For personal use only. Financial Statements

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1 Financial Statements Berkut Minerals Limited For the half-year ended 31 December 2016

2 Berkut Minerals Limited financial statements ii Contents Page Directors Report 1 Auditor s Independence Declaration 6 Statement of Profit or Loss and Other Comprehensive Income 7 Statement of Cash Flows 10 Notes to the Financial Statements 11 Directors Declaration 15 Independent Auditor s Report 16

3 Berkut Minerals Limited financial statements 1 Directors Report The Directors of Berkut Minerals Limited (Berkut or Company) present their Report together with the financial statements of the consolidated entity, being Berkut ( the Company ) and its Controlled Entities ( the Company ) for the period ended 31 December Director details The following persons were Directors of Berkut during or since the end of the financial year. Mr Michael Bohm B.AppSc, MAusIMM, MAICD Non-Executive Chairman (appointed 1 July 2016) Mr Bohm is a qualified mining professional with extensive Corporate, Project Development and Mine Operations experience. A graduate of the WA School of Mines, he has worked as a mining engineer, mine manager, study manager, project manager and project director. Other current Directorships: Perseus Mining Limited Ramelius Resources Limited Mincor Resources Limited Cygnus Gold Limited Previous Directorships in the last 3 years: Tawana Resources NL Herencia Resources plc Interests in shares: 100,000 shares Interest in options: 1,000,000 comprising 500,000 Class A Options and 500,000 Class B Options Paul Payne B.AppSc, Grad Dip Min Ec, Grad Cert (Geostats), FAusIMM Non-Executive Director (Appointed 1 July 2016) Mr Payne is principal of PayneGeo and has over thirty years experience within the mining industry including over ten years of independent consulting across a range of commodities and jurisdictions. Mr Payne has extensive technical experience in the evaluation of mineral deposits from early stage exploration to definitive feasibility studies. Other current Directorships: None Previous Directorships in the last 3 years: Dacian Gold Limited Brighton Resources Limited Interests in shares: 75,000 shares Interest in options: 500,000 comprising Class A Options

4 Berkut Minerals Limited financial statements 2 Mr Justin Tremain BCom Non-Executive Director (Appointed 19 February 2016) Mr Justin Tremain graduated from the University of Western Australia with a Bachelor of Commerce degree. Mr Tremain cofounded ASX listed Renaissance Minerals Limited in June 2010 and served as Managing Director until its takeover by ASX Emerald Resources NL in November He is currently an Executive Director of Emerald Resources NL. Prior to founding Renaissance Minerals Limited, he had over 10 years investment banking experience in the natural resources sector. He has held positions with Investec, NM Rothschild & Sons and Macquarie Bank and has extensive experience in the funding of natural resource projects in the junior to midtier resource sector. He has undertaken numerous advisory assignments for resource companies, including acquisition and disposal assignments and project advisory roles. Other current Directorships: Emerald Resources NL Previous Directorships: Renaissance Minerals Limited Interests in shares: 2,100,000 shares Interest in options: 500,000 Comprising Class A Options Mr Michael Naylor Appointed 19 February 2016, Resigned 1 July 2016 Mr Michael Wilson Appointed 19 February 2016, Resigned 1 July 2016

