I agree to the above terms - Carpentaria Exploration Limited

Carpentaria Exploration Limited 

ABN 63 095 117 981 

An offer to raise up to $7.5 million 

by the issue of up to 30 million ordinary 

fully paid shares in the Company 

at an issue price of $0.25 per Share. 

This is an important document. Please consult your professional adviser(s) if you have any questions. 

The mineral properties described in this Prospectus are at the exploration and evaluation stage and accordingly 

investment in the Shares offered by this Prospectus should be regarded as speculative in nature.


Corporate Directory 

Directors 

Nick Sheard (Executive Chairman) 

Stan Macdonald (Non-Executive Director) 

Bob Hair (Non-Executive Director) 

Joint Company Secretaries 

Bruce Acutt / Chris Powell 

Principal Place of Business 

2nd Floor, 33 Ord Street 

West Perth WA 6005 

Tel: (08) 9481 2284 Fax: (08) 9321 0070 

Web: www.carpentariaex.com.au 

Solicitor to the Offer 

Pullinger Readhead Lucas 

Level 2, Fortescue House 

50 Kings Park Road, West Perth WA 6005 

Independent Geologist 

Vidoro Pty Ltd 

2 The Nook 

Underwood QLD 4119 

Independent Solicitor Reporting on Tenements 

Hopgood Ganim Lawyers 

Level 8, Waterfront Place 

1 Eagle Street, Brisbane QLD 4000 

Investigating Accountant 

Mack & Co 

2nd Floor, 35 Havelock Street 

West Perth WA 6005 

Auditor 

PKF 

Level 6, 10 Eagle Street 

Brisbane QLD 4000 

Share Registry 

Security Transfer Registrars Pty Limited 

Alexandrea House 

Suite 1, 770 Canning Highway 

Applecross WA 6153 

ASX Code 

CAP 

Important Information 

Offer 

30,000,000 Shares at $0.25 each to raise 

$7,500,000 (before costs of issue) 

Capital Structure 

Shares on issue 

(1) 

Shares offered 

under Prospectus 

(2) 

35 million 

30 million 

Timetable 

Opening Date 17 September 2007 

Closing Date 

Priority Offer 15 October 2007 

Public Offer 29 October 2007 

Anticipated commencement 

of trading on ASX 12 November 2007 

These dates are indicative only. The Directors have the right to 

vary these dates without notice. 

Total Shares on issue 

on commencement of 

trading on ASX 

65 million 

1. Assumes completion under the arrangements for the 

acquisition of tenements. Further details set out in 

Section 10. 

2. Assumes subscriptions for $7.5 million. This will be 

reduced proportionately if subscriptions between 

$3.5 million and $7.5 million are received.

Key Investment Highlights 

• Carpentaria Exploration Limited’s initial focus will be on the discovery of copper, gold, 

uranium, and nickel in Eastern Australia, particularly in Queensland and New South Wales, 

where it currently holds seven projects prospective for these metals. 

• Despite the presence of several of the world’s giant base metal and gold deposits (Mt Isa, 

Century, Cannington, Ernest Henry, Mt Morgan, Broken Hill, Cadia-Ridgeway and North 

Parkes) in Queensland and New South Wales, these two States accounted for little more than 

a quarter of Australia’s total exploration expenditure for minerals in the December 2006 quarter. 

• In fact, exploration expenditure per quarter for base metals and gold deposits in Queensland 

and New South Wales as a proportion of total Australian base metals exploration has declined 

sharply from around 50% in the mid 1990s to 26% in the December 2006 quarter. 

• Carpentaria has been able to secure 100% interest in a portfolio of exploration properties 

considered prospective for base metals, gold and uranium in these two States which the 

Directors regard as underexplored in comparison to Western Australia, which continues to 

attract the majority of Australian mineral exploration expenditure. 

• Mineral commodity prices are strong and demand for Australia’s commodities is booming, 

driven largely by rapidly increasing metal consumption in China and India. 

• A highly experienced and successful Board and executive team has been recruited for 

Carpentaria, headed by Nick Sheard, most recently Vice President-Exploration for Inco Limited, 

and formerly the Global Exploration manager for M.I.M. Holdings Limited, after being initially 

employed by M.I.M. as Chief Geophysicist. Nick helped develop the novel MIMDAS electrical 

survey system currently being used commercially as a deep seeking quality EM and IP system 

for mineral exploration and his experience and skills in exploration for base metals deposits 

will be a key element of the Company’s strategy. 

Carpentaria Exploration Limited 1

Contents 

Section 

Page 

Section 

Page 

Chairman’s Letter 3 

1 Investment Summary 4 

2 Details of the Offer 7 

3 Project Overview 12 

4 Profiles of Directors 17 

5 Independent Geologist’s Report 18 

7 Independent Accountant’s Report 86 

8 Corporate Governance 96 

9 Risk Factors 99 

10 Additional Information 102 

11 Director’s Statements 110 

Glossary 111 

6 Independent Solicitor’s Report 66 

Application Forms 

At rear 

IMPORTANT NOTICE 

This Prospectus is dated 7 September 2007 and was lodged with 

ASIC on that date. No Shares will be issued on the basis of this 

Prospectus later than 13 months after the date of this Prospectus. 

Neither ASIC nor ASX takes any responsibility for the content of 

this Prospectus or the merits of the investment to which this 

Prospectus relates. 

The distribution of this Prospectus in jurisdictions outside Australia 

may be restricted by law and therefore persons into whose 

possession this document comes should seek advice on and observe 

any such restrictions. Any failure to comply with these restrictions 

may constitute a violation of those laws. This 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 important that you read this Prospectus carefully, in its entirety 

and seek professional advice where necessary before deciding to 

invest in the Company. In particular, in considering the prospects 

for the Company, you should consider the risk factors that could 

affect the performance of the Company. The Offer does not take 

into account your investment objectives, financial situation and 

particular needs. Accordingly, you should carefully consider the 

risk factors in light of your personal circumstances and seek 

professional advice from your accountant, stockbroker, lawyer or 

other professional adviser before deciding whether to invest. The 

Shares the subject of this Prospectus should be considered 

speculative. 

No person is authorised to provide any information or make any 

representation in connection with the Offer contained in this 

Prospectus which is not contained in this Prospectus. 

WEB SITE – ELECTRONIC PROSPECTUS 

A copy of this Prospectus may be downloaded from the Company’s 

website at www.carpentariaex.com.au. Any person accessing the 

electronic version of this Prospectus for the purpose of making an 

investment in the Company must be an Australian resident and 

must only access the Prospectus from within Australia. Persons 

who access the electronic version of this Prospectus should ensure 

that they download and read the entire Prospectus. 

The Corporations Act prohibits any persons passing onto another 

person an Application Form unless it is attached to a hard copy of 

this Prospectus or it accompanies the complete and unaltered 

version of this Prospectus. Any persons may obtain a hard copy of 

this Prospectus free of charge by contacting the Company by 

telephone on (08) 9481 2284 during normal business hours. 

EXPOSURE PERIOD 

This Prospectus will be circulated during the Exposure Period. The 

purpose of the Exposure Period is to enable this Prospectus to be 

examined by market participants prior to the raising of funds. 

Potential investors should be aware that this 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. 

Applications for Shares under this Prospectus will not be accepted 

by the Company until after the expiry of the Exposure Period. No 

preference will be conferred on persons who lodge applications 

before the expiry of the Exposure Period. 

GLOSSARY 

Certain terms and observations used in this Prospectus have 

defined meanings which are explained in the Glossary at the end 

of the Prospectus. 

URANIUM MINING IN QUEENSLAND 

Based on existing Queensland State Government policies there is 

no guarantee that should the Company define any economic 

deposits of uranium they will be able to be developed into 

operating mines. 

Even if successful in its exploration activities, in order for the 

Company to be successful in achieving mine production, the 

Company must obtain approval from Queensland’s Governor in 

Council (State cabinet) to the grant of a mining lease for uranium 

production. Such a grant is unlikely if the Queensland State 

Government’s renewed opposition to uranium mining in 

Queensland continues. While debate continues at both a state and 

federal level regarding whether uranium mining in Queensland 

should be authorised, no guarantee can be given that the outcome 

of such debate will be favourable to the Company. 

Further information on other risk factors is set out in Section 9 of 

this prospectus. 

2

Chairman’s Letter 

Dear Investor 

On behalf of our Directors, it is my pleasure to offer you the opportunity to become a shareholder in Carpentaria 

Exploration Limited (“Carpentaria”). 

Carpentaria has acquired a suite of Eastern Australian exploration properties, many previously held by Giralia 

Resources NL, and is now seeking to raise $7,500,000 by the issue of 30,000,000 shares at $0.25 per share to 

commence exploration and evaluation work with respect to its properties. 

The Company’s aim is to rapidly discover a deposit and, as soon as feasible, start mining. The Company 

considers the metal demand and price outlook to be strong as significant production expansion will be required 

to supply future growth in China and India. Therefore, Carpentaria is focussing on high-demand base and 

precious metals that can be discovered and brought to the market rapidly. 

Carpentaria has deliberately focussed on obtaining exploration properties in Queensland and New South 

Wales, and has concentrated on properties that host known mineralisation, including project areas with potential 

for early definition of mineral resources. Substantial early drilling is planned to test some of these targets. It is 

important to note that all the current properties in Carpentaria’s portfolio are 100% owned. This will ensure 

full shareholder value if and when discoveries are made. 

The Board considers that in both Queensland and New South Wales there is still considerable potential to 

discover additional medium to large deposits. Both States host world class ore bodies such as Mt Isa, Mt 

Morgan, Broken Hill, and Cadia-Ridgeway. It is important to note that as opposed to other “mining” States in 

Australia, there is still quality open ground some of which hosts known mineralisation. Both States have large, 

easily accessible open file data bases containing a wealth of knowledge that will both help reduce exploration 

costs and indicate where other deposits could occur. 

We consider that these States offer a good opportunity given the mineral pedigree and recent decline in 

exploration work there. Our Company has targeted regions where the cover is not thick, where there is known 

mineralisation, and using modern exploration techniques we will be able to rapidly define and drill targets. In 

fact, our portfolio already has drill ready targets awaiting testing and we are committed to a large drilling 

program with a large percentage of our budget dedicated to drilling. 

In addition to the work planned on the projects described in this Prospectus, it is important to point out that in 

our exploration budget we have allocated $382,000 in year 1 and $650,000 in year 2 as “Working Capital” 

(assuming full subscription) which is a business development allocation to maintain a strong pipeline of projects. 

These funds will be used to fund project evaluation and acquisition, generate new in-house projects and to 

explore in these new ventures. We consider it essential that Carpentaria continues to add quality projects to 

the Company so as to develop our company rapidly. 

We have assembled a highly competent team with proven exploration strengths in geology, geophysics, 

geochemistry and importantly in the team we have personnel with native title and land access experience. 

Carpentaria has a very experienced Board of Directors, with appropriate skills, to drive the Company focus 

initially on exploration for base and precious metals in Queensland and New South Wales. 

I look forward to welcoming you as a shareholder of Carpentaria Exploration Limited. 

Yours faithfully 

Nick Sheard 

Executive Chairman 


1 Investment Summary 

1.1 Company Overview and Objectives 

Carpentaria controls 7 exploration projects in Queensland and New South Wales, totalling over 1600 square 

kilometres within 5 granted tenements and 2 applications for tenements. 

The Company holds a 100% interest in all of the projects, and many of the project areas contain known 

mineralisation. The focus of the Company will be on the identification, exploration and development of mineral 

deposits, principally in Eastern Australia. The purpose of the initial public offering is to raise the funds necessary 

to carry out the exploration work, resource assessment and scoping studies, including engineering and 

metallurgical investigations needed to progress one or more projects to development. 

Project Highlights 

Carpentaria holds a range of exploration properties prospective for various commodities and of several 

geological styles. All projects are 100% owned by Carpentaria: 

Mt Agate, Queensland (copper/gold/uranium) – Located in the Proterozoic Mt Isa Block, south of the town 

of Cloncurry, Queensland the tenement is prospective for iron oxide copper-gold-uranium mineralisation (IOCG 

– Ernest Henry style). At the Mt Devoncourt prospect, historical records indicate shallow drill intersections of 

30.5 metres @ 1.25 % copper, and 12 metres @ 2.55% copper, and at the QMH prospect, a single RC hole 

beneath a 650 metre by 250 metre zone of magnetite and hematite veining returned a 28 metre zone of in 

excess of 0.1 % copper with no follow up drilling. 

Glen Isla, New South Wales (gold) – Located in the Palaeozoic Lachlan Fold Belt, the tenement covers the 

Glen Isla and Kyalite epithermal gold prospects, near the town of Tomingley in New South Wales, in a district 

where about 1 million oz of gold were mined early last century. Previous drill holes have returned numerous 

elevated gold values over substantial thicknesses. Examples at the Glen Isla prospect include 79 metres @ 0.40 

g/t gold, 90 metres @ 0.26 g/t gold and 396 metres @ 0.13 g/t gold. 

Cargoon, Queensland (nickel) – located 150 kilometres west of Charters Towers in northeast Queensland. 

Includes a substantial gossan outcrop at the Brady’s Reward prospect, where previous rock chip sampling 

returned up to 1.5% nickel and 1.2% copper. Mineralisation is interpreted to be a possible analogue of skarn 

style nickel sulphide mineralisation at the Avebury deposit in western Tasmania. The Directors consider that 

modern geophysical exploration should be undertaken to find the source of this anomaly. 

Combaning, New South Wales (nickel, gold) – covers parts of the Temora and Springdale Goldfields in the 

Lachlan Fold Belt which were substantial historical gold producers. Previous drilling results include: 1 metre 

@ 10.6 g/t gold at Harvey’s Shaft, and 2 metres @ 6.8 g/t gold at Mother Shipton, 4.0 metres @ 2.65 g/t gold at 

Opossum Hill and 3.9 metres @ 2.2 g/t gold at Kangaroo Dick. All these gold intersections were in lode quartz 

veins hosted by sediments or volcanics. In addition to these prospects a number of other drill intersections 

including 40 metres @ 0.79 g/t gold, 32 metres @ 0.71 g/t gold, and 10 metres @ 1.33% nickel were obtained at 

the Merri Hill Prospect which coincides with a discrete magnetic anomaly. The source of the magnetic anomaly 

is a variably carbonate-quartz-talc altered ultramafic unit which hosts the anomalous gold and nickel drill 

intercepts. Other similar discrete magnetic anomalies near Merri Hill have not been tested by geophysics or 

drilling and the Directors consider that they have favourable potential for gold and/or nickel mineralisation. 

4

Waterford, Queensland (uranium) – sandstone hosted roll-front uranium target in the Eromanga Basin. Prior 

exploration located a redox front in sandstone which returned up to 2 metres @ 140 ppm uranium in drilling. 

This tenement application covers this drill intersection and approximately 15 kilometres of the interpreted 

strike of this redox front. 

Lady Inez, Queensland (copper) – in central Queensland, covers an area adjacent to the Glassford polymetallic 

skarn field. The tenement is prospective for copper and precious metal bearing skarn and other intrusive 

related mineralisation. Just to the east of the licence are the Blue Bag and McDonald Lode skarn prospects 

where previous drilling has intersected up to 13 metres @ 1.3% copper and 2g/t gold. At the Burns Spur 

gossan, within the Carpentaria tenement rock sampling revealed 30 metres @1.6% copper and 10.2g/t silver. 

Several of these mineralised systems within or striking towards Carpentaria’s tenement have not been tested 

using modern geophysically focussed exploration techniques. 

Redbank, Queensland (nickel) – covers an aeromagnetic anomaly interpreted to have potential for buried 

nickel laterite mineralisation in the Greenvale area. 

Project Location Plan 


1.2 The Base Metals Prospectivity of Eastern Australia 

Despite hosting several of the world’s giant base metals deposits, (Mt Isa, Century, Cannington, Ernest Henry, 

Broken Hill, Cadia-Ridgeway and North Parkes), mineral exploration spending on base metals in Queensland 

and New South Wales as a percentage of Australian base metals exploration expenditure has been steadily 

decreasing since the mid 1990s when it accounted for around 50% of the Australian total. In the December 

2006 quarter, Queensland and New South Wales only accounted for 26% of Australia’s total base metals 

expenditure. 

Quarterly Expenditure on Base Metals Exploration in 

Qld & NSW as % of Total Australian Base Metals Expenditure 

Selected base metals = copper, lead zinc, silver nickel,cobalt 

This reduction in base metals exploration expenditure has the flow-on effect of limiting the chances of discovery, 

despite the well established mineral pedigree of both Queensland and New South Wales. Both States host 

major world class ore bodies with a long term production history. For example, in the December quarter 2006 

report combined Queensland and New South Wales produced nearly 60% of Australian copper production for 

2005-06, highlighting the copper prospectivity of Queensland and New South Wales. 

Both Queensland and New South Wales also have strong gold production histories. For example the historic 

Mt Morgan mine in Queensland has produced in excess of 8 million ounces of gold, while in New South Wales 

a current operating example is the Cadia Valley Mining Project estimated to contain resources of 32 million 

ounces of gold and 4.7 million tonnes of copper. 

The Directors consider that the strong market for commodities will continue as the demand both in China and, 

increasingly, India grows. From 1995–96 to 2005–06 the world wide demand for minerals (other than oil and 

gas, uranium and coal) has almost doubled, from $28.5 billion to $52.8 billion. Importantly, China and India’s 

metal consumption has risen from 4% and 1% respectively of total world supply in 1995–96 to 21% and 8% 

respectively. 

6

2 Details of the Offer 

This Prospectus invites investors to apply for a total of 30 million Shares at a price of $0.25 for each Share to 

raise $7.5 million, before costs of the Offer. All Shares offered under this Prospectus will rank equally with 

existing Shares. 

All application monies are payable in full on application. 

2.1 Key Dates 

Lodgement of Prospectus 7 September 2007 

Record Date for Priority Offer to Giralia Shareholders 6 September 2007 

Opening Date 17 September 2007 

Priority Offer Closing Date (5 pm WST) 15 October 2007 

Closing Date (5.00pm WST) 29 October 2007 

Allotment of Shares under this Prospectus (anticipated) 5 November 2007 

Trading of Shares to commence on ASX (anticipated) 12 November 2007 

The above dates are indicative only and may vary. The Company reserves the right to change the key dates of 

the Offer without prior notice which may have a consequential impact on other dates. 

2.2 Priority Offer to Giralia Shareholders 

The Company is offering Giralia Shareholders with at least 10,000 Giralia Shares as at 5.00 pm WST on 6 

September 2007 (“the Priority Offer Record Date”) the opportunity to become Shareholders in the Company 

and have set aside as a Priority Offer, a pool of up to 15 million Shares for qualifying Giralia Shareholders. 

Entitlements under the Priority Offer will be determined by allocating each qualifying Giralia Shareholder a 

minimum entitlement of 8,000 Carpentaria Shares ($2,000) plus a further entitlement, derived from the balance 

of the 15 million Carpentaria Shares (after deducting the total minimum entitlements) on a pro rata basis to the 

number of shares held in Giralia as at the Priority Offer Record Date. 

Giralia Shareholders who wish to subscribe for Shares pursuant to the Priority Offer must make an application 

on the personalised Yellow Priority Application Form enclosed with this Prospectus. The entitlement of each 

eligible Giralia Shareholder under the Priority Offer is described in that form. 

Giralia Shareholders applying under the Priority Offer must apply for the minimum entitlement of 8,000 Shares 

(being minimum application monies of $2,000) and thereafter in multiples of 1,000 Shares up to their maximum 

entitlement as indicated on the Yellow Application Form. Any applications in excess of the amount of Shares 

indicated on the Yellow Application Form must be made under the Public Offer. 

Giralia Shareholders may also apply for Shares under the Public Offer. 

The Directors of the Company who hold at least 10,000 Giralia Shares have indicated their intention to participate 

in the Priority Offer. 


2.3 Public Offer 

The Public Offer is open to public investors including Giralia Shareholders. A total of 15 million Shares plus 

any Shares not subscribed under the Priority Offer will be available under the Public Offer. Applications must 

be made on the Public Offer Application Form enclosed with this Prospectus. 

2.4 Application For Shares 

All Applicants should read this Prospectus in its entirety in order to make an informed decision on the prospects 

of the Company and the rights attaching to the Shares offered under this Prospectus before deciding to apply 

for Shares. If you do not understand this Prospectus you should consult your stockbroker, accountant or other 

professional adviser in order to satisfy yourself as to the contents of this Prospectus and the nature of the risks 

involved. The Shares offered by this Prospectus are speculative in nature. 

An Application for Shares can only be made on the relevant Application Form as explained above and contained 

at the back of this Prospectus. The Application Forms must be completed in accordance with the instructions 

set out therein. 

Applications must be for a minimum of 8,000 Shares (being minimum application monies of $2,000), and 

thereafter in multiples of 1,000 Shares. 

Any Application Form must be accompanied by a cheque in Australian dollars, for the full amount of your 

application monies. Cheques must be made payable to “Carpentaria Exploration Limited – Application 

Account” and should be crossed “Not Negotiable”. 

Application Forms must not be circulated to prospective investors unless accompanied by a copy of this 

Prospectus. 

Completed Application Forms and accompanying cheques must be received by no later than 5.00 pm (WST) 

on the Closing Date by the Share Registry: 

By Delivery to: 

By Post to: 

Security Transfers Registrars Pty Ltd 

Security Transfers Registrars Pty Ltd 

Alexandrea House PO Box 535, 

Suite 1, 770 Canning Highway, Applecross, WA 6953 

Applecross WA 6153 

The Company reserves the right to extend the Offer or close the Offer early without notice. Applicants are 

therefore urged to lodge their Application Form as soon as possible. 

An original, completed and lodged Application Form, together with a cheque for the application monies, 

constitutes a binding and irrevocable offer to subscribe for the number of Shares specified in the Application 

Form. The Application Form does not need to be signed to be a valid application. An Application will be 

deemed to have been accepted by the Company upon allotment of the Shares. 

If the Application Form is not completed correctly, or if the accompanying payment of the application monies 

is for the wrong amount, it may still be treated as valid. The Directors’ decision as to whether to treat the 

Application as valid and how to construe, amend or complete the Application Form is final. However, an 

Applicant will not be treated as having applied for more Shares than is indicated by the amount of the cheque 

for the application monies. 

No brokerage or stamp duty is payable by Applicants in respect of Applications for Shares under this Prospectus. 

8

2.5 Allocation and Allotment of Shares 

Subject to the rights of Giralia Shareholders under the Priority Offer as set out in this Prospectus, the Company 

reserves the right to reject any Application or to allocate to any Applicant fewer Shares than the number 

applied for. The Company also reserves the right to reject or aggregate multiple applications in determining 

final allocations. 

In the event an Application is not accepted or accepted in part only, the relevant portion of the application 

monies will be returned to Applicants, without interest. 

The Company reserves the right not to proceed with the Offer or any part of it at any time before the allocation 

of the Shares to Applicants. If the Offer or any part of it is cancelled, all application monies, or the relevant 

application monies will be refunded. 

The Company also reserves the right to close the Offer or any part of it early, or extend the Offer or any part of 

it, or accept late Applications Forms either generally or in particular cases. 

The allotment of Shares to Applicants will occur as soon as practicable after Application Forms and application 

monies have been received for the minimum subscription of Shares being offered, following which statements 

of shareholding will be dispatched. 

It is the responsibility of Applicants to determine their allocation prior to trading in the Shares. Applicants 

who sell Shares before they receive their statement of shareholding will do so at their own risk. 

2.6 Application Money Held in Trust 

All application monies will be deposited into a separate bank account of the Company and held in trust for 

Applicants until the Shares are issued or application monies returned. Any interest that accrues will be retained 

by the Company and will not be paid to Applicants. 

2.7 Minimum Subscription and Oversubscriptions 

The minimum subscription to be raised under this Prospectus is $3.5 million. No over-subscriptions will be 

accepted. 

No Shares will be issued pursuant to this Prospectus until the minimum subscription has been achieved. Should 

the minimum subscription not be reached within 4 months after the date of this Prospectus, all application 

monies will be dealt within in accordance with the Corporations Act. 

The Company believes the minimum subscription is sufficient working capital to achieve its objective as set 

out in the Prospectus. 

2.8 Expenditure Plans and Use of Funds 

The budget expenditure figures for the Company for the first two years following listing are set out below. 

The objective will be to raise $7.5 million, which will be used to assess the prospectivity of the key projects and 

fund drilling through resource assessment to scoping studies. 


$7.5 million raising $3.5 million raising 

Year 1 Year 2 Year 1 Year 2 

Pre-float acquisition 

expenses and costs 

of listing 1 390,000 – 241,000 – 

Brokerage 2 188,000 – 94,000 – 

Exploration 

expenditure 2,285,000 2,645,000 955,000 1,380,000 

Administration 480,000 480,000 410,000 420,000 

Working capital 382,000 650,000 – – 

Total 3,725,000 3,775,000 1,700,000 1,800,000 

1 

Includes repayment of loans and costs to Giralia, brokerage, and stamp duty on tenement acquisitions. 

2 

Brokerage estimate is based only on the Public Offer, and may vary depending on the extent to which fees are paid on any 

shortfall from the Priority Offer to Giralia Shareholders, and the actual percentage paid as a brokerage fee. 

Details of the intended exploration programs are set out in Section 3 of the Prospectus. 

2.9 Capital Structure 

As at the date of this Prospectus, the issued share capital of the Company is 30 million Shares, all of which are 

held by Giralia. 

The capital structure at completion of the Offer, assuming the Offer is fully subscribed, is set out below: 

Issued Share Capital Number of Shares % of Shares 

Issued at Date of Prospectus 30,000,000 46.15 

Shares issued to Vendors and others (1) 5,000,000 7.7 

Shares offered under this Prospectus (2) 30,000,000 46.15 

Total Shares on issue at the close of the Offer 65,000,000 100 

1 Assumes completion under the arrangements for the acquisition of tenements. Further details set out in 

Section 10 below. 

2. Assumes subscriptions for $7.5 million. This will be reduced proportionately if subscriptions between $3.5 

million and $7.5 million are received. 

The Company has also issued 3.4 million options to directors, officers and other parties, details of which 

are set out in Section 10.4 below. 

2.10 Pro rata option issue 

Approximately 3 months after the completion of the in specie distribution of Shares in Carpentaria detailed in 

Section 2.11 below, the Company intends to conduct a pro rata issue of options to Shareholders on the basis of 

one option for every 2 Shares held at the relevant date. The New Options will be issued at a price of 1 cent 

each, exercisable at $0.30 each on or before 30 June 2010. The New Options will otherwise be on terms and 

conditions standard for options in a listed company. 

10

2.11 Distribution in specie 

Upon quotation of the Shares on ASX, Giralia will hold approximately 34 million Shares in the Company, 

including 4 million shares issued to Giralia in return for the transfer of tenements to the Company. 

Giralia will seek shareholder approval to distribute 27.2 million of the 34 million Shares to its shareholders on 

a pro rata basis. 

Giralia intends to undertake the distribution in specie of the 27.2 million Shares to its shareholders as soon as 

possible after the Shares commence quotation on the ASX. 

2.12 Dividend Policy 

The Company anticipates that significant expenditure will be incurred in the evaluation and development of 

the Company’s projects. These activities are expected to dominate the two year period following the issue of 

this Prospectus. Accordingly, the Company does not expect to declare any dividends during that period. 

Subject to the Company achieving sustained profitability, the Directors will consider paying dividends, subject 

to what available cash flow and capital requirements allow. 

2.13 ASX Listing 

The Company will apply to ASX within 7 days after the date of this Prospectus for admission to the Official 

List and for Official Quotation of the Shares, other than those existing Shares that the ASX is likely to treat as 

restricted securities as defined in ASX Listing Rules. 

If the Shares are not admitted to official quotation within 3 months after the date of this Prospectus, none of 

the Shares offered by this Prospectus will be allotted or issued. In that circumstance, all Applications will be 

dealt with in accordance with the Corporations Act. 

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. ASX, its officers and employees, take no responsibility for the 

contents of this Prospectus. 

2.14 Investment Risks 

The business of the Company involves mining exploration and investment in mining tenements and, accordingly, 

investments in the Shares offered by this Prospectus should be considered speculative. The key risks associated 

with an investment in the Company are set out in Section 9 of this Prospectus. 

2.15 Commissions 

No brokerage or commission is payable by Applicants in respect of Shares issued pursuant to this Prospectus. 

The Company may pay fees of up to 5% in respect of applications lodged by any member organisation of ASX, 

licensed securities dealer or the holder of an Australian Financial Securities Licence and accepted by the Company 

provided the relevant stamp of the organisation is on the Application Form. 


3 Project Overview 

3.1 Overview of Projects 

Carpentaria was formed with the objective of 

pursuing advanced opportunities in exploration and 

mining of copper, gold, nickel and uranium in 

particular in two Australian States (Queensland and 

New South Wales) that the Directors believe to be 

highly prospective for these commodities, and 

significantly underexplored in comparison to Western 

Australia which has attracted the majority of 

Australian mineral exploration expenditure in recent 

years. As a result, Carpentaria has been able to secure 

seven 100% owned tenements, with several known 

mineral occurrences. 

The Directors believe that the Company’s exploration 

portfolio contains highly prospective ground that has 

not been explored using modern exploration 

techniques. All of the tenements in the portfolio have 

immediate target areas, with minimal preparatory 

work for drill testing. 

The Directors have limited their tenement selection 

to areas that have no or reasonably thin overburden 

and known mineralisation. It is considered preparatory 

exploration costs will be low, leaving more 

funds available for drilling. The intent of the Directors 

is to regularly test project targets and rapidly move 

on from those shown to lack economic potential. In 

this way, Carpentaria will maintain an active pipeline 

of exploration target testing which the Directors 

believe is a key process in ore body discovery. 

The Company will also, subject to the Offer being fully 

subscribed, have an allocation of unassigned working 

capital funds that will allow additional opportunities 

to be identified and evaluated. 

3.2 Projects 

Mt Agate, Queensland, copper/gold/uranium 

(100% Carpentaria) 

Carpentaria’s Mt Agate project is located 

approximately 60 kilometres south southwest of 

Cloncurry and has an area of 252.8 sq kms. The project 

covers components of the Proterozoic Mt Isa Inliers 

Eastern Fold Belt prospective for iron oxide coppergold-uranium 

mineralisation (IOCG) of which the 

Ernest Henry deposit, being mined about 80 

kilometres to the north, is an example. There are other 

examples of IOCG deposits that have been mined in 

the vicinity of Mt Agate, including Mt. Elliot and 

Selwyn (approximately 30 kilometres south east). 

Within the Company’s Mt Agate tenement, on the 

contact of the Wimberu granite with metasediments 

and metavolcanics, earlier explorers located a prospect 

of significant interest at Mt Devoncourt. A total of 39 

shallow percussion holes were drilled in 1964 for only 

783 metres. Five of these holes had multiple intersections 

of greater than 1% copper over intervals of 3 

metres (10 feet). The historical records indicate 

shallow drill intersections including 30.5 metres @ 1.25 

% copper, and 12 metres @ 2.55% copper. 

The tenement contains porphyritic felsic metavolcanics 

and quartzites of the Argylla Formation that 

hosts mineralisation at the QMH prospect on the 

contact with the Wimberu Granite. At QMH, quartzmagnetite 

veining occurs over an area of 650 metres 

by 250 metres that is consistently copper anomalous 

(max 0.13%) in rock chip samples. The prospect was 

tested by only one drill hole which returned a 28 metre 

zone exceeding of 0.1% copper, including 4 metres at 

0.25% copper from 46 metres down hole. The 

Directors consider that further testing of this 

anomalous zone using geophysics to define drill 

targets is warranted. 

Elsewhere in this tenement previous work has 

highlighted at least 10 other copper silver prospects. 

Using the existing detailed airborne data and 

geological work the prospects will be prioritised for 

further follow up work including geophysics and 

drilling focussed on testing for IOCG deposits. 

Glen Isla, New South Wales, gold 


The Glen Isla tenement is located 50 kilometres 

southwest of the major regional centre of Dubbo 

within the Lachlan Fold Belt which regionally hosts 

many base and precious metal deposits including 

volcanic hosted massive sulphide deposit, porphyrygranitoid 

associated copper gold deposits and 

structurally controlled gold. 

12

Magnetic map, EPM 14955. 

The tenement lies within a north south belt of lode 

quartz, porphyry and epithermal gold deposits that 

extend from Forbes in the south through North Parkes 

(Goonumbla), Peak Hill and to Tomingley, which is 

situated just outside the northwest boundary of the 

tenement. 

Relatively large tonnage low grade disseminated 

epithermal deposits such as Peak Hill are a prime target. 

At the Glen Isla tenement, past exploration has located 

epithermal style gold mineralisation hosted by the 

Middle Devonian Dulladery Volcanics. 

Two epithermal gold prospects, Glen Isla and Kyalite, 

have been identified in the tenement. Kyalite is a 

geological and geochemical anomaly that has not been 

substantially tested, with the bulk of prior work being 

focussed on the Glen Isla Prospect. 

At the Glen Isla Prospect, previous drill holes have 

returned numerous elevated gold concentrations over 

wide intercepts hosted by banded silica-pyrite rock 

interpreted to be a hydrothermal sinter. For example: 

GI-RP11D intersected 79 metres @ 0.4 g/t gold 

including 1 metre @ 1.12 g/t gold, and, GI-RP16D 


Drillhole locations on RAB gold geochemical image – Glen Isla prospect EL6246 

intersected 396 metres @ 0.13 g/t gold. In the same 

prospect, rock chip sampling returned anomalous 

results up to a maximum of 2.2 g/t gold. The Directors 

believe that the data indicates that a substantial volume 

of low grade gold mineralisation occurs in the 

geochemical zone at the Glen Isla prospect and further 

drilling at the prospect could delineate either bulk 

tonnage low grade deposit or locate higher-grade, thick 

feeder veins to the known geochemical zone. 

The Kyalite prospect 3.5 km south of the Glen Isla 

prospect has geological characteristics that could be 

associated with additional epithermal gold 

mineralisation. Only 6 RAB holes have been drilled 

at Kyalite so additional geophysical and drilling work 

is required to adequately test the prospect for either 

large tonnage low grade or high grade vein style 

epithermal gold deposits. 

Combaning, NSW, nickel, gold 


This large tenement application is located in New South 

Wales, 120 kilometres northwest of Canberra. 

Combaning covers parts of the Temora and Springdale 

Goldfields in the Lachlan Fold Belt which have been 

significant past gold producers. The Gidginbung gold 

mine, which produced 677,000 ounces of gold from 

1986 to 1996, is approximately 12 kilometres northwest 

of Combaning. 

The Combaning tenement application covers Lachlan 

Fold sediments, volcanics, granitoids and ultramafic 

intrusions prospective for both gold and nickel. 

Previous drilling results at the Merri Hill prospect 

encountered numerous anomalous intercepts including: 

40 metres from 14 metres below collar @ 0.79 g/t gold, 

and 10 metres @ 1.33% nickel. The Merri Hill prospect 

is centred over a discrete magnetic anomaly – see image 

next page. The source of the magnetic anomaly is 

interpreted to be a variably carbonate-quartz-talc 

altered ultramafic body which is the rock type that hosts 

anomalous gold and nickel drill hole intercepts. Other 

discrete magnetic anomalies near Merri Hill within the 

Combaning tenement have not been previously 

explored and by analogy the Directors consider they 

have good potential for gold and nickel. 

14

Elsewhere at Combaning other gold only prospects, 

mostly quartz vein lode hosted by sediments or 

volcanics, have been highlighted by previous 

explorers. Drilling at these prospects has returned 

several anomalous gold results which the Directors 

believe require further investigation, including 1 metre 

@ 10.6 g/t gold at Harvey’s Shaft, and 2 metres @ 6.8 

g/t gold at Mother Shipton, 4.0 metres @ 2.65 g/t 

gold at Opossum Hill and 3.9 metres @ 2.2 g/t gold 

at Kangaroo Dick. 

