Exhibit 96.1

DATE AND SIGNATURE PAGE

This Report titled “S-K 1300 Technical Report Summary on the Blyvoor Gold Mine, South Africa” was prepared for Blyvoor Gold Resources (Pty) Ltd. The Report is compiled in accordance with the United States Securities and Exchange Commission Part 229 Standard Instructions for Filing Forms Regulation S-K subpart 1300. The effective date of this Report is 29 February 2024.

The Qualified Persons (“QPs”) responsible for this Report are Mr. Uwe Engelmann (Geology and Mineral Resources) and Mr. Daniel (Daan) van Heerden (Mineral Processing, Mineral Extraction, Economic Analysis and Mineral Reserves).

Signed at Little Falls, Gauteng, South Africa, on 30 May 2024.

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INFORMATION RISK

This Report was prepared by Uwe Engelmann and Daniel van Heerden (the QPs) of Minxcon (Pty) Ltd (“Minxcon”). In the preparation of the Report, the QPs utilised information relating to operational methods and expectations provided to them by various sources. Where possible, the QPs have verified this information from independent sources after making due enquiry of all material issues that are required in order to comply with the requirements of the United States Securities and Exchange Commission Part 229 Standard Instructions for Filing Forms Regulation S-K subpart 1300. The authors of this report are not qualified to provide extensive commentary on legal issues associated with rights to the mineral properties and relied on the information provided to them by the issuer. No warranty or guarantee, be it express or implied, is made by the authors with respect to the completeness or accuracy of the legal aspects of this document.

OPERATIONAL RISKS

The business of mining and mineral exploration, development and production by their nature contain significant operational risks. The business depends upon, amongst other things, successful prospecting programmes and competent management. Profitability and asset values can be affected by unforeseen changes in operating circumstances and technical issues.

POLITICAL AND ECONOMIC RISK

Factors such as political and industrial disruption, currency fluctuation and interest rates could have an impact on future operations, and potential revenue streams can also be affected by these factors. The majority of these factors are, and will be, beyond the control of any operating entity.

FORWARD LOOKING STATEMENTS

Certain statements contained in this document other than statements of historical fact, contain forward-looking statements regarding the operations, economic performance or financial condition, including, without limitation, those concerning the economic outlook for the mining industry, expectations regarding commodity prices, exchange rates, production, cash costs and other operating results, growth prospects and the outlook of operations, including the completion and commencement of commercial operations of specific production projects, its liquidity and capital resources and expenditure, and the outcome and consequences of any pending litigation or enforcement proceedings.

Although the QPs believe that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to be correct. Accordingly, results may differ materially from those set out in the forward-looking statements as a result of, among other factors, changes in economic and market conditions, changes in the regulatory environment and other State actions, success of business and operating initiatives, fluctuations in commodity prices and exchange rates, and business and potential risk management.

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TABLE OF CONTENTS

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FIGURES

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TABLES

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EQUATIONS

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LIST OF UNITS AND ABBREVIATIONS

Units: The following units were used in this Report, and are in metric terms:-

Computation: It is noted that throughout the Report, tables may not compute due to rounding.

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Abbreviations: The following abbreviations were used in this Report:-

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ITEM 1 - EXECUTIVE SUMMARY

The Blyvoor Gold Mine is an operating underground gold mine situated in the Carletonville Goldfield of the Witwatersrand Basin. The Mine occurs 14 km southwest of the town of Carletonville and 80 km southwest of Johannesburg, Gauteng Province, South Africa.

Gold mineralisation is hosted in the Middelvlei and Carbon Leader reefs and accessed through the Peter Skeat Shaft (or PS Shaft, previously known as the No. 5 Shaft), which recommenced operations in quarter 3 2019 after a hiatus from 2013. Mineralisation is extracted mostly through conventional mining methods; however, a Selective Blast Mining method (“SBM”) is applied to those carbon leader stopes that lend themselves to this method. Current mining rates do not exceed 30 ktpm, but it is planned to ramp up production to 80 ktpm. Extracted material is processed at a hard rock gold extraction carbon-in-pulp plant situated adjacent to PS Shaft. The plant has a nameplate processing capacity of 40 ktpm but is currently achieving some 22 ktpm due to mining constraints.

The Blyvoor Mine operates under a mining right GP 30/5/1/2/2/143 MR, encompassing 6,708.4273 ha and which is valid for gold mining until 16 February 2047. An Environmental Authorisation was granted on 19 February 2020 for the Mining Right Project Area inclusive of the underground operations. The water use licence for the Project was granted on 14 May 2024. The mining right is issued to Blyvoor Gold Capital (Pty) Ltd in which Blyvoor Gold Resources (Pty) Ltd holds 74% shareholding.

Blyvoor lies within the late Archaean Witwatersrand Basin. This basin comprises up to 7,000 m thick interbedded sequence of argillaceous and arenaceous sedimentary rocks mainly dipping at shallow angles towards the centre of the basin and extend laterally for some 350 km northeast-southwest and 120 km northwest-southeast on the Kaapvaal Craton. The upper portion of the basin-fill (Central Rand Group), which contains the sedimentary reefs or mineralised zones, outcrops at its northern extent near Johannesburg. Further west, south and east, the basin is overlain by a combination of up to 4,000 m of younger Archaean, Proterozoic and Mesozoic volcanic and sedimentary rocks. Locally, Blyvoor falls within the Carletonville Goldfield.

The majority of Blyvoor is structurally relatively undisturbed. In the western section, however, the area is structurally complex due to the presence of the Master Bedding Fault which rejuvenated older faults and formed new ones in close proximity to its plane. The Master Bedding Fault has eliminated a large percentage of the Carbon Leader to the north of Doornfontein No. 2 Shaft, but the Middelvlei is present over the whole lease area. Major structures in close proximity to historical mining activities at 35 Level and below, are the Boulder and Alpha Dykes. The Boulder Dyke has a downthrow of 40 m to 95 m to the north and strikes east-west.

Economic gold mineralisation in the Witwatersrand Basin sediments occurs typically within quartz pebble conglomerate reefs. The reefs are generally less than 2 m in thickness. Stratigraphically, most economic placers were found in the Central Rand Group at various stratigraphic levels and usually represent significant stratigraphic unconformities. At Blyvoor, two economic placer horizons were exploited. These are namely the Carbon Leader and Middelvlei Reefs and occur in quartzites of the Main Reef Conglomerate Formation of the Johannesburg Subgroup of the Central Rand Group. The auriferous conglomerates dip uniformly at 22°S.

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The Carbon Leader is a high grade, predominantly thin (<40 cm) carbon-rich reef and is the principle economic horizon at the Blyvoor Mine. Grades decrease towards the south and southwest. The origin of the carbon is in debate as to whether it originated hydrothermally or from algae. Within the deeper southern section of the project area (below 35 Level), carbon is scarcer and hence likely responsible for the decline in grade.

The Middelvlei Reef is the second economic horizon at the Blyvoor Mine and lies stratigraphically 50 m to 75 m above the Carbon Leader. Towards the south, the separation increases due to a minor angular unconformity. The Middelvlei Reef is characterised by lower grades than the Carbon Leader. Owing to the historical variable payability and presence of sedimentologically controlled pay shoots, the Middelvlei Reef has been mined in scattered payable areas.

Exploration at Blyvoor is strictly of a historical nature as the Mine is a mature operation. Blyvoor’s life of mine is concentrated in close proximity to historical mining areas. Minxcon is of the opinion that no further exploration work is deemed necessary due to the fact that the no new ground is being explored. Data from adjacent operations is utilised in conjunction with available project data for interpretations and Mineral Resource estimations.

Measured, Indicated and Inferred Mineral Resources are based on Ordinary Kriging. Estimation was performed in 2D space for the Carbon Leader and Middelvlei Reefs. Geological losses of 5%, 10% and 15% were applied to Measured, Indicated and Inferred Mineral Resources, respectively. The total Mineral Resources Excluding Mineral Reserves are detailed in the following table.

Combined Total Attributable Mineral Resources Exclusive of Mineral Reserves for Blyvoor Mine as at 29 February 2024

Notes:

Inferred Mineral Resources inclusive and exclusive of Mineral Reserves are the same as there are no inferred Mineral Resources in the Mineral Reserve. Mineral Resources in the Measured and Indicated Mineral Resource classifications were converted into Proven and Probable Mineral Reserves, by applying the applicable modifying factors. The total Mineral Reserves for Blyvoor Mine as at 29 February 2024 are presented in the following table.

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Combined Total Mineral Reserves for Blyvoor Mine as at 29 February 2024

Notes:

Mineral Resources from the Measured and Indicated Mineral Resource Mineral Resources from the Measured and Indicated Mineral Resource Classifications were converted into Proven and Probable Mineral Reserves. The Mineral Reserve estimate consists of 30% Proven and 70% Probable Mineral Reserves on a gold content basis.

The Blyvoor Mine utilises conventional mining and Selective Bench Mining (“SBM”) to extract the Carbon Leader Reef and Middelvlei Reef from the PS Shaft Complex. Re-opening or re-equipping the current workings will continue while mining. The orepass system, footwall drives, crosscuts, and main surface shaft (PS Shaft) will access the workings. All stopes and development ends have been or will be refurbished to ensure safe access for men and material.