5 Berkut Minerals Limited financial statements 3 Company Secretary Ms Melanie Li Ms Melanie Li is a Chartered Accountant and the Company Secretary. Melanie Li has over six years experience in the mining industry. She commenced her career at ASX-listed Tanami Gold NL where she qualified as a Chartered Accountant. She is currently the Financial Controller and Company Secretary of Tawana Resources NL. Principal activities During the period, the principal activity of the Company was the exploration on the area of land the subject of the Cairn Hill Gold Project. Both the Mt Clement Gold Project and Capricorn Lithium Project are in a tenement application stage and therefore the Company has not yet commenced its own exploration activities on these two projects. There have been no significant changes in the nature of these activities during the period. Review of operations and financial results Since incorporation, (19 February 2016) the Company has established itself as a minerals exploration company, focussing on gold, base metals, lithium and cobalt. The Company was successfully admitted to the Official List of ASX Limited on 26 August 2016 with official quotation commencing on 30 August The Company entered into an agreement to acquire an interest of up to a 70% in a gold project located in the Ashburton region, WA (Cairn Hill Gold Project). A diamond drilling program at the Cairn Hill Gold Project ( the Project ) in the Ashburton Region of Western Australia was completed in the December 2016 quarter. A four hole, 480m diamond drilling program was designed to confirm the presence and style of high grade gold at the Project. Significant intersections from the recent Berkut drilling program are summarised in Table 1. Table 1- Significant intersections Cairn Hill December 2016 (0.1g/t Au cut off with maximum internal dilution of 2.0m in a single zone of waste)* Au Hole Depth from Depth to Interval (g/t) CHD003 31m 34.1m 3.1m 9.7 within 30m 42.9m 12.9m 2.9 CHD m 41m 10.5m 8.1 * Refer to ASX Announcement on 19 December 2016 for full details. Hole CHD003 was designed to confirm the location of a high grade historic intersection. Hole CHD004 tested continuity on a small step out on this shallow high grade mineralised intersection. Both holes yielded high-grade gold, surrounded by a broader mineralised envelope. The high-grade gold in CHD003 was coincident with strong quartz veining. CHD004 was dominated by limonitic, highly weathered sediments with stringer quartz veins present.

6 Berkut Minerals Limited financial statements 4 The results confirm the style of mineralisation targeted and illustrate the potential for a shallow, highgrade gold deposit at Cairn Hill. A follow-up RC drilling program commenced in February In addition, the Company has identified and secured an additional 218km 2 of ground as a gold target also located in the Ashburton region, Western Australia (Mt Clement Gold Project) and secured 188km 2 of ground covering an area prospective for lithium in the Savory Basin in the Little Sandy Desert of Western Australia (Capricorn Lithium Project). The operating result of the Company is $180,712 loss. Earnings per share are a loss of 1.30 cents per share. Events arising since the end of the reporting period Cairn Hill Gold Project In January 2017, in accordance with the earn-in and joint venture agreement with the vendors of the Cairn Hill Gold Project, the Company made a payment of $100,000 to the vendors. Cobalt Projects On 9 February 2017, the Company entered into a binding term sheet granting it an exclusive 60-day due diligence option period to acquire Kobald Mineral Holdings Pty Ltd ( Kobald ) which holds the 100% rights to four highly prospective cobalt projects ( Projects ) located in Czech Republic ( Jachymov Project ), Norway ( Skutterud Project ) and Sweden ( Gladhammar and Tunaberg Projects ). The Projects are well located with excellent infrastructure and proximity to an operating cobalt refinery and are well placed to benefit from growing demand for ethically sourced cobalt. Subject to shareholder approval, the consideration for the acquisition of Kobald will be: 5.0 million Berkut shares at completion of the acquisition. These shares will be subject to a voluntary escrow period to 30 August 2018; and 7.5 million Berkut shares on completion of a scoping study for the development of any of the Projects based on JORC compliant Measured, Indicated or Inferred Resources identified at any of the Projects; and 7.5 million Berkut shares on the completion of a definitive feasible study for the development of any of the Projects based on JORC compliant Measured and Indicated Resources identified at any of the Projects. Also, subject to shareholder approval and completion of the acquisition, Berkut will issue 2.0 million shares as an introduction and facilitation fee to Max Capital Pty Ltd or nominees (none of these parties are related to Berkut). Berkut has received firm commitments to raise $2.0 million through an equity placement of 10.0 million shares to be issued at a price of 20 cents per share. The placement are in two tranches: Tranche million shares at 20 cents to raise $0.98 million, which was completed on 17 February 2017, Tranche million shares at 20 cents to raise a further $1.02 million, to be issued subject to shareholder approval at a meeting of shareholders to be held following completion of the Due Diligence Option Period.