Cargoon, Queensland, nickel (100% Carpentaria) 

Cargoon is located in northeast Queensland, 150 

kilometres west of Charters Towers. 

The region has been explored previously mainly for 

gold due to presence of the Mount Emu Goldfield, 

discovered in 1909, and located just outside the 

western boundary of Cargoon. Modern exploration 

has located further, mostly refractory, mineralisation 

at Mt Emu and the latest inferred resource by Walhalla 

Mining NL in 1993 was 825,000 tonnes at 4.9 g/t gold, 

79.4 g/t silver, 0.95% lead, and 1.4% zinc using a cut 

off gold grade of 1 g/t. 

In 1971 International Nickel Australia Limited (Inco) 

undertook reconnaissance exploration in Cargoon 

which discovered a significant strike length of gossan 

at Bradley’s Jubilation. Rock chip sampling of this 

gossan returning up to 1.5% nickel and 1.2% copper. 

Inco completed one 135 metre drill hole testing the 

gossan exposure that, whilst intersecting some minor 

sulphide stringers, did not return any elevated 

geochemistry or sulphide content to explain the surface 

geochemical anomaly. The Board considers that one 

drill hole is not sufficient to discount gossan exposure 

which strikes over 60 metres at surface. The local and 

regional geological setting of the gossan mineralisation 

at Bradley’s Jubilation is interpreted to be a possible 

analogue of skarn style nickel sulphide mineralisation 

at the Avebury deposit in western Tasmania. As no 

modern geophysical exploration has been undertaken 

to investigate the gossan at Bradley’s Jubilation or its 

possible strike extensions, the Directors consider that 

undertaking high resolution, deep penetrating airborne 

electromagnetic survey, followed by drilling, may 

identify sulphide mineralisation at the gossan or its 

potential strike extensions. 

Prospect locations on aeromagnetics, 

Springdale area, ELA 3077 

Waterford, Queensland, uranium 


This tenement application is located in northwest 

Queensland, approximately 200 kilometres south of 

Cloncurry. The application covers Mesozoic 

Eromanga Basin strata that has been previously 

explored for uranium. Prior reconnaissance drilling 

based exploration within the application located a 

redox front in a sandstone aquifer which returned a 

geochemical analysis of 2 metres @ 140 ppm uranium 

in one drill hole. This application covers at least 15 

kilometres of the interpreted strike of the redox front. 

Lady Inez, Queensland, copper 


The Lady Inez project is located in central Queensland, 

120 kilometres west northwest of Bundaberg. 

The tenement is prospective for copper and precious 

metal bearing skarn and other intrusive related 


mineralisation. Just to the east of the tenement the 

Blue Bag and McDonald Lode prospects are 

magnetite-skarns where previous drilling returned 

a best intersection of 13 metres @ 1.3% copper and 

2g/t gold. 

At the Burns Spur gossan, within Carpentaria’s 

tenement, surface sampling revealed 30 metres @ 1.6% 

copper and 10.2g/t silver. 

Another skarn system occurs at the Mt Hector Line, 

excised by a small mineral development lease from 

the Lady Inez tenement. The Mount Hector line strikes 

into Carpentaria’s tenement where it is expressed by 

mineral occurrences like Johnsons Mine. 

The Directors consider that skarn style mineralised 

systems located at Lady Inez lend themselves well to 

exploration using new helicopter based electromagnetic 

systems that allow rapidly delineation of 

sulphide bearing targets for ground follow up and/or 

drilling. 

Redbank, Queensland, nickel (100% Carpentaria) 

Redbank is located in northeast Queensland, 75 

kilometres west of Ingham. The target at this conceptual 

project is a concealed nickel laterite developed 

on an aeromagnetic anomaly which has a very similar 

signature to the Greenvale nickel laterite complex. 

The aim of this project is to rapidly establish if there 

is evidence for the laterite by undertaking shallow 

auger drilling. 

Details of the intended exploration programs are set 

out in the Independent Geologist’s report in Section 5 

of this Prospectus. 

Exploration Budget 

Project Year 1 Year 2 TOTAL 

$ $ $ 

Mt Agate 495,000 515,000 1,010,000 

Glen Isla 495,000 540,000 1,035,000 

Cargoon 450,000 510,000 960,000 

Lady Inez 385,000 440,000 825,000 

Redbank 210,000 290,000 500,000 

Total on granted 

tenements 2,035,000 2,295,000 4,330,000 

Combaning 250,000 350,000 600,000 

Working Capital 382,000 650,000 1,032,000 

Totals 2,667,000 3,295,000 5,962,000 

The above exploration programs and budgets are 

subject to change and are contingent on circumstances, 

results and other opportunities. Expenditure may be 

reallocated amongst existing and new projects or to 

general working capital. If tenements are granted for 

any of the above areas designated as applications, the 

Company may reallocate funds to these projects 

having regard to the recommendations made in the 

Independent Geologist’s report in Section 5. 

3.3 Proposed Exploration Budget 

The Company proposes to fund its intended activities, 

as outlined in the table below, from the proceeds of 

the offer (assuming $ 7.5 million raising). 

16

4 Profiles of Directors and 

Senior Management 

Nick Sheard — Executive Chairman 

Nick has over 30 year’s experience in the industry – most recently Vice President -Exploration for Inco Limited, 

formerly the world’s second largest producer of nickel. Prior to that, Nick was the Global Exploration Manager 

for M.I.M. Holdings Limited, after being initially employed by M.I.M. as Chief Geophysicist. Nick developed 

the novel MIMDAS electrical survey system currently being used commercially as a deep seeking quality EM 

and IP system. Nick is a Non-Executive Director of Mirabela Nickel Ltd. 

Stan Macdonald — Non-Executive Director 

Stan has been associated with the mining and exploration industry for over twenty years. He is an Executive 

Director of Giralia Resources NL and Non-Executive Director of Red Hill Iron Limited, U3O8 Limited, and 

Zinc Co Australia Limited. 

Bob Hair — Non-Executive Director 

Bob is by background a lawyer with over 18 years’ experience in the resources sector. Previously a lawyer, 

director of subsidiary companies and Commercial Manager and General Manager in the MIM group in Australia, 

Asia, Europe, North America, South America, and GM Commercial for the ASX listed Highlands Pacific Limited, 

Bob is Company Secretary of Washington Resources Limited and a Non-Executive Director of Washington 

Resources Limited and Northern Uranium Limited. 

Doug Brewster — Exploration Manager 

Doug is a career exploration geologist with 20 years Australian and international experience and is an Eastern 

Australian exploration specialist. Doug worked initially for CRAE (now Rio Tinto) and then in a senior role at 

Delta Gold (now Barrick) where he assisted rebuilding their east Australian exploration effort in the late 1990s. 

He has subsequently operated as a successful mineral exploration consultant providing services to a number 

of major and junior mining companies. He is experienced in gold, base-metal massive sulphide, porphyry 

copper, iron-oxide copper-gold, uranium, diamond, clay and mineral sand exploration. Doug is a member of 

the Australian Institute of Geoscientists (AIG). 

Bruce Acutt — Joint Company Secretary 

Bruce trained and worked as an accountant with major accounting firms in the audit and resources sector. He 

has been associated with the mining and exploration sector for over 20 years. He is currently Company Secretary 

of Giralia, PacMag Metals Limited, U3O8 Limited, Zinc Co Australia Limited and The Gold Company Ltd. 

Chris Powell — Joint Company Secretary 

Chris has had substantial previous experience across a number of industries principally in management of 

administrative and financial services and Company Secretarial roles. 


5 Independent Geological Report 

2 The Nook 

UNDERWOOD QLD 4119 

AUSTRALIA 

ABN 28 094 217 482 

Telephone: +61 7 3423 1041 

Facsimile: +61 7 3423 1042 

Email: jonesd@bigpond.net.au 

INDEPENDENT GEOLOGIST’S REPORT 

TO CARPENTARIA EXPLORATION LIMITED 

ON MINERAL EXPLORATION TENEMENTS 

IN EASTERN AUSTRALIA 

Frontispiece: Location of Tenements 

David G Jones 

BSc., MSc., FAusIMM, FIMMM, MAIME, MGSA 

Effective Date: 31 st July 2007 

18

Table of Contents 

SUMMARY 22 

INTRODUCTION 23 

DISCLAIMER 24 

PROPERTY DESCRIPTIONS 24 

PROPERTY DETAILS 24 

COPPER-GOLD-URANIUM PROJECTS 25 

EPM 14955 “Mt Agate” & EPMA 16393 “Waterford” 25 

Regional Geology 25 

Local Geology - EPM 14955 26 

Prospect Geology - EPM 14955 28 

Deposit Model - EPM 14955: Iron Oxide Copper Gold (“IOCG”) Deposits 29 

Previous Exploration - EPM 14955 29 

Exploration by Giralia and Carpentaria - EPM 14955 31 

Proposed Exploration Programme and Budget - EPM 14955 31 

Local Geology - EPMA 16393 33 

Deposit Model - EPMA 16393: Roll-Front Uranium Deposits 34 

Proposed Exploration Programme and Budget - EPMA 16393 34 

EPM 14948 Lady Inez 34 


Local Geology 36 

Prospect Geology 36 

Deposit Model EPM 14948: Porphyry Copper-Gold Deposits 37 

Previous Exploration 38 

Exploration by Giralia and Carpentaria 40 

Proposed Exploration Programme and Budget 40 

GOLD PROJECTS 40 

EL 6246 Glen Isla 40 






ELA 3077 Combaning 45 


Deposit Model 45 





NICKEL PROJECTS 48 

EPM 14840 Redbank 48 






EPM 14170 Cargoon 50 






CONCLUSIONS 54 

REFERENCES 56 

GLOSSARY OF TECHNICAL TERMS 58 

20

List of Figures 

Figure 1. Access and regional geology , EPM 14955 and EPMA 16393 25 

Figure 2. Regional Proterozoic solid geology in the vicinity of EPM 14955 26 

Figure 3. Proterozoic stratigraphy in EPM 14955 28 

Figure 4. Magnetic map, EPM 14955 32 

Figure 5. Geology and Reconnaissance drilling by PNC Exploration (Australia) Pty Ltd 33 

Figure 6. Regional geology, Glassford Creek area 35 

Figure 7. Regional setting, EL 6246 and ELA 3077 41 

Figure 8. Drillhole locations on RAB Gold Image Glen Isla EL 6246 43 

Figure 9. Prospect locations aeromagnetics ELA 3077 46 

Figure 10. Road and rail access and geological regions, EPM 14840 48 

Figure 11. Image processed RTP magnetics at the Bradley’s Jubilation prospect 53 

List of Tables 

Table 1. Summary of Proposed Carpentaria Budget (in A$ x 1,000) 23 

Table 2. Giralia / Carpentaria Mineral Tenements in Queensland 25 

Table 3. Giralia / Carpentaria Mineral Tenements in NSW 25 

Table 4. Proposed Budget, EPM 14955 Mt Agate, in A$ x 1,000 32 

Table 5. Proposed Budget, EPM 14948, in A$ x 1,000 40 

Table 6. Proposed Budget, EL 6246, in A$ x 1,000 44 

Table 7. Proposed Budget, ELA 3077, in A$ x 1,000 47 

Table 8. Proposed Budget, EPM 14840, in A$ x 1,000 50 

Table 9. Proposed Budget, EPM 14170 Cargoon, in A$ x 1,000 54 

Table 10. Summary of Proposed Carpentaria Budget (in A$ x 1,000) 55 


Independent Geologist’s Report 

SUMMARY 

Carpentaria Exploration Limited, (“Carpentaria”), 

formerly Sunmustard Pty Ltd (“Sunmustard”), a 

wholly-owned subsidiary of Giralia Resources NL 

(“Giralia”) has been granted three mineral exploration 

tenements in eastern Australia and has made 

applications for one tenement in Queensland and one 

in NSW. Giralia in its own name holds one additional 

tenement in Queensland and one in NSW; both 

tenements are being transferred to Carpentaria. The 

total area granted is 659 sq km, and approximately 

951 sq km is under application. 

Carpentaria requested Vidoro Pty Ltd (“Vidoro”) to 

review and report on the exploration strategy, the 

exploration carried out to date, and proposed 

exploration, relating to the Carpentaria, Sunmustard 

and Giralia tenements, hereafter referred to as the 

“Carpentaria tenements”. The review was undertaken 

by David Jones, Principal. 

Carpentaria’s tenements cover a variety of geological 

settings prospective for a wide range of mineral 

commodities. In northern Queensland, the Redbank 

Exploration Permit for Minerals (“EPM”) 14840 west 

of Ingham covers an area considered prospective for 

a covered nickel laterite deposit. Further south, and 

west of Charters Towers, a gossan outcrop at the 

Bradley’s Jubilation prospect located within the 

Cargoon EPM 14170 contained up to 1.5% Ni in rock 

chip samples collected by previous explorers. 

South of Cloncurry in NW Queensland, the Mount 

Agate EPM 14955 covers several strong aeromagnetic 

features in an environment prospective for iron-oxide 

copper-gold mineralisation. Further south near Boulia 

an EPM application lodged by Carpentaria has been 

explored in the past for roll-front uranium mineralisation 

with a low-grade body of this type outlined in 

previous reconnaissance drilling. 

The Lady Inez EPM 14948 located west of Bundaberg 

in central Queensland contains much of the Glassford 

Igneous Complex which has been explored in the past 

for copper-gold skarn mineralisation. 

In NSW, the Glen Isla Exploration Licence (“EL”) 6246 

and the Combaning EL application (“ELA”) 3077 lie 

within the prospective Tumut Synclinorial Zone of the 

Lachlan Fold Belt. The Kyalite and Glen Isla 

epithermal gold-bearing sinters have returned broad 

widths of strongly anomalous gold up to 396m @ 0.13 

g/t Au in preliminary drilling carried out by previous 

explorers. 

The tenement package assembled by Carpentaria in 

eastern Australia has considerable potential for the 

discovery, through the exploration programme 

proposed by Carpentaria, of significant new 

mineralisation. The selection of the mineral tenement 

areas by Carpentaria is soundly based on good 

geoscientific evidence, and their geological models 

have demonstrated validity in that world class 

deposits have been discovered using similar criteria. 

The exploration programme proposed by Carpentaria 

is a logical continuation of the work done by previous 

explorers and manageable within the technical and 

financial resources currently available to Carpentaria. 

The balance of effort allocated to the individual 

properties is sensible, given the state of present 

knowledge as to the relative merit of each prospect. 

It is commendable that Carpentaria proposes that over 

40% of the first year’s exploration operating budget 

of A$2.3 million will be spent on drilling, while only 

13% of the entire first year’s budget will be taken up 

by administration (see Table 1 below). Many large 

companies struggle to achieve this because of their 

high overheads, with wages and administration 

absorbing up to 70% of some budgets. The proportion 

allocated to drilling rises to 57% of the operating 

budget in the second year, which is a laudable 

objective, and a reflection of the efficiencies in the 

conduct of the Carpentaria programmes. A total 

budget of A$7.5 million is proposed by Carpentaria 

for the next two years, broken down as follows: 

22


Table 1. Summary of Proposed Carpentaria Budget (in A$ x 1,000) 

Area Year 1 Year 2 TOTAL Annual Commitment 

Year 1 Year 2 

EPM 14170 Cargoon 450 510 960 215 150 

EPM 14840 Redbank 210 290 500 40 50 

EPM 14955 Mt Agate 495 515 1,010 70 90 

EPM 14948 Lady Inez 385 440 825 54 50 

EL 6246 Glen Isla 495 540 1,035 42 — 

ELA 3077 Combaning 250 350 600 127* 127* 

Operating budget 2,285 2,645 4,930 548 467 

Costs of listing, brokerage 578 0 578 

Administration 480 480 960 

Working Capital 382 650 1,032 

Totals 3,725 3,775 7,500 

(Drilling) 958 1,520 2,478 

* commitment on grant of tenement application 

In David Jones’ opinion, the proposed annual expenditures by Carpentaria on exploration of A$2.3 million and A$2.6 

million respectively in the first and second exploration years are more than adequate to meet both their commitments 

and the minimum expenditures required to maintain their licences in good standing during that period. 

INTRODUCTION 

At the request of the Directors of Giralia, Vidoro Pty 

Ltd (“Vidoro”) was commissioned in February 2007 

to prepare an Independent Geologist’s Report on 

mineral exploration tenements held by or on behalf 

of Giralia’s wholly-owned subsidiary Carpentaria in 

eastern Australia. 

The scope of the inquiries by Vidoro and of this report 

include the following: 

• A review of the geological model and the 

approach that Carpentaria has employed in its 

tenement selection 

• A review of the exploration portfolio of 

Carpentaria with respect to exploration history, 

exploration potential and Carpentaria’s 

exploration strategy 

• A review of the budgets proposed by 

Carpentaria for the next two years 

• A review of the budgets referred to above to 

determine if they accord with joint venture 

arrangements (if any) and statutory expenditure 

levels 

• A review of the work plans associated with the 

budgets referred to above 

Mr David Jones, Principal of Vidoro, compiled the 

report. 

Vidoro’s study commenced on 20 th February 2007. A 

data package supplied by Carpentaria was reviewed 

and discussions held with geological consultants to 

Giralia and Carpentaria . Additional data was sourced 

from published books and journals, unpublished 



company reports held by the Geological Survey of 

Queensland (“GSQ”) and the Geological Survey of 

NSW (“GSNSW”), university theses etc. These 

references are cited within the report and listed at the 

back of this report. 

Geological information usually consists of a series of 

small points of data on a large blank canvas. The true 

nature of any body of mineralisation is never known 

until the last tonne of ore has been mined out, by 

which time exploration has long since ceased. 

Exploration information relies on interpretation of a 

relatively small statistical sample of the deposit being 

studied; thus a variety of interpretations may be 

possible from the fragmentary data available. 

Investors should note that the statements and 

diagrams in this report are based on the best 

information available at the time, but may not 

necessarily be absolutely correct. Such statements and 

diagrams are subject to change or refinement as new 

exploration makes new data available, or new research 

alters prevailing geological concepts. 

There is a very large body of data covering the various 

tenements, encompassing a period of 50 years from 

1957 to the present. Carpentaria provided a warranty 

that, to the best of Carpentaria’s knowledge, full 

accurate and true disclosure of all material information 

had been supplied to Vidoro. Although Vidoro has 

made diligent efforts to cross-check and compare the 

Carpentaria data with available material from other 

sources, investors should bear in mind that this report 

is, by its nature, heavily reliant on the data supplied 

by Carpentaria. 

DISCLAIMER 

The opinions expressed in this report have been based 

on information supplied to Vidoro by Carpentaria, 

its associates and their staff, as well as the additional 

information listed in the References. Vidoro has 

exercised all due care in reviewing the supplied 

information. Although Vidoro has compared key 

supplied data with expected values, the accuracy of 

the results and conclusions from this review are reliant 

on the accuracy of the supplied data. Vidoro has relied 

on this information and has no reason to believe that 

any material facts have been withheld, or that a more 

detailed analysis may reveal additional material 

information. Vidoro 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. 

The author has not relied on reports, opinions or 

statements of legal or other experts who are not 

qualified persons for information concerning legal, 

environmental, political or other issues and factors 

relevant to this report. 

All map illustrations in this report are registered to 

the 1994 Map Grid Australia (“MGA94”), using the 

1994 Australian horizontal grid datum (“GDA94”), 

unless otherwise notified. Field observations are 

registered to the Universal Transverse Mercator 

(“UTM”) 1984 World Geographic System (“WGS 84”), 

which is some 12 cm displaced from GDA 94. Given 

that the accuracy of the hand-held Global Positioning 

System (“GPS”) receiver used by the author in the field 

is between 3-4m at best, the difference between WGS 

84 and GDA 94 is trivial. The maps in this report are 

for illustration purposes only and should not be relied 

upon for navigation. 

PROPERTY DESCRIPTIONS 

PROPERTY DETAILS 

The legal status of the tenure of the Carpentaria 

tenements is the subject of a separate Legal Report, 

which appears elsewhere in the Prospectus. The 

Carpentaria tenement situation has not been 

independently verified by Vidoro, apart from a search 

of the Queensland Interactive Resource and Tenement 

Map (“IRTM”) on-line database and the NSW 

MinView on-line database. The results of these 

searches are summarised in the following tables: 

24


Table 2. Giralia / Carpentaria Mineral Tenements in Queensland 

Owner Tenement Grant Date Expiry Date Sub-blocks Area sq km 

Giralia Resources NL EPM 14170 13 Dec 2004 12 Dec 2009 49 158.00 

Sunmustard Pty Ltd EPM 14840 21 Sep 2005 20 Sep 2010 36 117.20 

Sunmustard Pty Ltd EPM 14955 29 Jun 2006 28 Jun 2011 79 252.80 

Sunmustard Pty Ltd EPM 14948 15 Nov 2005 14 Nov 2010 31 96.87 

Carpentaria Exploration Ltd EPMA 16393 Application (100) (317.3) 

Total granted: 195 624.87 

Table 3. Giralia / Carpentaria Mineral Tenements in New South Wales 

Owner Tenement Grant Date Expiry Date Area sq km 

Giralia Resources NL EL 6246 25 May 2004 24 May 2008 33 87 

Sunmustard Pty Ltd ELA 3077 Recommended for grant 6 Jun 2007 (605.40) 

Total granted: 33.87 

The various tenements are summarised as follows: 

COPPER-GOLD-URANIUM PROJECTS 

EPM 14955 “Mt Agate” & EPMA 16393 “Waterford” 

These EPMs are located in Northwest Queensland, 

respectively 60km and 200km south of Cloncurry. 

Cloncurry is a significant town located approximately 

100km east of Mt Isa. Mt Isa is a major mining centre 

and Queensland’s largest inland city with a population 

exceeding 20,000. Mt Isa is serviced by major road, 

rail and air links. 

EPM 14955 is accessed from Cloncurry by the sealed 

Dajarra Road to Malbon, then the formed gravel 

Toolebuc Road. EPMA 16393 straddles the Selwyn 

Road 40 km north of the small town of Boulia. Local 

station tracks provide ready access through the 

tenements. 

Regional Geology 

The Mount Isa Inlier in Northwest Queensland (see 

Figure 1 below) is subdivided by major north-striking 

faults into three broad tectonic belts: the Western 

Succession, the Kalkadoon-Leichhardt Belt and the 

Eastern Succession. These all contain Palaeoproterozoic 

to Mesoproterozoic metasediments, volcanics 

and intrusive rocks. EPM 14955 lies within the Eastern 

Succession. 

Fig 1. Access and Regional Geology EPM 14955 

and EPMA 16393 



The Western Succession consists of the Lawn Hill 

Platform, Leichhardt River Fault Trough and the 

Myally Shelf. The Kalkadoon-Leichhardt Belt is 

bounded to the west and east, respectively, by the 

Quilalar and Pilgrim Fault zones. This belt is made 

up of the Ewen Block and the Kalkadoon-Leichhardt 

Block. The Eastern Succession is subdivided into the 

Mary Kathleen zone in the west, the Quamby-Malbon 

zone, and the Cloncurry-Selwyn zone in the east 

(Blake, 1987). 

The basement rocks consist of sequences of sedimentary, 

volcanic and intrusive rocks that were highly 

deformed during the 1900-1870 Ma Barramundi 

Orogeny. The basement is overlain by three cover 

sequences, which are Palaeoproterozoic volcanosedimentary 

packages separated by regional unconformities 

(Blake, 1987). The cover sequences were 

deformed and regionally metamorphosed up to upper 

amphibolite facies during the 1620-1520 Ma Isan 

Orogeny. 

The Mount Isa Inlier has been intruded by granitic 

batholiths of Palaeoproterozoic and Mesoproterozoic 

age, respectively termed the Wonga and Williams 

igneous events. The Proterozoic rocks are overlain 

unconformably by unmetamorphosed Paleozoic, 

Mesozoic and Cainozoic sedimentary sequences. 

Local Geology – EPM 14955 

The oldest rocks in the Quamby-Malbon Zone are 

Palaeoproterozoic massive to banded granitic to 

dioritic gneiss and augen gneiss of the Plum Mountain 

Gneiss. They were originally intrusive and extrusive 

felsic igneous rocks that were deformed and regionally 

metamorphosed by the Barramundi Orogeny prior to 

1875 Ma. The Leichhardt Volcanics overlie the Plum 

Mountain Gneiss. The volcanics are non-magnetic to 

weakly magnetic subaerial felsic ignimbrites and lava 

flows that range in composition from dacite to 

rhyolite. The Plum Mountain Gneiss and Leichhardt 

Volcanics are intruded by the Kalkadoon Granodiorite 

dated at around 1860 Ma. 

Fig 2. Regional Proterozoic solid geology in the vicinity of EPM 14955 

26


The Leichhardt Volcanics are unconformably overlain 

by the Argylla Formation, which consists predominantly 

of felsic ignimbrites and lavas, with some 

sediments, high-level felsic intrusives and basaltic 

lavas. Conformably overlying the Argylla Formation, 

the Marraba Volcanics are made up mainly of basaltic 

lavas, with some calcareous and non-calcareous 

siltstones and sandstones in the upper part. The 

presence of pillow lavas indicates that at least some 

of the lavas were erupted below water (Blake, 1987). 

The Overhang Jaspilite laps on to the Marraba 

Volcanics and consists mainly of thinly bedded 

calcareous and cherty rocks, some of which are 

stromatolitic. It is regarded as a shallow platform or 

lagoonal unit (Blake, 1987). The top of the formation 

is generally marked by a breccia that may be a tectonic 

feature or a fossil regolith marking an unconformity. 

The Overhang Jaspilite forms a useful marker unit. 

The Corella Formation is characterised by thinly 

banded, granofelsic to gneissic calc-silicate rocks that 

are variably scapolitic, amphibolitic, siliceous, 

calcareous, feldspathic and diopsidic. It also includes 

brecciated calc-silicate rocks, marble, felsic and mafic 

metavolcanics, mica schist, black slate, phyllite, shale 

and quartzite. Minor metabasalt is present in the 

upper part of the Corella Formation and some 

metadolerite mapped as sills in the formation may 

be extrusive rather than intrusive. The Corella 

Formation may have been deposited on a near-shore 

evaporitic carbonate shelf or possibly in a lagoonal 

environment, and the presence of scapolite is 

considered to result from the regional metamorphism 

of halite-bearing sediments (Blake, 1987). 

The Wonga Batholith is made up of several, discrete, 

mainly composite intrusions intruded into the Eastern 

Succession during a major early extensional event 

between 1760–1720Ma. The granites form elongate 

bodies parallel to regional northerly trends and are 

weakly to strongly deformed and regionally 

metamorphosed, mainly to amphibolite facies. The 

dominant rock type is a coarse-grained, weakly to 

strongly foliated porphyritic granite. Pegmatites are 

common and contain quartz, feldspar and tourmaline. 

Rocks of the Soldiers Cap Group crop out in the 

Quamby–Malbon Zone and have been divided into a 

number of formations. The Kuridala Formation, which 

is confined to a belt of rocks extending from Kuridala 

in the north to the Osborne mine area in the south, 

consists mainly of greywacke, siltstone, and shale, 

now mostly metamorphosed to schist. Also present 

are quartzite, carbonaceous and pyritic slate (the 

Mount Elliott and Hampden Slate Members of White, 

1957), calc-silicate rocks, and banded-iron formation. 

The top and base of the Kuridala Formation have yet 

to be satisfactorily established (Blake& others, 1984). 

The Staveley Formation crops out as a north-south 

belt in the Quamby–Malbon Subprovince and is 

characterised by well-bedded to locally brecciated 

calcareous, ferruginous, feldspathic, siliceous and 

micaceous sedimentary rocks. This formation was 

considered by Donchak & others (1983) to overlie the 

Kuridala Formation, possibly unconformably. 

Contacts between these two formations are not clearly 

defined, and some rocks mapped as Kuridala 

Formation west and north of the Mount Cobalt mine 

in the Selwyn region may be better assigned to the 

Staveley Formation (Blake, 1987). 

Granites of the Williams Batholith intrude the 

Quamby–Malbon Zone. They range from 1520– 

1490Ma in age and form large circular to elliptical 

intrusions that were emplaced after the Isan D2 

deformation event, which produced major northtrending 

structures. Individual granites in the study 

area include the Williams Granite, Saxby Granite, 

Mount Dore Granite, Wimberu Granite, Yellow 

Waterhole Granite, Mount Angelay Granite, Mount 

Cobalt Granite and Squirrel Hills Granite. Although 

the plutons are dominantly felsic, rock types are very 

heterogeneous and vary from mafic magnetitehornblende-biotite 

diorites and monzonites, through 

porphyritic granodiorites and monzogranites to 

leucogranites. They are generally coarse-grained and 

massive, but are strongly foliated near major northnorth-east 

or north-north-west trending shear zones 

(Wyborn, 1998). 

All of the above units have been intruded by numerous 

dolerite dykes and sills. Metamorphism and shearing 

have transformed some dolerites to chlorite-biotite 

schist and amphibolite. 



Prospect Geology – EPM 14955 

The oldest unit exposed in within EPM 14955 is the 

Paleoproterozoic Argylla Formation. It consists of 

porphyritic felsic meta-volcanics and quartzites, with 

increasing feldspathic arenites towards the top where 

it passes conformably into the Marraba Volcanics. 

The main lithologies found in the Marraba Volcanics 

are biotite-amphibole-plagioclase schist and 

feldspathic quartzite. The unit is intruded by dolerite 

dykes up to 50m wide and several km in length. 

and 1,000m long. The textures vary, ranging from fine 

to medium-grained up to coarsely pegmatitic. 

The present level of erosion is close to the base of the 

Mesozoic. Outliers of lithic quartz sandstones and 

grits of the Middle Jurassic to Early Cretaceous Gilbert 

River Formation are common on the western 

boundary of EPM 14955. They have been partly 

lateritised. 

Conformably overlying the Marraba Volcanics are 

feldspathic quartzites and sandstones of the 

Mitakoodi Quartzite. Thin interbeds of black slate and 

pink cherty quartzite grading to chert are common. 

Conformable lenses of metabasalt or amphibolite 

occur throughout the sequence. At the top of the 

Marraba Volcanics is a distinctive banded iron 

formation (“BIF”) unit which has been named the 

Overhang Jaspilite. The BIF is between 300m and 

900m thick and is composed of interbedded iron 

carbonate, pelite, and quartz-rich jaspilite. 

The Kuridala Formation consists mainly of greywacke, 

siltstone and shale, now metamorphosed to schist. 

There are thin interbeds of carbonaceous and pyritic 

slate, calc-silicates and BIF. 

The lower part of the Staveley Formation is composed 

of laminated sericitic slaty siltstones, with minor fine 

sandy interbeds. Hematite in the siltstones has caused 

widespread red-brown staining. These pass up into 

very soft, poorly outcropping laminated sericitic 

siltstones with interbeds of pink calc-silicate. 

The Answer Slate consists of a monotonous sequence 

of argillites and fine-grained arenites separated by 

conformable bodies of amphibolite. The most 

common lithologies are interbedded grey to light 

brown slates and fissile siltstones, brown to white 

siliceous siltstones, and light grey to white, pink or 

black cherts. 

The Wimberu Granite intrudes the metasediments. It 

is a non-foliated porphyritic hornblende-biotite 

granite, with phenocrysts of feldspar commonly > 1cm 

in diameter, and rich in magnetite. The main 

porphyritic mass has been intruded by later phases 

including plugs, veins and dykes up to 100m wide 

Fig 3. Proterozoic stratigraphy in EPM 14955 

28


At least 10 copper and 2 silver prospects, within the 

boundaries of EPM 14955, have been investigated by 

previous explorers. 

The Silver Phantom and adjacent Triangle 

mineralisation is associated with barite, fluorite and 

chalcedony in fissures up to 8m wide hosted by the 

Mitakoodi Quartzite close to the contact with the 

Wimberu Granite. The mineralised zone has been 

traced for 100m and is cut by several granitic dykes. 

At the Horse Creek prospect, copper mineralisation 

is hosted by a foliated, micaceous meta-siltstone of 

the Marraba Volcanics. Medium to coarse-grained 

dolerite/gabbro dykes intrude the meta-sediments. 

Sparse chalcopyrite and pyrite occur in some of the 

dolerite intrusives. 

The QMH prospect is located at the contact zone of 

the Wimberu Granite and Argylla Formation 

rhyodacites (Cayzer and McIntyre, 1994). Quartzmagnetite-haematite 

veins occur over an area 650m 

by 250m. The veins vary in width to a maximum 1.5m 

with generally flat dips. Rock chip samples were 

consistently anomalous in copper (maximum 0.13% 

Cu). In 1994 Mt Isa Mines Limited (“MIM”) drilled 

one angled RC hole to 146m depth into the magnetic 

anomaly at QMH. The hole intercepted weakly altered 

dacitic volcanics with minor quartz-magnetite-pyrite 

veining. The best interval assayed was 4m @ 0.25% 

Cu from 46m down hole (Sparks, 1995). 

At Mt Devoncourt, MIM drilled 39 shallow percussion 

holes in 1964 for a total of 783m. Five of the holes 

made multiple intersections >1% Cu over intervals of 

3m including 30.5 m @ 1.25% Cu and 12 m @ 2.55% 

Cu. The mineralisation occurs in a roof pendant of 

Mitakoodi Quartzite within the Wimberu Granite. 

Deposit Model – EPM 14955: Iron Oxide Copper 

Gold (“IOCG”) Deposits 

Deposits of this type are associated with relatively 

high-temperature, iron- (commonly magnetite-) rich 

hydrothermal alteration systems that are spatially and 

temporally related to felsic plutons and have a variety 

of forms, including vein networks, breccias, 

disseminations and replacements. They are localised 

in dilatant zones of structures active during pluton 

emplacement and cooling and may contain copper + 

gold ± cobalt ± silver ± uranium ± rare earth elements 

± lead ± zinc ± arsenic ± bismuth ± manganese. 

The mineralisation occurs in oxidised sedimentary and 

volcanic sequences intruded by the felsic plutons. The 

sediments include banded iron formation and 

ironstone, carbonaceous slate and phyllite, 

metasiltstone, schist and ferruginous arenite, with 

metamorphic grades ranging from greenschist to 

upper amphibolite facies. 

In the vicinity of EPM 14955, some significant IOCG 

deposits have been mined, including the Mt Elliott and 

Selwyn mines. The Mt Elliott deposit is magnetiterich 

and is characterised by a magnetically high 

geophysical signature associated with an elliptical 

gravity low. Extensive sodic metasomatic alteration 

surrounds the Mount Elliott copper-gold deposit, 

which is hosted by carbonaceous phyllite, mica schist 

and metadolerite of the Kuridala Formation. The 

deposit is within the north-west-trending composite 

Mount Elliott Fault Zone and the mineralisation is 

bounded by steeply north-east dipping reverse faults 

on the hanging wall and footwall. Alteration 

progressively intensifies towards the footwall and, at 

its peak, comprises an assemblage of coarse-grained 

minerals typical of skarn type alteration. 

Within EPM 14955, IOCG deposits could be found in 

alteration systems along the contact zone of the 

Wimberu Granite. 

Previous Exploration – EPM 14955 

The Hampden copper deposits east of EPM 14955 

were discovered in 1884. Shaft sinking began in 1907 

with production reaching a peak in 1915, ceasing when 

the copper price fell in 1922. Total production from 

the Hampden mines during this period was 210,000 

tonnes @ 7.1% Cu and 1.9 g/t Au. The mines were 

explored again between 1948 and 1960 by Broken Hill 

South Limited, MIM and Metana Minerals. 

Modern exploration began in 1955 when MIM began 

mapping and experimenting with geochemical 

sampling in the Malbon area. MIM was seeking Mt 

Isa-style copper and lead-zinc mineralisation in rocks 

assumed to be equivalent to the Mt Isa Group. No Mt 

Isa analogues were observed and the area was 

relinquished in 1956. 

More than 130 reports have been filed on the GSQ 

QDEX system by 20 companies over the past 50 years, 

covering work on the 33 tenements that have 

overlapped the boundaries of the present EPM 14955. 