Men and material will be transported through PS Shaft and PSSV Shaft. Ore will be hoisted to 15 Level via cage hoisting, where the ore is then cross-trammed to PS Shaft and hoisted to surface. The re-establishment and extension of the 15-19 Level incline shaft to 21 Level will assist in reducing the cage-hoisting requirements within the PSSV shaft. Below 21 Level, ore will be transferred from active mining levels via a new orepass system to the newly established mid-shaft loading station at 27.5 Level in the PSSV. Ore will be hoisted from the mid-shaft loading station to 14 Level and then transferred on 15 level to the PS shaft ore loading system to be hoisted to surface.

The underground workings from 10 m above 29 Level at PSSV are flooded and are currently inaccessible. The Blyvoor PS Shaft project consisted of re-opening the PS Shaft Complex and returning the operation to a targeted steady state production of 80 ktpm. Numerous activities have been initiated and/or completed since cessation of the operation, including transfer of the mining right to Blyvoor Gold, award of an Environmental Authorisation, Mineral Resource update, mine planning, operating cost estimates, capital cost estimates and financial modelling. The mine has subsequently successfully been returned to production.

The process plant has been operating at a consistent recovery of 91.5%, and this can be expected to continue as long as the ore mineralogy does not change. The average processing rate for the past 12 months was 15.5 ktpm, and there are indications that higher processing rates can be achieved with operational improvements.

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The evaluator performed an independent mineral asset economic analysis on the Blyvoor Mine and the diluted Indicated and Measured Mineral Resources in the LoM plan, for conversion to Mineral Reserves. The Discounted Cash Flow, or DCF, is based on the production schedule and all costs and capital associated to develop, mine and process the orebody. Relevant taxation and other operating factors, such as recoveries and stay-in-business costs were incorporated into the economic analysis to produce a cash flow over the life cycle of the Mine. The effective date of the economic analysis is 29 February 2024.

Both the ZAR/USD exchange rate and USD commodity prices are in real money terms. The table below illustrates the forecasts for the first three years as well as the long-term forecast used in the financial model. Both the price forecast and the short-term exchange rate forecast are taken as the median of various analyst and bank forecasts, with the long-term prices calculated in-house. The medium and long-term exchange rate forecast was calculated in-house using the inflation adjusted purchasing price parity of the ZAR to USD. The long-term gold price was estimated as the real term average between the two gold price support levels over the past 10 years, i.e. USD1,900/oz. The inflation rate forecasts were sourced from the International Monetary Fund (“IMF”).

Macro-Economic Forecasts and Commodity Prices over the Life of Mine

Source: Median of various Banks and Broker forecasts (Consensus, March 2024); Minxcon; IMF.

Costs reported for the Blyvoor Mine, which consists of mining, plant and other operating costs, as well as government royalty payments are displayed in the table to follow. Other costs in the Adjusted Operating Costs category include the central and technical services, general and administration, human resources, and other services costs. Other costs for the AISC category include the corporate management costs. The costs are displayed per milled tonne as well as per recovered gold ounce. A combination of budget costs and actual costs were considered for the financial analysis. Operating costs are inclusive of a 5% contingency, while capital costs are inclusive of a 15% contingency.

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Project Cost Indicators

Notes:

The total capital including the sustaining capital amounts to USD665 million over the mine life. The Mine is in ramp-up phase from 15 ktpm to 40 ktpm in the initial period and 80 ktpm within 7 years. Initial capital has been spent, with additional capital being sustaining and expansion capital.

The capital planned for year 1 (FY25) of USD28.4 million and for year 2 (FY26) of USD44.2 million is not fully offset by free cash flows from the operation in these years and results in a peak funding requirement of USD29 million in month 20 (October 2025).

The production profile and mine development plan shown in this report relies on access to these funds to achieve the stated results. The evaluator has been informed that the funding is intended to be raised during a listing of Blyvoor Gold Capital (Pty) Ltd’s holding company, which is anticipated for August or September 2024.

For the DCF, the grade, gold price and exchange rate have the most significant impact on the sensitivity of the Mine followed by the mining operating costs. The Mine is least sensitive to capital and plant and other operating costs.

The value derived for the income approach only reflects the diluted Indicated and Measured Mineral Resources in the LoM plan, for conversion to Mineral Reserves. The Mineral Reserve is economically viable with a best estimated NPV of USD539 million (USD399 million attributable to Blyvoor Gold Resources (Pty)

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Ltd) at a real discount rate of 11.9%. The IRR of the Project is 96%, however the mine is already in operation with initial capital already spent. The following table shows a summary of the economic analysis.

Blyvoor Mine Economic Analysis Summary – Real Terms

Legal Aspects and Tenure

Blyvoor Capital are in possession of all necessary permit licences and authorisations for the current operations, the most significant of these being an environmental authorisation, environmental management programme and a water use licence.

Geology and Mineral Resources

The geology and structure of the mine is well understood. The operation is a typical mature Witwatersrand Gold Mine with years of historical data. New sampling data as at 29 February 2024 was provided for facies 3 on the Middelvlei Reef and facies 5 for the Carbon Leader Reef. Therefore, new estimates in 2024 were only produced for these two facies using the same estimation approach applied in 2023. New depletions as of 29 February 2024 were applied to the Carbon Leader and Middelvlei reefs.

There has been no significant change in the Mineral Resource Classification and grade between 2023 and 2024 for both the Carbon Leader and Middelvlei reefs.

Mining

With SBM only mining 25% of the Carbon Leader reef, conventional mining is the main mining method. SBM has been validated as a mining technique, but face availability is required if one needs to get the same advance as conventional mining. The mining process makes sense, mining close to the shaft area, in areas that require little opening up and redevelopment. To ensure that all planned mining areas are available, ongoing reconnaissance has been planned. The existing mining infrastructure must be made accessible before the mine plan can go forward. Activities for opening up have been planned and are currently underway. Until the orepass system feeding ore to the mid-shaft hoisting arrangement is finished, cage hoisting in the PS Sub-vertical Shaft above 27 Level to 15 Level (roughly 548 m) is planned. The mine plan only targets measured and indicated Mineral Resources inferred Mineral Resources do not provide any economic benefit.

Engineering and Infrastructure

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The PS Shaft operation is well-established and equipped. Repairs have been conducted on equipment and infrastructure that had been damaged and/or vandalised since the operation’s closure and this infrastructure has been restored to service. The established equipment and infrastructure includes offices, change houses, lamp room, Eskom and Blyvoor electrical sub-stations, winding plants, main ventilation fans, shafts, pumping infrastructure, as well as a sewage plant.

Refurbishment and re-equipping of the power supply and electrical distribution infrastructure has been completed and recommissioned.

Potable water is sourced from Rand Water. A supply line has been installed and connected to the existing supply line leading onto the Blyvoor Mine lease area.

Service water will mainly be sourced from underground and the estimated available 25 Ml/day of fissure water ingress is deemed sufficient for the planned production rates.

Owing to PSSV Shaft being flooded from 10 m above 29 Level, ore cannot be hoisted from the installed loading station located on 43 Level. Commissioning of the mid-shaft loading station on 27.5 Level has been completed and the completion of an orepass system will be required to facilitate rock hoisting above 27 Level in PSSV Shaft with the rock winder.

Ventilation of the underground workings is a critical part of the mining operation. A review of the initial mining plan has been conducted by a ventilation specialist and it has been deemed that utilisation of only one ventilation fan and no refrigeration will be required during production above 31 Level. When mining at a production rate of 80 ktpm below 31 Level refrigeration will be required together with the utilisation of the second installed main ventilation fan.

Once mining moves further away from the PS Shaft Complex, establishment of ventilation fans at the historic Doornfontein No. 2 Shaft and the Blyvooruitzicht No. 3 Ventilation Shaft will be required.

Dewatering of the underground workings will commence one year prior to mining proceeding below 2 Level. Initial dewatering will be conducted with submersible pumps through PSSV Shaft and PS Shaft. Once the permanent pump stations and associated infrastructure below 31 Level were replaced and recommissioned, this infrastructure and equipment will be utilised to dewater the underground workings. The selected pumping equipment and infrastructure will have sufficient capacity for the required dewatering and sufficient capital has been allowed for the acquisition thereof.

Re-equipping and recommissioning of Incline shafts in the old Blyvooruitzicht section will be required to sustain the targeted production rates. This will include rails, sleepers, winders, ore tipping arrangements and all services required for mining and re-equipping of the old workings. Sufficient capital has been allowed for this purpose.

Processing

The process plant has been operating at an average recovery of 91.5%, and this can be expected to continue as long as the ore mineralogy does not change. The average processing rate for the 12 months ending March 2024 was 16.0 ktpm, and there are indications that higher processing rates can be achieved with operational improvements.

Economic Analysis

The Blyvoor Mine plan including only the diluted Indicated and Measured Mineral Resources in the LoM plan, for conversion to Mineral Reserves is financially feasible. The updated Mineral Reserve can therefore be declared. The DCF value of USD539 million for the Blyvoor Mine (USD399 million attributable to Blyvoor Gold

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Resources (Pty) Ltd) was calculated at a real discount rate of 11.9%. A high IRR of 96% was calculated based on a peak funding requirement of USD29 million, with initial capital already spent.