7 Berkut Minerals Limited financial statements 5 Subject to completion of Tranche 2 of the placement, Berkut will issue 5.0 million broker options exercisable at 25 cents each and expiring 30 June In January 2017, in accordance with the earn-in and joint venture agreement with the vendors of the Cairn Hill Gold Project, the Company made a payment of $100,000 to the vendors. There are no other matters or circumstances that have arisen since the end of the year that have significantly affected or may significantly affect either: the entity s operations in future financial years the results of those operations in future financial years; or the entity s state of affairs in future financial years Auditor s independence declaration The lead auditor s independence declaration for the period ended 31 December 2016 has been received and is attached to this Directors Report. Signed in accordance with a resolution of the Board of Directors. Mr Justin Tremain Non-Executive Director Dated at Perth this 14 th day of March 2017

8 Level 1 10 Kings Park Road West Perth WA 6005 Correspondence to: PO Box 570 West Perth WA 6872 T F E info.wa@au.gt.com W Auditor s Independence Declaration To The Directors of Berkut Minerals Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the review of Berkut Minerals Limited for the half-year ended 31 December 2016, I declare that, to the best of my knowledge and belief, there have been: a b No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and No contraventions of any applicable code of professional conduct in relation to the review. GRANT THORNTON AUDIT PTY LTD Chartered Accountants M A Petricevic Partner - Audit & Assurance Perth, 14 March 2017 Grant Thornton Audit Pty Ltd ACN a subsidiary or related entity of Grant Thornton Australia Ltd ABN Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another s acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation.

9 Berkut Minerals Limited financial statements 7 Statement of Profit or Loss and Other Comprehensive Income For the half year ended 31 December 2016 Notes Dec 2016 Dec 2015 $ $ Revenues 17,939 - Audit and accountancy (16,865) - Compliance costs (61,342) - Consultancy costs (42,550) - Directors fees (35,000) - Depreciation (519) - Employment costs (8,999) - Exploration expenses (24,129) - Insurance (13,214) - IT costs (580) - Premises costs (3,937) - Share based payments expense - - Travel costs (10,741) - Other general and administration expenses (4,903) - Loss before income tax (204,840) - Income tax expense - - Loss for the period (204,840) - Other comprehensive loss for the period, net of tax - - Total comprehensive loss for the period (204,840) - Notes Dec 2016 Dec 2015 $ $ Loss per share Loss per share (cents per share) 10 (1.47) - Diluted loss per share (cents per share) 10 (1.47) - Note: This statement should be read in conjunction with the notes to the financial statements.

10 Berkut Minerals Limited financial statements 8 Statement of Financial Position As at 31 December 2016 Notes Dec 2016 Jun 2016 $ $ Assets Current Cash and cash equivalents 5 3,060, ,840 Other financial assets 15,000 20,129 Trade and other receivables 6 24,234 3,241 Current assets 3,099, ,210 Non-current Property, plant and equipment 12,196 - Exploration and evaluation 7 314,951 - Non-current assets 327,147 - Total assets 3,426, ,210 Liabilities Current Trade and other payables 8 36,384 60,830 Short term provisions 4,548 - Current liabilities 40,932 60,830 Non-current Long term provisions 1,089 - Non-current liabilities 1,089 - Total liabilities 42,021 60,830 Net assets 3,384, ,380 Equity Share Capital 9 3,601, ,146 Share Option Reserve 105, ,816 Accumulated losses (322,422) (117,582) Total equity 3,384, ,380 Note: This statement should be read in conjunction with the notes to the financial statements.

