Announcement PDF 2025 Annual Report For the financial year ending June 30 2025 ASX:L1M lightningminerals.com.au ABN 40 656 005 122 CORPORATE DIRECTORY Directors Mr Craig Sharpe (Non-Executive Chairman) Mr Jamie Day (Non-Executive Director) Managing Director Alexander Biggs Company Secretary Justyn Stedwell Registered Office Level 11, 40 The Esplanade Perth, WA, 6000 Telephone: (08) 9429 8806 Auditors HLB Mann Judd (VIC) Partnership Level 9, 550 Bourke Street Melbourne VIC 3000 Legal Advisers Hamilton Locke Level 48 152-158 St Georges Terrace Perth Western Australia, 6000 Share Registry Automic Pty Ltd Level 5, 126 Phillip Street Sydney NSW 2000 Telephone: 1300 288 664 Email: hello@automic.com.au Website: www.automic.com.au Securities Exchange Listing Lightning Minerals Limited shares are listed on the Australian Securities Exchange (ASX) ASX Code: L1M Website www.lightningminerals.com.au The Directors confirm that the funds raised and available upon admission to the official list have been used in a way that is consistent with the business objectives stated in the Company’s prospectus published prior to listing. 1 TABLE OF CONTENTS CORPORATE DIRECTORY…………………………………………………………………………..1 OPERATIONAL ACTIVITIES………………………………………………………………………... 3 DIRECTORS’ REPORT……………………………………………………………………………...15 AUDITOR’S INDEPENDENCE DECLARATION………………………………………………... 28 CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHANSIVE INCOME……………………………………………………………………………………………. 29 CONSOLIDATED STATEMENT OF FINANCIAL POSITION………………………………………………………………………………………….. 30 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY………………………………………………………………………………………........... 31 CONSOLIDATED STATEMENT OF CASH FLOWS……………………………………………………………………………………………… 32 NOTES TO AND FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS………………………………………………………………………………………. 33 CONSOLIDATED ENTITY DISCLOSURE STATEMENT………………………………………… 54 DIRECTORS’ DECLARATION……………………………………………………………………. 55 INDEPENDENT AUDITOR’S REPORT……………………………………………………………56 SHAREHOLDER INFORMATION………………………………………………………………... 60 APPENDIX 1 – SCHEDULE OF TENEMENTS………………………………………………….. 63 2 PROPOSED ACQUISITION OF LOTUS MINERALS RELEVANT ANNOUNCEMENTS DURING THE YEAR Announcement Date Title 30/06/2025 Proposed Acquisition of Advanced Brownfields Gold and Copper Projects SUMMARY OF PROPOSED ACQUISITION The Company announced its proposed acquisition of Lotus Minerals at the end of the financial year. Subsequent to the end of financial year the proposed acquisition was approved by shareholders in August 2025. The acquisition consists of two advanced and highly prospective brownelds gold and copper assets located in Queensland (Mt Turner Projects) and New South Wales (Lachlan Fold Copper Porphyry Project) The Proposed Acquisition will allow the Company to gain exposure to the buoyant gold and copper markets through near term, drill ready targets and projects that demonstrate strong prospectivity, historic mining and encouraging previous results including:  Mt Turner Gold Project demonstrates multiple open pit mining along the 14km Drummer Fault with previous drilling results including: o o o o o 16m @ 3.56 g/t Au (Hole UMDT95_D04) 16.0m @ 3.60g/t Au (Hole UMDT95_D03) 12m @ 6.5g/t Au (Hole UMDT95_D03) 7m @ 1.7g/t Au and 43g/t Ag from 64m (Hole 21ISMDWRC001); and 3m @ 5.1g/t Au and 51g/t Ag from 83m (Hole DH2)  Mt Turner Copper Porphyry Project in Queensland demonstrates multiple geophysical targets  Lachlan Fold Copper Porphyry Project (Boree Creek) located between Newmont Corp’s (ASX: NEM) Cadia copper-gold mine and Evolution Mining’s (ASX: EVN) Northparkes copper-gold mine. Previous drilling results include o o o o 48m 48m @ 0.35% Cu and 0.31g/t Au (RC94DH06) 62m @ 0.23% Cu and 0.14g/t Au (DD95DH13) 57m @ 0.12% Cu and 0.10g/t Au (RC94DH06) 33m @ 0.23% Cu and 0.14g/t Au (DD95DH13)  An initial drilling campaign has been planned to begin subsequent to end of year in September 2025 to target gold mineralisation beneath and along strike from existing open pits at Mt Turner 3 Figure 1: Isometric view of Mt Turner project demonstrating the 14km Drummer Fault Figure 2: Potential targets generated by geophysics at the Mt Turner Copper Project - completed in 2022 by Meryllion Resources Corp (CSE: MYR)8 4 Figure 3: Prior intersections at the Boree Creek/Dairy Hill Project CARAÍBAS, CANABRAVA AND ESPERANCA PROJECTS RELEVANT ANNOUNCEMENTS DURING THE YEAR Announcement Date Title 24/07/2024 Exploration Begins at Lithium Projects in Brazil 14/08/2024 3/10/2024 Lightning Expands Lithium Potential in Brazil Lithium Targets Defined in Brazil 28/10/2024 18/11/2024 Lightning Minerals Signs MOU with Brazilian Government Spodumene Discovery