Blyvoor Mine has an all-in cost margin of 48%, which is high compared to similar mines. All-in sustaining costs for the Blyvoor Mine amount to USD152/milled t, which equates to USD905/oz. All-in costs for the Blyvoor Mine amount to USD161/milled t, which equates to USD954/oz. Funding of USD29 million is required in month 20 (October 2025) as the expansion capital in the first two years is not fully offset by internally generated free cash flow. The payback period was calculated as 33 months.

The Mine is most sensitive to grade, commodity prices and exchange rate. The Mine is least sensitive to capital and other plant and other operating costs.

The Project has a break-even gold price of USD954/oz including capital.

Legal Aspects and Tenure

Blyvoor Capital are in possession of all necessary permit licences and authorisations for the current operations, the most significant of these being a mining right, environmental authorisation, environmental management programme and a water use licence. In light of no material risks for the current operations, an environmental audit undertaken for 2024 noted minor areas for improvement. Submission of the provisional Air Emissions Licence first quarterly report is pending. It is imperative that a contingency or action plan should be put in place to facilitate future compliance and improvement of on-site environmental and sustainability principles as set out in the MPRDA, NEMA and NEMAQA.

Geology and Mineral Resources

As mining progresses, channel width information should be compared to current channel width estimates as the channel width data is spatially not as well spread as the cm.g/t datasets. The channel width data can then be remodelled for more complete channel width modelling. The current model does; however, utilise the cm.g/t data to produce a cm.g/t estimate and report resources at a stope width of 117cm which is typically thicker than the current channel widths estimated. CW data is being collected with the new sampling being conducted in the mining areas and this will be incorporated into the modelling in future.

It is recommended that the facies modelling of the Middelvlei Reef be reviewed with further Mineral Resource updates to refine the estimation for future mine planning.

Reconciliations of mined grades with block model grades should be performed.

Mining

Ongoing reconnaissance should be conducted to assess the availability and condition of planned underground access and workings beyond the fifth year. If the reconnaissance identifies inaccessible areas, it may be necessary to revise the plan accordingly. The reconnaissance must be utilised to revise the capital estimate for shaft refurbishment, dewatering, pump stations, substations, mining equipment, and rail-bound equipment. For the later years of operation, a comprehensive ventilation plan that includes refrigeration should be developed. To determine the ventilation requirements beyond the first five years of mining, simulations of ventilation should be conducted. To optimise extraction and support techniques, ongoing rock engineering investigations and re-modelling are necessary. Considering seismic activities, it is recommended that a risk register and seismic monitoring continue, and plans be implemented.

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Engineering and Infrastructure

Cage hoisting is a difficult and time-consuming process, although it has been estimated that sufficient cage hoisting capacity (22.5 ktpm) exists. Delays in the commissioning a new orepass system feeding ore to the new commissioned 27.5 Level mid-shaft loading station may constitute a risk and fast tracking the establishment is being considered. Proper controls and management of the cage hoisting process will be required during the cage hoisting phase, as congestion on shaft stations can easily cause delays and production constraints.

Investigations need to be conducted to fully understand the requirements for re-equipping the old Blyvooruitzicht section Incline shafts. A ventilation study and simulation need to be conducted to fully understand the ventilation and cooling requirements once mining in the extremities of the project areas as well as when mining proceeds below 31 Level.

Considering the criticality of dewatering the flooded workings, it is recommended that the commencement of the detailed study work regarding the dewatering system and associated infrastructure be expedited. This is required to ensure timeous establishment of the pump system and infrastructure and prevent any delay of mining below 29 Level.

Processing

The plant expansion design study was completed in May 2023 and planned commissioning must be informed by the mining planning. A new TSF must be planned for in 20 years to allow for deposition at that time.

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ITEM 2 - INTRODUCTION

Item 2 (a) - Issuer Receiving the Report; Authors

Minxcon (Pty) Ltd (“Minxcon”) was commissioned by Blyvoor Gold Resources (Pty) Ltd (“Blyvoor Resources” or “the Company”) to compile a Technical Report Summary (“TRS”) Blyvoor Gold Mine (“Blyvoor Mine”, “Blyvoor” or the “Mine”), situated in Gauteng Province, South Africa. The Mine is owned and operated by, and was commissioned by, Blyvoor Gold Capital (Pty) Ltd (“Blyvoor Capital”).

The authors of this TRS are Uwe Engelmann and Daniel van Heerden, each of which is a Qualified Person (“QP”). Mr. Engelmann was responsible for Sections 1-11 and jointly for 20-25 of this TRS, while Mr. van Heerden was responsible for Sections 12-19 and jointly for 20-25 of this TRS.

Item 2 (b) - Terms of Reference and Purpose of the Report

Minxcon was commissioned to prepare the TRS on the Mine in accordance with the United States Securities and Exchange Commission Part 229 Standard Instructions for Filing Forms Regulation S-K subpart 1300 (“S-K 1300”). This TRS follows the guidelines as prescribed by S-K 1300, and only such terms as defined in §229.1300-1305 were utilised. The TRS is structured in accordance with the format prescribed in §229.601(b)(96).

Blyvoor is an operating underground mine with ore processed at an on-site plant. The purpose of this TRS is to present the Mineral Resources and Mineral Reserves of the Mine as of the Company financial year end 29 February 2024. The Mineral Resources and Mineral Reserves are stated at the effective date of 29 February 2024.

The basis for the Mineral Reserves stated in this TRS is a life of mine plan, which constitutes a study with detail and accuracy levels better than the requirements for a pre-feasibility study. The QP has reviewed the life of mine plan and is satisfied that it has demonstrated that, at the time of reporting, the extraction of the Mineral Reserve is economically viable under reasonable investment and market assumptions. The life of mine plan is technically achievable and is the basis of determining the Mineral Reserve.

All monetary figures in this TRS are expressed in United States Dollars (“USD”).

Item 2 (c) - Sources of Information and Data Contained in the Report

The following sources of information were supplied to Minxcon by Blyvoor Gold personnel to complete the scope of work and to compile this Report:-

Additional information was sourced from those references listed in Item 24 and are duly referenced in the text where appropriate.

Item 2 (d) - Qualified Persons’ Personal Inspection of the Property

The Qualified Person (“QP”, as such term is defined S-K 1300) for this TRS are Mr. U. Engelmann and Mr. D. van Heerden.

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Mr. van Heerden and Mr. Engelmann undertook an underground site visit on 11 March 2021 accompanied by various Blyvoor Gold staff members to inspect the mining start up and geology on 15 Level. On 10 February 2023, Mr. Eben Jansen (Processing Engineer, Minxcon) and Mr. Mardus Jansen van Vuuren (Plant Superintendent, Minxcon) undertook a visit to the site to investigate the plant with the specific task to investigate the milling capacity and make recommendations for improvement. They were accompanied by Blyvoor Plant Manager. Mr van Heerden conducted a later site visit on 19 May 2023 accompanied by various Blyvoor Gold staff members to inspect the recent mining activities on 15 Level and 27 Level.

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ITEM 3 - PROPERTY DESCRIPTION AND LOCATION

Item 3 (a) - Location of the Property

As illustrated in Figure 1, the Mine is located some 14 km by road southwest of the town of Carletonville, in the south-western extremity of the Gauteng Province, South Africa, and within the Oberholzer Magisterial District. The town of Fochville lies 30 km due southeast and Westonaria 42 km due northeast. To the northeast, Johannesburg can be accessed over a well-established road network of 80 km. The Mine is centred on the co-ordinates (WGS84 system) 26°25’31“S, 27°20’42“E.

Figure 1: Location of Blyvoor Mine

Figure 2 illustrates the Blyvoor assets in relation to other assets in the area.

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Figure 2: Location of Blyvoor Gold Assets in Relation to the Orphans (Including Harmony Assets)

The yellow areas in the Figure 2 indicate the Blyvoor Gold Capital (Pty) Ltd assets, who mines the mining right area (project area). The orange areas indicate Blyvoor Operations (Pty) Ltd assets, who intend to process tailings. The blue areas indicate the Anglo Gold Ashanti Limited (“AGA”) assets that were purchased from the provisional liquidator and which were subsequently sold to Harmony Gold Mining Company Limited (“Harmony”) in 2020. Harmony is currently pumping in order to protect the integrity of the underground pillar between the Blyvoor PSSV Shaft underground workings and their neighbouring Savuka Gold Mine.

Item 3 (b) - Area of the Property

Blyvoor Gold holds the Peter Skeat Shaft (“PS Shaft”, previously known as the No. 5 Shaft) and the mining right covering the underground gold mining operation of the Blyvooruitzicht Gold Mining Company Ltd (in provisional liquidation) (“BGMC”). The mining right covers an area of 6,708.4273 hectares. Gold mineralisation is accessed via the PS Shaft, which recommenced operations in quarter 2 2019 after operation shutdown from 2013.