11 Berkut Minerals Limited financial statements 9 Statement of Changes in Equity Notes Share capital Share option reserve Retained Losses Total equity $ 000 $ 000 $ 000 $ 000 Balance at 1 July , ,816 (117,582) 307,380 Loss for the period - - (204,840) (204,840) Other comprehensive loss Total comprehensive loss - - (204,840) (204,840) Transactions with owners and options Share-based payment options Issue of share capital 9 3,500, ,500,000 Share issuance costs 9 (217,707) (217,707) Balance at 31 December ,601, ,816 (322,422) 3,384,833 Notes Share capital Share option reserve Retained Losses Total equity $ 000 $ 000 $ 000 $ 000 Balance at 19 February Loss for the period - - (117,582) (117,582) Other comprehensive loss Total comprehensive loss - - (117,582) (117,582) Transactions with owners and options Share-based payment options - 105, ,816 Issue of share capital 9 360, ,503 Share issuance costs 9 (41,357) (41,357) Balance at 30 June , ,816 (117,582) 307,380 Note: This statement should be read in conjunction with the notes to the financial statements.

12 Berkut Minerals Limited financial statements 10 Statement of Cash Flows Notes Dec 2016 Dec 2015 $ $ Operating activities Payments to suppliers for administration (209,873) - Interest received 15,412 - Net cash used in operating activities (194,461) - Investing activities Deposits paid for exploration tenements (314,265) - Purchase of property, plant and equipment (12,715) - Payments for deposits (15,000) - Net cash used in investing activities (341,980) - Financing activities Proceeds from share issuances 9 3,252,074 - Net cash provided by financing activities 3,252,074 - Net change in cash and cash equivalents 2,715,633 - Cash and cash equivalents, beginning of period 344,840 - Cash and cash equivalents, end of period 5 3,060,473 - Note: This statement should be read in conjunction with the notes to the financial statements.

13 Berkut Minerals Limited financial statements 11 Notes to the Financial Statements 1 Nature of operations Berkut Minerals Limited ( the Company ) principal activities include the exploration for gold, lithium and cobalt. The Company s planned activities include: (a) (b) (c) satisfying its expenditure commitments under the Cairn Hill Joint Venture Agreement; systematically exploring the Company s key Western Australian projects being the Cairn Hill Gold Project, Mt Clement Gold Project and the Capricorn Lithium Project; systematically exploring the Company s prospective cobalt projects located in Czech Republic (Jachymov Project), Norway (Skutterud Project) and Sweden (Gladhammar and Tunaberg Projects); and implementing a growth strategy to seek out further exploration, acquisition and joint venture opportunities in Australia and internationally. 2 General information and statement of compliance The condensed interim financial statements ( the interim financial statements ) of the Company are for the six (6) months ended 31 December 2016 and are presented in Australian Dollar ($AUD) which is the functional currency the Company. These general purpose interim financial statements have been prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134 Interim Financial Reporting. They do not include all of the information required in annual financial statements in accordance with Australian Accounting Standards, and should be read in conjunction with the financial statements of the Company for the year ended 30 June 2016 and any public announcements made by the Company during the half-year in accordance with continuous disclosure requirements arising under the Australian Securities Exchange Listing Rules and the Corporations Act Berkut Minerals Limited is a Company incorporated and domiciled in Australia on 19 th of February The address of its registered office and its principal place of business is 78 Churchill Avenue, Subiaco, Western Australia. The financial statements for the period ended 31 December 2016 were approved and authorised for issue by the Board of Directors on 13 March Adoption of new and revised Accounting Standards (a) Adoption of new and revised Accounting Standards In the half-year ended 31 December 2016, the Company has reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for annual reporting periods beginning on or after 1 July It has been determined by the Company that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and therefore no change is necessary to Company accounting policies.