Yields LIBS Results up to 4.04% Li 2O 21/11/2024 2/01/2024 Geophysics Targets Identified at Brazilian Lithium Projects Soil Assays in Brazil up to 239ppm Lithium 17/01/2025 Spodumene Confirmed and Strong Lithium Soil Results in Brazil 6/02/2025 Mobilisation Underway for Drilling at Esperança Project 21/02/2025 Drilling Starts at Lithium Targets - Brazil's Lithium Valley SUMMARY OF ACTIVITIES AT THE COMPANY’S LITHIUM PROJECTS IN BRAZIL The Company completed the acquisition of Bengal Mining Pty Ltd in June 2024 which holds, via its wholly owned subsidiary Tigre Mineraçao Ltda (Tigre) option agreements over two lithium projects, Caraíbas and Canabrava (formerly Sidrônio) in Brazil’s prolific Lithium Valley district in the state of Minas Gerais. Works began immediately following acquisition and focused on ground reconnaissance and target generation though soil and rock chip sampling. The strategy was designed to identify areas of anomalous lithium 5 content in soil as well as identify outcropping pegmatites and develop detailed geological mapping of the tenement areas. In August of 2024 the Company added an additional tenement (the Esperança project) located 5km south of the Caraibas and Sidrônio projects. Similar work programs were completed across the Esperança project area yielding the discovery of spodumene and lithium bearing pegmatites in November 2024 and LIBS results up to 4.04% Li20. This would form the basis of a drill program at Esperança beginning in February 2025. Further soil sampling and target generation produced multiple, strong lithium in soil anomalism across all projects with peak results at Caraíbas and Canabrava up to 429ppm Lithium and 320ppm Lithium respectively. The Company aggressively committed to its exploration in Brazil forming key relationships with local stakeholders, its geology team and the Minas Gerais government with who it signed a MoU to facilitate and support the Company’s activities in country. Figure 4: Soil sampling (lithium) results at the Esperança project (labelled samples over 100ppm Lithium) 6 Figure 5: Soil sampling (lithium) results at the Caraíbas project. Previously reported soil results within western most tenement 831424/2013 are shaded Figure 6: Infill Soil sampling (lithium) results at the Canabrava project 7 Figure 7: Soil sampling (lithium) results and updated geological mapping at the Canabrava project Figure 8: (Left) Photograph of highly weathered spodumene sample LMBR0009, (Right) Photograph of highly weathered spodumene sample LMBR0016 showing accessory wodginite in left crystal face (dark mineral) 8 Figure 9: Lightning Minerals’ tenements in in the Lithium Valley region of Minas Gerais (Regional location) Figure 3: 9 Figure 10: Lightning Minerals’ Brazilian tenements in in the Lithium Valley region of Minas Gerais 10 DUNDAS PROJECT OVERVIEW RELEVANT ANNOUNCEMENTS DURING THE YEAR Announcement Date 10/06/2025 Title Soil Sampling at Dundas Further Defines Lithium Targets An infill soil sampling program of 499 samples was completed to further test previously identified lithium in soil anomalism of up to 147ppm Lithium which was identified in 2023 (ASX Announcement 01 May 2023). Assay results up to 147ppm Lithium at Dundas North and assays up to 104ppm Li at Dundas South were reported. Expenditure commitments have been met through completion of works with targets at Dundas under evaluation pending an improvement in sentiment of the lithium market. Figure 11: Lightning Minerals - Dundas North tenure showing UFF+ lithium soil geochemistry results and incorporating previous results as reported 01 May 2023, with Magnetic RTP background 11 Figure 12: Lightning Minerals - Dundas South tenure showing UFF+ lithium soil geochemistry results and incorporating previous results as reported 23 March 2023, with Magnetic RTP background DALMAS AND HIVER PROJECT OVERVIEW A data review has been completed during the year to determine potential next steps in exploration. A first pass reconnaissance program was completed across both projects identifying multiple pegmatite lithologies (ASX Announcement 03 November 2023) which are broadly coincident with 113 targets at Dalmas and 52 targets at Hiver that were identified through multispectral analysis (ASX Announcement 30 August 2023). Follow up works are under evaluation pending an improvement in sentiment of the lithium market. MAILMAN HILL PROJECT OVERVIEW An inaugural auger sampling campaign was completed in June 2024 (ASX Announcement 11 June 2024) to test 9km of highly prospective lithology within the Keith-Kilkenny Tectonic Zone immediately southeast of Cavalier Resources’ (ASX:CVR) Crawford Gold Project which is located