The Mine is in a prolific gold mining area within the Carletonville Goldfield. The region hosts several well-established gold mines and is well serviced by all amenities. The Mine is operated by an owners team. Gold mineralisation hosted in the Middelvlei and Carbon Leader reefs is extracted via conventional mining methods, however the Selective Blast Mining method (“SBM”) is applied to those carbon leader stopes / panels that lend themselves to this method. Current mining rates do not exceed 30 ktpm, but it is planned to ramp up production to 80 ktpm. Extracted material is processed at a hard rock gold extraction carbon-in-pulp (“CIP”) plant situated adjacent to PS Shaft. The plant has a nameplate processing capacity of 40 ktpm but is currently achieving some 15 ktpm. The underground workings from 10 m above 29 Level at Peter Skeat Sub-vertical Shaft (“PSSV Shaft”, previously known as the No. 5A Sub-vertical Shaft) are flooded and are currently inaccessible.

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Item 3 (c) - Mineral Deposit Tenure

Mining rights are issued by the South African Department of Mineral Resources and Energy (“DMRE”, previously Department of Mineral Resources) in accordance with the Mineral and Petroleum Resources Development Act, No 28 of 2002 (“MPRDA”).

The Blyvoor Mine is encompassed under a converted mining right GP 30/5/1/2/2/143 MR (“MR143GP”) issued in the name of Blyvoor Gold Capital (Pty) Ltd. Table 1 provides a summary of the details of MR143GP.

Table 1: Summary of Mining Right for Blyvoor Mine

The QPs have viewed a copy of MR143GP and are satisfied with its validity and authenticity. The QPs have not identified any threat to the mining right with continued annual obligations to tenement security and conformance to government notices and directives.

An amendment application in terms of Section 102 of the MPRDA has been submitted to the DMRE on 30 March 2023 to include additional commodities (silver, nickel, copper, platinum group metals), and to include the mining of tailings material from 2028.

The mineral right MR143GP is held by Blyvoor Capital, a registered subsidiary (74%) of Blyvoor Resources. The remaining 26% ownership of Blyvoor Capital is held by Blyvoor Empowerment Partners (RF) (Pty) Ltd, which represents Black persons as defined in terms of the Black Economic Empowerment (“BEE”) Act and as set out in the Mining Charter. The MR143GP was issued prior to gazetting of the 2018 Mining Charter which requires mines to hold a 30% BEE representation, thus the 26% BEE requirement of the previous Charter remains in force.

The current and post-transaction company structure is illustrated in Figure 3.

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Figure 3: Company Structure

Several servitudes and usufructs for services are required for the operation. These services include water, electricity, and pumping, amongst others. Servitudes and usufructs were surveyed and registered for all operational areas of the Mine. The usufructs have a validity period of 99 years under ownership to Blyvoor Gold.

Item 3 (d) - Royalties and Payments

The current Mineral and Petroleum Resources Royalty Act came into effect on 1 March 2010. The law requires all companies extracting minerals in South Africa to pay royalties at a rate of between 0.5% and 7% based on gross sales. Companies are taxed on either the refined or unrefined formula:-

The refined mineral formula has been used for Blyvoor Mine as the gold is refined to at least 99.5% purity at Rand Refinery, and the Company sells the refined product at spot prices.

Blyvoor also has a streaming arrangement in place with Nomad Royalty Company Ltd. whereby gold is to be sold to Nomad Royalty Company Ltd. (the purchaser) at a fixed price of USD572/oz for gold volumes amounting to the following:-

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Item 3 (e) - Environmental Liabilities

In terms of Regulation 54(2) of the MPRDA, Blyvoor Gold is required to make financial provision for the interim and final rehabilitation activities on the site. The provision is required to be reviewed annually for adequacy and amended to compensate for new activities and/or inflation.

The rehabilitation liability provision was updated by Digby Wells in May 2023. These costs have been reviewed and escalated to 2024 terms by Minxcon. As per discussion with Blyvoor management, the DMRE has accepted the escalated costs, but has not requested an updated payment plan. The apportioned of the escalated liabilities to the three entities/groupings are set out in Table 2.

Table 2: Assessed Rehabilitation Liabilities attached to MR143GP as of February 2024 with Amended Splits

In October 2020 Blyvoor Gold Capital (Pty) Ltd applied to the DMRE to amend the closure liability funding by consolidating all existing guarantees and funding arrangements into a single financial guarantee through Guardrisk. The existing guarantees of ZAR39.2 million, guarantees provided in 2020 of ZAR35.2 million and the Trust Fund balance of ZAR55.8 million would all be consolidated into a new guarantee of ZAR130.2 million, with the remaining ZAR236.1 million to be funded through guarantees over a period of eight years. This arrangement was accepted by the DMRE in a letter dated 26 October 2020, and a Guardrisk guarantee in the amount of ZAR130.2 million was provided to the DMRE on 22 October 2020.

A payment schedule was provided to Minxcon detailing a period of 18 years to fully fund the guarantees of ZAR366.3 million. The available funds transferred to Guardrisk are sufficient to fully fund premiums to Guardrisk for four years. The payment schedule was apportioned between Blyvoor Gold Capital (Pty) Ltd and Blyvoor Gold Operations (Pty) Ltd. The payment schedule has been updated for the escalated ZAR492.5 million.

Blyvoor Gold, through the granting of the EA, has commenced the process of formally reverting the accountability of the Orphans liability to the new owners of the assets through Section 102 applications. In addition, the liability associated with Blyvoor Gold Operations (Pty) Ltd is intended to be separated through a Section 102 Amendment of the Mining Right.

Once these developments are concluded, Blyvoor Gold Capital (Pty) Ltd will have a total liability of ZAR125.2 million). In the unlikely event that the Orphans liability cannot be passed on to the new owners of the assets and Blyvoor Gold Capital (Pty) Ltd and Blyvoor Gold Operations (Pty) Ltd carry the entire Orphans liability, then the total liability will remain at ZAR492.5 million. The payment plan already in place, which Blyvoor Gold Capital (Pty) Ltd and Blyvoor Gold Operations (Pty) Ltd are currently funding, already provides for a ZAR366 million liability, with the payment plan updated for the higher ZAR492.5 million. Any success in

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reducing the overall liability through the allocation of liabilities to the owners of the Orphans will result in a reduction of cost.

Item 3 (f) - Permits to Conduct Work

Further permits or plans relating to the planned operations are described in the sections to follow that are required to be in place by the EA ((DMR Ref No. GP30/5/1/2/3/2/1 (143) EM) noted in condition 1, 2, 11, and 19.

An Environmental Authorisation (“EA”) as part of the MR143GP was granted on 19 February 2020 by the DMRE to Blyvoor Gold for the current operations in terms of the National Environmental Management Act, No. 107 of 1998 (“NEMA”). Environmental Impact Assessment (“EIA”) and Environmental Management Programme (“EMPr”) reports support this authorisation. Annual audits are required to be undertaken annually by external environmental auditors against the approved EA and EMPr and submitted to the DMRE.

A water use licence (“WUL”) no. 10/C23E/GJACEFGI/14399 in terms of the National Water Act, No. 36 of 1998 (“NWA”) was issued to Blyvoor Capital for the Mine on 14 May 2024 and is valid for until 14 May 2044. This supersedes the previously issued WUL no. 08/C23E/AEFGJ/1000 issued 19 July 2011 for and valid until 19 July 2021. The objective of the new WUL was to be as close as possible to the previous licence with regards to operations, extraction, and deposition. Wastewater treatment plants for the Blyvoor Village was removed from the new application as they are not owned by Blyvoor Gold. Also removed from the application were Blyvoor TSF No. 1, emergency return water dam and PS Shaft Rock Dump. It should be noted that when operations were ceased in 2013, AGA approached the courts to compel the Department of Water and Sanitation (“DWS”) to issue the directive allowing AGA to pump water from underground in order to protect their down-dip operations from the threat of being flooded unexpectedly. Following the sale of AGA’s assets to Harmony, the latter through their subsidiary Covalent Water Company (“CWC”), are currently pumping water from Blyvooruitzicht No. 4 Shaft and Blyvooruitzicht No. 6 Shaft under a directive from the Department of Water and Sanitation.

Operations are continuing normally, and the Mine continues to attend the quarterly DWS forum stakeholder meeting for the Mooi River under the Wonderfontein Catchment Area. DWS continues to conduct routine inspections of the mine, however the subsequent inspection report from the last inspection, dated 28 September 2023 has not been issued.

Blyvoor Gold continues to work closely with Harmony regarding water issues.

A waste management licence in terms of the National Environmental Management: Waste Act, No. 59 of 2008 forms part of the EA which was granted on 19 February 2020.