14 Berkut Minerals Limited financial statements 12 The Company has also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the half-year ended 31 December As a result of this review the Directors have determined that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and therefore no change is necessary to Company accounting policies. 4 Estimates When preparing the interim financial statements, management undertakes a number of judgements, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgements, estimates and assumptions made by management, and will seldom equal the estimated results. The judgements, estimates and assumptions applied in the interim financial statements, including the key sources of estimation uncertainty were the same as those applied in the Company s last annual financial statements for the year ended 30 June The only exception is the estimate of the provision for income taxes which is determined in the interim financial statements using the estimated average annual effective income tax rate applied to the pre-tax income of the interim period. 5 Cash and cash equivalents Cash and cash equivalents include the following components: Dec 2016 Jun 2016 $ $ Cash at bank and in hand: 1,560, ,840 Cash at call 1,500,000 - Cash and cash equivalents 3,060, ,840 The amount of cash and cash equivalents accessible to the Company as at 31 Dec 2016 amounts to $3,060,473 (30 Jun 2016: $344,840). 6 Trade and other receivables Trade and other receivables consist of the following: Trade and other receivables Dec 2016 Jun 2016 $ $ GST recoverable 21,706 3,241 Other receivables 2,527 - Total trade and other receivables 24,234 3,241 All amounts are short term. The net carrying value of trade receivables is considered a reasonable approximation of fair value. 7 Exploration and evaluation Exploration and evaluation Dec 2016 Jun 2016 $ $ Opening balance - - Expenditure incurred during the period 314,951 - Closing balance 314,951 -

15 Berkut Minerals Limited financial statements 13 8 Trade and other payables Trade and other payables consist of the following: Trade and other payables Dec 2016 Jun 2016 $ $ Trade and other payables 36,384 60,830 Total trade and other payables 36,384 60,830 All amounts are short-term. The carrying values of trade and other payables are considered to be a reasonable approximation of fair value. 9 Equity 9.1 Share capital The share capital of Berkut consists only of fully paid ordinary shares; the shares do not have a par value. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholders meeting of Berkut. Dec 2016 Dec 2016 Jun 2016 Jun 2016 Shares $ Shares $ Balance at beginning of period 15,166, , Shares issued and fully paid 17,500,000 3,500,000 15,166, ,503 Share issuance costs (217,707) (41,357) Balance at end of period 32,666,666 3,601,439 15,166, ,146 Each share has the same right to receive dividend and the repayment of capital and represents one vote at the shareholders meeting of Berkut. 10 Earnings per share 10.1 Earnings per share Both the basic and diluted earnings per share have been calculated using the profit attributable to shareholders of the Parent Company (Berkut) as the numerator (ie no adjustments to profit were necessary in 2016). The reconciliation of the weighted average number of shares for the purposes of diluted earnings per share to the weighted average number of ordinary shares used in the calculation of basic earnings per share is as follows: Dec 2016 Amounts in thousand shares: weighted average number of shares used in basic earnings per share 13,920,091 shares deemed to be issued for no consideration in respect of share based 1,504,110 payments Weighted average number of shares used in diluted earnings per share 15,424, Contingent commitments On 14 June 2016, the Company entered into an earn-in and joint venture agreement that will grant the Company the conditional right to earn up to a 70% interest in a joint exploration operation. The Company may earn a 51% joint venture interest in the operation by spending $2,000,000 by 31 December 2019, $1,000,000 of which must be committed by December The Company has the option to increase its joint venture interest to 70% by sole funding the project until completion of a pre-feasibility study.