During 1958 Rio Tinto followed up an airborne 

scintillometer survey with ground examination of 

radiometric anomalies in the search for uranium. One 

of the anomalies fell within the boundaries of the 

present EPM 14955 but no significant mineralisation 

was detected. In 1962 Rio Tinto carried out an 

evaluation of the Silver Phantom silver prospect on 

the boundary of EPM 14955 by rehabilitating the 

underground workings and sampling all exposures, 

including the Enterprise Gossan located midway 

between the Silver Phantom and Mt Devoncourt 

prospects. One diamond core hole was drilled into 

the Enterprise Gossan and intersected 60m @ 0.3% Cu 

at the contact between the Answer Slate and the 

Wimberu Granite. Rio Tinto concluded that the 

deposit was too low grade to justify further work. 

The Young Australia copper deposit just outside the 

eastern boundary of EPM 14955 was investigated by 

MIM by percussion drilling in 1963 followed by 

diamond drilling in 1964. A resource of oxide copper 

mineralisation was outlined which was mined during 

1968 as a source of flux for the copper smelter at Mt 

Isa. A total of 180,000 tonnes were mined and 3,780 

tonnes of copper recovered in the smelter (Orridge and 

Gunn, 1974). During this time MIM also examined the 

Silver Phantom and Triangle prospects but concluded 

that the deposits were too small to be of interest. 

Systematic regional mineral exploration was carried 

out by Australian Selection between 1963 and 1969. 

Stream sediment sampling, airborne INPUT 

electromagnetic and magnetic surveys were carried 

out on a regional scale. Detailed soil sampling was 

used to follow up anomalies generated by the stream 

sediment surveys. 

Newmont Pty Ltd followed up the Australian 

Selection work in 1973 with detailed geological 

mapping and gossan searching focused on iron 

formations in the Answer Slate, Kuridala and Staveley 

Formations. Some rock chip samples were weakly 

anomalous in copper and gold but were not 

considered to have potential for development of 

deposits like those at the Hampden and Selwyn mines. 

CRA commenced work in the area in 1975 with 

reconnaissance stream sediment geochemical 

sampling followed up by soil sampling, ground 

magnetics and IP. Four diamond core holes tested the 

4 most promising geophysical anomalies, all of them 

located outside the present boundaries of EPM 14955. 

CRA spent the next 8 years exploring the district using 

mainly airborne radiometric and magnetic surveys to 

locate anomalies for ground follow-up, but did not 

find any significant mineralisation. 

Newmont returned to the Hampden area in May 1977 

to investigate a number of geochemically anomalous 

BIF and gossanous magnetite bodies that Newmont 

considered could be favourable for stratiform 

mineralisation of the type that Newmont had 

discovered at Pegmont, SE of Hampden. 

Reconnaissance rock chip sampling of ironstones was 

followed up by detailed mapping, sampling and 

ground magnetic surveys at two selected localities. 

No indications of base metal sulphides were found 

and the area was surrendered in December 1977. 

Aquitaine followed up the CRA work in 1983, focusing 

on the metasediments SE of EPM 14955. Two prospects 

in the Answer Slate were investigated using detailed soil 

and rock-chip sampling. Aquitaine relinquished their 

tenement in 1984. At the same time Amad NL was 

exploring the adjacent area to the NW of Aquitaine’s 

ground, examining the Silver Phantom and Silver Spur 

prospects using costeaning and chip-channel sampling. 

The best result was 18m @ 16.7 g/t Ag. 

Paget Gold Mining Company Limited (“Paget”) was 

granted ATP 4383 in 1987 over much the same ground 

as now covered by EPM 14955. Some rock chip 

sampling of the Mitakoodi Quartzite was undertaken, 

together with a ground magnetometer survey of the 

Silver Phantom prospect. This delineated a magnetic 

anomaly to the SE of the known mineralisation. The 

tenement expired in 1988 with no further work being 

reported. 

Metana Minerals NL (“Metana”) made application for 

the ground dropped by Paget and was issued EPM 

5744 in February 1989. Exploration was conducted by 

CRA under a joint venture agreement with Metana, 

using airborne magnetics and radiometrics to search 

for uranium and base metals. No significant 

mineralisation was found and the tenement expired 

in 1991. 

EPM 8168 was issued to Cyprus Gold Australia 

Corporation (“Cyprus”) in 1991. Exploration focused 

on the Trump, Dandy and Sinking Sun Cu-Au 

30


prospects located outside the NE boundary of EPM 

14955. Stream sediment and soil BLEG sampling was 

followed up with rock-chip sampling and ground 

magnetic surveys. Percussion drilling of the 3 

prospects was recommended. In 1993 Cyprus sold 

their interest in the tenement to Arimco Mining Pty 

Ltd (“Arimco”) who commenced RC drilling at the 

Trump prospect. Intersections were considered too 

low grade to be economic. 

In 1993 Hunter Resources Limited acquired EPM 8653 

and explored the Windy Hill Cu-Au prospect which 

lies outside the southern boundary of EPM 14955, but 

extended their regional work to the north as far as 

the centre of EPM 14955. A re-interpretation of 

previous aeromagnetic data highlighted a magnetic 

anomaly at the site of what is now known as the QMH 

prospect. Hunter located massive quartz-magnetite 

in brecciated granite at this site. A survey grid was 

installed and ground magnetics carried out over the 

QMH prospect together with grid soil sampling. Rock 

chip samples were consistently anomalous in copper 

up to 0.13% Cu. 

Following the discovery by the Hunter-WMC joint 

venture of the Ernest Henry deposit north of 

Cloncurry in 1993, Hunter farmed out EPM 8653 to 

MIM. In 1994 MIM drilled one angled RC hole to 146m 

depth into the magnetic anomaly at QMH. The hole 

intercepted weakly altered dacitic volcanics with 

minor quartz-magnetite-pyrite veining. The best 

interval assayed was 4m @ 0.25% Cu from 46m down 

hole (Sparks, 1995). 

MIM then turned attention to the Horse Creek 

prospect, located inside the southern boundary of the 

present EPM 14955. Gridding, mapping, soil and 

ground magnetometer surveys were carried out, as 

well as a moving loop EM survey. No anomalous Cu 

or Au samples were found, and no conductors were 

detected by the EM survey. 

During 1995-96 control of Hunter passed to Eagle 

Mining Corporation NL (“Eagle”) and MIM withdrew 

from the joint venture. A re-assessment by Eagle of 

previous data highlighted 11 targets within EPM 8653. 

However, funding became difficult and drilling that 

had been proposed was not carried out. At the end of 

1997 Eagle became a subsidiary of Great Central 

Mines Limited (“GCM”), which subsequently was 

taken over by Normandy Mining Limited. No work 

was done between 1997 and 2001 when MIM formed 

a joint venture with Normandy to explore the area. 

Normandy sold the EPM to Leyshon Resources 

Limited (“Leyshon”) in November 2000, MIM 

withdrew from the joint venture. Leyshon did no work 

and elected not to renew the EPM when it expired in 

2003. 

In 1995 EPM 10460 was granted to MIM over ground 

substantially similar to that now covered by EPM 

14955. The area was considered to have good potential 

for gold and Cu-Au mineralisation associated with 

iron-oxide accumulations in the roof zone of the 

Wimberu Granite. Regional stream sediment BLEG 

sampling and re-interpretation of previous airborne 

geophysical data was followed up with soil sampling. 

No significant magnetic structures, alteration or 

geochemical anomalism was detected and the EPM 

was quickly relinquished. 

Hence there has been no effective exploration in the 

area of EPM 14955 since 1995. 

Exploration by Giralia and Carpentaria – 

EPM 14955 

Carpentaria commissioned a complete review of 

previous exploration, as well as separate image 

processing of previous geophysical data. Together 

these studies have highlighted areas for further work 

on EPM 14955 including the QMH prospect and the 

Emerald Gossan NE of the Mt Devoncourt prospect. 

Proposed Exploration Programme and Budget – 

EPM 14955 

The Mt Agate project covers several aeromagnetic 

features prospective for IOCG mineralisation 

including the QMH prospect, a 650m by 250m zone 

of magnetite and hematite veining tested by only a 

single RC hole which returned a 28m zone of in excess 

of 0.1% copper. Geological mapping, surface geochemical 

sampling, detailed aeromagnetics and 

drilling of magnetic anomalies are planned. 



Fig 4. Magnetic map, EPM 14955. 

Table 4. Proposed Budget, EPM 14955 Mt Agate, in A$ x 1,000 

Activity Year 1 Year 2 Total 

Geological Data Acquisition 53 90 143 

Geochemical Data Acquisition 115 55 170 

Geophysical Data Acquisition 152 130 282 

Drilling 175 240 415 

Sub-Totals: 495 515 1,010 

32


Local Geology – EPMA 16393 

EPMA 16393 lies within the Boulia Shelf of the 

Eromanga Basin. The Proterozoic basement is overlain 

by a sequence (


Deposit Model – EPMA 16393: Roll-Front Uranium 

Deposits 

Previous exploration on the Boulia Shelf has 

demonstrated the potential for roll-front uranium 

mineralisation confined within Mesozoic 

paleochannels. Although uranium is a relatively 

common element in nature, it normally is a highly 

charged ion (4+ or 6+) and does not fit easily into the 

common rock-forming minerals. Hence it tends to be 

concentrated in minerals such as zircon, monazite, 

allanite and apatite, the primary source of which are 

highly fractionated igneous rocks such as felsic 

granites, rhyolites, alkali trachytes etc. Secondary 

apatite (chemical formula Ca 5 

(PO 4 

) 3 

) is the principal 

phosphatic mineral in the phosphorite mined from 

the Cambrian sediments on the edge of the Georgina 

Basin inlier only 50 km north of EPMA 16393. These 

phosphatic horizons are typically anomalous in 

uranium, with the U 4+ ion substituting for Ca 2+ in 

2- 3- 

apatite, as well as UO 4 

substituting for PO 4 

. The 

uranium probably originally came from the highly 

anomalous granites in the Williams Batholith, which 

may still be contributing uranium directly into the 

groundwaters of the Great Australian Basin. 

Uranium has two oxidation states that have 

dramatically differing solubilities in geological 

environments. In an oxidising environment, the 

hexavalent (U 6+ ) ion is highly mobile. In a reducing 

environment such as a phosphorite bed, tetravalent 

uranium U 4+ is highly insoluble and immobile 

(“fixed”). When phosphorite horizons are exposed to 

weathering such as around the rim of the Georgina 

Basin, the U 4+ ion is oxidised to the highly mobile U 6+ 

state and leached into the groundwater. The presence 

of carbonate can enhance the solubility and mobility 

of the U 6+ ion. 

Groundwater from the Duchess Inlier of the Georgina 

Basin flows south, carrying uranium as a complex 

uranyl carbonate ion. Specific permeable units within 

the Mesozoic strata of the Great Australian Basin 

(formerly known as the Great Artesian Basin) carry 

most of the groundwater. The highly permeable 

Longsight Sandstone is the main aquifer of the Great 

Australian Basin in the Boulia Shelf, covered by the 

impermeable Wilgunya Formation which is an 

aquiclude. Precipitation of uranium could occur if the 

migrating groundwater encountered reducing 

conditions such as carbonaceous horizons or lignites 

within the Longsight Sandstone. 

Previous exploration by PNC Exploration (Australia) 

Pty Ltd (“PNC”) identified a fluvial paleochannel in 

the Waterford area which the company named the 

Binfield Channel. A total of 98 open hole percussion 

holes for 9,230m were drilled between May 1981 and 

May 1983 over a wide area, spaced initially 4km apart. 

The presence of a roll-front geochemical cell was 

proven in the Waterford area (Dunn, 1983). 

Scintillometer counts of drill cuttings returned up to 

2m @ 470 counts per second (“cps”) but the 

corresponding assays were only 140 ppm U, which 

PNC considered too low to be of interest and they 

relinquished the tenement at the end of 1983. No 

follow-up work has been done. 

Proposed Exploration Programme and Budget – 

EPMA 16393 

As there is no certainty as to when or if any tenement 

application will be granted, no budget allocation can 

be made. 

EPM 14948 Lady Inez 

EPM 14948 is located 120 km WNW of the city of 

Bundaberg in Central Queensland. Bundaberg 

(population 45,800) is a major regional centre on the 

central coast of Queensland. The main north-south 

railway passes through the city and the Bruce 

Highway connects Bundaberg to Brisbane and the 

port of Gladstone to the north. 


EPM 14948 falls within the Yarrol Province, part of 

the northern New England Orogen, a major tectonic 

unit in eastern Australia. The oldest rocks in the 

vicinity of EPM 14948 are Early to Middle Devonian 

volcaniclastic sediments, coralline limestones, and 

submarine tuffs of the Mount Holly Beds. The 

environment and geochemistry of these rocks support 

an island arc origin. They are overlain unconformable 

by a sequence of Late Devonian to Carboniferous 

volcaniclastic sediments deposited on a shallow 

marine shelf. These units comprise the fore-arc basin 

that defines the Yarrol Province. 

Overlying the forearc basin strata are scattered outcrops 

of mafic to felsic volcanics and associated clastic 

34


Fig 6. Regional geology, Glassford Creek area. 

sediments of Early Permian age. These include both 

marine and continental deposits, and have recently 

been interpreted as the fill of a series of extensional 

basins which developed at the same time as the Bowen 

Basin to the west. This interpretation is consistent with 

the fact that many of the Permian outcrops overlie or 

are in faulted contact with middle Lower Carboniferous 

or older rocks, implying removal or non-deposition of 

a substantial part of the stratigraphic section. The 

Permian sediments give a high radiometric response 

compared with middle Lower Carboniferous and older 

sequences, reflecting a much greater content of felsic 

volcanic and plutonic detritus. 

The rocks of the New England Orogen were deformed 

by the Late Permian Hunter–Bowen Orogeny, 

characterised by thin-skinned west-north-west 

thrusting. Post-tectonic Upper Permian and Triassic 

intrusives form relatively small, discrete plutons and 



range from layered gabbro to granite. Granodiorite 

is probably the most common composition. Gust & 

others (1993) proposed that active subduction 

produced the voluminous Late Permian and Early 

Triassic plutonism in the northern New England 

Orogen, and was replaced by an extensional phase 

marked by bimodal and alkalic magmatism in the Late 

Triassic. Most of the ore deposits in the Yarrol Basin 

are related spatially and genetically to these intrusives 

(Barker et al, 1997). 

Mesozoic volcanics form relatively undeformed, flatlying 

sequences that unconformably overlie the older 

rocks. All these volcanics have been grouped in a 

single unit, the Muncon Volcanics. During the 

Cainozoic tectonism was generally mild with 

rejuvenation of existing fault and fold structures and 

extensive basaltic eruptions. Numerous, narrow fault 

controlled basins were formed, including the significant 

oil shale deposits within the Nagoorin Beds. 

Local Geology 

All of the important mineralisation in the area of EPM 

14948 is related to the Triassic Glassford Igneous 

Complex. Most of the northern part of the Glassford 

Igneous Complex, along the valley of Ridler Creek, is 

granodiorite. There is some variation to tonalite and 

quartz diorite, but these variants do not seem to 

represent separate phases or intrusions. The name 

Ridler Creek Granodiorite has been assigned to this 

phase. Locally the granodiorite is altered and pink in 

colour, and large flakes of molybdenite have been 

noted in one sample of this altered rock. 

The most obvious feature on images generated from 

aeromagnetic data is a prominent elliptical ring 

anomaly centred on Mount Robert at the eastern end 

of the Glassford Igneous Complex. One obvious 

interpretation is that this magnetic rim represents a 

hornfelsed contact zone around a discrete pluton, but 

it has not been possible to confirm this on the ground. 

The central non-magnetic part of the ring consists of 

granophyric granite to granodiorite. This may be a 

separate intrusion, or a marginal roof phase of the 

Ridler Creek Granodiorite. Along the northern slopes 

of Mount Robert, the granodiorite increasingly shows 

a granophyric texture, initially as a small proportion 

of the groundmass, but eventually pervading the 

entire rock. The Muncon Volcanics are either 

completely absent or cover only a minimal area in the 

vicinity of Mount Robert. 

The southern part of the Glassford Igneous Complex 

south of Coppermine Creek is a zoned pluton ranging 

from granite in the core to granodiorite at the margin. 

Magnetite-rich skarns around this intrusion are 

prominent on magnetic images. Similar magnetic 

highs suggest the possible presence of other skarns 

north of the Glassford Creek copper mines. At the 

western end of the Glassford Igneous Complex, in the 

Monal Creek area, another magnetic ring is a 

hornfelsed zone of Carboniferous sediments around 

a pluton which has a granitic core intruding a rim of 

granodiorite to quartz diorite. 

The area around the Cretaceous syenite at Mount 

Sugarloaf exhibits quite complex geology. The syenite 

(Radley Syenite) gives a high radiometric and 

magnetic response. The magnetic anomaly may be 

due to strongly magnetic amphibolite inclusions, and 

the presence of a relatively large arcuate mass of 

amphibolite around the base of Mount Sugarloaf. 

There are two types of breccia along the western edge 

of the syenite intrusion, both of which are nonmagnetic. 

The smaller outcrop gives a similar 

radiometric signature to the Radley Syenite, and is 

mapped as a phase of that intrusion. This breccia 

contains plutonic rock fragments, and large greenishblack 

pyroxene and biotite crystals. Dykes or large 

clasts in this area contain prominent phenocrysts of 

potash feldspar. The larger outcrop, named the Tollbar 

Creek Breccia, is a coarse breccia with angular to 

rounded clasts mainly (but not exclusively) of altered 

granitic rocks in a limonitic matrix. 

Prospect Geology 

The Late Permian-Triassic Hunter-Bowen Orogeny 

deformed the pre-Permian rocks on the area, which 

were affected by WNW compression that developed 

a fold-thrust belt. The folding was followed by a major 

intrusive event during which the Glassford Igneous 

Complex was formed. Five coalescing zoned Middle 

to Late Triassic plutons of olivine gabbro, quartz 

diorite, granodiorite and granite were later intruded 

in the Early Cretaceous by nepheline syenite, syenite 

and monzonite. Isotopic dating of the Triassic plutons 

gives ages ranging from 216-226 Ma (Webb and 

McDougall, 1968), while the Early Cretaceous 

36


intrusives have been dated at 141 Ma (Green and 

Webb, 1974). 

The plutons are all hornblende-bearing I-type 

granitoids dominated by granodiorite, tonalite and 

quartz diorite. The geochemistry is consistent with a 

subduction-related origin. Most of the mineral 

deposits in the region are associated with the Triassic 

intrusions. 

Relatively flat-lying Triassic continental deposits, 

mainly volcanics but also including sedimentary rocks, 

are widespread through the area. A newly identified 

caldera near Kroombit Tops produced rhyolite, 

rhyolitic ignimbrite, agglomerate and breccia that 

collectively make up the Winterbourne Volcanics. The 

Dooloo Tops Volcanics are a separate sequence of 

rhyolitic ignimbrites. 

The most important copper deposits are those in the 

vicinity of Upper Glassford, collectively called the 

Glassford Creek mines. MIM evaluated the Blue Bag 

prospect located just to the east of the Company’s 

tenement, from 1959-1963. Chalcopyrite occurs in a 

magnetite-garnet skarn that extends over a strike 

length of 180m with widths ranging from 18m to 36m. 

A second similar mineralised body parallel to the Blue 

Bag skarn and about 30m distant is known as the 

McDonald Lode. Both bodies trend NNE and dip 

about 50-70 o west. Two core holes were drilled by 

MIM in 1960-61 to intersect the projected Blue Bag 

lode at 120m and 240m down dip from the outcrop. 

The first hole intersected both the McDonald and Blue 

Bag lodes, with an intercept from 126m to 139m down 

hole in the projected Blue Bag lode assaying 13m 

@1.3% Cu, 2 g/t Au and 6 g/t Ag. The second hole did 

not intersect any magnetite skarn. 

The Lady Inez deposit is about 1,500m south of Blue 

Bag and about 240m higher in elevation. An epidotemagnetite-garnet 

skarn occurs at the contact between 

granite and calcareous sediments. A number of 

exploratory workings occur north of Blue Bag near 

Coppermine Creek, including the School prospect. 

Once again the hosts to copper mineralisation are a 

series of garnet skarns up to 30m wide. 

The Burns Spur copper mine is located in the 

Cretaceous Burns Spur Nepheline Syenite, part of the 

alkalic suite that intrudes the Triassic Glassford 

Igneous Complex. The copper mineralisation appears 

to be associated with syenite dykes that often display 

various degrees of hydrothermal alteration, shearing, 

mineralisation and brecciation. Large vughs are 

characteristic. The sulphide content is variable but 

rarely exceeds 5%. Noranda sampled the gossans and 

obtained a result of 30m @ 1.6% Cu and 10.2 g/t Ag. 

However drilling indicated a grade of


over-printed by later biotite and K-feldspar and then 

phyllic (quartz-sericite-pyrite) alteration, less 

commonly argillic, and rarely, in the uppermost parts 

of some ore deposits, advanced argillic alteration 

(kaolinite-pyrophyllite). 

Previous Exploration 

The discovery of alluvial gold in 1889 in Cabbage Tree 

Creek, near Mount Cannindah, stimulated 

prospecting in the district. In 1895, copper staining in 

a weak gossan was discovered at Mount Cannindah, 

located 20 km SE of EPM 14948. Mining began in 1896 

but high transport costs inhibited development. The 

extension of the railway from Gladstone to within 18 

km of Mount Cannindah re-invigorated exploration 

and in 1906 underground development by Mount 

Cannindah Mines Limited broke into secondary 

enriched ore grading 16% Cu. Once below this zone, 

about 35m below surface, primary sulphide ore 

grading only 3% copper was encountered and the 

mine closed in 1907. 

Copper-bearing gossans were discovered in 1898 at 

Many Peaks, 20 km east of EPM 14948. Attempts to 

produce copper using crude leaching failed. In 1910 

the Mount Morgan Gold Mining Company (“MMG”) 

commenced mining at Many Peaks, railing the ore to 

Mount Morgan to use as a pyritic flux in their smelters. 

A total of 573,000 tonnes of ore were shipped at a 

grade ranging from 1% to 3% copper before mining 

ceased in 1918. 

Almost 100 exploration reports are on file in the GSQ 

QDEX database, representing work carried out by 20 

companies within the boundaries of EPM 14948 

during the past 50 years. 

MIM began exploring the area in 1959 after receiving 

some encouragement from their drilling programme 

at the Mount Cannindah and Mount Kroombit 

prospects. MIM had been conducting reconnaissance 

exploration in the district since the mid 1950s. The 

Blue Bag and Lady Inez prospects were investigated 

from 1959 to1963 (Charchalis, 1963), with two core 

holes drilled at the Blue Bag prospect. One angle hole 

intersected 13.1 m @ 1.3% Cu (heavily weighted by 

1m @ 10.5% Cu) while a vertical hole drilled to 305m 

depth did not find any significant mineralisation. 

MIM relinquished its tenements in 1966. 

In 1967 Noranda Australia Limited (“Noranda”) was 

granted ATP 397M of 6,185 sq km covering the Monto 

region. Noranda covered the region with stream 

sediment sampling at a sample density of 3 per sq 

km, followed by systematic reconnaissance rock chip 

sampling. The anomalies detected were all associated 

with known mineralisation. Ground magnetic and IP 

surveys were completed at the Burns Spur prospect. 

Noranda drilled 6 percussion holes into the Burns Spur 

prospect for a total of 493m. No assays > 0.2% Cu 

were reported. Noranda concluded that the prospects 

were too small to be of interest to a major company 

and surrendered the tenement in 1971. 

Anglo American Corporation (Australia) Limited 

(“Anglo”) explored the Glassford Creek area from 

1970-72, carrying out a reconnaissance geochemical 

survey, followed by grid soil sampling over anomalous 

areas. No worthwhile prospects were identified. 

Texins Development Pty Ltd (“Texins”) briefly investigated 

the Many Peaks area and west to Glassford 

Creek in 1972 but found no prospects of interest. 

ATP 1242M was granted to MIM in July 1973. The 

objective was to search for large, low-grade, 

disseminated porphyry copper deposits in the 

Glassford Complex. Previous geochemical data was 

compiled and highlighted anomalies were investigated 

by rock-chip sampling. Areas investigated 

included Booreco Creek, Degalgil Creek, Broad Creek, 

Captain White Gully, Dooloo Creek, Monal creek, 

Mount Sugarloaf and the Burns Spur copper prospect. 

The ATP was relinquished at the end of the first year. 

MIM took out ATP 1355M in April 1974 to search for 

base metal mineralisation south of the Glassford 

Complex. Previous geochemical data was compiled 

and three areas selected for follow up. These were 

Mount Spurber, Warrong Creek and Kalpowar. This 

ATP was also relinquished at the end of the first year. 

Five contiguous ATPs that included the Glassford 

Complex were granted to Esso Australia Limited 

(“Esso”) in March 1975 and relinquished a month later. 

An aeromagnetic survey totalling 3,732 line km was 

flown on a line spacing of 400m. Ground follow up of 

6 selected magnetic highs concluded that they had no 

economic significance. 

38


Esso was granted two contiguous ATPs over the 

Sugarloaf and Glassford Complex areas in mid-1975. 

The target was a base metal replacement-style deposit. 

Ground magnetic surveys were completed over 

aeromagnetic anomalies at Hector, South Glassford, 

and Captain White Gully, but none was considered 

by Esso to be worth drilling. The ATPs were 

relinquished at the end of the first year. 

Steetley Industries Limited investigated the Glassford 

Complex skarns in 1977-78 for magnetite. Four 

prospects were selected for ground magnetometer 

surveys. Samples from Mount Hourigan were sent for 

petrological study. No further work was done. 

ATP 2288M was granted to Samantha Exploration in 

January 1980 to search for bulk low grade copper and 

molybdenum deposits around the SW margin of the 

Glassford Complex. Previous exploration data was 

compiled and it was concluded that the area had been 

adequately tested. Samantha relinquished the area at 

the end of the first year. 

Amdex Mining Limited (“Amdex”) explored the 

Glassford Complex in 1980, taking a number of rock 

chip samples at known prospects. No further work 

was done. CSR Coal Division explored for commercial 

deposits of limestone west of Ubobo the following 

year without success. 

Two contiguous ATPs covering the Glassford 

Complex were granted to Central Pacific Minerals NL 

in mid-1983. Reconnaissance grab samples taken from 

old mine dumps and outcrops were analysed for gold 

and base metals. Results were considered sufficiently 

encouraging to justify a comprehensive stream 

sediment geochemical survey at a sample density of 

12 samples per sq km. A total of 5,960 samples were 

collected, with anomalies followed up by ridge and 

spur soil surveys and rock chip sampling. Drilling was 

carried out at the Monument, Nestor, Bompa, 

Johnsons and Waterfall prospects. Best results were 

1m @ 86.5 g/t Au, 1m @ 8.3 g/t Au and 1m @ 6.94 g/t 

Au at the Nestor prospect. In 1987 the ATPs were 

consolidated into ATP 4854M. A total of 41 drill holes 

for 2,583m of percussion and 214.5m of core drilling 

were completed at the Nestor prospect by July 1991. 

Sovereign Mining Pty Ltd (“Sovereign”) was granted 

ATP 3504M in May 1983. The focus was on skarns in 

the Glassford Complex, utilising photogeological 

interpretation, rock chip sampling, and panned 

concentrate stream sediment sampling. Follow up of 

the anomalies generated found previously known 

prospects. Billiton Australia farmed into the project 

in 1986 and carried out further stream sediment 

sampling. A gold-bearing gossanous skarn was found 

at the Barrimoon prospect, where 13 trenches were 

dug and sampled, with best result of 2.9m @ 1.8 g/t 

Au. Three holes were drilled with disappointing 

results. Billiton withdrew and was replaced by 

Homestake Gold Australia Limited (“Homestake”) in 

1988, targeting distal replacement skarn 

mineralisation. Homestake undertook conventional 

minus 80 mesh stream sediment sampling, which 

highlighted the skarn zone between Blue Bag and 

Lady Inez. 

EPM 7199 was granted to Southern Ventures NL in 

August 1990. A regional stream sediment BLEG 

survey was completed with 122 samples collected on 

a sample density of 1 sample per sq km. Rock chip 

samples were collected around the Blue Bag and Lady 

Inez workings. Best results included 8.5 g/t Au and 

1.2% Cu at the Lady Inez prospect. 

Newcrest investigated EPM 8503 briefly from 

November 1991 to October 1992, investigating 

porphyry breccia pipe mineralisation in Permo- 

Triassic intrusives. Stream sediment BLEG samples 

were collected, with two values of 65.3 and 14.6 ppb 

Au being found in Tollbar Creek. These were not 

followed up and the EPM was dropped. 

EPM 9006 was granted to CRA in September 1992 over 

the Glassford Complex to search for skarn-related 

gold mineralisation. Stream sediment, soil and rock 

chip sampling were employed. Detailed work focused 

on the Blue Bag-Lady Inez skarn belt. North Limited 

farmed into the project in 1997 and carried out ground 

geophysics followed up by two drill holes at the 

Boggy Creek prospect. Best result was 2m @ 0.1 g/t 

Au. The project was terminated in 1999. 

EPM 13067was granted to Horton Geoscience 

Consultants Pty Ltd (50%) and Energy Minerals Pty 

Ltd (50%) in September 2000 (“Horton JV”). The 

purpose was to investigate a 4km by 2km gold-copper 

prospect called Dooloo Creek identified by North 

Limited within sub-horizontally bedded Devonian 

volcaniclastics, cherts, and basaltic andesitic volcanics. 



Table 5. Proposed Budget, EPM 14948, in A$ x 1,000 





Drilling 160 240 400 

Sub-Totals: 385 440 825 

All but one of 9 very widely spaced drill holes 

encountered anomalous gold-copper mineralisation. 

The Horton JV drilled a further 10 reverse circulation 

holes totalling 1604m. Drill samples from this drilling 

program were held by Energy Minerals but were 

allegedly never assayed due to a dispute between the 

joint venture participants. The tenement expired in 

September 2005 without further exploration. The area 

was granted to Sunmustard Pty Ltd in November 2005. 

Exploration by Giralia and Carpentaria 

Giralia commissioned a review of past exploration in 

November 2005 and this was completed the following 

month. The consultant’s report recommended further 

work at Mount Hector and Lady Inez. 

Proposed Exploration Programme and Budget 

Lady Inez covers a significant area of old copper-gold 

workings on skarn style mineralisation. Proposed 

exploration includes mapping and rock/soil 

geochemistry, airborne EM and magnetics, and 

extensive drilling of potential extensions to skarn 

copper-gold zones. 

GOLD PROJECTS 

EL 6246 Glen Isla 

EL 6246 lies about 50 km SW of the town of Dubbo in 

the Central West of New South Wales. From Sydney, 

the Western Highway is followed to Orange and 

Molong, then the Mitchell Highway leads north to 

Dubbo. The Newell Highway connects Dubbo with 

the small hamlet of Tomingley (population 40), 

located about 5 km outside the western boundary of 

EL 6246. Several public roads provide access to all 

parts of EL 6246. 

The topography in EL 6246 is relatively flat, ranging 

from 420m to 440m above sea level. 


Both EL 6246 and ELA 3077 (see below) lie within the 

Lachlan Fold Belt (“LFB”), a major terrane in eastern 

Australia. The LFB is one of five Paleozoic orogenic 

belts that together comprise the Tasman Fold Belt 

System, which occupies a third of eastern Australia. 

The LFB contains a diverse array of base and precious 

metal deposits reflecting a long and complex geological 

history. Significant quantities of gold, copper, lead, zinc, 

tin, and tungsten and numerous minor metals have 

been won from the LFB since mining began in 1850. 

The major mineral provinces of the LFB include 

volcanic-hosted massive sulphide deposits, porphyrygranitoid-associated 

gold and copper deposits and 

granitoid-associated tin and tungsten deposit, as well 

as structurally controlled gold and copper-lead-zinc 

deposits. 

The surface geology of the LFB is dominated by two 

rock units: quartz-rich Ordovician turbidites (the 

Lachlan “mudpile” of Coney et al. (1990)) and Siluro- 

Devonian granites and volcanics. The granite 

batholiths which intruded the Ordovician sediments 

are elongated north-south, following the overall grain 

of the geology. 

The LFB did not form by collision processes traditionally 

associated with the formation of orogenic belts (Coney, 

1992). It is similar to the Carpathian Belt of Central 

Europe which formed when the rate of subduction 

exceeded the rate of convergence (Royden, 1993). 

Available fossil and radiometric constraints (Wyborn, 

1992; Perkins et al., 1995; Heithersay and Walshe, 1995) 

40


indicate magmatism extended from approximately 

480 to 430 Ma (i.e., Early Ordovician to Early Silurian). 

The depositional environment was largely submarine 

with the presence of reefal limestones in most volcanic 

complexes indicating periods of shallow water and 

possibly terrestrial conditions. Available geochemical 

evidence indicates a range from calc-alkaline through 

high K calc-alkaline to shoshonitic volcanics. The 

Goonumbla Volcanic Complex in the Parkes- 

Narromine belt which hosts the North Parkes deposit 

is a Late Ordovician (440 Ma) shoshonitic centre. Early 

Ordovician volcanics which form a substrate to the 

complex appear to be less potassic. The volcanics and 

intrusions at Lake Cowal are Middle Ordovician 

(about 460 Ma) and at Gidginbung range from Middle 

Ordovician to Early Silurian (about 460-435 Ma), while 

the mineralisation is dated at 440 Ma. The rocks of 

the Lake Cowal Complex are calc-alkaline to high K 

calc-alkaline in composition and limited data suggest 

that the volcanic-intrusive rocks at Gidginbung have 

similar compositions. 

Local Geology 

EL 6246 lies within a north-south belt of gold deposits 

that extends from Forbes in the south, through Parkes 

and Peak Hill to Tomingley. The gold deposits are 

hosted by an Early Ordovician to Early Devonian 

sequence of mostly marine sediments, and mafic to 

felsic igneous rocks. The Parkes Thrust separates open 

folded sediments to the west, that host the North 

Parkes (also known as Goonumbla) porphyry coppergold 

mine, from rocks that are tightly folded about 

Fig 7. Regional setting, EL 6246 and ELA 3077. 



upright axial planes. Longitudinal slip along the 

boundaries between competent and less competent 

rock units has occurred over distances of several 

kilometres. The gold deposits occur in the more highly 

deformed rocks. 

The Ordovician Cotton Formation is the oldest 

exposed unit in the area. It consists of mudstone with 

minor beds of arkosic shale, limestone, conglomerate 

and chert. The mudstones are usually brown and 

foliated. Conglomerates are generally composed of 

pebbles and cobbles of volcanic rocks enclosed in a 

calcareous matrix. The limestone beds form small 

discontinuous outcrops up to 3m thick and are 

composed of broken crinoid and shelly fossil 

fragments in a coarse-grained carbonate matrix. The 

rocks are strongly fractured and laced with microveinlets 

of calcite. 

The Mugincoble Chert is a prominent unit within the 

Cotton Formation that is composed of steeply eastdipping 

interbedded chert and siltstone, with the chert 

forming bold outcrops on ridges west of the Glen Isla 

prospect. The unit is about 2,000m thick. 

The Forbes Group overlies the Cotton Formation. It 

is composed mostly of mudstone with local areas of 

coarse sandstone and conglomerate. In the Glen Isla 

area two formations can be identified. At the base the 

light brown Bocobidgle Conglomerate is composed 

of felsic and mafic lava clasts together with sandstone 

and brachiopod fossil fragments that are enclosed in 

a matrix of fine to medium-grained sandstone. 

The overlying Mumbidgle Formation consists of olivegreen 

to brown silty mudstone with rare interbeds of 

fine sandstone. The sandstones are typically fine to 

medium-grained, greenish-grey, massive to poorly 

bedded rocks. 

Possibly coeval with the Glennie Ridge Granite, the 

Dulladerry Volcanics comprise mainly pink and 

purple massive and flow-banded rhyolite with basaltic 

members, lithic conglomerates and minor quartzfeldspar 

porphyry. The presence of pumice fragments 

suggests that the volcanics include welded pyroclastic 

horizons. 