Blvoor Capital has a  valid provisional Atmospheric Emissions Licence (“PAEL”), reference number (PAEL/GP/WR-BGC/04/09/2023-6545-VAR) issued 10 November 2023 in terms of the National Environmental Management: Air Quality Act, No. 39 of 2004 (“NEMAQA”) issued by Department of Environment, Forestry and Fisheries (DFFE) for the entire mining right area. This PAEL will allow for 12 months of monitoring from the date of commissioning of the listed activities, during which time emission measurements are required to be made and submitted to the authorities. Subject to these measurements being within legal limits and meeting all PAEL conditions for six consecutive months, an Atmospheric Emissions Licence (“AEL”) valid for five years will be issued. It should be noted that condition 8.2.1 of the PAEL stipulates submission of

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quarterly reports (“three months after commencement of the listed activities”). The first quarterly report submission is pending and condition 10.1. further stipulates that “failure to comply with any of the licence and relevant statutory conditions and/or requirements is an offence, and the licence holder, if convicted, will be subjected to those penalties as set out in section 52 of the AQA.”

A valid Certificate of Registration (“COR”) issued 15 January 2024 to Blyvoor Capital by the National Nuclear Regulator (“NNR”) in terms of the National Nuclear Regulatory Act, 1999, relating to the tailings project is in place and applicant should ensure adherence to the conditions of authorisation of Part 1 and specified NNR requirements in Part 2.The QPs are not aware of any further permits in addition to those described above, which are required for the operations.

The QPs are not aware of any past material violations or fines.

Blvoor Capital to develop an auditable maintenance plan to ensure that all critical environmental equipment is maintained as required and a discussion on the implementation and compliance with the maintenance plan be included in the annual audit reports.

Additionally, an alien management programme to control alien invasive plant species and must entail the identification of areas where such infestation occurs and the extent.

Item 3 (g) - Other Significant Factors and Risks

From the evidence available, it is the opinion of the QPs that operations continue as a valid EA and WUL is in place. It is noted that as the Project currently stands, Blyvoor Ops will not hold all the authorisations it requires to independently conduct the Project. Notwithstanding, Blyvoor Ops can still be held liable for arising environmental impacts. Condition No. 4.8 of the EA (DMR Ref No. GP30/5/1/2/3/2/1 (143) EM) states, “Non-compliance with any condition of this EA or EMPr may result in the issuing of a directive in terms of section 28 and or a compliance notice in terms of section 31L of the NEMA.” Regulation 34 of the Environmental Impact Assessment (“EIA”) Regulations (GNR 982 of 4 December 2014 as amended) provides as follows “Auditing of compliance with environmental authorisation, environmental management programme and closure plan.” The QPs recommends that a contingency or action plan be put in place to facilitate future compliance and improvement of on-site environmental management.

As noted previously, Blyvoor Ops will initially rely on the existing Blyvoor Capital rights and permits with respect to the Mining Right, the EA and water use licence under a duly signed agreement for this purpose.

The QPs are not aware of any past material violations or fines. There is reasonable basis to believe that all governmental requirements for the Project have been obtained or can be obtained. The Project owners and operators must adhere to environmental and sustainability principles as set out in the MPRDA. The QPs are not aware of any factors or risks that may affect access, title or right or the ability to perform work on the property.

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ITEM 4 - ACCESSIBILITY, CLIMATE, LOCAL RESOURCES, INFRASTRUCTURE AND PHYSIOGRAPHY

Item 4 (a) - Topography, Elevation and Vegetation

The surface topography of the mining lease area is characterised by undulating hills and forms part of the northern slopes of the Gatsrand Ridge. Elevations vary from some 1,400 m to 1,680 m above mean sea level. One distinct watercourse carries seasonal rainwater from the higher catchment areas across the eastern side of the property to the Wonderfonteinspruit.

According to Golder Associates (2016), the area is located in the Gauteng Shale Mountain Bushveld and Carletonville Dolomite Grassland vegetation types. The vegetation is characterised by short (3–6 m), semi-open thicket, dominated by a variety of woody species. The understory is dominated by a variety of grasses. Some of the ridges form plateaus that support scrubby grassland. Carletonville Dolomite Grassland occurs on undulating plains dissected by rocky chert ridges. The grassland is sour in nature due to severely frosty winters, combined with regular burning. Trees and shrubs typically occur on rocky outcrops and protected areas. Typical grassland is restricted to the exposed sites in the irregular, undulating landscape. This veld type is not suited for crop production due to the shallow and rocky nature of the soils. Grazing of livestock is limited due to the dominance of sour grass species, which results in a low nutrient status of the fodder during winter. This area is typical of the transitional-type grassland between the high inland plateau and the bushveld of the lower inland plateau, with the resultant low incidence of tree species.

It is noted that the mining site has largely been disturbed by mining activities over the decades. Several exotic and invasive species occur on the mine property usually associated with areas such as the TSFs and developed mining areas.

Item 4 (b) - Access to the Property

The Blyvoor mining right area is directly accessible through the R501 main tarred road that connects Carletonville and Potchefstroom. The R501 runs along the northern boundary of the mining property and traverses the lease area to the west. The R501 regional road leading from the N12 national road past the town of Carletonville and in a western direction on to Potchefstroom. From the R501, the Mine is accessed through a direct tarred road onto the lease area that branches off the R501. This road is in a relatively good state of repair and no work or design will be required on this road. Numerous all-weather gravel roads provide access to various sites on the Mine.

Oberholzer is the closest railway station, located approximately 12 km northeast of PS Shaft and just north of Carletonville, and is situated on the Johannesburg-Klerksdorp railway line. The O.R. Tambo and Lanseria International Airports in the Johannesburg area support high volumes of daily domestic and international flights. The Carletonville Aerodrome is located some 5 km north of PS Shaft.

Item 4 (c) - Climate and Length of Operating Season

The climate in Carletonville is warm and temperate and classified as Cwb by Köppen and Geiger (climate-data.org). Cwb is characterised by a subtropical highland climate or temperate oceanic climate with dry winters, where the ‘C’ refers to mild temperature, the ‘w’ refers to dry winter and the ‘b’ refers to warm summers. Temperatures are warm to mild with an average annual temperature of 15.9°C in Carletonville (climate-data.org). The dominant wind direction in the vicinity of Blyvoor is northwest to northeast. There are no major climatic conditions that will hinder mining activities. Operations can continue year-round.

The Blyvoor Mine is located in the Highveld climatic zone, which receives average annual precipitation of about 900 mm on its eastern border to about 650 mm in the west. Rainfall occurs mainly in the summer

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months from October to March in the form of showers and thundershowers. Maximum rainfall occurs in January, and winters are typically dry. The average annual rainfall at Carletonville is 660 mm (climate-data.org). Several distinct watercourses carry seasonal rainwater from the higher catchment areas across the property to the Wonderfonteinspruit (Golder Associates, 2016).

Item 4 (d) - Infrastructure

The local Carletonville region is a well-established mining area. Skilled and semi-skilled labour are readily available, along with all service requirements. The nearby towns of Carletonville and Fochville provide a full range of urban amenities, including medical and educational facilities, financial, retail, and commercial services. Telephone and mobile phone services are reliable, as are the high-speed internet facilities.

Power supply in the general area is well-established. The Mine was previously supplied with power through two independent 132 kV overhead lines. These lines remain live and feed directly from the Carmel and Elandsrand sub-stations. Sufficient power supply capacity is available in the region and Blyvoor has secured a 40 MVA power supply capacity allocation from Eskom. Owing to the removal of the sub-station by Eskom when the Mine was liquidated, the Eskom consumer sub-station at PS Shaft required re-equipping and re-commissioning. Blyvoor Gold has completed this re-equipping and commissioning of the PS Shaft substation. Power supply infrastructure and capacity has been re-established to its pre-liquidation state and is thus deemed sufficient for the planned LoM production profile.

Potable water is sourced from the Rand Water Board Utility through the Merafong Municipality supply infrastructure. Installation of potable water supply lines to the PS Shaft surface infrastructure were completed. Servitudes for the pipelines were submitted, approved, and registered.

Water in underground workings in the West Rand, and particularly the Carletonville area, is well reported. The Covalent Water Company (Pty) Ltd (“CWC”), have taken over the pumping of water to surface from the existing Blyvooruitzicht No. 4 Shaft and Blyvooruitzicht No. 6 Shaft. PSSV Shaft has been allowed to flood to just above 29 Level where the water level is maintained. CWC will continue to pump ±20 Ml/day from the Blyvooruitzicht No. 4 Shaft and Blyvooruitzicht No. 6 Shaft.

An estimated 5 Ml bypassing the CWC pumps is being pumped from the basin by the neighbouring Savuka Gold Mine. The production water requirements at Blyvoor PS Shaft, is 1.5 Ml/day at present and will ramp up to 8 Ml/day by month 102. Service water requirements will further increase to a maximum of 6 Ml/day by month 100 and remain at this level whilst producing the planned 80 ktpm of ore. The existing fissure water ingress into PS Shaft as well as water from the dewatering activities below 27 Level, once dewatering has commenced, will be captured into and circulate in the mines’ water reticulation system. Considering the ±20 Ml/day pumped by CWC and the 5 Ml/day pumped by the neighbouring Savuka Gold Mine, the total groundwater ingress into the Blyvoor mining area amounts to 25 Ml/day. As most of the service water will be recirculated underground, sufficient ingress groundwater will be available to sustain the maximum planned production rate.

The operation is located in close proximity of the town of Carletonville. The town and several old mining villages surrounding the operation provides accommodation opportunities for employees.

