AuKing Mining Limited Prospectus

3.1 Company Overview AuKing Mining Limited is an Australian company incorporated on 24 August 1995. AKN has been admitted to the official list of the ASX since October 2007. Since quotation on the ASX, the Company’s activities have comprised exploration and the proposed development of copper, gold and other mineral projects mostly in the Mount Isa region of North Queensland, but also in other locations including Chile, Laos and Mexico. Since 2013, approximately $10 million has been invested by the Company across these various exploration and development activities, the most recent being the La Dura gold and silver project in Durango, Mexico. In late 2015 the Company entered into a strategic relationship with its (then) major shareholder, Yunnan Copper, with the purpose of heading that company’s efforts to secure project opportunities in the Democratic Republic of Congo (DRC). However, with the decision of Yunnan Copper’s parent company (Chinalco) to withdraw further participation in the Company’s future activities, the DRC venture did not proceed. The Company has since disposed of its Mount Isa, Chile and Laos interests. The Company’s interest in the La Dura project in Mexico (which was subject to an option agreement) lapsed in early 2019. In early 2016, the large Chinese mining services company JCHX joined the Company as its major shareholder. JCHX is a large privately-owned corporation, based in Beijing and does not have any Chinese Government ownership. JCHX continues to provide considerable technical expertise and also access to new project opportunities around the world. With the introduction of JCHX, the Company has also established an aggressive project development approach in relation to project opportunities across Africa, South and North America, Mongolia and Australia. More than $1 million has been spent by the Company since 2016 pursuing these opportunities. The proposed Koongie Park Earn-In was identified and negotiated by local management of the Company. 3.2 Financial Position and Performance Historical and Proforma financial information for the Company is set out in Section 7 of this Prospectus. Since the beginning of 2018, when the Company’s proposed activities in Mexico (the La Dura project) ceased, the Company’s management began pursuing a range of other project opportunities. For these past three years (while the Company has been pursuing other opportunities) the Company held no active or material project assets nor carried out project-specific activities. The Company has largely been an asset-less “shell” seeking a new project. It was a result of this lack of specific project asset that led to the ASX suspending the Company’s securities from official quotation on 30 September 2019. Throughout this three year period the Company continued to prepare audit-reviewed June half year financial statements and audited full year December financial statements. Each of these reports were lodged with ASX in accordance with the Company’s continuous disclosure requirements. Those historical reports can be obtained from either the ASX’s company disclosure platform or the Company’s website. However, these reports have not been included in this Prospectus because the Company considers that the financial information contained in them bears no material relevance to the Company’s financial position upon completion of the KP Transaction. Copies of AKN’s audit reviewed accounts for the financial half-year ended 30 June 2020, as well as previous financial reports are available at www.aukingmining.com and on the ASX website. 3.3 Rationale of the Koongie Park Transaction The Board of AKN considers that the Koongie Park Project provides the Company with the platform to secure a strategic holding of prospective tenures in the Halls Creek region, which enables the Company to carry out exploration and development activities on a regional basis targeting copper, zinc and potentially gold, as well as other base metals deposits. As a result, following reinstatement to Official Quotation, the Company’s activities will focus on the following: a. optimising existing feasibility studies on the proposed mining of the Sandiego deposit incorporating results from planned resource extension drilling targeting extensions along strike and at depth; b. carrying out a detailed exploration program across the Koongie Park Project tenures to identify additional base metals deposits to complement the existing Sandiego and Onedin resources. This includes possible drilling at depth below both deposit to identify sulphide extensions to mineralisation below the existing known oxide and transitional ore zones; and c. trialling and evaluating the AmmLeach® metallurgical process for the Onedin deposit which has shown good recovery test work results on other deposits with similar ore characteristics to the deposits at Koongie Park. 3. C ompany Overview and Koongie Park Transaction Rationale 38