Part of the Yeoval Batholith, the Glennie Ridge Granite 

is a typical fine to medium-grained granite that forms 

characteristic residual tors and rugged hills. 

Unconformably overlying the Dulladerry Volcanics, 

the Late Devonian Hervey Group is a thick sequence 

of regularly interbedded sandstones and shales that 

form a prominent ridge SE of EL 6246. 


A number of gold deposits hosted in quartz veins have 

been located within EL 6246. This style of 

mineralisation has been the source of significant 

production in the Tomingley district in the past. For 

example, the McPhail mine just outside the western 

boundary of EL 6246 produced 64,000 oz gold. The 

veins occur in longitudinal zones along lithological 

contacts and in oblique zones across units. Wallrock 

alteration is significant only in those veins hosted by 

meta-volcanic rocks. 

Large-tonnage, low-grade disseminated epithermal 

deposits like Peak Hill, 14 km south of EL 6246, have 

been a prime target for modern explorers, but apart 

from Peak Hill no economic deposits have yet been 

exploited. 

The Glen Isla prospect was identified by Geopeko in 

1990 during follow-up of a 5.6 ppb Au BLEG anomaly 

(Platts, 1990). The anomaly was traced to a chert 

horizon within a sequence of foliated rhyolite flows to 

the west and dark green amygdaloidal basalts to the 

east. The rhyolites are a pale yellow-green colour. One 

horizon of well-foliated sericitic rhyolite assayed up to 

0.3 g/t Au. The cherts are either massive, pyritic chert 

containing up to 1.0 g/t Au or banded cherts with no 

visible sulphides that contain


by North Limited in 1994, no further work was done 

in the area and the licence was relinquished. 

An area of outcropping spongy, banded, siliceous 

ferruginous rock was given the name Kyalite Prospect 

by Geopeko in 1990. The outcrop was thought to be 

an epithermal sinter associated with interbedded 

basalt, mudstone and volcanic conglomerate within 

the Early Devonian Dulladerry Volcanics. A traverse 

of six RAB holes across the zone intersected schistose 

quartz-sericite-pyrite rocks with anomalous arsenic 

up to 200 ppm and antimony up to 27 ppm (Platts & 

Shepherd, 1992). Although gold results were low, 

Geopeko considered that the zone was in the upper 

depleted part of an epithermal gold system and 

recommended further drilling. However, they 

withdrew from the area before this was done. 


The Forbes-Tomingley belt was the scene of some of 

the earliest Australian gold rushes. Alluvial gold was 

found at Forbes in 1861 and the towns of Parkes, Peak 

Hill and Tomingley also all owe their origins to gold 

mining. Production continued through until the First 

World War, with 1 Moz of gold produced from the 

belt to 1914 (Clarke, 1985). 

The Bureau of Mineral resources (“BMR”) undertook 

a regional airborne magnetic and radiometric survey 

over the area in 1961. Modern company exploration 

began in 1963 when Mines Exploration Pty Ltd 

(“MEPL”), a wholly-owned subsidiary of Broken Hill 

South Limited, commenced exploration north and 

south of Peak Hill. Reconnaissance and detailed IP 

geophysics, ground magnetics, Afmag and gravity 

surveys were carried out, followed up with grid soil 

sampling. Four areas 5km north of Peak Hill were 

tested by diamond drilling but only sub-economic 

mineralisation was encountered. 

Anaconda (Australia) Inc followed in 1967 with 

detailed mapping and further IP surveys. Four 

anomalies were tested by diamond drilling without 

success. In 1970 Reef Oil explored the belt from 

Alectown in the south to Tomingley. 

In 1977 MEPL returned to the Tomingley area to 

explore for base metal sulphides, initially geological 

mapping at 1:50,000 scale followed by 1:20,000 scale 

mapping over the Glen Isla area. Because of the 

structural complexity of the area, mapping was 

enlarged to 1:10,000 scale supplemented by a highresolution 

airborne magnetic survey. Anomalies were 

Fig 8. Drillhole locations on RAB gold geochemical image – Glen Isla prospect EL6246. 



followed up using ground magnetics, and 8 areas 

selected for percussion drill testing. Sample results 

were very low and the anomalies attributed to 

magnetite in the volcanics. 

Homestake Australia Limited (“Homestake”) 

commenced exploration in the Tomingley district in 

1984, specifically to investigate an anomalous 

aeromagnetic feature dubbed the Caloma anomaly, a 

circular magnetic low centred 2 km south of 

Tomingley township. The low was thought to be 

similar to that which is coincident with the alteration 

zone that hosts the disseminated gold deposit at Peak 

Hill. Seven vertical RAB holes were drilled across the 

anomaly to an average depth of 53m. No mineralisation 

was encountered. 

Climax Mining Ltd (“Climax”) followed up the 

Homestake work in 1986 with an IP and ground 

magnetic survey, and 1,400m of RAB, air core and RC 

drilling. Sub-economic gold mineralisation was found 

beneath the old mine workings south of Tomingley. 

Alteration and anomalous arsenic and antimony 

geochemistry was noted west of Glen Isla but the 

licence was relinquished without follow-up. 

In 1986 Geopeko commenced exploration over the 

Glen Isla area to investigate the potential for 

epithermal gold mineralisation similar to that found 

at the Peak Hill deposit. Geopeko carried out a 

thorough programme of regional mapping, rock-chip 

sampling and bulk leach extractable gold (“BLEG”) 

geochemical sampling, followed up by BLEG grid soil 

sampling and RAB drilling. The Glen Isla prospect 

was identified during follow-up of a 5.6 ppb Au BLEG 

anomaly (Platts, 1990a). Despite encouraging results 

from drilling, following the takeover of Gepoeko by 

North limited in 1994 no further work was done and 

the licence was relinquished. 

EL 5093 was granted to Croesus Mining NL 

(“Croesus”) in Nov 1995. Part of the licence covered 

the Glen Isla prospect. MPI Gold Pty Ltd (“MPI”) 

farmed in to the property in mid-1988 and managed 

exploration for 12 months. MPI drilled 8 angled and 

one vertical RC hole at the Glen Isla prospect for a 

total of 1,322m. Four-metre composites of the holes 

were analysed for gold and indicator elements. A 

number of broad, low-grade intersections were made, 

including 108m @ 0.23 g/t Au in hole GIRC-25, and 

32m @ 0.41 g/t Au in hole GIRC-19. Some narrow 

intersections > 1 g/t Au were made over 1m intervals. 

Arsenic values ranged up to 5,400 ppm and antimony 

up to 295 ppm in hole GIRC-19 (Rangott, 2000). MPI 

concluded that the results supported the possibility 

that higher-grade gold mineralisation may exist at 

depth in a feeder structure but that the company 

lacked the resources to test this concept. MPI 

withdrew from the joint venture in mid-1999. Croesus 

did no further work and did not renew the licence 

when it expired in Aug 2000. 

As far as Vidoro is aware, no work has been done at 

the Glen Isla or Kyalite prospects since 2000. 


The Glen Isla tenement covers the Kyalite and Glen 

Isla epithermal gold prospect. Previous drill holes 

have returned elevated gold values over substantial 

thicknesses, including 32m @ 0.41 g/t Au, 108m @ 0.23 

g/t Au, and 396m @ 0.16 g/t Au. A detailed data review 

has identified potential for porphyry style 

mineralisation. Grid soil sampling, ground gravity 

surveys, and RC drilling are planned. 

Table 6. Proposed Budget, EL 6246, in A$ x 1,000 





Drilling 240 320 560 

Sub-Totals: 495 540 1,035 

44


ELA 3077 Combaning 

ELA 3077 lies about 120 km NW of Canberra and 300 

km WSW of Sydney. Temora lies just inside the 

western boundary of the application. There are 

numerous closely-spaced public roads that provide 

access to all parts of the area. 

The topography in ELA 3077 is relatively flat, around 

300m above sea level, except for Gogobilly Hill which 

rises steeply to a peak of 500m. 

Local Geology 

ELA 3077 lies on the western boundary of the Tumut 

Synclinorial Zone, an elongate belt of Early Paleozoic 

volcanics that extends from Narromine south to the 

Snowy Mountains. The belt was formed during the 

Devonian Tabberabberan Orogeny that terminated the 

formation of the Lachlan Fold Belt. 

Early Silurian dominantly dacitic volcanic rocks and 

related granites, overlain by Siluro-Devonian 

sedimentary and felsic volcanic rocks, were deposited 

on a basement of Late Ordovician turbidites. During 

the Late Silurian, a thick sequence of undifferentiated 

sediments and volcanics named the Combaning 

Formation was deposited in a marginal sea 

environment, overlain by quartz-feldspar porphyry 

lavas, tuffs and tuffaceous sediments. These rocks 

were deformed during the Late Silurian - Early 

Devonian Bowning Orogeny. The folding was 

accompanied by granite and minor intermediate 

(diorite) to mafic intrusions. 

The Silurian rocks are overlain unconformably by the 

Cootamundra Group, a sequence of dacitic to rhyolitic 

tuffs. These are on-lapped by undifferentiated 

sediments and acid volcanics of the Late Devonian 

Hervey Group. 

A large number of gold-bearing quartz reefs have been 

worked to shallow depths within the boundaries of 

ELA 3077. Most of these are very small veins in 

volcanics, although they are probably related to 

intermediate intrusives. 

Deposit Model 

A number of gold deposits occur in a narrow belt of 

basic to intermediate volcanics of Late Ordovician to 

Early Silurian age that flank the Gilmore suture to the 

east. The mineralisation is of differing styles and is 

situated close to the suture in the West Wyalong- 

Temora-Adelong district (Suppel et al.,1986). The 

Gidginbung deposit and Dobroyde prospect were 

considered to be epithermal. 

The Gidginbung (Temora) gold deposit (Thompson 

et al., 1986; Lindhorst and Cook, 1990; Aliibone, 1993; 

Allibone et al., 1995) is associated with an advanced 

argillic alteration assemblage of quartz, pyrophyllite, 

alunite, and kaolinite hosted in basic to intermediate 

lavas and volcaniclastic rocks. The volcanic rocks are 

tholeiitic (Wyborn and Cameron, 1990), and a mean 

Pb/U age of 435 Ma has been obtained using the 

SHRIMP ion probe. This age is the same as that 

obtained from the North Parkes porphyry copper 

deposit. 

The gold at Gidginbung occurs within a deformed 

silica-pyrite body. The highest gold grades are found 

in pyrite-enargite-barite veins within this zone. 

Alunite is associated with both an earlier quartz-rich 

advanced argillic alteration and a later, foliated quartzpoor 

advanced argillic alteration assemblage that is 

synchronous with the deformation (Allibone et al, 

1995). Ore-bearing veins at Gidginbung pre-date the 

quartz-poor advanced argillic alteration and are 

deformed and partly remobilised. The advanced 

argillic alteration cuts across the peripheral parts of 

the older porphyry-style alteration systems. Alunite 

was dated by K/Ar and Ar/Ar techniques and gives a 

range from 417 to 401 Ma (Perkins et al, 1995) 

Overall, the detailed age dating suggests a complex 

history of magmatic, hydrothermal, and/or 

deformation activity at Gidginbung that extends from 

the Middle Ordovician to the Early Devonian. 


Gold was first found near Temora at the O’Possum 

Power mine in 1864 but the main rush commenced in 

1879. By 1881, the Temora field was producing half 

the state’s gold. In the first few years there were 

allegedly some 20,000 residents at Temora, mostly 

miners. However, gold returns soon declined and the 

population fell dramatically. During the 1920s 

depression some mines were re-opened and new 

discoveries made. 

A local syndicate from West Wyalong began 

exploration in the district in 1969 and drilled 2 diamond 



core holes beneath an old shaft at the Harvey’s prospect. 

Results are not available. BHP initiated modern 

exploration in the district with a trial airborne EM 

survey in 1977. In 1980 Alkane Exploration (Terrigal) 

NL (“Alkane”) commenced exploration in an area 

centred on Springdale, 15km east of Temora. Alkane 

were searching for dip and strike extensions to the 

numerous quartz vein deposits known in the area. 

Three deposits were selected for diamond drilling. The 

only significant intersection was 3.9m @ 2.2 g/t Au in a 

black, fine-grained poorly-sorted calcareous sediment 

said to have similar characteristics to the host to gold 

deposits at Carlin, Nevada. 

Teck Explorations Limited (“Teck”) commenced 

exploration for base metals in the Temora district in 

1981 but relinquished their tenements within 12 

months after limited work. Zenith Explorations Pty 

Ltd investigated the gold potential of various small 

mines around Temora in 1982 but withdrew before 

implementing their planned programme. 

of Stockingdale in 1985 for epithermal gold 

mineralisation of the type found at Gidginbung and 

Dobroyde, but was unsuccessful. 

In 1987 Goldrim Mining commenced exploration in an 

area now covered by the northern part of ELA 3077. 

Twelve old gold prospects were identified, of which 

two had been tested by previous drilling by Alkane. 

Goldrim sought a joint venture partner to fund their 

proposed exploration but were unsuccessful and 

relinquished their tenement in 1988. BP applied for this 

ground and was granted a licence in 1989. The target 

was a Gidginbung-style epithermal gold deposit hosted 

by the Silurian Frampton Volcanics buried beneath 

Cainozoic cover. A detailed airborne geophysical survey 

was followed up with RAB drilling of anomalies, but 

only 3 holes were completed before BP withdrew from 

mineral exploration world-wide in 1990 and farmed 

the property out to CRA. CRA withdrew from mineral 

exploration in NSW in 1991 and relinquished the 

tenement without attempting any field work. 

Getty Oil Development Company Limited (“Getty”) 

commenced exploration on 3 licences east of Temora 

in 1983. The target was a bulk tonnage disseminated 

gold deposit hosted by altered intermediate to basic 

intrusives. Four prospects were tested by RC drilling. 

No mineralised intrusives were found and no 

economic gold values intersected. Further RAB and 

RC drilling at the Dobroyde prospect, outside the 

western boundary of ELA 3077, encountered interesting 

mineralisation ranging from 63m @ 1.9 g/t Au to 

2m @ 36.5 g/t Au. Getty farmed the properties out to 

CRA in 1984 (excluding the Dobroyde prospect area, 

which was purchased by Little River Gold Fields NL). 

CRA tested the concept that gold mineralisation might 

occur in the contact metamorphic aureole around the 

Wallundry diorite intrusion using airborne magnetics 

and radiometrics. Anomalies were followed up by 

drilling 19 RC holes. No significant gold or platinum 

mineralisation was encountered and the licences were 

relinquished in 1987. Following the CRA JV, Little 

River completed a program of percussion drill holes, 

which returned a best intersection of 1m @ 10.6 g/t 

Au Harvey’s Shaft. 

BP Minerals Australia (“BP”) investigated the 

Stockingdale area during 1984. Three RC holes were 

drilled that failed to intersect any mineralisation and 

BP withdrew. CSR Limited explored the area south 

Fig 9. Prospect locations on aeromagnetics, 

Springdale area, ELA 3077. 

46


BHP Gold Mines Ltd (“BHPG”) was granted a licence 

around the town of Temora in 1990. The NE part of 

the licence overlapped the present area of ELA 3077, 

however the focus of their exploration was the 

Gilmore Suture and little work was done NE of 

Temora. RAB drilling located anomalous gold in 

sediments east of the Gilmore Suture but the results 

were deemed not significant and the tenement was 

relinquished in 1991. 

In 1990 Maymill Pty Ltd was granted a licence 

overlapping the southern part of ELA 3077. The target 

was a postulated lineament parallel to and east of the 

Gilmore Suture. A study of airborne magnetic data 

did not support this concept and the area was quickly 

relinquished. 

Paragon Gold Pty Ltd, the operators of the 

Gidginbung gold mine, took out a licence over the 

Springdale area in the centre of the area now covered 

by ELA 3077 in 1992. The area was considered 

prospective for intrusion-related gold, copper and tintungsten 

deposits associated with the numerous 

stocks and dykes intruding the structurally complex 

zone of Paleozoic sediments. Ground magnetic 

surveys were used to follow up aeromagnetic 

anomalies identified by previous explorers, together 

with grid soil and rock chip sampling. In 1994 Paragon 

Gold Pty Ltd changed its name to Gold Mines of 

Australia (NSW) Pty Ltd (“GMA”) and expanded its 

search to include the area north of Springdale. Air 

core, RC and RAB drilling was employed to follow 

up geochemical and geophysical anomalies. 

Better results included 4m @ 1.2 g/t Au at the Kangaroo 

Dick prospect, 4m @ 2.65 g/t Au at Opposum Hill, 2m 

@ 6.8 g/t Au from the Mother Shipton prospect, and 

10m @ 1.3% Ni at the Merri Hill prospect. Several 

anomalous intersections of gold were also made at 

Merri Hill, including 32m @ 0.71 g/t Au in hole SMR- 

6 and 40m @ 0.79 g/t Au in hole SMRC-17 (Roadley et 

al, 1994). However, GMA considered that the potential 

for development of an economic resource was low 

and transferred the licences to Cyprus Amax Australia 

Corporation (“Cyprus”) in 1997. Cyprus commissioned 

SRK Consulting to conduct a structural study 

while Cyprus reviewed all past exploration in the 

region. The review concluded that it was unlikely that 

a “Cyprus Amax sized” resource would be found and 

Cyprus relinquished the tenements in 1999. 

Resolute Limited was granted a licence over the 

Springdale area in 1999 but did no work and 

relinquished the tenement at the end of the first year. 

Essentially the same ground was granted to Michelago 

Resources NL in 2001. Apart from a literature study 

and brief field reconnaissance no work was done and 

the licence was relinquished after 12 months. Since 

that time the ground has been open until Carpentaria 

lodged their application for ELA 3077. 

Hence for the past 10 years there has been essentially 

no work done in the area, and no follow up to the 

interesting drilling results obtained by past explorers 

such as Alkane and GMA. 


Carpentaria commissioned a consultant to compile 

historical exploration reports within the Temora 

district. 


Subject to the issue of the title, the budget shown 

below has been set by Carpentaria. 

Table 7. Proposed Budget, ELA 3077, in A$ x 1,000 





Drilling 150 280 430 

Sub-Totals: 250 350 600 



Fig 10. Road and rail access and geological regions, EPM 14840. 

NICKEL PROJECTS 

EPM 14840 Redbank 

EPM 14840 is centred about 75 km due west of the 

North Queensland city of Ingham. Access is via the 

Stone Creek and Mount Fox Roads to the Camel Creek 

turn-off, and thence by 4WD station tracks to Lucy 

Creek. There are no tracks within the tenement. 

The town of Ingham is the commercial centre of 

Hinchinbrook Shire and has a population of 5,075 

according to the 2001 Census. The main road and rail 

system in coastal Queensland passes through the 

town, with regular train services connecting to 

Townsville, Cairns and Brisbane. Townsville, 100km 

SE of Ingham, is the second largest city in Queensland. 


The Geological Survey of Queensland (“GSQ”) has 

divided North Queensland into 9 “Regions”. Each 

Region has a coherent, inter-related geological 

assemblage that is distinguishable from adjacent 

Regions. EPM 14840 is located in the Camel Creek 

Sub-Province of the Clarke River Region of Bain and 

Draper (1997). This sub-province is dominated by 

Ordovician to Early Devonian quartz-rich turbidites, 

with tholeiitic basalts, calc-alkaline volcanics and 

volcaniclastic rocks. These were multiply deformed 

in the Devonian. The structure is complex and not well 

understood. At least two major episodes of folding 

can be recognised. A feature of the deformation is the 

development of “melange”, which consists of clasts 

of arenite and siltstone from millimetres to many 

metres long in a matrix of cleaved mudstone. Contacts 

with undisturbed rocks are gradational. 

The basement to the Camel Creek Sub-Province 

consists of mid-Proterozoic continental sediments 

progressively deformed and metamorphosed from 

low-grade in the west to extremely high-grade 

(granulite facies) in the east. Late Ordovician to 

Devonian deformation, and metamorphism up to 

amphibolite grade, was followed by granitoid 

emplacement. A further orogenic cycle commenced 

48


in the Carboniferous with the intrusion of felsic 

magmas; eroded remnants of the coeval volcanic and 

subvolcanic complexes are well preserved.Where folds 

can be mapped, they appear to be asymmetric and 

associated with slaty cleavage. East-west shortening 

of the crust led to the formation of an imbricate stack 

of thrust sheets over-steepened by ramping and/or 

later shortening after thrusting ceased. The second 

phase of deformation was NE trending and reoriented 

the earlier folds. The major folds have 

wavelengths of about 20 km. 

The oldest rocks are Precambrian metamorphics that 

lie west of the Burdekin Fault in the Georgetown 

Province. They are not found in the Camel Creek Sub- 

Province. The ultramafic-mafic complexes along the 

Burdekin Fault, which forms the western boundary 

of the Clarke River Region, may be related to an old 

suture. 

The Kangaroo Hills Formation is a turbidite sequence 

similar in many respects to the Greenvale Formation, 

and some areas originally mapped as Kangaroo Hills 

Formation are now shown as Greenvale Formation, and 

vice versa. The two units are merged in Figure 8 above 

and labelled Kangaroo Hills Formation. The Kangaroo 

Hills Formation consists of feldspathic lithic arenite and 

mudstone with subordinate polymictic conglomerate 

and mafic volcanic rocks. Partial Bouma cycles are 

common, particularly in the thinner bedded units. 

Limestone clasts frequently occur in the conglomerate, 

and lenses of limestone up to 200m long are interpreted 

to be allocthonous blocks. The limestone lenses contain 

Early Devonian conodont fossils. 

The Glen Gordon Volcanics consist mainly of andesitic 

lava flows and dacitic ignimbrites of Upper 

Carboniferous age. They may be co-eval with the large 

I-type felsic granitoid batholiths of Carboniferous to 

Permian age that outcrop extensively throughout the 

eastern part of the region. 

Carboniferous-Permian magmatic activity was 

associated with the formation of widespread but 

generally small tin-tungsten and topaz deposits in 

greisens and veins, both within the granites and their 

country rocks. Small base metal deposits also formed 

at this time. The most important mineralising event 

was the emplacement of the breccia pipe at Kidston 

and the accompanying alteration and gold 

mineralisation. The characteristics of the granitoids 

are consistent with magma generation in response to 

a shallow west-dipping subduction zone on the 

continental margin. 


Interbedded mudstones and feldspathic arenites of 

the Early Devonian Kangaroo Hills Formation 

turbidite sequence are the dominant bedrock units in 

the area of EPM 14840, although most of the licence 

is masked by a thin veneer of Tertiary laterite and 

Cainozoic alluvium along the creek channels. A thin 

altered basalt occurs at the base of the Kangaroo Hills 

Formation. The turbidites were intruded in the Late 

Devonian by a grey, medium-grained biotite 

granodiorite with minor pink to cream biotite granite. 

During the Late Carboniferous to Early Permian, the 

Bewllder Granite was intruded. This is a pinkish-grey, 

medium-grained porphyritic sphene-bearing biotite 

granodiorite, locally exhibiting a granophric texture. 

The Bewllder Granite was in turn intruded by the 

Ingham Granite Complex, comprising pale grey to 

pale pink, fine to medium-grained porphyritic 

horneblende-biotite and biotite I-type monzo-granite 

and granodiorite. The plutons are surrounded by 

aureoles up to 2 km wide and chararacteristically 

cause “spotting” in the mudstones. 

Remnants of an Early Tertiary (Palaeogene) olivine 

basalt plateau occur as low mesas. 


More than 30 exploration reports are on file in the 

Queensland Digital Exploration Reports System 

(“QDEX”) database, representing work carried out by 

8 companies in the area during the past 50 years. 

Exploration in the area commenced in 1958 in the 

Kangaroo Hills tin field SE of Redbank, when MIM 

examined the alluvial tin potential using churn drilling. 

MIM was followed in 1965 by Tin Mines of Australia 

Pty Ltd, who conducted a programme of drilling and 

shaft sinking for alluvial tin in the headwaters of the 

Burdekin River, including the Redbank area. During 

1970 Anexa Pty Ltd carried out reconnaissance 

prospecting in the region for a wide variety of base 

metals including nickel and tin. North Broken Hill 

Limited (“North”) prospected the Lucy Tableland west 



Table 8. Proposed Budget, EPM 14840, in A$ x 1,000 





Drilling 105 160 265 

Sub-Totals: 210 290 500 

of Redbank for tin between 1978 and 1980. Ten 

diamond core holes were drilled on aeromagnetic 

anomalies. Only trace low tin values were found, in an 

area of greisenised granite. Interesting manganiferous 

grits with anomalous cobalt values up to 1.37% Co were 

found near the southern boundary of the area, at the 

location of the present Redbank prospect. At the same 

time Amoco Minerals Australia Company (“Amoco”) 

was exploring the deep lead potential in the Ingham 

Tin Province from Redbank east to Ingham. Amoco 

tested the Black Cow prospect using Calweld drilling, 

without economic success. Australian Anglo American 

Prospecting Limited (“Anglo”) was granted Authority 

to Prospect (“ATP”) 2657M in May 1980. The objective 

was to prospect the Pliocene Campaspe Formation for 

alluvial tin. Reconnaissance prospecting failed to locate 

any tin deposits. 

In 1987, Golden Ant Mining Ltd (“Golden Ant”) was 

granted ATP 4904 and carried out regional stream 

sediment geochemical sampling utilising the Bulk 

Leach Extractable Gold (“BLEG”) technique. The 

target was epithermal gold mineralisation similar to 

that discovered in 1986 at the Golden Ant prospect. 

The company persisted until 1993, the work including 

6 separate percussion drilling programmes 

comprising 467 blast holes totalling 8,282m and 155 

RC holes totalling 5,130m. The drilling focused on the 

Amanda Bel Goldfield, located on Camel Creek SE of 

Redbank. No economic mineralisation was discovered. 

No further exploration was reported until 

Carpentaria applied for EPM 14840 in 2005. 


Early in 2007 Carpentaria collected a total of 37 minus 

-80# soil samples 200m apart along a fence line across 

the Redbank aeromagnetic feature. Assaying was 

completed at ALS using the ME-ICP61s method for a 

suite of 28 elements. The aim was to determine if there 

was significant Ni-Co anomalism over the magnetic 

complex, in particular the internal magnetic lows. 

The anomalous Ni values coincide with a magnetic 

low comparable with the Greenvale nickel laterite. 


The Redbank EPM covers an aeromagnetic anomaly 

interpreted to have potential for buried nickel laterite 

mineralisation in the Greenvale area. Proposed 

exploration includes geological compilation, follow 

up soil sampling, ground magnetics and RC drilling. 

EPM 14170 Cargoon 

EPM 14170 is located 100 km NE of the town of 

Hughenden in Central Western Queensland. From 

Hughenden, the Kennedy Development Road is 

followed north for 70 km, and then a station track 

leads north to the western boundary of the EPM. There 

are no formed tracks within EPM 14170. 

The Mt Isa - Townsville railway follows the Flinders 

Highway, and Hughenden is a service centre for the 

railway. 


EPM 14170 is located in the Charters Towers Region. 

A belt of schist, gneiss and quartzite of the 

Neoproterozoic Cape River Metamorphics forms the 

basement in the southwest of the area. These are 

overlain by biotite ortho-gneisses of the Cambrian to 

Ordovician Fat Hen Complex, which includes minor 

migmatite, biotite schist, calc-silicate and amphibolite. 

The unit grades up to a strongly foliated gneissic 

50


syntectonic granite, the product of migmatisation. The 

contact with the underlying Cape River Metamorphics 

is ill-defined. Both these units were subsequently 

intruded by granitoids and volcanics of the Reedy 

Springs and Lolworth Batholiths in the Late Silurian 

to Early Devonian. Widespread olivine basalt flows 

of Pliocene to Recent age form a plateau to the 

northeast and southwest of EPM 14170. 

Local Geology 

The Cape River Metamorphics form a belt 100 km long 

trending NW from Pentland through to EPM 14170. 

The original shale, siltstone and sandstone have been 

metamorphosed to schist, gneiss and quartzite. 

Calcareous and dolomitic sediments and possibly 

mafic volcanics were the probable precursors of the 

scattered outcrops of amphibolite, tremolite schist and 

gneiss, marble and pyroxene hornfels that occur in 

the lower part of the sequence. 

The dominant biotite gneiss is poorly exposed and 

deeply weathered. It is typically strongly foliated, 

comprised of fine to medium grained biotite, feldspar 

and quartz with minor amounts of garnet, sillimanite, 

tourmaline and epidote. The gneiss has a welldeveloped 

banding defined by biotite-rich and biotitepoor 

layers. The banding is folded into tight isoclinal 

folds with sub-horizontal fold axes. The gneisses 

grade laterally into coarse felsic granitic bands of 

migmatite, interlayered with finer mafic-rich bands. 

The migmatites grade upwards into the ortho-gneisses 

of the Cambrian Fat Hen Complex. The rocks were 

probably originally clay-poor pelitic sediments. 

The contact with the overlying Fat Hen Creek 

Complex is obscure. Within EPM 14170, the Fat Hen 

Creek Complex is comprised of foliated, melanocratic 

biotite, tourmaline-biotite and hornblende-biotite 

tonalite to granodiorite with gneiss and calc-silicate 

xenoliths. The rocks grade up to migmatites, 

generated through partial melting. Myrmekite 

overgrowths on the K-feldspar porphyroblasts 

suggest deformation occurred at a depth greater than 

15 km (Simpson and Wintsch, 1989). 

Granites of the Reedy Creek Batholith intrude the 

Cape River Metamorphics and are associated with a 

thermal aureole of unknown dimensions. The 

batholith contains 19 plutons that are dominantly 

peraluminous two-mica types, emplaced 

syntectonically during the Late Silurian to Early 

Devonian. The pluton hosting the Mt Emu gold 

diggings is the Upland Granodiorite, a foliated, grey, 

medium-grained porphyritic muscovite-biotite 

granodiorite. 

In the vicinity of EPM 14170, a long hiatus occurred 

between the emplacement of the Reedy Creek 

Batholith and the initiation of volcanism in the 

Miocene. The surface was eroded down to an 

undulating plateau. Early in the Miocene, basalt lava 

was erupted from vents and flowed to the SW. Erosion 

of the Reedy Creek plutons provided detritus that 

formed the Campaspe Beds. These consist of 

moderately to poorly sorted massive and pebbly 

sandstones, occasionally cross-bedded, with thin 

interbeds of siltstone and mudstone and rare 

conglomerate. The Campaspe Beds are less than 15m 

thick and formed a broad piedmont around the Reedy 

creek batholith. To the SE of EPM 14170, the 

Campaspe Beds host the auriferous sediments that 

were worked around Pentland. 

In the early Pleistocene, basalt lava was erupted from 

vents east of the present Great Dividing Range and 

flowed east to NE towards the Burdekin River valley. 

Known as the Nulla Province, this lava field contains 

flows dated as young as 13,000 years ago, and covers 

an area of 7,500 sq km. 


Gold was discovered in the Mount Emu Goldfield in 

1909 at the Diecon prospect . Mining at the Granite 

Castle reef, the largest producer in the field, 

commenced in 1910. Hand picked high-grade gold ore 

was shipped to Charters Towers for treatment. All the 

workings were on narrow quartz reefs, generally less 

than one metre wide. A treatment plant was erected in 

1913, but performance was poor as the gold was only 

partially free-milling. During World War II shafts and 

underground workings at the Granite Castle mine were 

extended to 30m below surface and hand-picked ore 

sent to Chillagoe for treatment. Total recorded 

production from the Mount Emu field was 2,400 ounces 

from 1,900 tonnes of ore (Robinson, 1981). 

Modern exploration began in 1962 when North 

Broken Hill Limited was granted ATP 214M over the 



Mt Emu Goldfield. North’s interest was prompted by 

a suggestion that Granite Castle was a potentially 

important gold mine lying idle (Lissiman, 1963). 

Investigations showed that the reef width was narrow 

and North relinquished the area after one year. 

Since then a dozen companies have carried out work 

within the present boundaries of EPM 14170, 

generating some 50 exploration reports that are now 

on open file in the GSQ QDEX database. 

North was followed in 1970 by Uranium Consolidated 

NL, who carried out drainage sampling at a density 

of 10 samples per sq km and analysed for Co, Cu, Ni, 

Pb and Zn. Only a few low-order anomalous areas 

were found and the area was relinquished. 

ATP 983M was granted to International Nickel 

Australia Limited (“Inco”) in 1971. Reconnaissance 

stream sediment samples collected at a sample density 

of about 5 per sq km were analysed for Cu, Ni, Pb 

and Zn. Anomalous samples were followed up by soil 

and rock chip sampling, and resulted in the discovery 

of a gossan outcrop which Inco named the Bradley’s 

Jubilation prospect (also known as the Brady’s Reward 

prospect). The gossan consisted of a 60m long lens of 

metamorphosed quartz-rich arenite in an inlier of the 

Cape River Metamorphics within the Big Bore Granodiorite. 

Chip samples from the gossan assayed up to 

1.5% Ni and 1.2% Cu. One diamond core hole was 

drilled to a total depth of 133.5m beneath the gossan. 

Chalcopyrite veinlets were observed from 96.0 to 

101.5m down hole but assayed less than 0.05% Cu 

(Williams, 1974). Inco surrendered the tenement in 

1974. 

Agip Australia Pty Ltd (“Agip”) was granted ATP 

2223M in October 1979 to explore for hydrothermal 

vein-type uranium mineralisation in the Cape River 

Metamorphics. A helicopter radiometric survey 

indicated that the potential for uranium mineralisation 

was low. Agip then changed focus to the gold 

mineralisation in the district and carried out 

percussion drilling on the Sarah Houston prospect 

near Pentland and the Mount Clearview prospect 

50km NW of Pentland. Results were disappointing 

and the area was relinquished at the end of 1982. 

In 1980 Houston Oil and Minerals (“Houston”) was 

granted 8 ATPs in the Cape River area, one of which 

covered ground within EPM 14170. A helicoptersupported 

reconnaissance stream sediment survey 

detected a number of anomalies including elevated 

gold in the vicinity of the Mount Emu Goldfield and 

a float sample assaying 0.12% Cu and 40 ppm Mo in 

the southern part of present 14170. Houston 

relinquished the areas at the end of 1982. 

Loloma Limited examined the Mount Emu Goldfield 

in 1980 and proposed a 14-hole percussion drilling 

programme at the Granite Castle and nearby 

prospects but relinquished their tenement without 

carrying out the programme. 

Central Coast Exploration NL (“CCE”) was granted 

ATP 3340M in July 1982. Initial focus was on an 

adamellite intrusion near an area known as Gypsy 

Pocket where CCE found a narrow vein containing 

molybdenite (up to 432 ppm Mo in a chip sample) 

and chalcopyrite. Further investigation indicated that 

only weakly anomalous Cu-Mo mineralisation 

occurred within an area of porphyry copper style 

alteration. The ATP expired in 1985. 

Chevron Exploration Corporation (“Chevron”) 

explored the area for porphyry copper, skarn and 

stockwork mineralisation related to intrusives, as well 

as volcanogenic massive sulphides associated with 

extrusives. An aeromagnetic survey was carried out 

and some anomalies followed up without success. 

Chevron withdrew in 1984. 

In 1986 Conatus Pty Ltd (“Conatus”) covered the 

Mount Emu Goldfield with ATP 4319M. More than 

100 percussion holes were drilled at the Granite castle 

prospect. Metallurgical test work on the drill cuttings 

showed that the gold mineralisation was very 

refractory, with column leach recoveries as low as 26% 

after 63 days. The tenement was relinquished in 

September 1989. 

Pan Australian Mining Limited (“PanAust”) explored 

the area now covered by EPM 14170 from 1987 to 1989, 

using BLEG stream sediment sampling with rock chip 

follow-up. The targets were epithermal bulk tonnage 

gold deposits and/or narrow high-grade quartz vein 

gold deposits. Anomalous BLEG samples were traced 

to geological features of little economic significance. 