directly to the north-west of the Mailman Hill tenement. The project hosts a JORC compliant Resource of 3.75Mt @ 1.0g/t Au for 118koz (1.15Mt @ 1.0g/t Au Indicated, 2.60Mt @1.0g/t Inferred). The Project has a maiden ore Reserve of 1.00Mt @0.9g/t Au for 29koz and is progressing to the permitting stage (see ASX announcement 14 March 2024, Cavalier Resources (ASX: CVR)). The Company is investigating the potential of an extension to the Crawford Gold Project south-east onto its Mailman Hill tenement and will be receiving assays in Q3 CY2024. MT JEWELL PROJECT OVERVIEW The Company relinquished the Mt Jewell project in November 2024. MT BARTLE PROJECT OVERVIEW The Company has continued to evaluate the potential of the Mt Bartle project during the year. The tenements are still pending grant. 12 Figure 13 and 14: Lightning Minerals’ Australian project tenement summary and Dundas Project area Figure 15: Dalmas and Hiver project locations, James Bay, Quebec 13 ABOUT LIGHTNING MINERALS Lightning Minerals is a mineral exploration company, listed on the Australian Securities Exchange (ASX:L1M) and focused on the exploration of critical minerals and lithium at its tenements across Western Australia. The Company’s agship Dundas project is located in the prolic Dundas region of Western Australia. The recent acquisition of the Caraíbas and Sidrônio projects in Minas Gerais, Brazil are potentially transformational to the Company’s success in the lithium sector. The Company also owns the Dalmas and Hiver lithium projects in Quebec, Canada, another signicant and evolving lithium region globally as well as other projects in Western Australia which include Mt Jewell, Mt Bartle and Mailman Hill which are prospective for base metals and critical minerals. FORWARD LOOKING STATEMENTS Information included in this release constitutes forward-looking statements. Often, but not always, forward looking statements can generally be identied by the use of forward-looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “continue”, and “guidance”, or other similar words and may include, without limitation, statements regarding plans, strategies and objectives of management, anticipated production or construction commencement dates and expected costs or production outputs. Forward looking statements inherently involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance and achievements to differ materially from any future results, performance or achievements. Relevant factors may include, but are not limited to, changes in commodity prices, foreign exchange uctuations and general economic conditions, increased costs and demand for production inputs, the speculative nature of exploration and project development, including the risks of obtaining necessary licences and permits and diminishing quantities or grades of reserves, political and social risks, changes to the regulatory framework within which the Company operates or may in the future operate, environmental conditions including extreme weather conditions, recruitment and retention of personnel, industrial relations issues and litigation. Forward looking statements are based on the Company and its management’s good faith assumptions relating to the nancial, market, regulatory and other relevant environments that will exist and affect the Company’s business and operations in the future. The Company does not give any assurance that the assumptions on which forward looking statements are based will prove to be correct, or that the Company’s business or operations will not be affected in any material manner by these or other factors not foreseen or foreseeable by the Company or management or beyond the Company’s control. Although the Company attempts and has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in forward looking statements, there may be other factors that could cause actual results, performance, achievements or events not to be as anticipated, estimated or intended, and many events are beyond the reasonable control of the Company. Accordingly, readers are cautioned not to place undue reliance on forward looking statements. Forward looking statements in these materials speak only at the date of issue. Subject to any continuing obligations under applicable law or any relevant stock exchange listing rules, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward-looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based. COMPETENT PERSONS STATEMENT The information contained herein that relates to exploration results is based on information compiled or reviewed by Mr Matthew Watson, who is a Competent Person and a member of the Australasian Institute of Mining and Metallurgy. Mr