional share placing at 0.30 pence per share to raise gross proceeds of £1,150,000, whilst at the same time capitalising various loans and accrued salary/fees owed to IIG, Directors and other lenders.

In March 2021 the Company announced that it was in discussions with a strategic partner seeking to take a substantial equity stake at the listed company level and this was confirmed post period end in October 2021 with the announcement of an agreed Subscription by Grosvenor Resources (Pty) Limited ("Grosvenor") for 561,505,950 new ordinary shares at 1 pence per share, being a substantial premium over the prevailing share price. Shareholder approval for the transaction was granted at a General Meeting in November 2021 and the transaction is expected to close early in 2022.

We remain committed to operating responsibly, working closely with stakeholders and local communities at grassroots level to improve standards of living. We continue to support our 'Keep a Girl in School' initiative working alongside our local partners, The Imbumba Foundation and the Nelson Mandela Foundation, to provide hygiene support to approximately 600 female students at school in the local area.

Financial

The Group recorded a loss before tax of £0.5m (2020: £1.0m) and had cash balances of £0.3m (2020: £0.03m) at the end of the period. The Company does not plan to pay a dividend for the year ended 30 June 2021.

Going concern

The Subscription proceeds due from Grosvenor Resources had not been received as at the date of these Financial Statements, however the Directors have received reasonable assurances that the funds will be remitted early in 2022. Taking receipt of these funds into account, these Financial Statements have been prepared on a Going Concern basis.

Outlook

The Company and Grosvenor intend to work closely together in 2022 to develop a plan to bring Ironveld's asset into production as efficiently and rapidly as possible.

We would like to thank all of our shareholders for their continuing support for both the Company and the project and we look forward to providing further updates in the near future.

Principal risks and uncertanities

The Directors consider the following risks to be the most material or significant for the management of the business. These issues do not purport to be a complete list or explanation of all the risks facing the Group. In particular the Group's performance may be affected by changes in market and/or economic conditions, changes in legal, regulatory or tax requirement legislation.

The Board of Directors monitors these risks and the Group's performance on a regular basis.

Development risk - major resources are required to develop ore resources and significant capital investment is required to achieve commercial production from exploration efforts.The commercial viability of ore resources is dependent on a number of factors. These include current and future market prices and government regulation including those relating to prices, taxes, land use and environmental protection.

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