CRA Exploration Pty Limited briefly held the area 

during 1991. A literature review and compilation of 

52


Fig 11. Image processed RTP magnetics at the Bradley’s Jubilation prospect 

previous geochemical and airborne geophysical was 

partially completed but no field work was conducted 

before CRA relinquished their tenement in 1992. 

EPM 9352 covering the Mount Emu Goldfield was 

granted to Walhalla Mining NL (“Walhalla”) in April 

1993. Walhalla followed up the Conatus drilling at 

Granite Castle with an additional 73 RC holes totalling 

4,495m, including 886m of diamond core tails on the 

RC holes. An additional 10 diamond core holes were 

drilled for a total of 553m. Combining their data with 

the previous Conatus drilling generated a JORC 

inferred resource of 825,000 tonnes @ 4.9 g/t Au, 79.3 

g/t Ag, 0.95% Pb and 1.4% Zn, using a cut-off grade of 

1 g/t Au. The resource was calculated by W.T. Saunders, 

consultant geologist, supervised by D.A. Berkman, 

consultant geologist, who has the relevant experience 

in relation to the mineralisation being reported on to 

qualify as a Competent Person as defined in the 

Australasian Code for Reporting of Mineral Resources. 

The tenement was relinquished in March 1994. 

In June 1993 MPI Gold Pty Ltd (“MPI”) was granted 

EPM 9409 which partially covered the SE portion of 

the present EPM 14170. The target was 

ChartersTowers style shear-zone hosted gold 

mineralisation at the contacts between the Cape River 

Metamorphics and various intrusives. BLEG sampling 

returned only two samples with values > 1ppb Au. 

Under a joint venture agreement with MPI, Placer 

carried out an airborne magnetic and radiometric 

survey in 1994. Ground follow-up was discouraging 

and the tenement was surrendered in July 1996. 

No further work has been reported between 1996 and 

2004, when Giralia was granted EPM 14170. 



Table 9. Proposed Budget, EPM 14170 Cargoon, in A$ x 1,000 





Drilling 128 280 408 

Sub-Totals: 450 510 960 


Giralia commissioned a compilation and reinterpretation 

of existing geophysical data within 

EPM 14170, which was undertaken during 2006. Image 

processing of reduced-to-pole (“RTP”) data has 

highlighted a strong feature trending SE from the 

Bradley’s Jubilation prospect. This magnetic high has 

been interpreted as possibly a skarn, following the 

contact between the Cape River Metamorphics and 

the Big Bore Granodiorite. The mineralisation at 

Bradley’s Jubilation occurs on a NNE-trending 

structure that appears to cut off the magnetic high. 


Previous rock chip sampling of the gossan outcrop at 

the Bradley’s Jubilation prospect returned up to 1.5% 

nickel and 1.2% copper. The gossan is hosted by 

amphibolites, calc-silicate rocks and metasediments 

of the Cambro-Ordovician Cape River Metamorphics, 

close to the margin of the Siluro-Devonian Big Bore 

Granodiorite. Mineralisation is interpreted by 

Carpentaria to be a possible analogue of skarn style 

nickel sulphide mineralisation at the Avebury deposit 

in western Tasmania. Follow up rock and soil 

sampling, geological mapping, ground and airborne 

EM surveys and drilling are planned. 

CONCLUSIONS 

David Jones considers that the tenement package 

assembled by Carpentaria in eastern Australia has 

considerable potential for the discovery, through the 

exploration programme proposed by Carpentaria, of 

significant new mineralisation. The selection of the 

mineral tenement areas by Carpentaria is soundly 

based on good geoscientific evidence, and their 

geological models have demonstrated validity in that 

world class deposits have been discovered using 

similar criteria. 

Successful exploration has many elements; as well as 

a good geoscientific basis, it must be driven both from 

the top management of an organisation as well as the 

geologists in the field. The directors of Carpentaria 

have many years experience in mineral exploration, 

and have survived the highs and lows of this cyclical 

industry. Above all, successful explorers have 

demonstrated that dogged persistence is essential, for 

there are many surprises and even more 

disappointments along the way. 

The exploration programme proposed by Carpentaria 

is a logical continuation of the work done by previous 

explorers and manageable within the technical and 

financial resources currently available to Carpentaria. 

The balance of effort allocated to the individual 

properties is sensible, given the state of present 

knowledge as to the relative merit of each prospect. 

It is commendable that Carpentaria proposes that over 

40% of the first year’s exploration operating budget 

of A$2.3 million will be spent on drilling, while only 

13% of the entire first year’s budget will be taken up 

by administration (see Table 1 below). Many large 

companies struggle to achieve this because of their 

high overheads, with wages and administration 

absorbing up to 70% of some budgets. The proportion 

allocated to drilling rises to 57% of the operating 

budget in the second year, which is a laudable 

objective, and a reflection of the efficiencies in the 

conduct of the Carpentaria programmes. A total 

budget of A$7.5 million is proposed by Carpentaria 

for the next two years, broken down as follows: 

54


Table 10. Summary of Proposed Carpentaria Budget (in A$ x 1,000) 

Area Year 1 Year 2 TOTAL Annual Commitment 

Year 1 Year 2 

EPM 14170 Cargoon 450 510 960 215 150 

EPM 14840 Redbank 210 290 500 40 50 

EPM 14955 Mt Agate 495 515 1,010 70 90 

EPM 14948 Lady Inez 385 440 825 54 50 

EL 6246 Glen Isla 495 540 1,035 42 — 

ELA 3077 Combaning 250 350 600 127* 127* 

Operating budget 2,285 2,645 4,930 548 467 

Costs of listing, brokerage 578 0 578 

Administration 480 480 960 

Working Capital 382 650 1,032 

Totals 3,725 3,775 7,500 

(Drilling) 958 1,520 2,478 

In David Jones’ opinion, the proposed annual expenditures by Carpentaria on exploration of A$2.3 million and 

A$2.6 million respectively in the first and second exploration years are more than adequate to meet both their 

commitments and the minimum expenditures required to maintain their licences in good standing during that 

period. 

For and on behalf of Vidoro Pty Ltd 

David G Jones 

Effective Date: 31 st July 2007 



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Chappell, B.W., Blevin, P.L., and Bryant, C.J., 1999. Moonbi Supersuite: Evolution from Partially Melted Juvenile 

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New England Orogen. Univ. New England, pp 295-296. 

Charchalis, N., 1963. Glassford Creek Copper-Iron Deposits. CEC Pty Ltd Technical Report No.30. 8p. 

Clarke, I., 1985. Primary Mineralisation in the Forbes-Parkes-Peak Hill-Tomingley Gold Belt. Geol. Surv. NSW 

Report GS1985/123. 61p. 

Clarke, I., and Sherwin, L., 1990. Geological Setting of Gold and Copper Deposits in the Parkes Area, NSW. Geol. 

Surv. NSW Record 23 Part 1. 189p. 

Cox, D. P., and Singer, D.A., 1986. Mineral Deposit Models. USGS Bull.1693. 379pp. 

Denaro, T.J., Withnall, I.W., Culpeper, L.G., Burrows, P.E., and Morwood, D.J., 2003. Mines, Mineralisation 

and Mineral Exploration in the Duchess and Boulia 1:250,000 Sheet Areas, Northwest Queensland. Qld. Dept. Mines 

& Energy Geological Record 2003/4. 258 pp. 

Garrad, P.D., 1996. Mineral Occurrences of the Lolworth, Pentland and White Mountains 1:100,000 Sheet Areas, 

North Queensland. Qld. Dept. Mines & Energy Geological Record 1996/6. 374 pp. 

Gust, D.A., Stephens, C.J., and Grenfell, A.T., 1993. Granitoids of the northern NEO: their distribution in time 

and space and their tectonic implications in Flood, P.G., & Aitchison, J.C. (Editors): New England Orogen, eastern 

Australia. Department of Geology and Geophysics, University of New England, Armidale, 565–571. 

Lissiman, J.C., 1963. Report on ATP 214M, Mt Emu Plains. North Broken Hill Ltd. QDEX Company Report No. 

1214. 6p. 

Orridge, G.R., and Gunn, M.J., 1974. Authority to prospect 1208M Agate Downs Relinquishment Report. Newmont 

Proprietary Limited. QDEX Company Report No.5043. 9p. 

Platts, W.D., 1990a. Peak Hill-Parkes Gold Project 6-Monthly Progress Report to 31 st Dec 1989. Peko-Wallsend 

Operations Limited. DIGS Company Report No.GS1990/212. 135p. 

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Platts, W.D., 1990b. Peak Hill-Parkes Gold Project 6-Monthly Progress Report to 30 th June 1990. Peko-Wallsend 

Operations Limited. DIGS Company Report No.GS1991/017. 270p. 

Platts, W.D., 1991. Peak Hill-Parkes Gold Project 6-Monthly Progress Report to 31 st Dec 1990. Peko-Wallsend Operations 

Limited. DIGS Company Report No.GS1991/017. 59p. 

Platts, W.D., and Shepherd, A., 1992. Peak Hill-Parkes Gold Project Final Report. Peko-Wallsend Operations Limited. 

DIGS Company Report No.GS1991/017. 261p. 

Platts, W.D., and Freyberg, J., 1994. Peak Hill-Parkes Gold Project Annual Progress Report to 31 st Dec 1993. Peko- 

Wallsend Operations Limited. DIGS Company Report No.GS1992/281. 203p. 

Rangott, M.F., 2000. Final Report EL 5093 “Tomingley Creek”. Croesus Mining NL. DIGS Company Report 

No.GS2001/105. 17p. 

Roadley, G., Cordery, G., Lesh, R., Goesch, L and Hume, J., 1994. Annual Report EL 4236 “Springdale”. Gold 

Mines of Australia (NSW) Pty Ltd. DIGS Company Report No.GS1995/023. 650p. 

Robinson, C.J., 1981. Report on ATP 2461M, Mt Emu. Loloma Ltd. QDEX Company Report No. 9269. 37p. 

Sherwin, L., 1997. Narromine 1:250,000 Geological Sheet SI 5303 (Second Edition). Geol. Surv. NSW. 

Simpson, C. and Wintsch, R.P., 1989. Evidence for Deformation Induced K-feldspar Replacement by Myrmekite. 

Journal of Metamorphic Geology Vol. 1, pp 261-275. 

Sparks, G.J., 1995. Horse Creek Area, EPM 8653, Annual Report. MIM Exploration Pty Ltd. QDEX Company 

Report No.26804. 90p. 

Thompson J.F.H., Sillitoe R.H., Baker T., Lang J.R., Mortensen J.K. 1999. Intrusion-related gold deposits associated 

with tungsten-tin provinces. Min Dep 34, pp 323-334. 

Warren, A.Y.E., Gilligan, L.B., and Raphael, N.M., 1996. Cootamundra 1:250,000 Geological Sheet SI 5511 (Second 

Edition). Geol. Surv. NSW. 

Williams, W. I., 1974. Authority to Prospect 983M, Mount Cracknell, Queensland. Final Report. International Nickel 

Australia Limited. QDEX Company Report No.4748. 44p. 

Withnall, I.W., Draper, J.J., MacKenzie, D.E., Knutson, J., Blewett, R.S., Hutton, L.J., Bultitude, R.J., Wellman, 

P., McConachie, B.A., Bain, J.H.C., Donchack, P.J.T., Lang, S.C., Domagala, J., Symonds, P.A., and Rienks, 

I.P, 1997. Review of Geological Provinces and Basins of North Queensland In Bain, J.H.C. and Draper, J.J., (eds) 

North Queensland Geology. AGSO Bull.240/Qld. Geol. 9, pp 448-528. 

Withnall, I.W., Rienks, I.P., and Hutton, L.J., 1998. White Mountains 1:100,000 Geology Sheet 7857. Qld. Dept. 

Mines & Energy. 

Withnall, I.W., Culpeper, L.G., Burrows, P.E. and Morwood, D.A., 2000. Mineral Occurrence Map, Malbon 

1:100,000 Geology Sheet 6955. Qld. Dept. Mines & Energy. 

Young, D. I., 1979. Authority to Prospect 2035M, Lucy Tableland Area. Report for 6 months ended 8 th May 1979. 

QDEX Company Report No. 7361. 58p. 



GLOSSARY OF TECHNICAL TERMS 

This glossary comprises a general list of common technical terms that are typically used by geologists. The list 

has been edited to conform in general to actual usage in the body of this report. However, the inclusion of a 

technical term in this glossary does not necessarily mean that it appears in the body of this report, and no 

imputation should be drawn. Investors should refer to more comprehensive dictionaries of geology in printed 

form or available in the internet for a complete glossary. 

accretion 

adamellite 

aeromagnetic survey 

Ag 

Al 

The process by which a body grows from a small nucleus by the gradual addition 

of other solid bodies. 

A granitic rock containing 10-50% quartz and with an alkali feldspar to total 

feldspar ratio between 35% and 65%. 

Systematic measurement and collection, from an aircraft, of the earth’s magnetic 

field at regular intervals. 

The chemical symbol for silver. 

The chemical symbol for aluminium. 

albite White or colourless plagioclase feldspar with the formula NaAlSi 3 

O 8 

. 

alkali feldspar 

alluvial deposit 

alteration 

alteration zone 

amphibolite 

andesite 

anomaly 

aplite 

arenite 

argillite 

arsenopyrite 

As 

Au 

AusIMM 

back-arc 

basalt 

base-metal 

A feldspar rich in sodium or potassium. 

A mineral deposit consisting of recent surface sediments laid down by water. 

The change in the mineral composition of a rock, commonly due to hydrothermal 

activity. 

A zone in which rock-forming minerals have been chemically changed. 

A crystalline rock consisting mainly of amphibole and plagioclase with little or no 

quartz. 

A fine-grained, dark-coloured extrusive rock. 

A departure from the expected or normal background. 

A fine-grained, sugary-textured rock consisting essentially of quartz and alkali 

feldspar. Commonly occurs as dykes or sills in granites. 

A general name for consolidated sedimentary rocks composed of sandstone-size 

fragments regardless of whether the grains are quartz sand or not (they could be 

limestone, feldspar etc.). 

A weakly metamorphosed compact rock, derived from mudstone or shale. 

A steely-grey metallic mineral with the formula FeAsS. The principal ore of arsenic. 

The chemical symbol for arsenic. 

The chemical symbol for gold. 

Australasian Institute of Mining and Metallurgy. 

The landward side of an island arc. 

A dark-coloured igneous rock. 

A non-precious metal, usually referring to copper, lead and zinc. 

58


batholith 

Bi 

breccia 

bulk sample 

Ca 

Cainozoic 

calcalkaline 

calc-silicate 

Cambrian 

carapace 

Carboniferous 

A large mass of igneous rock that has more than 100 sq km of surface exposure. 

The chemical symbol for bismuth. 

A rock composed of angular rock fragments. 

A large volume of soil or rock obtained for examination or analysis. 

The chemical symbol for calcium. 

An era of geological time from the end of the Mesozoic to the present. 

Igneous rocks containing calcium-rich feldspar. 

A metamorphic rock composed mainly of calcium-bearing silicates; formed from 

the metamorphism of impure limestone or dolomite. 

A period of geological time approximately from 506 Ma to 544 Ma. 

A hard shell on the outer surface of a body. 


cassiterite The principal ore of tin with the chemical formula SnO 2. 

chalcopyrite A mineral of copper with the chemical formula CuFeS 2. 

clastic 

complex 

conglomerate 

continental 

craton 

Cretaceous 

Cu 

cupola 

dacite 

Devonian 

diamond drilling 

differentiation 

diorite 

disseminated 

dyke 

A rock composed principally of fragments derived from pre-existing rocks. 

An assemblage of rocks of various ages and origins intricately mixed together. 

A sedimentary rock formed by the cementing together of water-rounded pebbles, 

distinct from a breccia. 

Formed on land rather than in the sea. 

A major part of the Earth’s crust that has been stable and little deformed for a long 

time. 


The chemical symbol for copper. 

An upward projection of an igneous intrusion into its roof. 

A fine-grained extrusive rock composed mainly of plagioclase, quartz and pyroxene 

or hornblende or both. It is the extrusive equivalent of granodiorite. 


Rotary drilling technique using diamond set or impregnated bits, to cut a solid, 

continuous core sample of the rock. The core sample is retrieved to the surface, in 

a core barrel, by a wire line. 

The process by which rocks develop layers of different composition. 

A plutonic rock intermediate in composition between acidic and basic, consisting 

essentially of plagioclase and mafic minerals. 

Scattered distribution of generally fine-grained metallic minerals throughout a 

rock. 

A tabular igneous intrusion that cuts across the bedding or other planar structures 

in the host rock. 



dynamothermal 

equigranular 

evolved crust 

extrusive 

Fe 

felsic 

feldspar 

foliation 

foreland basin 

fractionation, 

fractional crystallization 

Ga 

Ga 

gabbro 

garnet 

GIS 

graben 

Gondwana 

graben 

granite 

granitoids 

granodiorite 

granulite 

granulite facies 

Common type of regional metamorphism involving both directed and load pressure, 

shear stress, and a wide range of temperatures. 

A textural term applied to a rock in which the constituent grains are all about the 

same size. 

Gradual change in the nature of crustal rocks through a succession of tectonic 

events, such that they differ significantly from the earliest rocks. 

Igneous rock that has been erupted on to the surface of the earth. 

The chemical symbol for iron. 

Light coloured rocks containing an abundance of feldspars and quartz. 

A group of alumino-silcate minerals that constitute around 60% of the earth’s 

crust. 

A planar arrangement of textural or structural features in any type of rock. 

A basin formed within a continental setting, often adjacent to a mountain range. 

Crystallization from a magma in which early-formed crystals are separated, e.g. 

by gravity settling, resulting in a series of residual liquids that are more 

concentrated than normal. 

Billion years ago. 

The chemical symbol for gallium. 

A coarse-grained intrusive igneous rock composed chiefly of plagioclase feldspar 

and pyroxene. 

A group of variously coloured silicate minerals, commonly found as well-formed 

crystals in metamorphic rocks. 

Geographic Information System. A system devised to present spatial data in a 

series of compatible and interactive layers. 

An elongate, relatively depressed crustal unit or block that is bounded by faults on 

its long sides. 

The late Palaeozoic supercontinent of the Southern Hemisphere. The present day 

southern continents are believed to be fragments of Gondwana that have separated 

from each other in response to plate tectonics. 

An elongate, relatively depressed crustal unit or block that is bounded by faults on 

its long sides. 

Broadly applied to any holocrystalline plutonic rock containing quartz, feldspar 

and biotite. 

A general term to describe coarse-grained, felsic intrusive plutonic rocks, resembling 

granite. 

A coarse-grained granitic rock containing quartz, feldspar and biotite. 

A coarse granular metamorphic rock. 

A metamorphic zone resulting from deep-seated regional dynamothermal 

metamorphism, in temperatures >650 o C. 

60


graphic 

graptolite 

gravity survey 

greenschist 

greisen 

greywacke 

g/t 

hematite 

holocrystalline 

hydrothermal 

igneous rock 

intermediate 

intracratonic 

intrusion 

intrusive 

island arc 

I-type granite 

Jurassic 

K 

leucolithic 

tuff 

lithology 

lithophile element 

Ma 

mafic 

magma 

Rock texture that results from regular intergrowth of quartz and feldspar crystals, 

producing the effect of cuneiform writing. 

A colonial marine organism, characteristically arranged in branches, commonly 

occurring in black shales in Middle Cambrian to Carboniferous aged rocks. 

Systematic measurement and collection of the earth’s gravitational field at the 

surface at regular intervals. Used to discern different rock types based on associated 

variations with differences in the distribution of densities, and hence rock types. 

A schistose metamorphic rock which owes its green colour and schistosity to 

abundant chlorite and lesser epidote and/or actinolite. 

A granitic rock, altered by gaseous emanations, composed largely of quartz, mica 

and topaz. 

A texturally immature sedimentary rock containing larger grains in a fine-grained 

matrix of clay-and silt-sized particles. 

A shorthand form of grams per tonne, equivalent to parts per million, used in 

measuring the quantity of precious metals (Au, Ag etc) in material. 

A common iron mineral, chemical formula Fe 2 

O 3 

, the principal ore of iron. 

Describes an igneous rock composed entirely of crystals with no glassy component. 

Generally used for any hot water, sometimes but not always of magmatic origin. 

A rock that solidified from magma. 

Igneous rocks whose composition is intermediate between felsic and mafic rocks. 

Within a large, stable mass of the earth’s crust. 

The process of emplacement of a magma into pre-existing rock. 

General term for a solidified magma. 

A curved chain of islands, close to continent margins, formed by off-shore volcanoes 

rising from the deep-sea floor. 

A granite that results from igneous magmatic processes. 


The chemical symbol for potassium. 

Light-coloured; applied to igneous rocks containing


magnetic anomalies 

magnetic survey 

mantle 

massive sulphides 

megacryst 

mesothermal 

Mesozoic 

metallogenic province 

metallogeny 

metamorphism 

metasediment 

meteoric water 

miarolitic 

mica 

microgranite 

migmatisation 

Mo 

molybdenite 

monzogranite 

monzonite 

muscovite 

Na 

Neoproterozoic 

O 

Ordovician 

orogenic cycle 

orogeny 

Zones where the magnitude and orientation of the earth’s magnetic field differs 

from adjacent areas. 

Systematic collection of readings of the earth’s magnetic field. The data are collected 

on the surface or from aircraft. 

The zone in the earth between the crust and the core. 

Rock containing abundant sulphides that constitutes close to 100% of the rock 

mass. 

A crystal of much larger size than the other crystals in a rock. 

Mineral deposits formed (precipitated) at moderate temperatures. 

An era of geological time approximately from 65 Ma to 248 Ma. 

An area characterised by one or more characteristic types of mineralisation. 

The study of the genesis of mineral deposits. 

Changes in solid rocks in response to physical and chemical conditions that differ 

from those under which the rocks originated. 

A sedimentary rock that shows evidence of having been subjected to metamorphism. 

Water derived from the earth’s atmosphere. 

A term applied to small irregular cavities in igneous rocks, especially granites, 

into which crystals of the rock-forming minerals protrude. 

A group of minerals characterised by their perfect cleavage which enables them to 

be split into thin elastic lamellae. 

A rock of granitic composition but whose crystals are only visible under the 

microscope. 

Partial injection of igneous magma into pre-existing rock such that the result is a 

mixture of igneous and metamorphic bands or segregations. 

The chemical symbol for molybdenum. 

The main ore of molybdenum; a lead-grey hexagonal mineral with composition 

MoS 2 

. 

A granular plutonic rock with a composition between monzonite and granite. 

A group of plutonic rocks containing approximately equal amounts of alkali feldspar 

and plagioclase, little or no quartz, and commonly augite as the main dark mineral. 

A colourless to pale brown member of the mica group of minerals. 

The chemical symbol for sodium. 


The chemical symbol for oxygen. 


The interval of time during which an originally mobile belt evolved into a stabilised 

orogenic belt. 

The process of formation of mountains. 

62


oxide 

Palaeoproterozoic 

Palaeozoic 

paragneiss 

pegmatite 

pelite 

penecontemporaneous 

peralkaline 

peraluminous 

Permian 

phyllite 

Pertaining to weathered or oxidised rock. 



A gneiss presumed to have been formed from an original sedimentary rock. 

An exceptionally coarse-grained igneous rock. 

A sediment or sedimentary rock composed of the finest detritus (clay or mud-sized 

particles). 

Formed at almost the same time. 

Rocks in which the molecular proportion of alumina is less than that of the Na and 

K oxides combined. 

Rocks in which the molecular proportion of alumina exceeds that of the Na and K 

oxides combined. 


A metamorphosed rock, intermediate in grade between slate and schist. 

plagioclase A group of feldspars ranging in composition from NaAlSi 3 

O 8 

to CaAl 2 

Si 2 

O 8 

. 

pluton 

plutonic 

porphyritic; porphyry 

porphyroblastic 

porphyry copper deposit 

ppb 

ppm 

Proterozoic 

An igneous intrusion. 

Rocks formed at great depth by any process. 

Describes igneous rocks containing relatively large crystals set in a finer-grained 

groundmass. 

Metamorphic texture characterised by large crystals within a fine-grained 

groundmass. 

A large body of rock, typically porphyritic, containing disseminated chalcopyrite 

and other sulphide minerals, often including molybdenite. Most are relatively low 

grade and bulk mined on a large scale. 

Parts per billion. 

Parts per million (quantitative equivalent of g/t). 


pyrite A common iron sulphide mineral with the chemical formula FeS 2 

. 

pyrrhotite 

quartz 

radiometric survey 

RC drilling 

refractory 

A common iron sulphide mineral with the chemical formula FeS. 

Crystalline silica, an important rock-forming mineral with the chemical formula 

SiO 2 

. 

Systematic collection of radioactivity emitted by rocks at or near the earth’s surface; 

usually collected by helicopter or fixed wing aircraft. 

Reverse Circulation drilling - a method of rotary drilling in which the sample is 

returned to the surface, using compressed air, inside the inner-tube of the drillrod. 

A more accurate drilling technique than simple percussion drilling, the RC 

technique minimises contamination. 

Descriptive of ore difficult to treat for recovery of valuable minerals. 



rhyolite 

rift basin 

S 

schist 

shale 

shear zone 

SHRIMP 

Si 

silicified 

sill 

Silurian 

skarn 

Sn 

soil sampling 

stock 

stockwork 

stratabound 

stratiform 

stream sampling 

strike 

stringer 

S-type granite 

subduction 

subvolcanic 

supracrustal 

syncline 

synorogenic, syntectonic 

A volcanic rock composed chiefly of potassium feldspar and quartz. 

A large fault-bound depression, in-filled with volcanic and/or sedimentary material. 

The chemical symbol for sulphur. 

A strongly foliated metamorphic rock. 

A fine-grained detrital sedimentary rock, formed by the compaction of clay, silt or 

mud. 

A zone in which rocks have been deformed primarily in a ductile manner in response 

to applied stress. 

“Sensitive High-Resolution Ion Microprobe”, a very accurate method of 

determining the ages of rocks. 

The chemical symbol for silicon. 

The alteration or replacement of primary minerals by silica. 

A tabular igneous intrusion that parallels the planar structure of the surrounding 

rock. 


A thermally metamorphosed impure limestone. 

The chemical symbol for tin. 

The collection of soil specimens for mineral analysis. 

A pluton that is less than 100 sq km in surface exposure, is usually but not always 

discordant, and resembles a batholith except in size. 

A network of (usually) quartz veinlets produced during pervasive brittle fracture. 

Occurring within and parallel to the rock strata, but not necessarily deposited at 

the same time. 

Occurring within and parallel to the rock strata, and deposited at the same time. 

The collection of stream sediments for mineral analysis. 

The direction or bearing of a geological structure on a level surface, perpendicular 

to the direction of dip. 

A small, thin discontinuous or irregular veinlet. 

A granite that results from extreme melting of sedimentary rock. 

The process where one slab of the Earth’s crust descends beneath another. 

Igneous rock formed close to the surface, but which has not flowed out across the 

surface. 

Located on or above the crust, e.g. sand dune, lake sediment. 

A basin-shaped fold. 

Occurring or forming at the same time as deformation and metamorphism. 

t, tpa Metric tonne, tonnes per annum. 

64


Te 

tectonics 

tectonism 

telluride 

Tertiary 

terrane 

Th 

tonalite 

transcurrent fault 

turbidite 

Triassic 

U 

ultramafic 

volcanoclastic 

volcanism 

volcanogenic 

W 

Y 

The chemical symbol for tellurium. 

The processes that create the broad architecture of the surface of the earth. 

A general term for all movement of the crust produced by tectonic processes. 

A mineral compound that is a combination of tellurium (chemical symbol Te) 

with another metal. 

Applied to the first period of the Cainozoic era, 1.8Ma to 65Ma. 

A crustal block or fragment that preserves a distinctive geologic history that is 

different from the surrounding areas. 

The chemical symbol for thorium. 

A coarse grained plutonic rock similar to diorite in composition but containing 

quartz as 5% to 20% of the light coloured minerals. 

A large-scale strike-slip fault in which the fault surface is steeply inclined or vertical. 

A sediment deposited by a bottom-flowing current laden with suspended mud, 

sand and rock debris, moving swiftly down a sub-aqueous slope and spreading 

horizontally on the floor of a body of water. The result is a sediment characterised 

by graded bedding, moderate sorting and laminations. 

Applied to the first period of the Mesozoic era, 203Ma to 248Ma. 

The chemical symbol for uranium. 

Igneous rocks consisting essentially of ferro-magnesium minerals with trace quartz 

and feldspar. 

Refers to all clastic sediments composed mainly of particles of volcanic origin, 

regardless of how the sediment formed. 

The processes by which magma and its associated gases rise through the crust and 

are extruded on to the earth’s surface and into the atmosphere. 

Formed by processes directly connected to volcanism. 

The chemical symbol for tungsten. 

The chemical symbol for yttrium. 

SOURCES: 

The New Penguin Dictionary of Geology, Penguin Books (P. Kearey, ed.). 2001. 336 pp. 

Dictionary of Geological Terms, American Geological Institute (R.L. Bates & J.A. Jackson, eds.). 1984. 571 pp. 

Dictionary of Mining, Mineral, and Related Terms, U.S. Bureau of Mines. 1996. 


6 Independent Solicitor’s Report 

20 August 2007 

Level 8, Waterfront Place, 1 Eagle Street, Brisbane, Qld 4000 

PO Box 7822, Waterfront Place, Qld 4001 

Phone 617 3024 0000 Facsimile 617 3024 0300 

Internet www.hopgoodganim.com.au 

The Directors 


C/ Pullinger Readhead Lucas 

Fortescue House, 50 Kings Park Road 

WEST PERTH WA 6005 

Dear Sirs 

RE: 

SOLICITORS’ REPORT ON TENEMENTS 

This report has been prepared in response to instructions by Pullinger Readhead Lucas to Hopgood Ganim on 

4 July 2007 requesting that Hopgood Ganim conduct a due diligence review of specific Queensland and New 

South Wales tenements in which Carpentaria Exploration Limited (Company) holds an interest, for inclusion 

in a prospectus to be issued in the last week of July 2007. Hopgood Ganim consents to this report being 

included in the prospectus. 

The report relates to mining tenements held in Queensland (Queensland Tenements) and New South Wales 

(NSW Tenements) (collectively referred to as Tenements) listed in Table 1. For the purpose of this report, we 

have arranged for searches of the Queensland mining tenements in the registers maintained by the Queensland 

Department of Mines and Energy (DME) pursuant to the Mineral Resources Act 1989 (Qld) (MRA). In addition, 

searches were undertaken at the National Native Title Tribunal (NNTT), the Queensland Department of Natural 

Resources and Water (DNRW) and the Queensland Environmental Protection Agency (EPA). We have also 

arranged for searches of the NSW Tenements in the register maintained by the New South Wales Department 

of Primary Industries (DPI) pursuant to the Mining Act 1992 (NSW) (MA). Searches were also undertaken at 

the NNTT and the New South Wales National Parks and Wildlife Service (NPWS). 

On the basis of the searches we consider that this report provides an accurate statement as to the status of the 

Tenements as at 6 July 2007 and of the Company’s interests therein. 

1 GOVERNING LEGISLATION 

1.1 Queensland 

The MRA governs the exploration for and production of minerals in Queensland. The MRA establishes 

a tenures regime that enables the exploration for and testing and production of minerals. Following is a 

summary of the tenures established under the MRA. 

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1.2 Exploration Permits 

S 133 MRA provides that a person may apply to the Minister for an exploration permit (EP). After 

native title has been addressed by the applicant (if applicable), the Minister may grant the EP in accordance 

with s 137 MRA. An EP allows the holder to carry on any activity authorised by the EP with or by such 

vehicles, vessels, machinery and equipment as may be necessary or expedient for the purpose of exploring 

for any mineral to which the EP applies and enables the EP holder to enter any part of the land that is 

not the surface of a restricted area for the purposes of facilitating the exploration for the minerals to 

which the EP applies. However, written notice must be given to the owner of the land prior to initial 

entry under the EP in accordance with s 163 MRA. 

An EP may be granted in respect of either all minerals other than coal under s 130(1)(a) MRA (known as 

an EPM) or for coal under s 130(1)(b) MRA (known as an EPC). 

The Minister on granting an EP will determine the area to be held and the terms, rent and the conditions, 

provisions and stipulations on which the EP is granted. Failure to pay rental or other monies or to 

submit progress, relinquishment and final reports, including details of expenditure may render the EP 

liable to be cancelled by the Minister. 

S 139 MRA states that unless the Minister otherwise decides, the area of an EP must be reduced by 50% 

at the end of the first 2 years after its grant and by 50% of the remainder at the end of each subsequent 

year. S 146 MRA states that, unless the Minister otherwise determines, the initial term of an EP shall be 

for a period not exceeding 5 years from the commencement date. The EP holder is able to apply for a 

renewal of the EP not more than 6 months and not less than 3 months (unless allowed by the Minister) 

prior to the expiration of the current term for the renewal of the EP in accordance with s 147 MRA. 

Compensation is payable to an owner of land within the area of an EP in accordance with s 145 MRA. 

Compensation payable under the MRA may be agreed between the parties or determined by the LRT. 

S 151 MRA provides that the holder of an EP may apply for the Minister’s approval to assign the holder’s 

interest in the EP to another person or persons. Upon approval, any such assignment shall be entered 

into the register and on the EP. 

1.3 Mineral Development Licence 

A MDL is a tenure granted under the MRA that allows the holder to undertake such activities as drilling, 

seismic surveys, mining feasibility studies, metallurgical testing and marketing, environmental, 

engineering and design studies in order to evaluate the potential for the development of a resource. 

Further, a MDL can be granted to the holder of an EPM for a period of up to 5 years without the 

relinquishment requirements that are imposed on an EPM. 

The boundaries of a MDL must be prescribed and mapped by reference to survey marks and defined 

points that are acceptable to the Mining Registrar. Landowners must be notified within 20 business 

days of the grant of a MDL. The Minister may require payment of security prior to granting a MDL. The 

security ensures compliance with the MRA and the conditions of the MDL as well as rectification of any 

damage caused under the MDL and ensuring payment of any other penalties imposed by the State 

under the MRA. 

A MDL holder must pay rent yearly. The applicant for a MDL must address native title prior to the grant 

of the tenure. 

A MDL may be renewed and the renewal must be applied for no more than 1 year and no less than 6 

months prior to the end of the current MDL. The Minister may grant a renewal for not more than 5 

further years. 


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A MDL holder is required to give landowners written notice of entry before entering upon the land for 

the first time under the MDL. Notice must be given at least 5 business days before the initial entry. The 

initial notice of entry permits the MDL holder to enter the land for 3 months from the day stated in the 

notice and must be renewed after this point. The notice of entry must contain details of activities proposed 

to be carried out and where the activities will be carried out. A copy of the notice of entry must be given 

to the Mining Registrar. 

The Minister may give a direction that the MDL holder must apply for a ML in order to commence 

actual mining operations in the area of the MDL. A failure to apply for a ML may result in cancellation 

of the MDL. 

1.4 Mining Lease 

S 232 MRA provides that, unless otherwise approved by the Minister, a ML may be applied for by a 

person in respect of contiguous land comprised in a prospecting permit, an EP or a MDL. The ML 

allows the holder to carry out any activity authorised by the ML for the purpose for which the ML is 

granted or for any purpose permitted or required under the lease or by the MRA. In accordance with s 

236 MRA the grant of a ML also entitles the holder to access any sand, gravel or rock, following payment 

of any royalties to the person with property in the sand, gravel or rock, which the holder of the ML may 

utilise for any purpose permitted under the ML. 

After satisfying the eligibility criteria for a ML application an applicant will receive a certificate of 

application. S 252 MRA requires the applicant to deliver copies of this certificate to all the owners of 

land underlying the ML within 5 business days. Members of the public are able to make objections to 

the grant of the ML in accordance with s 260 MRA. Any objections will be heard by the LRT in accordance 

with s 268 MRA. The LRT then makes a recommendation to the Minister regarding the grant of the ML 

in accordance with s 269 MRA. 