Watson is a full-time employee of the Company. Mr Watson has sufficient experience which is relevant to the style of mineralisation and types of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Persons as dened in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Watson consents to the inclusion of his name in the matters based on the information in the form and context in which it appears. Mr Watson holds options in Lightning Minerals. REFERENCES TO PREVIOUS ANNOUNCEMENTS The Company conrms that it is not aware of any new information or data that materially affects the information included in the original market announcements, and that all material assumptions and technical parameters have not materially changed. The Company also conrms that the form and context in which the Competent Person’s ndings are presented have not been materially modied from the original market announcement. 14 Lightning Minerals Ltd Directors' report 30 June 2025 The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Group') consisting of Lightning Minerals Ltd (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June 2025. Directors The following persons were directors of Lightning Minerals Ltd during the whole of the financial year and up to the date of this report, unless otherwise stated: Mr Craig Sharpe Mr Alex Biggs Mr Jamie Day Mr Frank Cannavo Non-Executive Chairman (appointed 8 April 2022, appointed Chairman 28 September 2023) Managing Director (appointed 28 September 2023) Non-Executive Director (appointed 28 November 2024) Non-Executive Director (resigned 28 November 2024) Principal activities The Group holds the rights to acquire several resource tenements in Minas Gerais, Brazil, whilst owning the rights to several tenements in Western Australia and Quebec, Canada and is actively exploring the tenements for lithium, gold and base metals. Dividends There were no dividends paid, recommended or declared during the current or previous financial year. Review of operations The loss for the Group after providing for income tax amounted to $3,006,206 (30 June 2024: $3,316,853). The Group capitalised exploration expenditure of $549,102 and impaired $145,092 of capitalised expenditure during the period. As a result of operations and its investment in exploration assets, the Group’s net assets have decreased from $7,376,866 to $4,375,936. Net working capital, being current assets less current liabilities, is a deficit of $129,321 (30 June 2024: $3,328,521 positive). Exploration assets amounted to $4,428,538 (2024: $4,024,528). Net assets at 30 June 2025 were $4,375,936 (2024: $7,376,866). Significant changes in the state of affairs In August 2024 the Group announced that its Brazilian subsidiary, Tigre Mineracao Ltda, acquired an option to acquire the Esperanca lithium project. This expanded the lithium asset base in Brazil and increased the Group's footprint in the area. The cost of the option was US$100,000 with $50,000 up front, and $50,000 12 months after execution of the agreement. There is also a US$5,000 monthly payment to maintain the option for 24 months. Should the Group decide to exercise the option and proceed with the acquisition the Group will be required to pay an Option Exercise Payment of US$1million, with a further deferred milestone payment of US$2million upon achievement of set resource milestones. Also, in August 2024 the Company entered into an arrangement with contractors in Brazil to issue 4,000,000 ordinary shares, escrowed with the following vesting conditions: ● ● 1,500,000 ordinary shares pending the Group reporting a drill intercept of not less than 10m true width @ > 1.00% Li2O in accordance with the JORC code. 2,500,000 ordinary shares pending the Group reporting a Mineral Resource Estimate in accordance with the JORC code of inferred or greater confidence of not less than 10 million tonnes with a grade equal to or greater than 1.00% Li2O. On 28 November 2024, Francesco Cannavo resigned from the Board and Jamie Day was appointed to the Board as a NonExecutive Director. There were no other significant changes in the state of affairs of the Group during the financial year. Matters subsequent to the end of the financial year The Group announced on 30 June 2025 that it had received commitments in relation to a placement from new and existing professional and sophisticated investors for $2,000,000 by the issue of 50,000,000 ordinary fully paid shares at $0.04 per share. On 7 July 2025 the Group completed Tranche 1 of the placement, issuing 15,499,248 ordinary shares utilising the Group's placement capacity under Listing Rule 7.1, raising a total of $619,970 before costs. 