Most of the surface infrastructure of PS Shaft, except for the electrical supply infrastructure and surface winder electrical systems, was in a fair to good condition prior to the commencement of the Blyvoor Gold

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reinstatement project. Areas such as offices, change houses, workshops, stores, lamp room, winder house, and shaft headgear required minor repairs, maintenance, and replacement of all electrical (copper) cabling. This has been completed and the surface infrastructure is now fully operational except for the refurbishment of the second surface fan.

A complete electrical refurbishment of all the cabling, infrastructure and equipment was required for the Blyvoor Gold reinstatement project. This included, but was not limited to, the two winders, one surface fan and surface buildings including offices, change houses, medical stabilisation facility, time and attendance facility and lamp room, amongst others. This has all been completed during the execution of the PS Shaft reinstatement project.

PS Shaft and PSSV Shaft has been accessed down to 27 Level. PS Shaft has been fully repaired and recommissioned. PSSV Shaft still requires some repair work to fully restore the shaft to operation. The two Man winders in PSSV Shaft were recommissioned. Both Man winders (East and West) were relicensed for use and the relicensing of the rock winder is in progress. This completed commissioning and relicensing of the man winders allow for production activities and for necessary repairs and maintenance to take place in the operating portion of this shaft and enables one to complete the recommissioning of the PSSV Shaft rock winder.

The No. 1A Sub-vertical Shaft was operational down to 19 Level at the time that operations ceased in 2013. Blyvoor Gold requires this shaft as an emergency secondary escape route. The shaft is now capable of being used down to 23 Level with the use of a reinstated single drum winder equipped with a capsule to be utilised for the transport of persons in an emergency.

It is planned to refurbish the No.1a sub shaft between 15 Level and 23 Level to include for the transport of men and material between these two levels once completed this will also replace the capsule arrangement currently serving as part of the emergency secondary escape route.

No. 6 Shaft is currently operated and maintained down to 9 Level by CWC. This is to enable CWC to conduct the necessary dewatering that takes place a No. 6 Shaft as well as the associated maintenance of the shaft to 9 Level. Blyvoor utilises No. 6 Shaft down to 15 Level as a secondary escape route to surface in the event of an emergency and the PS Shaft is out of commission. Blyvoor plans to refurbish 1 compartment in the No.6 Shaft between 9 Level and 15 Level to ensure that ongoing maintenance and use as a second escape route from 15 Level to surface is ensured into the future..

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ITEM 5 - HISTORY

Item 5 (a) - Prior Ownership and Ownership Changes

Table 3 provides an overview of the history of the Blyvoor Mine.

Table 3: Historical Development Summary of the Mine

Item 5 (b) - Historical Exploration and Development

An overview of historical exploration and development is presented in Table 3, with exploration further details presented in Item 7. All exploration is deemed historical.

By the end of 1983, after 50 years of operation, Blyvooruitzicht Gold Mine had milled over 60 Mt of ore, with an average 50-year grade of over 35 g/t and a recovered grade of over 17 g/t. By 2002, the Mine (excluding Doornfontein pre-1996) had mined over 100 Mt of ore at an average grade of 11.3 g/t. In 2005, Blyvooruitzicht’s total historical gold production was in excess of 1,160 t of gold (Whittaker, 2016). For the period 1942 to present, 38.2 Moz of gold were recovered. An additional 19.5 Moz was recovered from Doornfontein Gold Mine before the merger with BGMC.

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ITEM 6 - GEOLOGICAL SETTING, MINERALISATION AND DEPOSIT

Item 6 (a) - Regional Geology

Blyvoor lies within the late Archaean (2.7-2.8 Ga) Witwatersrand Basin. This basin comprises up to 7,000 m thick interbedded sequence of argillaceous and arenaceous sedimentary rocks mainly dipping at shallow angles towards the centre of the basin and extend laterally for some 350 km northeast-southwest and 120 km northwest-southeast on the Kaapvaal Craton. The upper portion of the basin-fill (Central Rand Group), which contains the sedimentary reefs or mineralised zones, outcrops at its northern extent near Johannesburg. Further west, south and east the basin is overlain by a combination of up to 4,000 m of younger Archaean, Proterozoic and Mesozoic volcanic and sedimentary rocks.

The basin units were folded along a northeast to southwest axis into an asymmetrical synclinorium. The sediments consist mainly of quartzites and shales and less prevalent, but generally economically important, gold-bearing conglomeratic zones occur on regional unconformities. These are commonly referred to as “reefs” or placers. The reefs occur in goldfields that are geographically separated. These are namely the Welkom, Klerksdorp, Carletonville, West Rand, Central Rand, East Rand, South Rand, and Evander Goldfields.

The location of Blyvoor in relation to the Witwatersrand Basin is illustrated in Figure 4. The regional goldfields are also depicted in the image.

Item 6 (b) - Local and Property Geology

Locally, Blyvoor falls within the Carletonville Goldfield, or Far West Wits Line, that, in addition to gold, produced uranium and pyrite (for sulphuric acid production) as by-products. The goldfield is stratigraphically subdivided into the Blyvooruitzicht, Main, Randfontein, Luipaardsvlei, Krugersdorp, Booysens, Kimberly and Elsburg Formations (SACS, 2006). Per Robb and Robb (1998), each formation is characterised by a regionally persistent basal unconformity-bound conglomerate and overlain by quartzites, grits and pebble bands, while argillaceous quartzites and shales are confined to the Booysens and Robinson Formations.

As described by McCarthy (2006), at the base of the Central Rand Group, the Blyvooruitzicht Formation quartzites and sporadic conglomerates occur and is disconformably overlain by the Main Formation. The base of the Main Formation in the Carletonville Goldfield is defined by the Carbon Leader Reef. The Carbon Leader is overlain by a siliceous quartzite of the Main Formation up to 3.5 m thick. Quartzites with intercalated conglomerates of the Randfontein and Luipaardsvlei Formations overlie the Middelvlei Reef. The Krugersdorp Formation quartzites grade upwards into the upward-coarsening Booysens Formation shale. The thin conglomerate of the sporadically developed Kleinfontein Reef forms the base of the quartzitic-conglomeritic Kimberley Formation. In the western sector, the Channel Shale is locally present. The Libanon Reef occurs on a marked disconformity within the Kimberley Formation. Quartzites of the following Elsburg Formation coarsen upwards. Several conglomerate horizons are developed in the Mondeor Formation.

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Figure 4: Location of Blyvoor in Relation to the Goldfields of the Witwatersrand Basin

The Central Rand Group is unconformably overlain by the basal volcanic rocks of the Ventersdorp Supergroup, the latter interfingering with sediments of the Venterspost Conglomerate Formation that contains the VCR. In the upper Central Rand Group and Venterspost Formation, sediment deposition was controlled by fault-related uplift to the east, with sediments derived from the north in the eastern section (Robb and Robb, 1998).

A schematic illustration of the stratigraphy across the Carletonville Goldfield as it occurs in the Blyvoor area is provided in Figure 5.

Numerous economically viable conglomerate horizons occur in this goldfield within the Central Rand Group, which in turn is unconformably overlain by the Venterspost Conglomerate Formation (colloquially called the Ventersdorp Contact Reef or “VCR”) at the base of the Ventersdorp Supergroup. Three principal economic horizons are exploited, namely the Carbon Leader and Middelvlei Reef and the VCR. The Carbon Leader and the Middelvlei Reef are the most important economic horizons, both of which occur within the lowermost Randfontein Formation.

At the Blyvoor Mine property, the two most important lithologies exposed include the upper zone of the Jeppestown Subgroup and the two basal formations of the Johannesburg Subgroup. The upper portion of the Jeppestown Subgroup, the Roodepoort Formation consists of well laminated dark grey shales with an upward-coarsening and increase of quartzite content. At the base of the Johannesburg Formation, the lower square pebble zone of the Maraisburg Quartzite Formation consists of dark grey, fine grained argillaceous quartzite. The middle square pebble zone is a mature, light grey to slightly green tinged, cross-bedded quartzite. The overlying top square pebble zone is a thin, dark grey, argillaceous quartzite.

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Figure 5: General Stratigraphy of the Upper Carletonville Goldfield

Directly below the North Leader Reef is a fairly mature, medium grained, cross-bedded quartzite. Containing sporadic gold, the North Leader Reef is an oligomictic, small pebble conglomerate, less than 15 cm thick and stratigraphically situated 0-15 m below the Carbon Leader Reef, with this separation increasing southwards due to a minor angular unconformity. The North Leader has only been mined in isolated areas where the parting between this reef and the Carbon Leader permits extraction of both horizons with minimum internal dilution. The footwall of the Carbon Leader is alternating coarse grained siliceous and argillaceous quartzites.

Overlying the Carbon Leader is a mature, light grey, fine-grained siliceous quartzite, above which is the Rice Pebble Conglomerate, a dark pyritic quartzite with small white quartz pebbles. Some 2 m above the Carbon Leader is a dark grey to khaki coloured chlorite-rich argillite called the Green Bar, the lower part of which tends to be laminated and the upper part massive. If exposed during mining, the laminated nature of the Green Bar can cause support problems. The hanging wall of the Green Bar is a mature grey to light grey cross-bedded quartzite with thin semi argillaceous horizons. Approximately 15 m above the Green Bar, the lower hanging wall small pebble conglomerates are moderately mineralised and interbedded with coarse-grained, grey quartzites.