The Governor in Council in deciding to grant or not to grant a ML will, following recommendations 

from the LRT to the Minister, determine the area to be held and the terms, rent and conditions on which 

the ML is granted. Failure to pay rent or royalties or to furnish all prescribed reports, returns, documents 

and statements may render the ML liable to be cancelled by the Minister. 

It is a condition that a ML shall not be granted unless compensation has been determined by the LRT in 

accordance with s 281 MRA or agreed between the parties in accordance with s 279 MRA. Compensation 

is payable by the ML applicant to the owner of any land the subject of the ML. At any time before an 

agreement is made between the parties, the ML holder or landowner can apply in writing to the Mining 

Registrar to have the LRT determine the compensation and the terms, conditions and times of payment 

thereof. 

A ML holder is able to apply for a renewal of the ML not more than 1 year and not less than 6 months 

prior to the expiration of the current term of the ML in accordance with s 286 MRA. The ML cannot be 

renewed unless compensation is agreed between the parties or determined by the LRT. 

2. NEW SOUTH WALES 

The prospecting for and mining of minerals in New South Wales is governed by the MA. The following 

is a summary of the main tenures established under the MA. 

2.1 Exploration Licences 

The holder of an exploration licence (EL) may, in accordance with the conditions of the licence and subject 

to the MA, prospect on the land specified in the licence for the group or groups of minerals so specified. 

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Exploration rights however are subject to the Uranium Mining and Nuclear Facilities (Prohibitions) Act 1986 

(NSW), which prohibits any person from prospecting for or mining uranium in New South Wales. 

The Minister has power under s 22 MA to grant or refuse an application for an EL. An EL may be 

granted over land of any title or tenure and in respect of any group or group of minerals, regardless of 

whether the minerals are publicly or privately owned. The land over which an EL is granted must be at 

least 1, but not more than 100, units in area, unless the Minister determines that it is appropriate for the 

licence to be granted over a larger area of land. 

An EL generally takes effect on the date upon which it is granted and may remain in force for up to 5 years. 

An EL may be renewed or extended by successive maximum periods of 5 years on application by the 

holder. Upon renewal, the Minister may amend any of the conditions of the EL or may include further 

conditions. The area of land over which an EL is renewed may differ from that of the original grant, but 

must not include any land that was not subject to the initial application. Further, an EL will not usually be 

renewed over an area that is greater than half the number of units comprising the original exploration 

area, unless the Minister is satisfied that special circumstances exist that justify renewal over a larger area. 

The EL is subject to any conditions imposed by the Minister. EL holders will generally be required to 

pay royalties for any minerals recovered, give and maintain an amount of security for the performance 

of obligations under the licence, rehabilitate any land that has been adversely affected by the exploration 

activities and expend a minimum amount during the term of the licence. 

2.2 Mining Leases (MLs) 

Under the MA, any person may apply for a ML. The Minister has the power under s 63 MA to grant or 

refuse an application for a ML. Upon grant, the holder may, in accordance with the conditions of the 

ML, prospect on the land and mine the minerals specified in the ML, carry out such primary treatment 

operations (such as crushing, sizing, grading, washing and leaching) as are necessary to separate the 

minerals from the material from which they are recovered, and carry out on the land any mining purpose 

specified under the ML. 

A ML generally takes effect on the date upon which it is granted and may remain in force for a period up 

to 21 years. The ML may be renewed for successive maximum periods of 21 years and may be subject to 

amended or further conditions. The ML may be granted over land of any title or tenure and in respect of 

any minerals, regardless of whether they are publicly or privately owned. 

A ML will be subject to the conditions that the holder of the ML will not suspend mining operations in 

the mining area otherwise than in accordance with the written consent of the Minister, and any other 

conditions the Minister may impose. ML holders are generally also subject to the condition to pay 

royalty, to give and maintain security and any other conditions relating to mining operations, the 

transportation of minerals, the treatment or preparation for sale of minerals, the disposal or retention of 

discarded material or that relating to the use to which any mineral may be put. 

3. SEARCHES 

This report concerns the Tenements. The searches undertaken for this report were register searches of 

the DME, NNTT, DNRW, EPA, DPI and NPWS. 

The results of the searches are recorded in the body of this report. Please note that neither the DME nor 

DPI provided us with access to departmental files for the purposes of this report. 

4. EXCLUSIONS 

Please note that this due diligence report did not consider: 


Hopgood Ganim 

(a) 

(b) 

(c) 

searches of the real properties underlying the Tenements to provide details of the real 

properties, of the impact of any notices issued or of any Crown land reservations underlying 

the Tenements. The term “reservations” includes any areas of land within the Tenements 

which may not be available to the holder to conduct activities such as “protected land” 

pursuant to s 14 NCA; 

non-legal environmental matters such as environmental requirements that do not directly affect 

the standing of the Tenements; and 

searches of the Queensland Cultural Heritage European/Non Indigenous Register or the New 

South Wales Historic Heritage Information Management System for the Tenements. 

5. QUALIFICATIONS 

In the preparation of this report we have made the following assumptions: 

(a) 

(b) 

(c) 

Our searches were confined to searches of public registers maintained by DME, DPI, DNRW, 

NNTT, EPA and NPWS. We note that this report is accurate and complete only to the extent that 

the reports extracted from the registers are accurate and complete as at 6 July 2007 when the 

searches were conducted. 

There have been no material changes in the standing of the Tenements since the dates of our 

searches. 

The Ministers administering the Acts and each of their delegates have been validly appointed and 

have acted within the scope of their power, authority and discretion in granting the Tenements 

and are able and willing to grant any required consents and approvals under relevant legislation. 

6. REVIEW OF TENEMENTS 

The Tenements reviewed in this report are listed as follows: 

Table 1a: Queensland Tenements 

Area 

Tenure No. Holder/s Grant Date Expiry Date (sub-blocks) 1 

EPM 14170 Giralia Resources NL 13.12.04 12.12.09 49 

EPM 14955 Sunmustard Pty Ltd 2 29.06.06 28.06.11 79 

EPM 14948 Sunmustard Pty Ltd 15.11.05 14.11.10 31 

EPM 14840 Sunmustard Pty Ltd 21.09.05 20.09.10 36 

EPM(A) 16393 3 Carpentaria Exploration Ltd N/A N/A 100 

1 

One sub-block = approximately 3 square km. 

2 

We understand that Sunmustard Pty Ltd changed its name and company type to Carpentaria Exploration Limited 

on 28 February 2007. The DME registers had not been updated with the new name on the date that our searches 

were conducted. 

3 

Application lodged 30.04.07 

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Table 1b: New South Wales Tenements 

Tenure No. Holder/s Grant Date Expiry Date Area (units) 2 

ELA 3077 1 Sunmustard Pty Ltd 3 N/A N/A 214 

EL 6246 Giralia Resources NL 25.05.04 24.05.08 12 

1 

Application lodged 20.04.07. We have sighted a letter from the DPI to Sunmustard Pty Ltd dated 6 June 2007 

under which the DPI notes that the exploration titles committee has recommended the grant of EL 3077 to 

Sunmustard Pty Ltd. This is subject to Sunmustard submitting a more detailed work program demonstrating 

how the applicants will explore the area. 

2 

One unit = approximately 3 square km. 

3 

We understand that Sunmustard Pty Ltd changed its name and company type to Carpentaria Exploration Limited 

on 28 February 2007. The DPI registers had not been updated with the new name on the date that our searches 

were conducted. 

We note that the details shown in Table 1a-b are those recorded on the DME and DPI registers. The 

DME/DPI files can also contain copies of agreements that have been entered by holders in relation to a 

mining tenement. Such agreements may provide a party (other than the holder) with contractual rights 

to require the holder to act in accordance with that agreement in relation to the mining tenure, eg a 

farmin agreement. As noted in section 2 of this report, we have not been granted access to these files. 

The DME/DPI registers for the Tenements does not disclose the existence of any such agreements. 

7. RENT 

The holders of granted mining tenements in Queensland are required to pay rent on the tenements. 

Holders of ELs in New South Wales are not required to pay rent. 

S 138 MRA requires rent to be paid for each sub-block of an EP. Rent is to be paid on the anniversary of 

the date of granting of the EP. Under the Mineral Resources Regulation 2003 (Qld) the rent payable on 

each sub-block of an EP is $121.50 (as of 2 July 2007). 

Rent is payable only on EPs that have been granted. No rent is payable on applications. However, once 

an application has been granted, s 138 MRA requires that rent be paid within 20 business days. 

Table 2 outlines the rent payable for the Tenements (as several of the Tenements have not been granted 

we have estimated the rent payable upon their grant). 

Table 2: Rent Payable 

Sub Rent Most Recent Balance 

EPM No. Holder Blocks Payable Payment Outstanding 

14170 Giralia Resources NL 49 $5,953.50 13.12.06 Nil 

14955 Sunmustard Pty Ltd 79 $9,598.50 29.06.07 Nil 

14948 Sunmustard Pty Ltd 31 $3,766.50 15.11.06 Nil 

14840 Sunmustard Pty Ltd 36 $4,374.00 21.09.06 $4,374* 

Total $35,842.50 $4,374 

* Due 21 September 2007. 


Hopgood Ganim 

8. SECURITY 

Holders of granted mining tenements are required to pay security by way of financial assurance on the 

granted tenements. The following is a review of the applicable legislation and details of security deposits 

payable for the Tenements. 


Security for a mining tenement in Queensland is required under the MRA. An amount of money must 

be paid at the commencement of a term as security for payment of environmental costs and rental 

payments for the tenement. The amount of security is determined by the Minister and is calculated as 

reasonable security for compliance with the conditions of the tenement, compliance with any 

environmental authority and environmental management plan, compliance with the MRA and 

rectification of damage and other amounts payable to the State under the MRA. The holder of an 

environmental authority under s 364 EP Act may also be required to give the administering authority 

financial assurance as security for compliance with the environmental authority, environmental 

management program or site management plan and any conditions of the program or plan, and costs or 

expenses mentioned in s 367 EP Act. The administering authority decides the form and amount of 

security. 

The amount of $2,500 is held for each of the granted Queensland Tenements. 

With respect to the applications, we are not aware of any security being requested at this time. 

8.2 New South Wales 

EL holders in New South Wales are required to lodge a security deposit by way of cash deposit or a 

banker’s undertaking to cover obligations under the licence, including rehabilitation. Upon expiry of 

the licence, a security deposit will not be released until rehabilitation has been completed in accordance 

with licence conditions. 

A condition requiring security to be given and maintained by the holder of an exploration licence may 

be expressed so as to require the security held over some other exploration licence to be extended to the 

new exploration licence. 

The security held for EL 6246 is $10,000. With regard to the applications, we are not aware of any 

security being requested at this time. 

9. ENCUMBRANCES OR THIRD PARTY INTERESTS 

The DME and DPI maintain registers of encumbrances and third party interests on mining tenements in 

Queensland and New South Wales. The departments only register encumbrances or third party interests 

that are lodged by the tenement holder. There may be encumbrances or third party interests on the 

Tenements that have not been registered. Likewise, an encumbrance or third party interest will only be 

removed upon notification of the completion of the encumbrance or third party interest by the tenement 

holder. 

Encumbrances or third party interests cannot be registered for a tenement application. The DME and 

DPI registers do not disclose any registered encumbrances or third party interests for the granted 

Tenements. 

10. OVERLAPPING TENURES 

A number of Queensland Tenements are subject to exclusions or restrictions on certain activities due to 

the existence of an overlapping ATP or MDL. We note that EL 6246 does not overlap any other tenements. 

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10.1 Overlapping MDLs 

EPM 14948 overlaps with MDL 128. The MDL is held by Central Pacific Minerals NL and was granted 

on 27 November 1992. It expired on 30 November 2004, however there is a renewal application pending. 

S 132 MRA excludes any land the subject of a current MDL from the area granted under an EP, regardless 

of whether the MDL has been granted or is still in the application stage. Further, upon termination of 

the MDL, this land will not automatically be included in the EP if the EP was granted after 23 December 

1996. In order to acquire land that has been surrendered, relinquished or not renewed from a mining 

tenure, a separate EP application must be made and native title addressed. 

Therefore, the area of MDL 128 would have been excluded from the area of EPM 14948 upon grant of 

the EPM. 

10.2 Overlapping ATPs 

EPM 14170 overlaps with ATP 714. The ATP is held by Arrow Energy NL and is still in the application stage. 

An ATP is an authority to prospect granted under either the Petroleum Act 1923 or the PGA. It grants its 

holder the right to explore for petroleum within the area of the ATP. 

An EPM may be granted over land in the area of an ATP. However, activities conducted under the EPM 

cannot be carried out on the land overlapping with the ATP if conducting the activity adversely affects 

the carrying out of an authorised activity for the ATP, or if the authorised activity for the ATP has 

already started. 

11. SAFETY 

11.1 Safety for EPMs 

Under s 31 MQSHA, the holders of mining tenements for minerals have a health and safety obligation. 

Where there are overlapping tenures (with other mining or petroleum tenures), the respective mining 

tenement holder is required to meet its safety obligations regardless of the activities being carried out 

by the other holder. The MQSHA provides that the duty can be discharged in the following ways: 

(a) 

(b) 

(c) 

by following methods or processes prescribed in regulations or guidelines to achieve an acceptable 

level of risk [s 34(1)]; 

by obeying prohibitions on exposure to certain risks [s 34(2)]; or 

where no regulations or guidelines exist, by taking reasonable precautions and proper diligence 

to ensure the obligation is discharged [s 35]. 

11.2 Safety for ELs 

Mining tenement holders in New South Wales are required to comply with safety obligations imposed 

by the MHSA. Duties relating to health, safety and welfare at mines are stipulated under Part 5. The 

primary duty of a tenement holder is to nominate a person to be operator of the mine under s 22 MHSA. 

Operators are then required to comply with obligations pertaining to worker safety (s 26), mine safety 

management plans (subdivision 2), management structure (subdivision 3), contractors (subdivision 4), 

emergency management (subdivision 5) and the keeping of data and records (subdivision 6). 

12. ENVIRONMENT 

12.1 Queensland Environmental Legislation 

The EP Act regulates activities that are likely to have environmental impacts. Such activities are referred 

to in the EP Act as “environmentally relevant activities” or ERAs. 


In respect of mining activities (defined in the EP Act to include activities conducted pursuant to a tenure 

granted under the MRA), an environmental authority (EA) is required to be obtained for the mining 

activities. The authority is referred to as an “Environmental Authority (Mining Activities)” and once 

obtained is deemed to be a licence for all of the ERAs set out in the EP Act and its regulation that are 

carried out under the relevant mining tenure provided those activities were described in the application 

for the authority. 

The specific activities to be described in an application for a particular project are dependant on the 

nature and extent of that project. Applications for EAs must be made to the EPA with relevant supporting 

information. For the purposes of the EP Act, an exploration permit that satisfies the criteria for “low 

impact” activities under the EP Regulations will be classified a “level 2 mining project”. 

If the EA does not comply with the prescribed criteria set out in schedule 1A of the EP Regulations, the 

project would then be classified a “level 1 mining project” and requires a non-code compliant 

environmental authority (mining activities) for a level 1 mining project. 

Application fees and annual licensing fees are payable in respect of EAs and conditions are imposed 

such as conditions requiring specific monitoring and/or reporting and potentially conditions requiring 

financial security for environmental performance. 

Searches of the EPA register have revealed that EAs have been issued for the following tenements: 

Table 3: Environmental Authorities 

Tenement Permit Number Approval Date 

EPM14170 MIC200471206 29 January 2006 

EPM 14955 MIM500312805 1 February 2005 

EPM 14948 MIM500313405 1 February 2005 

EPM 14840 MIM500295604 1 December 2004 

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12.2 New South Wales Environmental Legislation 

Conditions of exploration titles will generally require holders to seek approval for activities which disturb 

the surface of the land and to submit a security deposit. Most exploration activities will require an 

environmental assessment under the EPAA before they can be undertaken. An assessment will not be 

required for exploration activities declared to be an “exempt development” under the SEPP (MPEI), 

however they may still require approval under the MA. Activities that are exempt will generally involve 

low intensity exploration activities of minimal environmental impact, such as geological mapping and 

airborne surveying, sampling and coring using hand held equipment, geophysical (but not seismic) 

surveying and downhole logging and accessing of areas by vehicle that does not involve the construction 

of an access way such as a road or track. All other activities will require an assessment. 

The standard Exploration Licence Conditions divide types of exploration activities into three categories. 

Category 1 activities are those that generally involve reconnaissance and other low intensity activities. 

Such activities do not require any further approvals and are generally deemed an exempt development. 

Category 2 activities involve operations which have the potential for moderate disturbance to the land 

surface, native vegetation or other environmental value. Licence holders will be required to submit an 

EDG10 Surface Disturbance Notice and may possibly be required to submit a further Review of 

Environmental Factors. Category 3 activities are those that cause a significant adverse environmental 

74

impact, such as intensive drilling, construction of access tracks or tunnelling. In addition to submitting 

an EDG10 and a Review of Environmental Factors, it is likely that an Environmental Impact Statement 

would also need to be submitted to the DPI. 

The Exploration Licence Conditions for EL 6246 are attached to this report. 

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Certain exploration activities may also require approval under the SEPP (MP), NPWA or the WMA. 

12.3 Environmental areas within the Queensland Tenements 

Our review of the DME’s Interactive Resource and Tenure Maps has indicated that certain excluded 

areas exists within the Tenements. 

(a) 

National Parks 

EPM 14948 overlaps the Kroombit Tops National Park. The park is listed under schedule 5 of the 

NCR. Therefore, certain restrictions with regards to exploration activities apply. 

The creation and protection of national parks is dealt with under the NCA. The purpose of the 

NCA is to conserve nature through the creation of a State-wide conservation strategy. The NCA 

achieves its purpose by prescribing certain protected areas and regulating certain activities that 

are proposed to be undertaken in the protected areas. 

In accordance with the NCA, a national park is to be managed to provide, to the greatest possible 

extent, for the permanent preservation of the area’s natural condition and the protection of the 

area’s cultural resources and values. 

The most significant impact of the NCA on mining is the s 27 prohibition on the grant of mining 

interests (including EPs) within the area of national parks in Queensland. The prohibition however 

will not apply where an authority under s 34 has been given for the licence. S 34 NCA provides 

that an EP, MDL or ML may be granted over a protected area (defined to include national parks 

and resources reserves) provided it is consistent with the management principles and any 

management plan approved for the area. It is unlikely that the Company’s interests would satisfy 

s 34, therefore the prohibition under s 27 would apply to the Tenements. 

The Code of Environmental Compliance for Exploration and Mineral Development Projects 

provides guidelines in respect of conducting activities within areas falling under the NCA. The 

EA holder must not carry out activities in category A environmentally sensitive areas (which 

includes national parks). Further, activities involving machinery must not be carried out within 1 

km of a category A environmentally sensitive area. 

(b) 

Resources Reserves 

EPM 14948 overlaps a resources reserve. 

A resources reserve is to be managed to recognise and if appropriate protect the area’s cultural 

and natural resources, provide for controlled use of the area’s cultural and natural resources and 

ensure the area is maintained predominantly in its natural condition. 

Prior to carrying out activities in category C environmentally sensitive areas (which includes 

resource reserves), the tenement holder must consult with the relevant administering authority 

and the EPA. If it is determined through the consultation that additional conditions are necessary, 

the holder must comply with those conditions. 

(c) 

State Forests 

EPM 14948 overlaps the Kalpowar State Forest. 


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Under the MRA a ‘State Forest’ is included within the definition of a ‘reserve’. The holder of an EP 

may only carry out activities over land that is a reserve after obtaining consent from the reserve 

owner or the Governor in Council (s 54 MRA). If the Mining Registrar is not satisfied that an 

owner of a reserve (in this case the Governor in Council) has consented to an application for an EP 

over the reserve, the matter may be referred to the LRT to determine if access should be granted. 

Mining activities are permitted to be carried out within a declared State Forest area. However, 

under s 37 FA, the Governor in Council or the chief executive may impose provisions, reservations 

or conditions on the grant of an EP, MDL or ML within a State Forest area. 

(d) 

Dam catchment areas 

EPM 14955 overlaps the Black Fort dam site. 

Under s 258 WA, a regulation may declare an area surrounding a reservoir to be a ‘catchment 

area’ for the purpose of preserving the water quality in the area. The regulation may control the 

use of the land in the catchment area, or a part of the area, under s 259 WA. Declared catchment 

areas are listed under schedule 5 Water Regulation 2002 (Qld). 

The DME searches revealed that EPM 14955 is subject to the following conditions with regard to 

the dam site: 

(i) 

(ii) 

(iii) 

Condition 1: Provide undertaking to the Department of Natural Resources and Mines that 

there will be no disturbance, except for small-scale sampling, any identified potential or 

existing dam site or water delivery infrastructure. 

Condition 4: To ensure the prospecting will not adversely affect the stability of the beds 

and banks of the watercourses within the area and that only small scale removal of material 

from those bed and banks is permitted. 

Condition 5: There will be no activity directly or indirectly resulting in erosion of the beds 

and banks of any watercourses and that none of the prospecting, or any potential Mining 

Tenement, will result in any form of pollution of these watercourses. 

(e) 

Historic Sites 

EPM 14948 overlaps a historic mining site, namely the Mt Hector copper smelter. 

The Queensland Heritage Act 1992 (Heritage Act) protects places and areas that are included on 

the heritage register established under the Heritage Act. Non-indigenous cultural heritage includes 

artefacts, places and buildings that are not Aboriginal, but commonly of European origin. 

The Minister may enter into a heritage agreement with the holder of a mining tenement. A heritage 

agreement attaches to the land and is binding on both an owner of the place and, so far as it 

affects the use of a registered place, an occupier of the place. A heritage agreement may contain 

any provision to promote conservation or public appreciation of its cultural significance. For 

example, a heritage agreement may restrict the nature of work that may be carried out in a 

registered place or require work to be carried out under specified standards. The agreement 

must be entered into the heritage register. 

12.4 Environmental Areas within the NSW Tenements 

Our review of the DPI’s interactive TAS Maps has indicated that ELA 3077 overlaps with the Combaning 

State Forest. S 21 of the FA (NSW) states that land within a State Forest shall be subject to such of the 

provisions of the MA as are applicable to land permanently dedicated. Under the MA, land that has 

been “reserved, dedicated, appropriated, resumed or acquired for public purposes” falls within the 

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Hopgood Ganim 

definition of an “exempted area”. Under S 30, the holder of an EL may not, except with the consent of 

the Minister, exercise any of the rights conferred by the licence within land in an exempted area. However, 

the exercise of any such rights within a State Forest will be subject to such conditions and restrictions 

relating to forestry or for the purposes of the reserve as may be prescribed. 

13. NATIVE TITLE ISSUES 

13.1 Commonwealth native title law 

Following the High Court decision in Mabo v Queensland (No 2) (1992), the Commonwealth Government 

introduced the NTA. The NTA establishes: 

(a) 

(b) 

(c) 

a framework of standards governing the recognition of native title; 

the protection of native title in relation to dealings and land; and 

the extinguishment of native title in accordance with prescribed conditions. 

The States and Territories are able to legislate for their own native title provisions provided these act 

concurrently with and meet the standards set in the NTA. The goal of the Commonwealth scheme is to 

adopt a nationally consistent approach to the recognition, protection and management of native title 

while still leaving responsibility for land management with the States as granted under the Constitution. 

Native title land is land over which native title holders have rights, which usually co-exist with the 

rights of other users. The native title rights are related to the Aboriginal peoples’ traditions and customs. 

In respect of these rights, the NTA grants a number of procedural rights that must be satisfied in order 

for a future act to be validly undertaken. The grant of a mining tenement is generally a “future act” and 

therefore must first proceed through one of two options: the “right to negotiate” or an ILUA. 

In areas where native title has not been found to be extinguished and in areas where a current application 

for native title recognition has been lodged, any future acts must be undertaken in accordance with the 

NTA. The native title holders or claimants must be given the right to negotiate or the ability to negotiate 

an ILUA with the prospective grantee of the mining interest. Failure to do so could mean that the grant 

of the interest is invalid, even if the State were to make the grant. 

13.2 Native title in Queensland 

Native title in Queensland is governed by the NTA and by complementary State legislation - the Native 

Title (Queensland) Act 1993. The NTA prescribes a regime by which persons claiming to hold native 

title may lodge a claim to that effect for determination; by which any future act affecting native title 

(such as the grant of mining tenements) may be validly undertaken; and by which registered claimants 

may be afforded certain procedural rights including the “right to negotiate”. 

Under the NTA, native title is extinguished by grants of private freehold title and exclusive possession 

tenures such as freeholding and urban leases. Validly granted mining tenements solely over such tenures 

are not subject to native title considerations. 

Tenures which may coexist with native title are generally non-exclusive leases such as pastoral leases, 

pastoral development holdings, some special leases and term leases for grazing or pastoral purposes, 

occupation licences, permits to occupy, road licences, etc. 

MLs, MDLs and EPs created on or before 23 December 1996 were validated by State legislation as a 

result of amendments to the NTA in 1998. So long as activities are conducted under those tenements in 

accordance with the tenement, the miner is not subject to the right to negotiate with native title holders 

or claimants. 


Hopgood Ganim 

Renewals of mining tenements created on or before 23 December 1996 can be effected without recourse 

to the right to negotiate process, so long as the renewed mining tenement is on the same terms as 

previously existed. 

The NTA will affect the Tenements in different ways, depending on the nature of the Tenement, the date 

of its grant or proposed grant and the nature of the underlying land tenures. 

The Queensland government has adopted a policy whereby mining tenures are only granted over land 

where native title is considered to be extinguished (in the absence of the applicant complying with the 

right to negotiate provisions of the NTA or entering into an ILUA). This is given effect by the granting 

of tenements only over land in the following categories: 

(a) current or past private freehold land and “exclusive possession” land as defined in schedule 1, 

part 3 NTA. Land previously held under tenure of this type which: 

(i) 

(ii) 

(iii) 

(iv) 

(v) 

(vi) 

is now held or is currently set aside for the benefit of Aboriginals and Torres Strait Islanders; 

or 

is unallocated State land that is occupied by Aboriginal people or Torres Strait Islanders, 

is not included; 

validly dedicated road reserves up to a maximum width of 120.7 m that are surrounded by 

private freehold land or exclusive possession tenures as defined in 0 above; 

those parts of the area of the road (other than roads defined in (iii) above, and either 

dedicated or otherwise legally available for public use) that contain a constructed road, to 

a maximum distance of 60.35 m either side of the centre line of the constructed road; 

railway reserves containing constructed railways and/or associated infrastructure. 

As a result, all mining tenements granted after 23 December 1996 are only granted over land within the 

tenure boundaries that fall within (a) to (d) above (Extinguished Land). 

An ML can only be granted over Extinguished Land. An applicant for a mining tenement over areas 

other than Extinguished Land must first undertake the “right to negotiate” process as detailed in the 

NTA with the registered title claimants or be a party to an ILUA. 

13.3 Native Title in New South Wales 

The Native Title (New South Wales) Act 1994 adopts the validation provisions of the NTA and applies 

them in New South Wales. Please note that we have not investigated the underlying land tenure in 

respect of the NSW Tenements in order to determine the extent of extinguishment of native title for the 

purposes of this report. 

The DPI generally assumes that the grant or renewal of any exploration title will affect some potential 

native title land and that, therefore, the requirements of the NTA, including the ‘right to negotiate’ 

process or negotiating an ILUA, will have to be satisfied. As a result of a Determination and Approval 

made on 24 September 1996 under the NTA by the Commonwealth Minister for Aboriginal and Torres 

Strait Islander Affairs, ELs may be granted under the NSW Mining Act in one of two ways. 

An applicant for the grant or renewal of an EL may apply for the EL to be granted or renewed without 

the ‘right to negotiate’ process first having been pursued. In this case, the title will include a condition 

that the holder must not prospect on or in any native title land without obtaining the prior written 

consent of the New South Wales Minister for Mineral Resources. Alternatively, the applicant can apply 

for a title free of the ‘Minister’s consent condition’ to be granted, but only after the ‘right to negotiate’ 

process has been pursued. 

78

A regime for the grant of low impact exploration licences under the NSW Mining Act has been approved 

pursuant to section 26A of the Commonwealth Act. A low impact exploration licence limits the permitted 

methods of prospecting or exploring to those which are unlikely to have any significant impact on the 

land. A low impact exploration licence may be granted or renewed without the ‘right to negotiate’ 

process being followed but after giving prior notice to registered native title bodies corporate, registered 

native title claimants and New South Wales Native Title Services Ltd. 

13.4 Native title claims over Tenements 

Our searches of the NNTT register have revealed that the Tenements do not overlap with any native 

title determinations. However, a number of current applications overlap, which are outlined in the 

table below: 

Table 4: Native Title Claims 

NNTT Federal Overlapped 

Tenement No. Court No. Name Area (km 2 ) 

EPM 14170 QC05/6 QUD80/05 Gudjala People 108.62 km 2 

EPM 14955 QC05/12 QUD579/05 Kalkadoon People 4 252.76 km 2 

EPM 14948 QC01/29 QUD6026/01 Port Curtis Coral Coast 96.87 km 2 

EPM 14840 QC05/7 QUD85/05 Gugu Badhun People 2 117.15 km 2 

EPMA 16393 QC99/9 QUD6012/99 Yulluna People 102.64 km 2 

QC99/27 QUD6025/99 Pitta Pitta People 208.50 km 2 

EL 6246 Nil Nil Nil Nil 

EL(A) 3077 Nil Nil Nil Nil 

Hopgood Ganim 

Searches of the NNTT register in New South Wales have revealed that there are no current native title 

claims, unregistered claimant applications or registered ILUAs over ELs 6246 and 3077. 

We note that there is a delay of up to 48 hours between a native title determination application being 

lodged in the Federal Court and its transfer to the NNTT. The application summary may therefore not 

show applications recently lodged with the court. 

It is also possible that a native title claim could be made in the future. We have not conducted research 

on this matter. However, to determine the impact of native title on the Tenements, considerable legal, 

historical, anthropological and ethnographic research would be necessary to form an opinion as to 

whether a native title claim if made would succeed, and if so what the implications would be for the 

holders and any interested parties. 

13.5 Indigenous Land Use Agreements 

An ILUA is a voluntary agreement between a native title claimant group and others about the use and 

management of land and waters. ILUAs may deal with topics such as access to an area, how native title 

rights coexist with the rights of others, native title holders agreeing to a future development and matters 

of compensation. Once registered, the ILUA will bind all parties and all native title holders to the terms 

of the agreement. 


Searches have indicated a number of overlapping ILUAs. Several of these agreements relate to the 

activities of specific tenement holders and as a result, the Company cannot be party to them. These 

agreements are: 

(a) 

Metallica Minerals ILUA, overlapping EPM 14840; and 

(b) Kalkadoon MIM ILUA, overlapping EPM 14955. 

However, the Kerg ILUA, overlapping EPM 14955, is intended to bind tenement holders generally within 

a specified area. The Company has the option of either acknowledging the terms of the Kerg agreement, 

or choose to negotiate a new agreement with the relevant native title parties. 

A copy of the Kerg ILUA has been provided separately to this report. 

Hopgood Ganim 

14. ABORIGINAL CULTURAL HERITAGE 


The ACHA aims to protect Aboriginal areas and objects of cultural significance, irrespective of the 

underlying tenure of the land. The existence of ACH is in no way an indication that native title exists in 

an area. 

Under the ACHA, “ACH” is defined as: 

(a) 

(b) 

(c) 

a significant Aboriginal area in Queensland; or 

a significant Aboriginal object; or 

evidence of archaeological or historic significance of Aboriginal occupation of an area of 

Queensland. 

Whether or not an area or object is a significant Aboriginal area or object is determined by reference to: 

(d) 

(e) 

aboriginal tradition, that is, the body of traditions, observances, customs and beliefs of Aboriginal 

people generally or of a particular community or group of Aboriginal people, and includes any 

such traditions, observances, customs and beliefs relating to particular persons, areas, objects or 

relationships; 

the history, including contemporary history, of any Aboriginal party of the relevant area. 

A significant Aboriginal area does not need to contain markings or other physical evidence indicating 

Aboriginal occupation, and these areas may include ceremonial, birthing and burial places, and sites of 

massacre. 

When carrying out an activity a person will owe a duty of care to not cause harm to an area or object of 

ACH. A person is required to exercise due diligence and reasonable precaution before undertaking an 

activity that may cause harm. When carrying out an activity a person must take all reasonable and 

practical measures to avoid harm to ACH. The maximum penalty for a breach of this provision is $75,000 

for an individual or $750,000 for a corporation. When considering whether a person has complied with 

the duty of care a court may take into account: 

(a) 

(b) 

(c) 

(d) 

the nature of the activity and the likelihood of its causing harm to ACH; 

the nature of the ACH likely to be harmed by the activity; 

the extent to which the person consulted with Aboriginal parties about the carrying out of the 

activity, and the results of the consultation; 

whether the person carried out a study or survey, of any type, of the area affected by the activity 

to find out the location and extent of ACH, and the extent of the study or survey; 

80

Hopgood Ganim 

(e) 

(f) 

(g) 

whether the person searched the database and register for information about the area affected by 

the activity; 

the extent to which the person has complied with cultural heritage duty of care guidelines; and 

the nature and extent of past uses in the area affected by the activity. 

In conjunction with the commencement of the ACHA, the Minister released the cultural heritage duty of 

care guidelines (Guidelines). The Guidelines are gazetted under the ACHA and have legal status. 

The ACHA does not operate using a permit or licensing system. Instead, when undertaking activities in 

an area a person must meet the ACH duty of care by complying with the Guidelines or by entering into 

an agreement with the Aboriginal party for the area. 

The Cultural Heritage Coordination Unit of the DNRW maintains an inventory of all recorded ACH 

sites. However the DNRW does not guarantee the accuracy of its records. Further, the ACHA requires 

persons to take all reasonable and practical measures to ensure an activity does not cause harm to ACH. 

This is regardless of whether the ACH site is recorded in a register, or on private land, or not yet 

discovered. Under the Guidelines, for ACH that lies undiscovered or below ground or not yet visible a 

person must consult with the relevant Aboriginal party before proceeding to remove or excavate. 

The table below details the results of a search of the register held by the Cultural Heritage Coordination Unit: 

Table 5: Aboriginal cultural heritage registrations 

EPM Site ID Attribute Latitude Longitude Aboriginal Party 

14170 Gudjal Traditional Owners 

Aboriginal Corporation 

14955 BH:B50 PAINTING, WELL -21.207103 140.320077 QC05/12 

14955 BH:B52 -21.267653 140.348137 QC05/12 

14948 QC01/29 

14840 QC05/7 

16393 BG:A15 ARTEFACT -22.418533 139.961537 Yulluna Traditional Owners 

Aboriginal Corporation QC99/27 

16393 BG:A14 ARTEFACT -22.418533 139.961537 Yulluna Traditional Owners 

Aboriginal Corporation QC99/27 

The table outlines those Tenements that contain registered ACH sites. Upon grant of the Tenement and 

prior to the commencement of any activities under the Tenement, the holders must dispose of the duty 

of care obligations under s 23(3) ACHA (such as an agreement or approved plan) or they will be exposed 

to a significant risk of breaching the ACHA. 

Further, s 24 ACHA makes it unlawful to harm ACH if the person knew or ought to have known that ACH 

existed on the site. Therefore, even on tenements where no cultural heritage sites have been identified, 

there is a possibility that sites exist undiscovered and that with reasonable steps should have been found. 

Without a management plan or a cultural heritage agreement in place for the Tenements, the holder could 

be liable for breaching its duty of care if yet unidentified cultural heritage sites are harmed. 


Hopgood Ganim 

14.2 New South Wales 

Provisions governing ACH in New South Wales are found under the NPWA, HA and EPAA. 

The NPWA provides statutory protection for all Aboriginal objects and places in New South Wales. 