15 Lightning Minerals Ltd Directors' report 30 June 2025 Following an Extraordinary General Meeting held on 26 August when the Group's capacity to issue shares under Listing Rule 7.1 was refreshed, the Group completed Tranche 2 of the placement, issuing 34,500,752 ordinary shares at $0.04 each, raising $1,380,030 before costs on 5 September 2025. The Group also issued 14,733,331 free attaching options. Also on 5 September 2025, following on from its announcement on 30 June 2025 and the 26 August 2025 EGM, the Group announced completion of the acquisition of 100% of Lotus Minerals Pty Ltd ("Lotus"). Lotus holds contractual rights to two advanced and highly prospective brownfields gold and copper assets. The terms of the agreement provide for consideration to be paid by the Company as follows: ● ● ● ● ● Issue as consideration 30,000,000 ordinary shares (“consideration shares”) to the value of $1,200,000 Issue as consideration 60,000,000 ordinary shares on the achievement of set milestones (“milestone shares”), as follows: 10,000,000 shares issued subject to the Company announcing to the ASX Lotus has completed at least 1,000m of drilling in aggregate on one or more of the projects withn 5 years of completion; 20,000,000 shares issued subject to the Company announcing to the ASX the delineation of an inferred or greater JORC compliant Mineral Resource Estimate on the projects of at least 250,000oz of contained gold equivalent at an insitu grade of no less than 1/0gram gold equivalent per tonne within 5 years of completion; 30,000,000 shares issued subject to the Company announcing to the ASX the delineation of an inferred or greater JORC compliant Mineral Resource Estimate on the projects of at least 500,000oz of contained gold equivalent at an insitu grade of no less than 1/0gram gold equivalent per tonne within 5 years of completion. No other matter or circumstance has arisen since 30 June 2025 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years. Likely developments and expected results of operations The Group’s strategic focus will turn to include the new gold and copper assets in Queensland acquired post year end. The Group will continue to develop its Western Australian exploration assets and its Brazilian lithium projects. Interests in the Group’s expansion into James Bay in Canada with the Dalmas and Hiver projects will also be maintained. Environmental regulation The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law, as well as Federal and State legislation in Brazil and Canada. Information on directors* Name: Title: Qualifications and experience: Other current directorships: Former directorships (last 3 years): Interests in shares: Interests in options: Interests in rights: Mr Alexander Biggs Managing Director and Chief Executive Officer Mr Biggs is a qualified Mining Engineer and Mechanical Engineer. He has over 20 years’ experience in the engineering and mining sectors including corporate, operations, consulting, finance, deal structuring and significant commercial expertise. Mr Biggs is currently a Non-Executive Director at Metals Australia (ASX:MLS) and previously Managing Director of Critical Resources (ASX:CRR). He has held executive, management and operational positions throughout the industry. Mr Biggs is a Member of the Australian Institute of Mining and Metallurgy and a graduate of the Western Australian School of Mines. Non-Executive Director Metals Australia Limited (ASX: MLS) None 1,472,035 fully paid ordinary shares 132,143 listed share options (L1MO) 750,000 unlisted share options 2,995,454 performance rights *as at the date of this report 16 Lightning Minerals Ltd Directors' report 30 June 2025 Name: Title: Qualifications and experience: Other current directorships: Former directorships (last 3 years): Interests in shares: Interests in options: Interests in rights: Name: Title: Qualifications and experience: Other current directorships: Former directorships (last 3 years): Interests in shares: Interests in options: Interests in rights: Name: Title: Qualifications and experience: Mr Craig Sharpe Non-Executive Chairman Mr Sharpe is an investment professional with over 25 years’ experience. He holds a Bachelor of Commerce degree specialising in Economics and Finance. In 2005 he completed an MBA at Monash University. Mr Sharpe has worked across many areas of the finance industry. This includes FX, institutional, retail, corporate and management. He spent a period of time in senior management roles running private client businesses. Over the 25 years he has advised and worked with many companies in relation to IPO’s, equity raisings and strategy. More recently, Mr Sharpe has spent the last 11 years at