The footwall of the Middelvlei Reef comprises coarse-grained to gritty, dark grey to brown, cross-bedded quartzites, with scattered pebbles and thin lenticular conglomerate horizons. The hanging wall comprises grey to very grey quartzites with occasional poorly packed small pebble conglomerates.

Malmani dolomites of the Transvaal Supergroup, striking east-west and dipping 7°S, occur over the northwest of Blyvoor. The thickness of the dolomite varies from 850 m in the north to over 1,300 m in the south. The southeast of the Mine property is overlain by units of the Pretoria Group, comprising mainly

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Rooihoogte Formation chert breccia at the base with overlying Timeball Hill quartzites and shales. These lithologies strike northeast-southwest and dip 15°S.

Local structural features that occur at the property are as follows:

A plan of the surface geology at Blyvoor is provided in Figure 6. A simplified geological section at the Mine is depicted in Figure 7.

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Figure 6: Blyvoor Surface Geology Plan

Figure 7: Blyvoor Simplified Geological Section Looking West

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Item 6 (c) - Mineralisation and Deposit Type

Gold and uranium deposits in the Witwatersrand Basin are hosted by quartz-pebble conglomerates, which are developed on laterally continuous unconformity surfaces. These reefs are generally characterised by shallow dips of between 10° to 25° and thicknesses of 1.0 m to 2.5 m that make them suitable for exploitation by means of typical narrow stoping techniques.

The gold deposits of the Witwatersrand Basin are considered to be associated with coalesced fluvial braid-plains, where gold was concentrated within braided stream gravels developed on unconformities which were correlated around the basin. Most early theories on the origin of gold believed the gold to be deposited syngenetically (placer theory) with the conglomerates or by epigenetic means (hydrothermal origin), but subsequent research concluded that metamorphism caused the post depositional local redistribution of gold (modified placer theory). Generally, gold occurs in native form often associated with pyrite (less commonly pyrrhotite) and carbon, with quartz as the main gangue mineral.

At Blyvoor, two economic placer horizons were exploited. These are namely the Carbon Leader and Middelvlei Reefs and occur in quartzites of the Main Reef Conglomerate Formation of the Johannesburg Subgroup of the Central Rand Group. The auriferous conglomerates dip uniformly at 22°S.

The Carbon Leader is a high grade, predominantly thin (<40 cm) carbon-rich reef and is the principle economic horizon at Blyvoor. The origin of the carbon is in debate as to whether it originated hydrothermally or from algae. Within the deeper southern section of the Mine, carbon is scarcer and hence likely responsible for the decline in grade. In the western area, the Carbon Leader is eliminated by a northwest-southeast striking, 1,900 m wide erosional channel. The erosion channel is truncated to the north by the Master Bedding Fault. Its eastern boundary is well defined by mining, while the western boundary is less certain and has only been defined by drilling.

The Carbon Leader is divided into seven facies areas, namely F1 to F7, based on channel width and carbon content. Four types of Carbon Leader are recognised:-

Grade generally decreases down dip (south) and towards the west associated with a reduction in carbon.

The Middelvlei Reef is the second economic horizon at Blyvoor and lies stratigraphically 50 m to 75 m above the Carbon Leader. Towards the south, the separation increases due to a minor angular unconformity. The Middelvlei Reef is characterised by lower grades than the Carbon Leader. Owing to the variable payability and presence of sedimentologically controlled pay shoots, the Middelvlei Reef has been mined in scattered payable areas and is present over the whole lease area.

On the Middelvlei Reef, facies areas have similarly been identified using grade, channel direction and reef characteristics.

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ITEM 7 - EXPLORATION

Exploration at Blyvoor is strictly of a historical nature as the Mine is a mature operation. Blyvoor Gold’s LoM is concentrated near historical mining areas. Minxcon is of the opinion that no further exploration work is deemed necessary since no new ground is being explored. Data from adjacent operations is utilised in conjunction with available project data for interpretations and Mineral Resource estimations.

It is noted that sampling information is recorded over the whole of the Blyvoor Mine area. All exploration aspects as covered in this section are historical in nature.

Two types of sampling techniques are utilised on all South African gold mines and were historically utilised on the Blyvoor operations. These constitute:-

The former is not deemed to be relevant in the generation of Mineral Resource models in carbon rich reefs due to core and associated gold loss, whilst the latter is more often used for the maintenance of grade control models. However, chip sample sections are usually utilised for Mineral Resource estimation for reefs where a wide drilling grid is not easily achieved (due to depth or due to primary development occurring in the reef horizon itself), or where the local variability of mineralisation has proven to be very high, and this variability is not evidenced in the wide-spaced drilling grid due to poor core recovery friability of the carbon seams resulting in significant gold loss and under-evaluation. Carbon-rich reefs such as the Carbon Leader and Middelvlei Reefs are typical candidates for this thus supporting the use of chip sampling in their Mineral Resource estimation. Chip sampling is normally spaced on approximately a 6 m x 6 m sampling grid. This is a well-accepted and entrenched sampling technique utilised on all typical narrow-reef Witwatersrand gold mines in South Africa.

Item 7 (a) - Non-drilling Work

Underground Chip Sampling

A large volume of underground chip sampling data (in excess of 0.5 million data points) is available for Blyvoor. The sampling procedures pertaining to drilling as described are of historical relevance only and have not been reviewed for the current Report as drillhole sampling is not currently taking place.

The database used to estimate the Mineral Resource is sourced from underground development and stope chip sampling. The sampling coverage target was based on a face sample position every 36 m². The sampling coverage was reviewed and graphed on a monthly basis. The sample coverage steadily decreased from one sample per 20.7 m² in July 2009 to 54.6 m² in April 2010. The data available for July 2010 – March 2011 indicates that the target was achieved. The sampling coverage for the period from July 2010 to June 2011 is shown in Figure 15. For that twelve-month period, the average value was one sample per 34.2 m², with only August and December 2010 total mine not obtaining the target of one sample per 36 m². The periods 2008-2009 and 2009-2010 recorded total mine averages of 28.5 m² and 31.0 m² per samples, respectively. Over the three-year period, the best sampling coverage was of Blyvooruitzicht No. 4 Shaft, likely as a result of a lower face advance compared to the other shafts.

The sampler liaised with the geologist prior to going underground to ascertain working places that required sampling, thereby ensuring sampling of all panels at regular intervals. The plans for the working areas to be sampled would be geologically scrutinised to identify features such as faults and dykes, off-reef mining, and

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survey pegs to be used. The responsible mining personnel would be contacted to ensure that the working places are available and obtain permission to work in the area.

Development sampling was conducted at 2 m intervals. Stope panel sampling was done every 3 m for the Middelvlei Reef and 5 m intervals for the Carbon Leader, with a duplicate sample taken on the bottom contact due to the high mineralisation associated with basal contact of the Carbon Leader with the footwall quartzite.

Prior to entering the panel, the stope face was checked to ensure the support was to standard. The applicable survey pegs were located, and the peg to face distance measured and recorded in a field book. The panel gully was sampled from hanging wall to footwall, ensuring all mineralised zones were included in the sample. The mining face from the advanced strike gully (“ASG”) was inspected, to correlate the mineralised reef horizons with the first section, at 2.5 m from the side of the ASG. Using tapes from the survey pegs, the position was measured and marked. The mining face was tested for loose rocks, made safe and washed down to remove contamination. The face was opened to solid rock and washed down again.

The sampler marked two parallel lines, 10 cm apart, with a wax crayon or paint, from hanging wall to footwall at 90° to the dip of the reef plane, defining the sample section. The individual sample sections were marked according to geology and grade (i.e. mineralisation), bottom contact, top contact, internal channels, internal quartzites, footwall waste, and hanging wall waste. Two centimetres of waste below and above the mineralisation bottom and top contacts were included in the mineralised sample. The minimum and maximum individual sample lengths were 8 cm and 15 cm, respectively.

Two clino-rulers were used to measure the individual sample section at right angles to dip (true width). The individual widths were recorded to the nearest centimetre, recorded in the field book, and checked with an independent face width measurement taken 0 m to 1 m from the face. A stope width was measured 1.5 m from the stope face at 90° to the reef dip.

Sampler assistants wore safety equipment, including goggles and gloves, and chipped individual samples from the bottom to the top so as to prevent contamination. This process was constantly monitored to verify that no foreign rock entered the sample dish. This was achieved by shielding the sample area being chipped with a plastic bag. Samples were chipped to an even depth throughout the sample area to obtain a representative sample. Overseen by the sampler, the sample packer placed the sample in a plastic bag and allocated the corresponding ticket number to the sample before closing the bag to prevent any spillage or losses. The equipment was cleaned of fines before proceeding to the next sample. After the sample had been chipped, the chipped area was re-measured and if any width discrepancies were identified, they were corrected in the field book for that respective sample before proceeding to the next section.