Areas are gazetted as Aboriginal places if the Minister is satisfied that there is enough evidence to show 

the area is, or was, of special significance to Aboriginal culture. A person cannot, without a permit 

issued by the Director-General, undertake the following activities over an ACH area: 

(a) 

(b) 

(c) 

(d) 

(e) 

disturb or excavate land for the purpose of discovering an Aboriginal object; 

disturb or move on any land an Aboriginal object that is the property of the Crown; 

take possession of an Aboriginal object that is in a national park, historic site, state conservation 

area, regional park, nature reserve, karst conservation reserve or Aboriginal area; 

remove an Aboriginal object from the areas listed above; 

erect or maintain a building or structure for the storage or exhibition of an Aboriginal object in 

the areas listed above. 

S 27 NPWA sets up an Aboriginal Cultural Heritage Advisory Committee with the purpose of advising 

the Minister on any matter relating to the identification, assessment and management of ACH, including 

providing strategic advice on the plan of management and the heritage impact permit process. 

The HA protects the State’s natural and cultural heritage. Aboriginal places or objects that are recognised 

as having high cultural value are listed on the State Heritage Register. Places and objects of particular 

significance are listed on the State Heritage Register. This includes a diverse range of items, including 

Aboriginal places and objects and natural landscapes. Listing on the Register means that a place is 

protected and that approval of the Heritage Council is required for any changes or demolitions. 

The EPAA provides protection by considering impacts on ACH in land use and planning decisions. For 

example, an “integrated development” under s 91 may require approval under s 90 NPWA or s 58 HA 

before it may proceed. Therefore, the impact on ACH may need to be considered before development 

approval is obtained. 

The following table details the results of an Aboriginal cultural heritage search: 

Tenement Site Name Site Types Easting Northing 

ELA 3077 Wallundry Open camp site 564336 6196872 

Geraldra Temora Burial/carved tree 579683 6197389 

W/OC3 Open camp site 556500 6187290 

WT/OC2 Open camp site 574200 6183800 

Bundawarrah Scarredd Tree (One) None 551227 6191891 

Bundawarrah Scarred Tree (Two) None 551044 6191924 

Bundawarrah Scarred Tree (Three) None 550635 6192008 

Bundawarrah Scarred Tree (Four) None 550764 6193132 

Bundawarrah Scarred Tree (Five) None 551096 6196127 

82

Hopgood Ganim 

Results of an Aboriginal cultural heritage search (continued): 

Tenement Site Name Site Types Easting Northing 

Bundawarrah Scarred Tree (Six) None 550939 6193915 

Bundawarrah Scarred Tree (Seven) None 550334 6190131 

JR1 Junee Reefs Scarred tree 550000 6160000 

Bethungra Ironbong Creek Carved tree 574209 6159593 

Bethungra BY 8 Open camp site 577284 6153592 

Yeo Yeo State Forest Scarred tree 551400 6177450 

S-OS-1 Open camp site 575710 6161840 

Bethungra Scarred Tree None 578000 6153600 

EL 6246 Tandou Creek Burial; Kinchega NP Burials, midden, 616000 6392500 

open camp site 

KGE 2 Midden 620800 6392900 

TNC 3 Tandou Creek Midden, open 616000 6388200 

camp site 

Woolshed Tank Site 2 None 620860 6393007 

15. CULTURAL HERITAGE 

15.1 In addition to the ACHA which protects ACH, the QHA allows for authorised persons to inspect places 

or objects of cultural heritage significance. The Minister may place a stop order on any work or activity 

likely to damage a cultural heritage site. The maximum penalty for contravening a stop order is $1,275,000. 

Further the executive officer of a corporation must ensure that a corporation complies with the QHA. If 

a corporation commits an offence against the QHA the executive officer also commits an offence. 

15.2 The Queensland Cultural Heritage register currently lists 1463 protected sites throughout Queensland. 

We have not received instructions to undertake searches of this register. 

16. CONCLUSION AND OPINION 

Subject to the comments and qualifications set out in this report, Hopgood Ganim reports that at the date of 

review of the DME, NNTT, DNRW, EPA, DPI and NPWS registers there is nothing that indicates that the 

Tenements are not in good standing. 


HOPGOOD GANIM 

Contact: Tony Nunan/Andre Dauwalder Direct Phone: 61 7 3024 0343 

Email: a.nunan@hopgoodganim.com.au Direct Fax: 61 7 3024 0043 

Our Ref: 0727396 

Partner Responsible: Martin Klapper 


Hopgood Ganim 

GLOSSARY 

Term 

Meaning 

ACH 

ACHA 

ATP 

CMSHA 

DME 

DNRWDPI 

Code 

ELEP 

EA 

EPA 

Aboriginal cultural heritage 

Aboriginal Cultural Heritage Act 2003 (Qld) 

Authority to prospect 

Coal Mining Safety and Health Act 1999 (Qld) 

Department of Mines and Energy (Qld) 

Department of Natural Resources and Water (Qld) Department 

of Primary Industries (NSW) 

The Code of Environmental Compliance for Exploration and 

Mineral Development Projects (prepared by the EPA) 

Exploration LicenceExploration permit 

Environmental authority under the EP Act 

Environmental Protection Authority (Qld) 

EPAAEP Act Environmental Planning and Assessment Act 1979 

(NSW)Environmental Protection Act 1994 (Qld) 

EP Regulations 

EPC 

EPC(A) 

EPM 

EPM(A) 

EPS 

ERA 

FA 

FA (NSW) Guidelines 

HAILUA 

LRT 

MAMDL 

MHSAML 

MQSHA 

MRA 

NCA 

NCR 

NNTT 

Environmental Protection Regulations 1998 (Qld) 

Exploration permit for coal 

Application for exploration permit for coal 

Exploration permit for minerals 

Application for exploration permit for minerals 

Exploration Permit (Special) 

Environmentally relevant activity 

Forestry Act 1959 (Qld) 

Forestry Act 1916 (NSW)ACHA duty of care guidelines 

Heritage Act 1977 (NSW)Indigenous land use agreement 

Land and Resources Tribunal (Qld) 

Mining Act 1992 (NSW)Mineral development licence 

Mining Health and Safety Act 2004 (NSW)Mining lease 

Mining and Quarrying Safety and Health Act 1999 (Qld) 

Mineral Resources Act 1989 (Qld) 

Nature Conservation Act 1992 (Qld) 

Nature Conservation (Protected Areas) Regulation 1994 (Qld) 

National Native Title Tribunal 

84

Hopgood Ganim 

Term 

Meaning 

NPWANPWSNTA 

PELPGA 

PL 

PPL 

PSPQHA 

National Parks and Wildlife Act 1974 (NSW)NSW National Parks 

and Wildlife ServiceNative Title Act 1993 (Cth) 

Petroleum Exploration LicencePetroleum and Gas (Production and 

Safety) Act 2004 (Qld) 

Petroleum lease 

Petroleum pipeline licence 

Petroleum AuthorityQueensland Heritage Act 1992 (Qld) 

SEPP (MP)SEPP (MPEI) Tenements State Environmental Planning Policy (Major Projects) Act 2007 

(NSW)State Environmental Planning Policy (Mining, Petroleum and 

Extractive Industries) Act 2007 (NSW)The EPMs and EPCs 

mentioned in ss 5A and 5B 

WMAWRA 

WA 

Water Management Act 2000 (NSW)Wild Rivers Act 2005 (Qld) 

Water Act 2000 (Qld) 


7 Independent Accountant’s Report 

September 4, 2007 

Mack & Co 

2 nd Floor, 35 Havelock Street 


The Directors 


Level 2, 33 Ord Street 


Dear Directors 

INVESTIGATING ACCOUNTANTS REPORT ON HISTORICAL AND PRO FORMA FINANCIAL 

INFORMATION 

1. Introduction 

This investigating accountants report has been prepared at your request to report on certain historical and pro 

forma financial information in respect of Carpentaria Exploration Limited. The report has been prepared for 

inclusion in a prospectus (“the prospectus”) to be dated on or about 7 September 2007 relating to the proposed 

issue by Carpentaria Exploration Limited of 30,000,000 ordinary shares at 25 cents each to raise a total of 

$7,500,000. The minimum subscription is 14,000,000 shares at 25 cents each to raise a total of $3,500,000. 

2. Basis of Preparation 

This investigating accountants report has been prepared to provide investors with information on historical 

results and assets and liabilities of Carpentaria Exploration Limited. The historical and pro forma financial 

information is presented in an abbreviated form and does not include all of the disclosures required by the 

Australian Accounting Standards applicable to annual financial reports in accordance with the Corporations 

Act 2001. The financial information has been prepared in accordance with the Australian Equivalents to 

International Financial Reporting Standards (AIFRS). This report does not address the rights attaching to the 

securities to be issued in accordance with the prospectus, nor the risks associated with investment. Mack & Co 

has not been requested to consider the prospectus for Carpentaria Exploration Limited, the securities on offer 

and related invoicing issues, nor the merits and risks associated with becoming a shareholder and accordingly, 

has not done so, nor purports to do so. Mack & Co accordingly takes no responsibility for these matters or for 

any matter or omission in the prospectus, other than responsibility for this report. 

3. Background 

Carpentaria Exploration Limited was incorporated as Sunmustard Pty Ltd, a private company on 17 November 

2000. On 20 April 2007 the Company changed its name to Carpentaria Exploration Limited and changed its 

status to a public company. 

Since incorporation the only activities undertaken by the Company have been to negotiate to secure interests 

in a number of exploration tenements and to prepare for its proposed listing on the Australian Stock Exchange 

86

Mack & Co. 

(ASX). These activities have been funded by the sole shareholder Giralia Resources NL. 

On and since incorporation and up to the date of this report the Company has issued the following shares: 

• Issue of 100 ordinary fully paid shares on incorporation $ 100.00 

• Issue of 29,999,900 ordinary fully paid shares on 3 May 2007 $ 59,999.80 

4. Scope 

We have conducted an independent review of the following: 

4.1 The income statement of Carpentaria Exploration Limited from 1 July 2006 to 30 June 2007. 

4.2 The balance sheet of Carpentaria Exploration Limited as at 30 June 2007. 

4.3 The statement of cash flows of Carpentaria Exploration Limited from 1 July 2006 to 30 June 2007. 

4.4 The statement of changes in equity of Carpentaria Exploration Limited from 1 July 2006 to 30 

June 2007. 

4.5 The pro-forma income statement, balance sheet, statement of changes in equity and cash flow 

statement of Carpentaria Exploration Limited at 30 June 2007 which adjusts these statements to 

include the financial effects of: 

(a) 

the proposed issue pursuant to the prospectus of 30,000,000 fully paid ordinary shares to 

raise $7,500,000. 

(b) the total capital raising costs of the prospectus of $578,000 less geologists fees of $34,754 

already paid. 

(c) 

(d) 

the proposed issue of 4,000,000 fully paid ordinary shares at an issue price of 25c per share 

to Giralia Resources NL as consideration for the acquisition of tenements. 

the proposed issue of 1,000,000 fully paid ordinary shares at an issue price of 25c per share 

to Daikoku Investment Trust as part consideration for assisting in tenement acquisition. 

4.6 Applicable notes to the above statements. 

All of the financial information referred to above has not been audited. The directors of Carpentaria Exploration 

Limited are responsible for the preparation and presentation of the historical and Proforma financial information 

including the determination of the pro-forma transactions. 

Our review has been conducted in accordance with Australian Auditing and Assurance Standard ASRE 2410 

“Review of an Interim Financial Report Performed by the Independent Auditor of the Entity” and was limited 

to inquiries and discussions with the directors of Carpentaria Exploration Limited, reading of directors minutes 

and relevant contracts, review of publicly available information and review of work papers, accounting records 

and other documents. 

Our review also determined whether the pro-forma transactions formed a reasonable basis for the preparation 

of the pro-forma balance sheet. 

These review procedures do not provide all the evidence that would be required in an audit, thus the level of 

assurance provided is less than that given in an audit. We have not performed an audit on the historical 

financial information and the pro-forma balance sheet and accordingly we do not express an audit opinion on 

the historical financial information and the pro-forma balance sheet set out in Appendix 1. 


Mack & Co. 

5. Review Opinion 

Based on the scope of our review, which is not an audit, nothing has come to our attention that causes us to 

believe that the historical information, as set out in Appendix 1, does not present fairly, in accordance with the 

recognition and measurement requirements, but not all of the disclosure requirements of applicable accounting 

standards and other mandatory professional reporting requirements in Australia, the following: 

(a) 

(b) 

The balance sheet of Carpentaria Exploration Limited at 30 June 2007, the statement of changes in 

equity, the income statement and the statement of cash flows from 1 July 2006 to 30 June 2007. 

The pro-forma balance sheet of Carpentaria Exploration Limited at 30 June 2007, the Proforma 

statement of changes in equity, the pro-forma income statement and the Proforma statement of 

cash flows from 1 July 2006 to 30 June 2007 had the transactions as set out in section 4.5 of this 

report taken place as at 30 June 2007. 

6. Subsequent Events 

6.1 On 8 August 2007 the Company entered into an agreement with Giralia Resources NL under 

which Giralia agreed to sell to the company certain tenements for a consideration of $1,000,000 to 

be satisfied by the issue of 4,000,000 fully paid ordinary shares in the company. This agreement is 

conditional on the company raising not less than $3,500,000 on terms reasonably acceptable to 

both parties on or before 31 December 2007. 

6.2 On 20 July 2007 the Company entered into an agreement with Daikoku Investment Trust under 

which the company agreed to issue 1,000,000 fully paid ordinary shares in the company to Daikoku 

Investment Trust as partial consideration for assistance provided in the acquisition by the Company 

of five tenements. The shares are to be issued subject to the successful listing of Carpentaria 

Exploration Limited. 

6.3 On 20 August 2007 the Company adopted an employee share option plan to enable options to be 

issued to employees and consultants to the company at the discretion of the directors subject to 

the basic conditions set out in the share option plan. 

On 27 August 2007 the Company resolved, subject to a successful capital raising pursuant to the 

prospectus, to issue 3,400,000 free options to directors, employees and contractors. Each option 

would entitle the holder to one fully paid share in the Company at an exercise price of 30c at any 

time up to 30 June 2010. 

The Company has also agreed to issue to Mr N Sheard options as part of his agreement to be 

appointed executive chairman and chief executive officer of the company. The relevant terms are 

that 3,000,000 free options will be issued expiring three years from the date of issue subject to 

shareholder approval. Of these options: 

(a) 

(b) 

(c) 

1,000,000 will be exercisable at 40c each if and when the Company shares close above 35c 

on the ASX for two consecutive ASX trading days. 





Apart from the above, to the best of our knowledge and based on the work we have performed as 

described in the scope section above there have been no material transactions or events subsequent to 30 

June 2007 which would require comment on, or adjustment to the financial information set out in 

Appendix 1 or that would cause the information contained in Appendix 1 to be misleading. 

88

Mack & Co. 

7. Disclosure 

At the date of this report Mack & Co does not have any pecuniary interest in Carpentaria Exploration Limited 

that would reasonably be regarded as being capable of affecting its ability to give an unbiased opinion in this 

matter. Mack & Co will receive a professional fee for the preparation of this report. 

Mack & Co consents to the inclusion of this report (including Appendix 1) in the Prospectus in the form and 

context in which it is included. At the date of this report this consent has not been withdrawn. 


Mack&Co 

N A CALDER 

Partner 


Mack & Co. 

APPENDIX 1 

INCOME STATEMENT — For the Year Ended 30 June 2007 

Actual Unaudited 

Proforma 

30 June 2007 Unaudited 

$ $ 

Income 114 114 

Other expenses from ordinary activities (2,578) (2,578) 

Profit/(Loss) from ordinary activities 

before income tax expense (2,464) (2,464) 

Income tax expense relating to ordinary activities – – 

Profit/(Loss) from ordinary activities 

after related income tax expense (2,464) (2,464) 

To be read in conjunction with the notes to the unaudited financial statements 

BALANCE SHEET — As at 30 June 2007 

Actual Unaudited 

Proforma 

Note 30 June 2007 Unaudited 

$ $ 

CURRENT ASSETS 

Cash and cash equivalents 3 60,146 7,016,900 

Provision for income tax 52 52 

TOTAL CURRENT ASSETS 60,198 7,016,952 

NON CURRENT ASSETS 

Deferred exploration, evaluation and 

development costs 4 45,746 1,295,746 

TOTAL NON CURRENT ASSETS 45,746 1,295,746 

TOTAL ASSETS 105,944 8,312,698 

CURRENT LIABILITIES 

Payables 5 83,062 83,062 

TOTAL CURRENT LIABILITIES 83,062 83,062 

NET ASSETS 22,882 8,229,636 

EQUITY 

Issued capital 6 60,100 8,810,100 

Capital raising costs 6 (34,754) (578,000) 

Accumulated loss (2,464) (2,464) 

TOTAL EQUITY (22,882) 8,229,636 


90

Mack & Co. 

STATEMENT OF CHANGES IN EQUITY — For the Year Ended 30 June 2007 

Issued Accumulated 

capital losses Total 

$ $ 

ACTUAL 

Opening balance 1 July 2006 100 – 100 

Issue of 29,999,900 shares 60,000 – 60,000 

Capital raising costs (34,754) – (34,754) 

Net loss – (2,464) (2,464) 

Balance at 30 June 2007 25,346 (2,464) 22,882 

PRO FORMA 

Opening balance 1 July 2006 100 – 100 

Issue of shares 8,810,000 – 8,810,000 

Less costs of issue (578,000) – (578,000) 

Net loss for period – (2,464) (2,464) 

Balance at 30 June 2007 8,232,100 (2,464) 8,229,636 


STATEMENT OF CASH FLOWS — For the Year Ended 30 June 2007 

Actual Unaudited Proforma 

Note 30 June 2007 Unaudited 

$ $ 

Cash flow from / (used in) operating activities 

Payments to suppliers (2,578) (2,578) 

Interest received 114 114 

Cash flow from / (used in) operating activities (2,464) (2,464) 

Cash flow from / (used in) investing activities 

Payment of tenement, exploration & evaluation costs (45,746) (45,746) 

Payment of income tax (52) (52) 

Cash flow from / (used in) investing activities (45,798) (45,798) 

Cash flow from / (used in) financing activities 

Proceeds from share issue 60,000 7,560,000 

Payments for share issue costs (34,754) (578,000) 

Loan from holding company – Giralia Resources NL 83,062 83,062 

Cash flow from financing activities 108,308 7,065,062 

Net increase in cash and cash equivalents 60,046 7,016,800 

Cash and cash equivalents at start of period 100 100 

Cash and cash equivalents at end of period 60,146 7,016,900 



Mack & Co. 

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS AS AT 30 JUNE 2007 

1. FINANCIAL REPORTING FRAMEWORK 

Basis of preparation of Proforma Financial Information 

The Proforma Financial Information of Carpentaria Exploration Limited has been prepared in accordance 

with the recognition and measurement, but not all of the disclosure requirements of applicable Accounting 

Standard and other authoritative pronouncements of the AASB. 

Significant Accounting Policies 

(a) 

Exploration, evaluation, development and restoration costs 

Exploration and evaluation expenditure 

Exploration and evaluation expenditure is stated at cost and is accumulated in respect of each identifiable 

area of interest. 

Such costs are only carried forward in respect of areas of interest for which the rights of tenure are 

current and where: 

- such costs are expected to be recouped through successful development and exploitation of the 

area of interest or, alternatively, by its sale; or 

- activities in the area have not yet reached a stage which permits a reasonable assessment of the 

existence or otherwise of economically recoverable reserves and active and significant operations 

in, or in relation, to the area are continuing. 

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. Where carried- forward expenditure does not 

satisfy the policy stated above it is written off to the income statement in the period in which it is 

incurred. 

Accumulated costs in relation to an abandoned area are written off to the income statement in the 

period in which the decision to abandon the area is made. 

Rehabilitation, restoration and environmental costs 

Long-term environmental obligations are based on the company’s environmental management plans, in 

compliance with current environmental and regulatory requirements. 

The costs include obligations relating to reclamation, waste site closure, plant closure and other costs 

associated with the restoration of the site. 

Full provision is made based on the net present value of the estimated cost of restoring the environment 

disturbance that has been incurred as at the balance date. Increases due to additional environmental 

disturbance (to the extent that it relates to the development of an asset) are capitalised and amortised 

over the remaining lives of the mines. 

Annual increases in provision relating to the change in the present value of the provision are accounted 

for in earnings. 

The estimated costs of rehabilitation are reviewed annually and adjusted as appropriate for changes in 

legislation, technology or other circumstances. Cost estimates are not reduced by the potential proceeds 

from the sale of assets or from plant clean-up at closure. 

92

Mack & Co. 

(b) 

Income tax 

The charge for current income tax expense is based on the profit for the year adjusted for any nonassessable 

or disallowed items. It is calculated using the tax rates that have been enacted or are 

substantially 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 company 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) 

Cash and cash equivalents 

Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short-term 

deposits with an original maturity of three months or less. 

For the purposes of the cash flow statements, cash and cash equivalents consist of cash and cash 

equivalents as defined above, net of outstanding bank overdrafts. 

(d) 

Goods and services tax 

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 (“ATO”). In these circumstances the GST 

is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable. 

Receivables and payables are stated with the amount of GST included. 

(e) 

Impairment 

At each reporting date, the company assesses whether there is any indication that an asset may be 

impaired. Where an indicator of impairment exists, the company makes a formal estimate of the 

recoverable amount. 

Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired 

and is written down to its recoverable amount. 

Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for 

each individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less 

costs to sell and it does not generate cash inflows that are largely independent of those from other assets 

or groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to 

which the asset belongs. 

In assessing value in use, the estimated future cash flows are discounted to their present value using a 

pre-tax discount rate that reflects current market assessment of the time value or money and the risks 

specific to the asset or group of assets being assessed. 


Mack & Co. 

(f) 

Payables 

Liabilities are recognised for amounts to be paid in the future for goods and services received, whether 

or not billed to the company. Trade accounts are normally settled within 60 days. 

Payables to related parties are initially recognised at fair value and subsequently measured at amortised 

cost. 

(g) 

Revenue recognition 

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company 

and revenue can be reliably measured. 

(h) 

Issued capital 

Issued and paid up capital is recognised at the fair value of the consideration received by the Company. 

Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction 

of the proceeds received. 

2. PROFORMA TRANSACTIONS 

Proforma Unaudited represents Actual Unaudited 30 June 2007 figures adjusted to reflect:- 

(a) 

(b) 

(c) 

(d) 

The effect of the proposed subscription issue of 30,000,000 fully paid ordinary shares at an issue 

price of 25c per share to raise $7,500,000. 

The total capital raising costs of the prospectus of $578,000 less geologists fees of $34,754 already 

paid. 

The proposed issue of 4,000,000 fully paid ordinary shares at an issue price of 25c per share to 

Giralia Resources NL as consideration for the acquisition of tenements. 

the proposed issue of 1,000,000 fully paid ordinary shares at an issue price of 25c per share to 

Daikoku Investment Trust as part consideration for assisting in tenement acquisition. 

3. CASH AND CASH EQUIVALENTS 



$ $ 

Cash at bank and on hand 30 June 2007 60,146 60,146 

Proceeds on proposed issues – 7,500,000 

Less estimated expenses of offer – (543,246) 

60,146 7,016,900 

4. DEFERRED EXPLORATION, EVALUATION AND DEVELOPMENT COSTS 

Tenement and application fees – at cost 6,070 1,256,070 

Exploration and evaluation costs 39,676 39,676 

45,746 1,295,746 

94

Mack & Co. 

5. PAYABLES 



$ $ 

Loan from Giralia Resources NL 83,062 83,062 

6. ISSUED CAPITAL 

Issue of 100 ordinary fully paid shares on 

incorporation 17 November 2000 100 100 

Issue of 29,999,900 ordinary fully paid shares 

on 3 May 2007 to Giralia Resouces NL for cash 60,000 60,000 

Proposed issue of 30,000,000 ordinary 

fully paid shares for cash – 7,500,000 

Proposed issued of 1,000,000 ordinary fully paid shares to 

Daikoku Investmet Trust for assisting in tenement acquisition – 250,000 

Proposed issue of 4,000,000 ordinary fully paid 

shares to Giralia Resouces NL for acquition of tenements – 1,000,000 

60,100 8,810,100 

Less estimated cost of issue (Cash) (34,754) (578,000) 

Contributed equity 25,346 8,232,100 

The estimated costs of issue amount of $34,754 shown in the actual column above represents the actual costs 

paid to 30 June 2007 in respect of the proposed issue of 30,000,000 ordinary fully paid shares for cash. 

7. COMMITMENTS FOR FUTURE EXPENDITURE 

The company has commitments to expend $796,843 on its tenements over the next two years. 


8 Corporate Governance 

In fulfilling its obligations and responsibilities to its 

various stakeholders, the Board of the Company is a 

strong advocate of corporate governance. This 

statement outlines the principal corporate governance 

procedures of the Company. The Board supports a 

system of corporate governance to ensure that the 

management of the Company is conducted to 

maximize shareholder wealth in a proper and ethical 

manner. This statement has been placed on the 

Company’s website (www.carpentariaex.com.au). 

ASX Corporate Governance Council 

Recommendations 

On 31 March 2003, the ASX Corporate Governance 

Council released its Principles of Good Corporate 

Governance and Best Practice Recommendations 

(“ASX Principles”). 

ASX Principle 2.1 and 2.2 requires that the majority 

of the board should be independent directors 

including the Chairman. The Company does not have 

a majority of independent directors including the 

Chairman. The Board considers that the Company is 

not currently of a size, nor are its affairs of such a 

complexity, to justify the expense of independent non 

executive directors. The Board believes that the 

individuals on the Board can make, and do make, 

quality independent judgments in the best interests 

of the Company on all relevant issues. Directors 

having a conflict of interest in relation to a particular 

item of business must absent themselves from the 

Board meeting before commencement of discussion 

of that topic. The Company’s Chairman, Mr Nick 

Sheard, is considered by the Board not to be 

independent in terms of the ASX Corporate 

Governance Council’s definition of independent 

director. However, the Board believes that the 

Chairman is able to and does bring quality and 

independent judgment to all relevant issues falling 

within the scope of the role of a Chairman. 

ASX Principle 2.3 requires that the roles of a Chairman 

and chief executive officer (or the like) should not be 

exercised by the same person. Mr Nick Sheard, is the 

Chairman and Managing Director of the Company. 

While the Board recognises the importance of the need 

for the division of responsibilities between the 

Chairman and the Managing Director, it considers the 

existing structure provides unified leadership 

important to a newly incorporated company with early 

stage exploration projects. Mr Sheard’s dual role makes 

him responsible (along with the whole Board) for 

determining strategic direction of the Company as well 

as having primary responsibility for day to day 

management. At present this dual role assists the 

Company to run in a cost effective and efficient manner. 

The Board intends to re-consider the duality of Mr 

Sheard’s role and the merits of appointing a new 

Managing Director as the Company evolves and 

increases its operations. 

ASX Principle 2.4 requires listed entities to establish 

a nomination committee. The Company does not have 

a separately established nomination committee. Given 

the current size of the Board, the Board considers that 

this function is efficiently achieved with full Board 

support, in accordance with the guidelines set out in 

the Board’s charter. 

ASX Principles 3.1 and 3.2 require the Company to 

make available a summary of the Company’s Code of 

Conduct and its Trading Policy and suggest that these 

should be posted on the Company’s website. These 

policies have been posted on the Company’s website. 

ASX Principle 4.1 and 7.2 requires the chief executive 

officer (or equivalent) and chief financial officer (or 

equivalent) to state in writing to the Board that the 

Company’s financial reports present a true and fair 

view, in all material respects, of the Company’s 

financial condition and operational results, and are 

in accordance with relevant accounting standards and 

founded on a sound system of risk management, 

internal compliance and control systems. The Board 

currently receives financial information and reports 

from the Chairman and Managing Director and 

personnel responsible for the preparation of financial 

reports and as such is satisfied that its accounts will 

reflect the matters required under ASX Principle 4.1. 

ASX Principle 4.2 and 4.3 requires listed entities to 

establish an audit committee. The Company does not 

have a separately established audit committee. The 

96

Board considers that the Company is not of a size, 

nor are its affairs of such a complexity, to justify the 

formation of an audit committee. The Board as a 

whole undertakes the selection and proper application 

of accounting policies, the identification and 

management of risk and the review of the operation 

of internal control systems. 

Pursuant to ASX Principle 5.2, the Company has made 

available publicly a copy of the Company’s 

Continuous Disclosure Policy on the Company’s 

website. 

ASX Principle 6.1 requires that the Company also 

makes available publicly a copy of its communications 

strategy. A copy of the Company’s Communications 

with Shareholders Policy has been placed on the 

Company’s website. 

ASX Principle 7.3 requires the Company publicly to 

disclose a description of the Company’s risk 

management policy and internal compliance and 

control system. These disclosures are contained in a 

Risk Management policy, which is available to be 

viewed on the Company’s website. 

ASX Principle 9.2 states that the Board should 

establish a remuneration committee. The Company 

has a separately established remuneration committee. 

The Board has approved a Remuneration Policy, which 

has been posted on the Company’s website. 

ASX Principle 10.1 requires the Company publicly to 

disclose its code of conduct to guide compliance with 

legal and other obligations to legitimate stakeholders. 

The Code of Conduct has been placed on the 

Company’s website. 

In relation to the above, the Company believes it has 

implemented suitable practices and procedures in 

respect of corporate governance considering the size 

of the Board and the size and maturity of the 

Company. The Board wishes to acknowledge that 

nothing has come to its attention which would lead 

the Board to conclude that its current practices and 

procedures are not appropriate for an organization 

of this size and maturity. 

Audit Process 

As part of the Company’s commitment to 

safeguarding integrity in financial reporting, the 

Company’s accounts are subject to annual audit by 

an independent, professional auditor, who also 

reviews the half-yearly accounts. 

The Auditor attends and is available to answer 

questions at the Company’s annual general meetings. 

Auditor Independence 

The Company has implemented procedures to 

monitor the independence and competence of the 

Company’s external auditors. Details of the amounts 

paid for both work and non-audit services are set out 

in each annual report. 

The Board requires that adequate handovers occur in 

the year prior to rotation of an audit partner to ensure 

an efficient and effective audit under the new partner. 

Board Charter 

The Board has a Charter, which clearly establishes the 

relationship between the Board and management and 

describes their functions and responsibilities. The 

Board Charter has been placed on the Company’s 

website. 

Share Trading Policy 

The Company has established a share trading policy, 

which has been placed on the Company’s website. 

Continuous Disclosure 

The Company understands and respects that timely 

disclosure of price sensitive information is central to 

the efficient operation of the ASX, prevention of 

selective or inadvertent disclosure, conduct of investor 

and analysts briefings, media communications, 

commenting on expected earnings, communications 

black-out periods and review of briefings and 

communications. The policy is reviewed periodically 

and updated as required. 

The Company Secretary has responsibility for 

overseeing and coordinating disclosure of information 

to ASX. The Company Secretary also liaises with the 

Chairman and Managing Director in relation to 

continuous disclosure matters. The Managing Director 

is responsible for overseeing and coordinating 

disclosure of information to analysts, brokers and 

shareholders. 


The Company’s continuous disclosure policy may be 

viewed on the Company’s website. 

Ethical Standards 

All Directors, executives and employees are charged 

with the responsibility to act with the utmost integrity 

and objectivity, striving at all times to enhance the 

reputation and performance of the Company. The 

Company’s Code of Conduct has been placed on its 

website. 

Communications with Shareholders 

The Board aims to ensure that shareholders are kept 

informed of all major developments affecting the 

Company. Information is communicated to 

shareholders through the distribution of annual 

reports and presentation to shareholders at the Annual 

General Meeting, which they are encouraged to 

attend. The Company’s Communications Policy has 

been placed on the website. 

In addition, all reports, including quarterly reports 

and releases made by the Company throughout the 

year with respect to its activities, are distributed 

widely via ASX and are posted on the Company’s 

website. 

98

9 Risk Factors 

The Shares offered under this Prospectus should be 

considered speculative because of the nature of the 

business activities of the Company. Whilst the 

Directors commend the Offer, potential investors 

should consider whether the Shares offered are a 

suitable investment having regard to their own 

personal investment objectives and financial 

circumstances and the risk factors set out below. This 

list is not exhaustive and potential investors should 

read this Prospectus in its entirety and if in any doubt 

consult their professional adviser before deciding 

whether to participate in the Offer. 

9.1 Economic Risks 

General economic conditions, movements in interest 

and inflation rates and currency exchange rates may 

have an adverse effect on the Company’s exploration, 

development and future production activities, as well 

as on its ability to fund those activities. 

9.2 Market Conditions 

The market price of securities can fall as well as rise 

and may be subject to varied and unpredictable 

influences on the market for equities and, in particular, 

resources stocks. Neither the Company nor the 

Directors warrant the future performance of the 

Company or any return on an investment in the 

Company. 

9.3 Security Investments 

Applicants should be aware that there are risks 

associated with any securities investment. Securities 

listed on the stock market, and in particular securities 

of mining and exploration companies, have 

experienced extreme price and volume fluctuations 

that have often been unrelated to the operating 

performances of such companies. These factors may 

materially affect the market price of the securities 

regardless of the Company’s performance. 

Mineral exploration and mining are speculative 

operations that may be hampered by circumstances 

beyond the control of the Company. Profitability 

depends on successful exploration and/or acquisition 

of reserves, design and construction of efficient 

processing facilities, competent operation and 

management and proficient financial management. 

Exploration in itself is a speculative endeavour, while 

mining operations can be hampered by force majeure 

circumstances and cost overruns for unforeseen 

events. 

9.4 Exploration and Evaluation Risks 

The success of the Company depends on the delineation 

of economically minable reserves and resources, access 

to required development capital, movement in the price 

of commodities, securing and maintaining title to the 

Company’s exploration and mining tenements and 

obtaining all consents and approvals necessary for the 

conduct of its exploration activities. 

Exploration on the Company’s existing exploration 

and mining tenements may be unsuccessful, resulting 

in a reduction of the value of those tenements, 

diminution in the cash reserves of the Company and 

possible relinquishment of the exploration and mining 

tenements. 

9.5 Commodity Price and Exchange Rate 

Risks 

To the extent the Company is involved in mineral 

production the revenue derived through the sale of 

commodities may expose the potential income of the 

Company to commodity price and exchange rate risks. 

Commodity prices fluctuate and are affected by many 

factors beyond the control of the Company. Such 

factors include supply and demand fluctuations for 

precious and base metals, technological 

advancements, forward selling activities and other 

macro-economic factors. 

Furthermore, international prices of various 

commodities are denominated in United States 

dollars, whereas the income and expenditure of the 

Company are and will be taken into account in 

Australian currency, exposing the Company to the 

fluctuations and volatility of the rate of exchange 

between the United States dollar and the Australian 

dollar as determined in international markets. 

9.6 Environmental Risks 

The operations and proposed activities of the 

Company are subject to State and Federal laws and 


egulation concerning the environment. As with most 

exploration projects and mining operations, the 

Company’s activities are expected to have an impact 

on the environment, particularly if advanced 

exploration or mine development proceeds. The 

Company’s attempts to conduct its activities to the 

highest standard of environmental obligation, 

including compliance with all environmental laws. 

9.7 Native Title and Title Risks 

Interests in tenements in Australia are governed by the 

respective State legislation and are evidenced by the 

granting of licences or leases. Each licence or lease is 

for a specific term and carries with it annual expenditure 

and reporting commitments, as well as other conditions 

requiring compliance. Consequently, the Company 

could lose title to or its interest in tenements if licence 

conditions are not met or if insufficient funds are 

available to meet expenditure commitments. 

It is also possible that, in relation to tenements which 

the Company has an interest in or will in the future 

acquire such an interest, there may be areas over which 

legitimate common law native title rights of Aboriginal 

Australians exist. If native title rights do exist, the ability 

of the Company to gain access to tenements (through 

obtaining consent of any relevant landowner), or to 

progress from the exploration phase to the development 

and mining phases of operations may be affected. 

The Directors closely monitor the potential effect of 

native title claims involving tenements in which the 

Company has or may have an interest. 