16 Berkut Minerals Limited financial statements Operating segments The Company has identified its operating segments based on the internal reports that are reviewed and used by the Directors (chief operating decision makers) in assessing performance and determining the allocation of resources. The company operates in one segment being Exploration and Evaluation of Minerals in Australia. 13 Post-reporting date events Cairn Hill Gold Project In January 2017, in accordance with the earn-in and joint venture agreement with the vendors of the Cairn Hill Gold Project, the Company made a payment of $100,000 to the vendors. Cobalt Projects On 9 February 2017, the Company entered into a binding term sheet granting it an exclusive 60 day due diligence option period to acquire Kobald Mineral Holdings Pty Ltd ( Kobald ) which holds the 100% rights to four highly prospective cobalt projects ( Projects ) located in Czech Republic ( Jachymov Project ), Norway ( Skutterud Project ) and Sweden ( Gladhammar and Tunaberg Projects ). The Projects are well located with excellent infrastructure and proximity to an operating cobalt refinery and are well placed to benefit from growing demand for ethically sourced cobalt. Subject to shareholder approval, the consideration for the acquisition of Kobald will be: 5.0 million Berkut shares at completion of the acquisition. These shares will be subject to a voluntary escrow period to 30 August 2018; and 7.5 million Berkut shares on completion of a scoping study for the development of any of the Projects based on JORC compliant Measured, Indicated or Inferred Resources identified at any of the Projects; and 7.5 million Berkut shares on the completion of a definitive feasible study for the development of any of the Projects based on JORC compliant Measured and Indicated Resources identified at any of the Projects. Also, subject to shareholder approval and completion of the acquisition, Berkut will issue 2.0 million shares as an introduction and facilitation fee to Max Capital Pty Ltd or nominees (none of these parties are related to Berkut). Berkut has received firm commitments to raise $2.0 million through an equity placement of 10.0 million shares to be issued at a price of 20 cents per share. The placement are in two tranches as below: Tranche 1 - Comprising 4.9 million shares at 20 cents to raise $0.98 million, which was completed on 17 February 2017, Tranche 2 - Comprising 5.1 million shares at 20 cents to raise a further $1.02 million, to be issued subject to shareholder approval at a meeting of shareholders to be held following completion of the Due Diligence Option Period. Subject to completion of Tranche 2 of the Placement, Berkut will issue 5.0 million broker options exercisable at 25 cents each and expiring 30 June Other than the paragraphs above, there have been no adjusting or significant non-adjusting events have occurred between the reporting date and the date of authorisation.

17 Berkut Minerals Limited financial statements 15 Directors Declaration 1 In the opinion of the Directors of Berkut Minerals Limited: a The consolidated financial statements and notes of Berkut Minerals Limited are in accordance with the Corporations Act 2001, including: i ii Giving a true and fair view of its financial position as at 31 December 2016 and of its performance for the half-year ended on that date; and Complying with Accounting Standard AASB 134 Interim Financial Reporting; and b There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. Signed in accordance with a resolution of the Directors: Director Justin Tremain Dated the 14 th day of March 2017

18 Level 1 10 Kings Park Road West Perth WA 6005 Correspondence to: PO Box 570 West Perth WA 6872 INDEPENDENT AUDITOR S REVIEW REPORT TO THE MEMBERS OF BERKUT MINERALS LIMITED T F E info.wa@au.gt.com W We have reviewed the accompanying half-year financial report of Berkut Minerals Limited (the Company), which comprises the statement of financial position as at 31 December 2016, and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended on that date, notes comprising a statement or description of accounting policies, other explanatory information and the directors declaration. Directors Responsibility for the Half-year Financial Report The Directors of Berkut Minerals Limited are responsible for the preparation of the halfyear financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such controls as the Directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with the Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of Berkut Minerals Limited s financial position as at 31 December 2016 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations As the auditor of Berkut Minerals Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. Grant Thornton Audit Pty Ltd ACN a subsidiary or related entity of Grant Thornton Australia Ltd ABN Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another s acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation.

19 A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Independence In conducting our review, we complied with the independence requirements of the Corporations Act Conclusion Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Berkut Minerals Limited is not in accordance with the Corporations Act 2001, including: a giving a true and fair view of the Company s financial position as at 31 December 2016 and of its performance for the half-year ended on that date; and b complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations GRANT THORNTON AUDIT PTY LTD Chartered Accountants M A Petricevic Partner - Audit & Assurance Perth, 14 March 2017