Macquarie and Bell Potter. Non-Executive Chairman Mithril Resources Limited (ASX: MTH) Thomson Resources Ltd (ASX: TMZ, resigned 7 March 2023) 1,825,000 fully paid ordinary shares 450,000 listed share options (L1MO) 1,400,000 unlisted share options 436,364 performance rights Mr Jamie Day (appointed 28 November 2024) Non-Executive Director Mr Day is a qualified Geologist with over 30 years experience with a BSc (Hons) in Applied Geology and MSc in Mineral Exploration. He has significant exploration experience across a range of commodities including lithium, gold and nickel. Most recently Mr Day was Exploration Manager at Liontown Resources (ASX: LTR) where he led the team that discovered the Kathleen Valley project (156Mt @ 1.4% Li20) and Buldania project (15Mt @ 1.0% Li20). He also led the team that discovered the Rosie and C2 nickel sulphide deposits for Independence Group (ASX: IGO) and played a key role in the delineation of >1 Million ounces of gold at the Moolart Well deposit. Mr Day possesses strong networks throughout the industry and has significant experience practically including from discovery through to JORC Resource estimation as well as senior and executive level management both in Australia and internationally. He is a member of the Australian Institute of Geoscientists (AIG). None None Nil 500,000 unlisted share options 436,364 performance rights Mr Francesco Cannavo (resigned 28 November 2024) Non-Executive Director Mr Cannavo is an experienced public company director with significant business and investment experience working with companies operating across various industries, including in particular mining exploration companies, and has been instrumental in assisting several listed and unlisted companies achieve their growth strategies through the raising of investment capital and the acquisition of assets. Mr Cannavo is an entrepreneur with a strong network of investors and industry contacts in the public company sector throughout the Asia-Pacific region and has extensive experience in capital raisings, investment activities and IPOs. 'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. 'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. 17 Lightning Minerals Ltd Directors' report 30 June 2025 Company secretary Mr Justyn Stedwell has acted as the Group’s Company Secretary during the year. Mr Stedwell has over fifteen years’ experience as a Company Secretary of ASX listed companies. He has completed a Bachelor of Commerce (Economics & Management) from Monash University, a Graduate Diploma of Accounting from Deakin University and a Graduate Diploma in Applied Corporate Governance from the Governance Institute of Australia. Meetings of directors The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30 June 2025, and the number of meetings attended by each director were: Full Board Attended Held Mr Alex Biggs Mr Craig Sharpe Mr Frank Cannavo (resigned 28 November 2024) Mr Jamie Day (appointed 28 November 2024) 7 7 3 3 7 7 3 3 Held: represents the number of meetings held during the time the director held office. Remuneration report (audited) The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the requirements of the Corporations Act 2001 and its Regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors. The remuneration report is set out under the following main headings: ● Principles used to determine the nature and amount of remuneration ● Details of remuneration ● Service agreements ● Share-based compensation ● Additional information ● Additional disclosures relating to key management personnel Principles used to determine the nature and amount of remuneration The objective of the Group's executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices: ● Aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders ● Placing a portion of executive remuneration at risk, dependent upon meeting predetermined performance benchmarks; and ● Differentiation of individual rewards commensurate with contribution to overall results and according to individual accountability, performance and potential. The Board’s policy for determining the nature and amount of remuneration for Key Management Personnel (“KMP”) for the Group is based on the following: ● The remuneration policy is to be developed and approved by the Board after professional advice is sought from independent external consultants (where applicable). ● All executive KMP receive a base salary (which is based on factors such as length of service and experience), superannuation, fringe benefits and performance incentives, where appropriate. ● Performance incentives (in the form of a cash bonus) are generally only paid once predetermine