9.8 Investment Risks Specific to Uranium 

Mining Companies 

Based on existing Queensland State Government 

policies there is no guarantee that should the 

Company define any economic deposits of uranium 

it will be able to be developed into operating mines. 

Even if successful in its exploration activities, in order 

for the Company to be successful in achieving mine 

production, the Company must obtain approval from 

Queensland’s Governor in Council (State cabinet) to 

the grant of a mining lease for uranium production. 

Such a grant is unlikely if the Queensland State 

Government’s renewed opposition to uranium mining 

in Queensland continues. While debate continues at 

both a State and Federal level regarding whether 

uranium mining in Queensland should be authorised, 

no guarantee can be given that the outcome of such 

debate will be favourable to the Company. 

9.9 Joint Venture Parties, Agents and 

Contractors 

The Directors are unable to predict the risk of financial 

failure or default by a participant in any joint venture 

to which the Company is or may become a party or 

the insolvency or managerial failure by any of the 

contractors used by the Company in any of its 

activities or the insolvency or other managerial failure 

by any of the other service providers used by the 

Company for any activity. 

9.10 Future Capital Requirements 

The Company’s activities will require substantial 

expenditures. There can be no guarantees that the 

funds raised through the Offer will be sufficient to 

successfully achieve all the objectives of the 

Company’s overall business strategy. If the Company 

is unable to use debt or equity to fund expansion after 

the substantial exhaustion of the net proceeds of the 

Offer there can be no assurances that the Company 

will have sufficient capital resources for that purpose, 

or other purposes, or that it will be able to obtain 

additional resources on terms acceptable to the 

Company or at all. Any additional equity financing 

may be dilutive to shareholders and any debt 

financing if available may involve restrictive 

covenants, which limit the Company’s operations and 

business strategy. 

The Company’s failure to raise capital if and when 

needed could delay or suspend the Company’s 

business strategy and could have a material adverse 

effect on the Company’s activities. 

9.11 Potential Acquisitions 

As part of its business strategy, the Company may 

make acquisitions of or significant investments in 

companies, products, technologies or resource 

projects. Any such future transactions would be 

accompanied by the risks commonly encountered in 

making acquisitions of companies, products, 

technologies or resource projects. 

100

9.12 Resource Estimations 

Resource estimates are expressions of judgment based 

on knowledge, experience and resource modelling. 

As such, resource estimates are inherently imprecise 

and rely to some extent on interpretations made. 

Despite employing qualified professionals to prepare 

resource estimates, such estimates may nevertheless 

prove to be inaccurate. Furthermore, resource 

estimates may change over time as new information 

becomes available. Should the Company encounter 

mineralisation or geological formations different from 

those predicted by past drilling, sampling and 

interpretations, resource estimates may need to be 

altered in a way that could adversely affect the 

Company’s operations. 

9.13 Reliance on Key Personnel 

The Company’s success depends largely on the core 

competencies of its Directors and management, and 

their familiarisation with, and ability to operate, in 

the metals and mining industry and the Company’s 

ability to retain its key executives. 


10 Additional Information 

10.1 Incorporation 

The Company was incorporated on 17 November 2000 

as Sunmustard Pty Ltd, and on 20 April 2007 changed 

its name to Carpentaria Exploration Limited. 

10.2 Rights Attaching To Shares 

(a) 

General 

The Shares to be issued pursuant to this Prospectus 

are ordinary shares and will as from their allotment 

rank equally in all respects with all ordinary fully paid 

shares in the Company. 

The rights attaching to the Shares arise from a 

combination of the Company’s Constitution, the 

Corporations Act, the ASX Listing Rules and general 

law. A copy of the Company’s Constitution is 

available for inspection during business hours at its 

registered office. 

A summary of the more significant rights is set out below. 

This summary is not exhaustive nor does it constitute a 

definitive statement of the rights and liabilities of the 

Company’s shareholders. To obtain such a statement, 

persons should seek independent legal advice. 

(b) 

Voting Rights 

Subject to the Constitution of the Company and any 

rights or restrictions at the time being attached to a 

class of shares, at a general meeting of the Company 

every Shareholder present in person, or by proxy, 

attorney or representative has one vote on a show of 

hands, and upon a poll, one vote for each Share held 

by the Shareholder and for each partly paid share held, 

a fraction of one vote equal to the proportion which 

the amount paid up bears to the amounts paid or 

payable on that share. In the case of an equality of 

votes, the chairperson has a casting vote. 

(c) 

Dividends 

Subject to the Corporations Act, the ASX Listing Rules 

and any rights or restrictions attached to a class of 

shares, the Company may pay dividends as the 

Directors resolve but only out of profits of the 

Company. The Directors may determine the method 

and time for payment of the dividend. 

(d) 

Winding up 

Subject to the Corporations Act, the ASX Listing Rules 

and any rights or restrictions attached to a class of 

shares, on a winding up of the Company any surplus 

must be divided among the shareholders of the 

Company in proportion to which the amount paid 

on the Shares bears to the total amount paid and 

payable on the Shares of all shareholders of the 

Company. 

(e) 

Transfer of Shares 

Generally, shares are freely transferable, subject to 

satisfying the requirements of the ASX Listing Rules, 

ASTC Rules, the ACH Clearing Rules and the 

Corporations Act. The Directors may decline to 

register any transfer of Shares but only where 

permitted to do so by the Corporations Act, the ASX 

Listing Rules, the ASTC Rules, the ACH Clearing 

Rules or under the Company’s Constitution. 

(f) 


The Constitution and the ASX Listing Rules contain 

provisions relating to the rotation and election of 

Directors. 

(g) 

Calls on Shares 

Subject to the Corporations Act and the terms of issue 

of a share, the Company may, at any time, make calls 

on the shareholders of a share for all, or any part of, 

the amount unpaid on the share. If a shareholder fails 

to pay a call or instalment of a call, the Company may, 

subject to the Corporations Act and ASX Listing Rules, 

commence legal action for all, or part of the amount 

due, enforce a lien on the share in respect of which 

the call was made or forfeit the share in respect of 

which the call was made. 

(h) 

Further Increases in Capital 

Subject to the Corporations Act, the ASX Listing Rules, 

the ASTC Rules and the ACH Clearing Rules and any 

rights attached to a class of shares, the Company (under 

the control of the Directors) may allot and issue shares 

and grant options over shares, on any terms, at any 

time and for any consideration, as the Directors resolve. 

102

(i) 

Variation of Rights Attaching to Shares 

Subject to the Corporations Act, the ASX Listing Rules, 

the ASTC Rules and the ACH Clearing Rules and the 

terms of issue of shares in a particular class, the 

Company may vary or cancel rights attached to shares 

in that class by either special resolution passed at a 

general meeting of the holders of the shares in that 

class, or with the written consent of the holders of at 

least 75% of the votes in that class. 

(j) 

General Meeting 

Each Shareholder will be entitled to receive notice of, 

and to attend and vote at, general meetings of the 

Company and to receive notices, accounts and other 

documents required to be furnished to Shareholders 

under the Company’s Constitution, the Corporations 

Act and the ASX Listing Rules. 

10.3 Material Contracts 

(a) 

Corporate Fee 

Upon listing, the Company will make a payment of 

approximately $60,000 to Giralia Resources NL 

(“Giralia”) for administrative services provided by 

Giralia in relation to the Company listing on the ASX. 

Giralia has also agreed to provide the Company with 

an interest free loan facility to pay any additional costs 

that are incurred until the earlier of the Company 

completing the Tenement Purchase agreement 

(discussed above), or the Company raising not less 

than $3.5million in equity funding (“Repayment 

Date”). Any monies borrowed by the Company are 

repayable as from the Repayment Date. 

(b) 

Director and Officer Protection Deeds 

The Company has entered into Director and Officer 

Protection Deeds (“Deed”) with each Director and the 

Company Secretary (“Officers”). Under the Deed, the 

Company indemnifies the relevant Officer to the 

maximum extent permitted by law against legal 

proceedings, damage, loss, liability, cost, charge, 

exchange, outgoing or payment suffered, paid or 

incurred by the officer in connection with the Officer 

being an officer of the Company, the employment of 

the Officer with the Company or a breach by the 

Company of its obligations under the Deed. 

Subject to the Company listing on ASX, the Company 

is required to insure the Officers against liability 

arising from any claim against the Officers in their 

capacity as officers of the Company. The Company 

will pay insurance premiums in respect of the above 

insurance. 

Under the terms of the Deed, Officers are also granted 

access to Company records, during the term of their 

office and for a specified period thereafter, for the 

purposes of obtaining information and records that 

may be of relevance in legal proceedings that may be 

brought against them. Officers are also entitled to 

obtain legal advice in relation to their duties as officers 

of the Company. 

(c) 

Tenement Acquisition Agreement 

The Company has entered into an Agreement for Sale 

of Mining Tenements (“Agreement”) with Giralia 

Resources NL (“Giralia”) under which it will purchase 

the legal and beneficial interests in Queenland 

Exploration Permit for Minerals 14170 and New South 

Wales Exploration Licence 6246 (“Tenements”) in 

exchange for issuing Giralia with 4 million Shares. 

The Agreement is conditional upon the Company 

completing an equity raising of no less than $3.5 

million by 31 December 2007. Giralia and the 

Company have provided standard warranties for an 

agreement of this nature. 

Each party has provided standard warranties for an 

agreement of this nature. 

Giralia will indemnify the Company from and in 

respect of any claims, demands, actions, losses, costs, 

expenses, proceedings or liabilities suffered or 

incurred by the Company arising from, in connection 

with or relating in any way to the Tenements prior to 

settlement or as a result of any of the warranties being 

incorrect. 

The Company will indemnify Giralia from and in 

respect of any claims, demands, actions, losses, costs, 

expenses, proceedings or liabilities suffered or 

incurred by the Company arising from, in connection 

with or relating in any way, to the Tenements after 

Settlement or as a result of any of the warranties being 

incorrect. 

The Company is liable to pay all stamp duty assessed 

on the Agreement. 


(d) 

Executive Services Agreement 

The Company has entered into an executive services 

agreement with Mr Nick Sheard for the provision of 

services required of an executive chairman and chief 

executive officer to the Company (“Agreement”). 

Under the terms of the Agreement, Mr Sheard will be 

required to work during normal business hours and 

in consideration for the provision of the services, Mr 

Sheard is entitled to be paid the amount of $220,000 

per annum payable monthly plus other benefits 

(including a motor vehicle, life insurance and 

communication expenses). Mr Sheard will be entitled 

to participate in the Company’s employee share 

option plan and will or has been issued the options 

as set out in Section 10.4 of the Prospectus. The 

Company will reimburse Mr Sheard for all out of 

pocket expenses reasonably incurred by him. The 

Agreement is for a period of three years commencing 

on the date the Company becomes admitted to the 

official list of the ASX and can be terminated by the 

either party on 3 months’ notice. 

(e) 

Consulting Agreement 

The Company has entered into an agreement with Mr 

Cameron Switzer on behalf of the Daikoku Investment 

Trust for the provision of consulting services. Upon 

successful listing of the Company on the Official List 

of ASX, Mr Switzer will be entitled to be issue 

1,000,000 ordinary fully paid shares in the Company 

in lieu of past consulting fees in relation to the 

acquisition of the Tenements. 

(f) 

Employee Share Option Plan 

Under the terms of the Company’s employee share 

option plan (“Plan”), the Board may offer free options 

(“Plan Options”) to persons (“Eligible Persons”) who 

are: 

(i) 

(ii) 

full-time or part-time employees (including a 

person engaged by the Company under a 

consultancy agreement); or 


of the Company or any subsidiary based on a number 

of criteria including contribution to the Company, 

period of employment, potential contribution to the 

Company in the future and other factors the Board 

considers relevant. 

Upon receipt of such an offer, the Eligible Person may 

nominate an associate to be issued with the Plan 

Options. 

Number of Plan Options 

The maximum number of Plan Options that may be 

issued at any one time is 10% of the total number of 

Shares on issue in the Company. Subject to the 

requirements of Corporations Act and the Listing 

Rules, the Board may from time to time increase this 

percentage. 

Terms of Plan Options 

Each Plan Option entitles the holder, on exercise, to 

one ordinary fully paid Share. 

There is no issue price for the Plan Options. The 

exercise price for the Plan Options will be such price 

as determined by the Board (in its discretion) on or 

before the date of issue provided that in no event may 

the exercise price be less that the weighted average 

sale price of Shares sold on ASX during the five 

Business Days prior to the date of issue or such other 

period as determined by the Board (in its discretion). 

Shares issued on exercise of Plan Options will rank 

equally with other ordinary shares of the Company. 

Plan Options may not be transferred other than to an 

associate of the holder. Quotation of Plan Options 

on ASX will not be sought. However, the Company 

will apply to ASX for official quotation of Shares 

issued on the exercise of Plan Options. 

A Plan Option may only be exercised after it has vested 

and any other conditions imposed by the Board on 

exercise have been satisfied. The Board may determine 

the vesting period (if any). A Plan Option will lapse 

upon the first to occur of the expiry date, the holder 

acting fraudulently or dishonestly in relation to the 

Company, the employee ceasing to be employed by 

the Company or on certain conditions associated with 

a party acquiring a 90% interest in the Shares of the 

Company. 

If, in the opinion of the Board, any of the following has 

occurred or is likely to occur, the Company entering 

into a scheme of arrangement, the commencement of 

a takeover bid for the Company’s Shares, or a party 

acquiring a sufficient interest in the Company to enable 

them to replace the Board, the Board may declare a 

104

Plan Option to be free of any conditions of exercise. 

Plan Options that are so declared may, subject to the 

lapsing conditions set out above, be exercised at any 

time on or before their expiry date and in any number. 

Future Issues of Shares 

New Issues 

There are no participating rights or entitlements 

inherent in the Plan Options and Plan Option holders 

will not be entitled to participate in new issues of 

capital offered to Shareholders during their currency. 

However, the Company will ensure that the record 

date for determining entitlements to any such issue 

will be at least 6 Business Days after the issue is 

announced. Plan Option holders must be afforded 

the opportunity to exercise all Plan Options that they 

are entitled to exercise pursuant to the Plan prior to 

the date for determining entitlements to participate 

in any such issue. 

Bonus Issues 

If the Company makes an issue of Shares to 

Shareholders by way of capitalisation of profits or 

reserves (“Bonus Issue”), each Plan Option holder 

holding any options that have not expired at the time 

of the record date for determining entitlements to the 

Bonus Issue is to be entitled to have issued upon 

exercise of any of those Plan Options the number of 

Shares which would have been issued under the Bonus 

Issue (“Bonus Shares”) to a person registered as 

holding the same number of Shares as that number of 

Shares to which the Plan Option holder may subscribe 

pursuant to the exercise of those Plan Options 

immediately before the record date determining 

entitlements under the Bonus Issue (in addition to the 

Shares which he or she is otherwise entitled to have 

issued to him or her upon such exercise). The Bonus 

Shares will be paid by the Company out of profits or 

reserves (as the case may be) in the same manner as 

was applied in relation to the Bonus Issue and upon 

issue rank pari passu in all respects with the other 

Shares issued upon exercise of the Plan Options. 

Reconstruction of Capital 

In the event of any reconstruction (including a 

consolidation, subdivision, reduction or return) of the 

issued capital of the Company prior to the expiry of 

any Plan Options, the number of Plan Options to 

which each Plan Option holder is entitled or the 

exercise price of his or her options or both or any other 

terms will be reconstructed in a manner determined 

by the Board, in compliance with the provisions of 

the Listing Rules. 

Taxation 

Under current taxation laws, any taxation liability in 

relation to the Plan Options, or the Shares issued on 

exercise of the Plan Options, will fall on the 

participants. The Company will not be liable to fringe 

benefits tax in relation to Plan Options or Shares 

issued under the Plan. 

Participation by Directors 

Although Directors are eligible to be offered Plan 

Options, none may be granted by the Company until 

Shareholder approval has been obtained the 

requirements of the ASX Listing Rules and the 

Corporations Act. 

10.4 Interests of Directors 

Other than as set out below or elsewhere in this 

Prospectus, no Director holds, or held at any time 

during the 2 years before lodgement of this Prospectus 

with ASIC, any interest in: 

(a) 

(b) 

(c) 

the formation or promotion of the Company; 

property acquired or to be acquired by the 

Company in connection with: 

(i) its formation or promotion; or 

(ii) the Offer; or 

the Offer; and 

no amounts, whether cash or shares or otherwise, have 

been paid or agreed to be paid, and no benefits have 

been given or agreed to be given: 

(d) 

(e) 

to any Director, either to induce them to become, 

or to qualify as, a Director of the Company; and 

for services provided by a Director in connection 

with: 

(i) the formation or promotion of the 

Company; or 

(ii) the Offer. 

Mr Stan Macdonald is a director of Giralia. The 

Company has acquired certain tenements from Giralia 

as set out in Section 10.3 above and Giralia will hold 


34 million Shares in the Company upon quotation of 

the Company’s Shares on ASX, of which it intends to 

distribute 27.2 million of those Shares as set out in 

Section 2.11 above. Mr Macdonald will participate in 

the distribution in specie of Shares by Giralia as a 

shareholder in that company. 

Mr Nick Sheard and Mr Bob Hair have been, or are 

entitled to be paid a total of $60,000, and $10,000 

respectively under consulting arrangements for 

services to the Company over the last 2 years before 

lodgement of this Prospectus. 

Remuneration of Directors 

In accordance with the Constitution, the existing 

Shareholders of the Company as at the date of this 

Prospectus have determined in general meeting the 

maximum non-executive Director remuneration to be 

$220,000 per annum. 

The Directors have resolved that each non-executive 

director is entitled to receive fees of $30,000 per annum 

(plus superannuation) and the Chairman of Directors 

is entitled to receive $50,000 per annum (plus 

superannuation). A Director will not be entitled to 

receive Directors’ fees if he or she is employed by the 

Company in a full-time executive capacity. 

A Director may also be paid fees or other amounts as 

the Directors determine if a Director performs special 

duties or otherwise performs services outside the scope 

of the ordinary duties of a Director. A Director may 

also be reimbursed for out of pocket expenses incurred 

as a result of their directorship or any special duties. 

Directors’ Holdings 

Under the Constitution, the Directors are not required 

to hold any Shares in the Company. 

The Directors have interests in the following Shares 

and Options: 

Director Shares Options 

Nick Sheard – 4,000,000 

Stan Macdonald – 500,000 

Bob Hair – 500,000 

Of the 4,000,000 Options issued or to be issued to Mr 

Sheard, 3,000,000 are subject to Shareholder approval 

which will be sought at the next General Meeting of 

Shareholders. 

Mr Macdonald will participate in the intended pro 

rata distribution of Shares in the Company disclosed 

under Section 2.11 above to the extent that he is a 

shareholder in Giralia. Directors may also participate 

in the priority offer to Giralia shareholders to the 

extent that they are Giralia shareholders and may also 

subscribe for shares under the Public offer. 

The Options issued as at the date of this Prospectus 

to Directors, officers and other persons total 3.4 

million and are on the following terms: 

(i) 

the exercise price of each Option is 30 cents; 

(ii) the Options expire at 5.00 pm EST 30 June 2010; 

(iii) Shares issued as a result of the exercise of any of 

these Options will rank equally in all respects 

with previously issued Shares; 

(iv) 

(v) 

(vi) 

the Options are exercisable by completing the 

application for their exercise and delivering the 

same together with payment for the number of 

Shares in respect of which the Options are 

exercised to the registered office of the 

Company; 

subject to ASX Listing Rules, the Options are 

freely transferable in whole or part at any time 

prior to expiry; 

within 14 days of the receipt of a properly 

executed notice of exercise and application 

monies the Company will issue to the Option 

holder the number of Shares specified in that 

notice; 

(vii) the Company will apply for official quotation 

of all Shares issued and allotted pursuant to the 

exercise of the Options; 

(viii) Option holders are permitted to participate in 

new issues of securities offered to shareholders 

on the prior exercise of the Options, in which 

case the Option holder must be afforded the 

period of at least 10 business days prior to and 

inclusive of the relevant record date to exercise 

the Options; and 

106

(ix) 

in the event of any reorganisation (including 

consolidation, subdivision, reduction or 

cancellation) of capital of the Company, the 

rights of Option holders are to be changed to 

the extent necessary to comply with ASX Listing 

Rules on a reorganisation of capital at the time 

of the reorganisation. 

10.5 Consents 

Each of the parties referred to in this section: 

(a) 

(b) 

does not make, or purport to make any statement 

in this Prospectus other than those referred to in 

this section; and 

to the maximum extent permitted by law, 

expressly disclaims and takes no responsibility 

for any part of this Prospectus other than a 

reference to its name and a statement included 

in this Prospectus with the consent of that party 

as specified in this section. 

Pullinger Readhead Lucas has given and has not, 

before lodgement of this Prospectus, withdrawn its 

consent to being named as solicitor to the Offer in the 

form and context in which it is named. 

Vidoro Pty Ltd has given and has not, before 

lodgement of this Prospectus, withdrawn its consent 

to being named as the independent geologist in the 

form and context in which it is named and to the 

inclusion of the Independent Geological Report 

included in Section 5 of the Prospectus in the form 

and context in which it is included. 

Hopgood Ganim Lawyers has given and has not, before 

lodgement of this Prospectus, withdrawn its consent 

to being named as the independent solicitor reporting 

on tenements in the form and context in which it is 

named and to the inclusion of the Independent 

Solicitor’s Report included in Section 6 of the Prospectus 

in the form and context in which it is included. 

Mack &Co has given and has not, before lodgement 

of this Prospectus, withdrawn its consent to being 

named as the Independent Accountant of the 

Company in the form and context in which it is named 

and to the inclusion of the Independent Accountant’s 

Report included in Section 7 of the Prospectus in the 

form and context in which it is included. 

PKF has given and has not, before the lodgement of 

this Prospectus, withdrawn its consent to being named 

as auditor of the Company in the form and context of 

which it is named. 

Security Transfer Registrars Pty Limited has not been 

involved in the preparation of this Prospectus and 

references to Security Transfer Registrars Pty Limited 

appear for information purposes only. 

10.6 Interests Of Experts And Advisers 

Other than as set out below or elsewhere in this 

Prospectus: 

(a) 

(b) 

no person named in this Prospectus as 

performing a function in a professional, advisory 

or other capacity in connection with the 

preparation or distribution of the Prospectus, 

any promoter of the Company or broker to the 

Issue, holds, or held at any time during the 2 

years before lodgment of this Prospectus with 

the ASIC, any interest in: 

(i) 

(ii) 

(iii) 

the formation or promotion of the 

Company; 

property acquired or proposed to be 

acquired by the Company in connection 

with its formation or promotion or in 

connection with the Offer; or 

the Offer; and 

no amounts have been paid or agreed to be paid, 

and no benefits have been given or agreed to be 

given, to any of those persons in connection with 

the formation or promotion of the Company or 

the Offer. 

Pullinger Readhead Lucas has acted as solicitor to the 

Offer and provided advice and assistance in relation 

to certain aspects of this Prospectus, the Company’s 

due diligence regime and enquiries and in relation to 

its application and admission to ASX. In respect of 

these services, Pullinger Readhead Lucas will be paid 

$25,000. 

Vidoro Pty Ltd has acted as the independent geologist 

and has prepared the Independent Geological Report 

included in Section 5 of this Prospectus. Vidoro Pty 

Ltd will be paid $37,787 (plus GST) in respect of these 

services. 


Hopgood Ganim has acted as the independent 

solicitor reporting on tenements and has prepared the 

Independent Solicitor’s Report included in Section 6 

of this Prospectus. Hopgood Ganim will be paid 

$6,020.76 (plus GST) in respect of these services. 

Mack & Co has acted as the independent accountant 

to the Offer and prepared the Independent 

Accountant’s Report included in Section 7 of this 

Prospectus. Mack & Co will be paid $6,000 (plus GST) 

in respect of these services. 

PKF has agreed to act as auditor to the Company and 

will receive fees for rendering these services in 

accordance with its normal time based charges. 

10.7 Litigation 

Legal proceedings may arise from time to time in the 

course of the Company’s business. As at 16 July 2000, 

litigation searches confirm that the Company is not 

involved in any legal proceedings, nor so far as the 

Directors are aware, are any legal proceedings 

pending or threatened against the Company the 

outcome of which will have a material adverse effect 

on the business or financial position of the Company. 

10.8 Expenses of the Offer 

The total expenses connected with the Offer are 

estimated to be approximately $578,000. These 

expenses will be borne by the Company. 

10.9 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. 

10.10 CHESS 

The Company will apply to participate in the Clearing 

House Electronic Sub-register System (“CHESS”). 

CHESS is operated by ASX Settlement and Transfer 

Corporation Pty Ltd (“ASTC”), a wholly owned 

subsidiary of ASX, in accordance with the ASX Listing 

Rules and the ASTC Settlement Rules. 

Under CHESS, the Company will not issue certificates 

to Shareholders. Instead, Shareholders will receive a 

statement of their holdings in the Company. If an 

investor is broker sponsored, ASTC will send a CHESS 

statement. 

10.11 Tax Consideration 

Investors should seek and rely on their own 

professional taxation advice in relation to an 

investment in the Company. 

10.12 Distribution of Prospectus 

The Prospectus has been prepared by the Company. 

In preparing the 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 the 

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 securities 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 the Prospectus that is not 

contained in the Prospectus. Any such information 

or representation may not be relied upon as having 

been authorised by the Company in connection with 

the Offer. 

The 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. 

10.13 Non-Resident Investors 

The 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. 

The distribution of the Prospectus in jurisdictions 

outside Australia may be restricted by law and 

therefore persons who come into possession of the 

Prospectus should seek advice on and observe any of 

108

these restrictions. Failure to comply with these 

restrictions may violate securities law. Intending 

investors who are resident in countries other than 

Australia should consult their professional advisers 

as to whether any governmental or other consents are 

required or whether any other formalities need to be 

considered and followed to enable them to subscribe 

for Shares. Intending non-resident investors should 

also seek advice in respect of the taxation effect of an 

investment in the Company and dividends that the 

Company may distribute in the future. 

The return of a duly completed Application Form will 

be taken to constitute a representation and warranty 

that there has been no breach of such laws and that 

all necessary approvals and consents have been 

obtained. 

No action has been taken to register or qualify the 

Shares or the Offer, or otherwise to permit a public 

offering of the Shares, in any jurisdiction outside 

Australia. 

10.14 Privacy 

The Application Form accompanying this Prospectus 

requires you to provide information that may be 

personal information for the purposes of the Privacy 

Act 1988 (Cth) (as amended). The Company (and its 

share registry on behalf of the Company) may collect, 

hold and use that person information in order to assess 

your Application, service your needs as a Shareholder 

and provide facilities and services that you request 

and to administer the Company. 

Access to information may also be provided to the 

Company’s agents and service providers on the basis 

that they deal with such information in accordance 

with the Company’s privacy policy. 

If you do not provide the information requested of 

you in the Application Form, the Company’s share 

registry may not be able to process your Application 

or administer your holding of Shares appropriately. 

Under the Privacy Act 1988 (Cth) (as amended), you 

may request access to your personal information held 

by (or on behalf of) the Company. You can request 

access to your personal information by telephoning 

or writing to the Company to the attention of the 

Privacy Officer. 


11 Directors’ Statements 

This Prospectus is used by the Company and its issue has been authorised by a resolution of the Directors. 

In accordance with Section 720 of the Corporations Act, each Director has consented to the lodgment of this 

Prospectus with the ASIC and has not withdrawn that consent. 

Dated: 7 September 2007 

Stan Macdonald 

Director 

For and on behalf of 


110

Glossary 

The following defined terms apply throughout this Prospectus unless the context requires otherwise: 

“$” means Australian dollars unless otherwise specified; 

“ACH Clearing Rules” means the operating rules of Australian Clearing House Pty Ltd ACN 001 314 503; 

“Applicant” means a person who completes and lodges an Application Form; 

“Application” means an application for Shares pursuant to this Prospectus; 

“Application Form” means an application form attached to this Prospectus, including a Priority Offer 

Application Form; 

“ASIC” means the Australian Securities & Investments Commission; 

“ASTC Rules” means the settlement rules of Australian Settlement and Transfer Corporation Pty Ltd; 

“ASX” means ASX Limited (ACN 008 624 691); 

“ASX Listing Rules” means the Listing Rules of ASX as amended from time to time; 

“Closing Date” means the last date on which Application Forms may be submitted; 

“Company” or “Carpentaria” means Carpentaria Exploration Limited (ABN 63 095 117 981); 

“Constitution” means the Constitution of the Company; 

“Corporations Act” means the Corporations Act 2001 (Cth); 

“Directors” or “Board” means the directors of the Company as at the date of this Prospectus; 

“Exposure Period” means the period of 7 days after the date of lodgement of this Prospectus with the 

ASIC, which period may be extended by the ASIC by not more than 7 days pursuant to Section 727(3) of the 

Corporations Act; 

“Giralia” means Giralia Resources NL (ABN 64 009 218 204); 

“Giralia Shareholders” means holders of ordinary fully paid shares in Giralia; 

“Issue” means the issue of up to 30 million Shares under this Prospectus; 

“Offer” means the offer of Shares pursuant to this Prospectus; 

“Official List” means the official list of ASX; 

“Opening Date” means the first date on which Application Forms can be received; 

“Plan” means the employee share option plan described in Section 10.3(e) of this Prospectus; 

“Plan Option” means an option issued under the Plan; 

“Priority Offer” means the priority offer to Giralia shareholders described in Section 2.2 of this Prospectus; 

“Priority Offer Application Form” means an Application Form, being a Yellow Priority Application Form 

enclosed with this Prospectus; 

“Priority Offer Record Date” means the record date for the Priority Offer; 

“Priority Pool” or “Priority Shares” means 15 million Shares set aside under the priority offer for Giralia 

Shareholders; 

“Prospectus” means this prospectus dated 7 September 2007; 

“Shares” means fully paid ordinary shares in the capital of the Company; 

“Shareholder” means a holder of a Share(s); 

“Share Registry” means Security Transfer Registrars Pty Limited; and 

“WST” means Western Standard Time. 


This page has been intentionally left blank

REGISTERED OFFICE: 

SHARE REGISTRY: 

Level 2 

33 Ord Street 


Telephone: (08) 9481 2284 

Facsimile: (08) 9321 0070 

ABN 63 095 117 981 

(ACCOMPANYING THE PROSPECTUS DATED 7 SEPTEMBER 2007) 

PUBLIC OFFER APPLICATION FORM 

Security Transfer Registrars Pty Ltd 

770 Canning Highway 

APPLECROSS WA 6153 

Telephone: (08) 9315 2333 

Facsimile: (08) 9315 2233 

Email: registrar@securitytransfer.com.au 

Applicants should read the Prospectus in its entirety before completing this form. A person who gives another person 

access to this application form, must at the same time and by the same means give that person access to the Prospectus. 

No of Shares applied for: ............................................................................. 

Identifying Stamp Only 

(Minimum 8,000 Shares then in multiples of 1,000 Shares) 

Application monies at $0.25 per Share: $ ................................................... 

Title - Given Names/Company Name 

Surname/ACN 

.................................................................................................. ................................................................................ 

Joint applicants or account designation 

.................................................................................................. ................................................................................ 

.................................................................................................. ................................................................................ 

Postal Address ........................................................................................................................................................... 

City/Town ................................................................................. 

.................................. Postcode ................... 

Email Address .......................................................................... 

Contact Name ..................................................................... Daytime Contact No. .............................................. 

CHESS HIN ................................................................ 

Tax File No/Exemption Category Applicant 2 Applicant 3 

............................................................ ....................................................... .......................................................... 

Cheque Payment Details 

All cheques should be made payable to “Carpentaria Exploration Limited – Application Account” and crossed “Not Negotiable” 

Drawer 

.......................................... 

Cheque No 

.......................................... 

BSB No 

.................................... 

Account No 

.................................... 

Total Amount of Cheque 

$ ........................................ 

DECLARATION 

1. I/We wish to apply for the above-mentioned Shares, issued in accordance with the terms of the Prospectus accompanying this form. 

2. I/We enclose my/our cheque made payable to Carpentaria Exploration Limited –Application Account, for an amount shown being 

payment at the rate of $0.25 per Shares applied for. 

3. I/We hereby authorise you to place my/our name(s) on the register of members in respect of the number of Shares, allotted to me/us. 

4. I/We agree to be bound by the Constitution of the Company. 

5. If any information on this form is not completed correctly, or if the accompanying payment is for the wrong amount, it may still be 

accepted. Any decision of the Directors as to whether to accept this form, and how to construe, amend or complete it, shall be final. 

6. I/We understand and agree that the Directors may, allot less than the number of Shares we apply for, or none at all, in their absolute 

discretion. 

Cheques must be made payable to “Carpentaria Exploration Limited –Application Account” and be in Australian dollars. 

THIS APPLICATION FORM WITH PAYMENT IN FULL MUST BE LODGED WITH 

SECURITY TRANSFER REGISTRARS PTY LTD BY 5PM WST 29 OCTOBER 2007 

(SUBJECT ALWAYS TO THE RIGHT OF THE COMPANY TO CLOSE THE OFFER EARLY)

NOTES 

1. Enter the number of Shares you wish to apply for. Applications must be for a minimum of 8,000 Shares 

and thereafter in multiples of 1,000 Shares. 

2. Enter the total amount of application monies payable. To calculate this amount, multiply the number of 

Shares you are applying for by the issue price for each Share (ie, $0.25 per Share). 

3. Enter the full name(s) of all legal entities that are to be recorded as the registered holders. 

4. Enter the postal address for all communications from the Company. 

5. Enter the name and telephone number of the person who should be contacted if there are any questions 

with respect to this application. 

6. If you are CHESS sponsored, enter your Holder Identification Number (HIN). Otherwise leave this box blank 

and a SRN will be allocated to you on issue. 

7. Enter the tax file number(s) of the applicant(s) - this is not mandatory. 

8. Unless otherwise agreed by the Company, payment must be made to “Carpentaria Exploration Limited – 

Application Account” by cheque drawn or payable on a bank within Australia, crossed “Not Negotiable” 

and be in Australian dollars. Receipt of payment will not be acknowledged. 

9. This application form does not need to be signed. Return of this application form with the required 

application monies will constitute a subscription for that number of Shares stated on this form. 

If you have received an application form without a complete and unaltered copy of this Prospectus, please contact 

the Company who will send you, free of charge, a printed copy of this Prospectus. 

Please note that if an application form is not completed correctly, or if the accompanying payment is for the wrong 

amount, it may still be accepted. Any decision of the Directors as to whether to accept an application form, and how 

to construe, amend or complete it, shall be final. An application form will not be treated as having offered to 

subscribe for more Shares than is indicated by the amount of the accompanying cheque. 

Lodgement of Applications 

Forward your completed Public Application Form with cheque(s) attached, to Security Transfer Registrars Pty Ltd: 

Post: 

Delivery by hand: 



C/- Security Transfer Registrars Pty Ltd 

C/- Security Transfer Registrars Pty Ltd 

PO Box 535 

770 Canning Highway 

Applecross WA 6953 Applecross WA 6153 

Applications are for Shares as detailed in the Prospectus dated 7 September 2007. 

CORRECT FORMS OF REGISTRABLE TITLE 

Note that only legal entities are allowed to hold securities. Application forms must be in the name(s) of a natural person(s), 

companies or other legal entities acceptable to the Company. At least one full name and the surname is required for each 

natural person. Application forms cannot be completed by persons under 18 years of age. Examples of the correct form of 

registrable title are set out below: 

Type of Investor Correct Form of Registrable Title Incorrect Form of Registrable Title 

Trusts Mr John David Brown John Brown Family Trust 

Deceased Estates Mr John David Brown < Est John David Brown A/C> John Brown 

Partnerships Mr John David Brown and Mr Michael James Brown John Brown & Son 

Clubs/ 

Unincorporated Bodies 

Mr John David Brown 

Brown Investment Club or 

ABC Tennis Association 

Super Funds John Brown Pty Ltd John Brown Superannuation Fund


ABN 63 095 117 981

I agree to the above terms - Carpentaria Exploration Limited

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