Mineralised horizons were correlated from section to section, recording internal waste, geological features (such as dykes, faults, reef folding, partings, sills), as well as off-reef mining (Reef in Hanging or RIH, and Reef in Footwall or RIF). The position (or areas) of these features was measured in relation to the previous section. The strike, dip and throw and type of faults and dykes were measured and recorded in the field book.

At the end of the shift, collected samples were counted and compared to the amount logged in the field book. On proceeding back to the station, the sampler followed the sampling team to ensure that no samples were lost along the way and to ensure the whole crew arrived safely at the station, where the samples were re-counted. At surface, the samples were again checked and placed in a secure locked bin. The samples were then transported daily to the assay laboratory for analysis.

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On returning to the office, all underground sampling data was captured in an electronic format. The software used was a sampling reporting programme specially developed by CAE consultants for Blyvooruitzicht Gold Mine. With regard to the sampling database, CAE developed a sampling system into which all sampling information on Blyvooruitzicht was captured and used between 1999 and 2013. This system was in place on the Mine for some time. CAE scripted an interface between the sampling system and Datamine Studio 3™ software, in which Mineral Resource estimation was undertaken (Minxcon, 2012). The sampling database was managed by the mine owners at that time.

Individual sample locations were coordinated, using two survey pegs, peg to face measurements and offset distances. A sampling report and sketch were produced per stope sampled. The grade (g/t and cm.g/t), channel width, stope width, off-reef mining, hanging wall and footwall dilution were recorded per section and reported per panel. A sketch printout was produced in plan and cross section showing sample positions and geological structures per section. The individual underground sampling data points were composited per reef horizon over the reef width. Hanging wall and footwall widths were also recorded. This information was validated by the Chief Geologist prior to being transferred to a secure sampling database.

For each panel sampled, cm.g/t, g/t, stope width, footwall, hanging wall, number of sections and date of sample were plotted on 1:200 stope sheet, along with off-reef mining. All faults and dykes were plotted on 1:200 stope sheet and shown to the relevant geologist to update the geological structure.

Planned Task Observations were conducted on the samplers by the geologists and grade control officers to ensure the sampling was conducted to standard.

Geophysical Surveying

A magnetometer survey was conducted on the property between 1930 and 1932 by Dr. Krahmann, which successfully identified the presence of the magnetic Jeppestown shales in the area. To the QP’s knowledge no additional geophysical surveys over the Project Area were conducted nor are they required due to the mature nature of the Mine.

Geological Mapping

The locations of several sedimentological facies were mapped for both the Carbon Leader and the Middelvlei Reef. Historically, these were used for boundaries during grade and channel width interpolation. Geological mapping is strictly underground in the form of production geological mapping which would utilise survey pegs for the purposes of mapping offsets and plotting on production plans. No exploration mapping is required.

Blyvoor is an operational mine. No exploration sampling is currently undertaken.

No exploration sampling is currently undertaken.

Blyvoor Mine hosts a typical Witwatersrand orebody, which is well understood. Further, Blyvoor Mine has been in operation since the 1930s and the local geology is well defined.

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Item 7 (b) - Drilling

Blyvoor has restarted the operation. Historical drilling was conducted from surface during the 1930s and the data does not form part of the database utilised for Mineral Resource estimation, except for the Middelvlei surface drillholes drilled west of PS Shaft. No in-stope drillhole data has been used in the evaluation of the Mineral Resources of Blyvoor since at least the 2011 estimate. This is due to the poor representivity of the drillhole sampling as a result of gold loss associated with the high carbon content of the reefs in question, as well as the excellent coverage and significant volume of chip sample data, which would provide comparatively superior information for this deposit.

Goldfields has created, and is custodian of, a regional plan of the West Wits Line showing all operators and underground workings. On this compilation plan is reflected the location of drillholes that the authors of the plan were able to source over several years. As shown in the plan dated 30 June 2007, six historic drillholes were drilled in the western undeveloped portion of the current Blyvoor lease area. These are namely drillholes E8C, E8D, E8F, E8H, E8J and E9 and are illustrated in Figure 8. Drillhole E9A was drilled just outside of the current Blyvoor lease boundary. Due to the lack of data in the western portion of the mine, these drillholes were included in the estimation, these are currently in Inferred areas, and data is currently extrapolated from chip samples up to 2 km away, prior to the inclusion of these samples.

Figure 8: Blyvoor Underground and Drillholes Plan, 2007

Diamond drilling on Blyvoor is additionally utilised to confirm structural interpretations and reef positions within already well-informed areas.

Drill Sample Recovery

Generally, the industry standard is that if a reef intersection had excessive core loss it would be marked as incomplete and would not be utilised in evaluation, hence the use of the chip sampling for the purposes of

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Mineral Resource estimation. The carbon content of the reefs at Blyvoor is very high; thus, the chance of core loss and poor recoveries is greatly enhanced. Consequently, the chance of under-evaluating Mineral Resources by using such drilling is very high.

Logging

The nature of logging of the historical drilled material is not known to the authors of this Report.

Relationship Between Mineralisation Widths

The Mine is a mature operation and no exploration results are reported. Historically in the goldfield, drillholes were drilled perpendicular to the reef to ensure intersection. The downhole length and true width are not known.

This section is not applicable to the Blyvoor Mine as it is an operating gold mine with sufficient drillhole data and underground sampling to declare Measured and Indicated Mineral Resources and Mineral Reserves.

Item 7 (c) - Hydrogeology

A groundwater specialist study was undertaken most recently in October 2018 in support of an EIA for the Mine. Blyvoor is a mature mine with known inflow of water determined by years of pumping, i.e. inflow is 25 Ml per day of which 6 ML is pumped from Blyvooruitzicht No. 6 Shaft, 14 Ml per day from Blyvooruitzicht No. 4 Shaft and the balance of 5 Ml /day from Savuka. Inflows are measured by pumping to maintain a constant level.

Samples are taken on an ad hoc basis to SANAS accredited laboratories. Harmony / CWC take samples of the water discharged out of the basin monthly with results given to DWS on a monthly basis and reported in annual presentation at the DWS Wonderfontein Forum.

Water enters the basin through the unconformity between the dolomites and the Witwatersrand sequences, and through geological structures, especially the post-Transvaal tear structures.

Item 7 (d) - Geotechnical

Blyvoor Mine commenced operations over a century ago. Exploration work and geotechnical investigations to test rock properties are not relevant for definition of Mineral Resources for this property.

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ITEM 8 - SAMPLE PREPARATION, ANALYSES AND SECURITY

The samples discussed in this section pertains to the chip sampling which is utilised in Mineral Resource estimation.

Item 8 (a) - Sample Handling Prior to Dispatch

Once the samples had been collected, placed in plastic bags, and ticketed, the bags were immediately stapled closed. The sampler was responsible for the security of the sample from the time the sample was collected until it was delivered to the shaft head. On surface, the sampler verified that no samples had been misplaced and secured the samples in a lockable bin. The samples were then transported daily through a vehicle by mine personnel directly to the Blyvoor laboratory for analysis. Samples were checked against samplers’ books and laboratory sheets. The samples were secured in the laboratory and processed within 24 hours. Surveillance equipment was also installed in the laboratory and live streamed to the Mine’s security control room. Currently the samples are transported to the survey office, which is locked overnight and then transported to the onsite laboratory in the morning.

Item 8 (b) - Sample Preparation and Analysis Procedures

Sample Preparation and Analysis

All sample preparation and analyses were done by the Blyvooruitzicht laboratory during and prior to DRD’s tenure. Gold analyses were conducted at the Blyvooruitzicht laboratory using fire assay. Strict sample preparation was followed as per laboratory procedure No. 5 and analysis conducted to appropriate industry standards.

Since the reinstatement of Blyvoor Mine in 2021, samples were prepared and assayed by Super Laboratory Services. The procedure for preparation of a pulp for fire assay by SLS is summarised below:

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Bulk Density Determination

Blyvooruitzicht used a standard density figure for Mineral Resource and Reserve estimation. This figure was checked by measuring the density of 234 footwall, hanging wall and reef (Middelvlei Reef and Carbon Leader) samples. There were no significant changes in the geology and rock quality since these measurements were taken and the official figure of 2.737 g/cm3 is still considered an appropriate density for Mineral Resource estimation.

Item 8 (c) - Quality Assurance and Quality Control

Given the historical nature of the Mine, limited quality assurance and quality control (“QAQC”) data is available, as the bulk of the sampling was undertaken prior to the introduction of mineral reporting codes and requirements for detailed QAQC practices and audits. Prior to 1996, the sampling conducted at the Doornfontein area of the Blyvooruitzicht lease area would were analysed at the neighbouring Goldfields laboratory, which is not accredited and for which no QAQC data is available.

More recently, no standards, blanks or duplicates were inserted into the sample stream before dispatch to the assay laboratory, however Blyvooruitzicht relied on routine quality control procedures implemented at the assay laboratory. Laboratory internal QAQC and round robin checks were regularly conducted by the assay laboratory during the ownership period of DRD and Village Main Reef. The assay laboratory produced quality assurance data to ensure that the analysis conducted had the accuracy and precision appropriate for Mineral Resource and Mineral Reserve declarations.

The following historical procedures were adhered to:-