REVIEW OF OPERATIONS AND ACTIVITIES

SWEDEN

Permits

Beowulf, via its subsidiaries, currently holds six exploration permits in Sweden, and one Exploitation Concession, as set out in the table below:

Notes:

(1) Held by the Company's wholly owned subsidiary, Jokkmokk Iron Mines AB ("JIMAB").

(2) Held by the Company's wholly owned subsidiary, Beowulf Mining Sweden AB.

(3) An application for the Exploitation Concession was lodged on 25 April 2013 (Mines Inspector Official Diary nr 559/2013) and an updated, revised and expanded application was submitted in April 2014. On 21 September 2016, the Company submitted a letter to the Mining Inspectorate of Sweden, revising its application boundary to encompass both the Concession Area, delineated by the Kallak North orebody, and the activities necessary to support a modern and sustainable mining operation. On 22 March 2022, the Minister of Enterprise and Innovation, announced the award of the Concession for Kallak nr 1.

Kallak Introduction

The Company's most advanced project is the Kallak iron ore deposit located approximately 40 kilometres ("km") west of Jokkmokk in the County of Norrbotten, Northern Sweden, 80 km southwest of the major iron ore mining centre of Malmberget, and approximately 120 km to the southwest of LKAB's Kiruna iron ore mine.

Kallak has the benefit of  local infrastructure with all-weather gravel roads passing through the project and forestry tracks allowing for easy access throughout the licence. A major hydroelectric power station, with associated electric power-lines, is located only a few kilometres to the southeast. The nearest railway, the Inlandsbanan, passes approximately 40 km to the east. The Inlandsbanan meets the Malmbanan railway at Gällivare, which provides routes to the Atlantic harbour at Narvik in Norway or to the Bothnian Sea harbour at Luleå in Sweden.

Kallak is excellently positioned as a potential secure and sustainable supplier of market-leading high-grade iron concentrate to Europe's decarbonising steel sector and fossil-free steel making projects in the Nordic region for decades to come.

Kallak Resource

Kallak was discovered by The Swedish Geological Survey ("SGU") in the 1940s. The first exploration licence for Kallak was awarded by the Mining Inspectorate of Sweden in 2006.   Drilling was conducted at Kallak North and South between 2010-2014, a total of 131 holes and 27,895 m.

On 25 May 2021, the Company published a 'Mineral Resource Estimate and Exploration Target Upgrade', prepared by BGS. For Kallak North, a Measured and Indicated Resource of 111 Mt grading 28 per cent iron content was defined. With an additional Inferred Resource of 25 Mt grading 28.3 per cent iron.

For Kallak North and South combined, BGS derived a Measured and Indicated Mineral Resource of 132 Mt grading 27.8 per cent iron and an Inferred Mineral Resource of 39 Mt grading 27.1 per cent iron. In addition to the figures above, exploration targets were reported for Kallak South and the Company's Parkijaure licences.

BGS prepared a Technical Report which serves as an independent report prepared by the Competent Person ("CP") as defined by the Pan-European Reserves and Resources Reporting Committee ("PERC") Standard for Reporting of Exploration Results, Mineral Resources and Mineral Reserves. PERC sets out minimum standards, recommendations and guidelines for Public Reporting of Exploration Results, Mineral Resources and Mineral Reserves in Europe.  PERC is a member of CRIRSCO, the Committee for Mineral Reserves International Reporting Standards, and the PERC Reporting Standard is fully aligned with the CRIRSCO Reporting Template.

Below is a table showing the Mineral Resource Statement for the Kallak Project at a 0% Fe cut-off grade:

Notes:

 (1) Mineral Resources, which are not Mineral Reserves, have no demonstrated economic viability.

(2) The effective date of the Mineral Resource is 9 May 2021.

(3) The Open Pit Mineral Resource Estimate was constrained within lithological and grade-based solids and within an optimised pit shell defined by the following assumptions; base case metal price of USD130 / tonne for a 65% Fe concentrate; Fe recovery of 71% at Kallak North, 86% at Kallak South North and 94% at Kallak South South; Fe concentrate grades of 68% at Kallak North, 70% at Kallak South North and 69% at Kallak South South; Processing costs of USD6.8 / t wet; Selling cost of USD21.0 / t wet concentrate; Mining cost of Ore of USD3.3 / t, mining cost of waste of USD3.0 / t and an incremental mining cost per 10 m bench of USD0.05 / t; Wall angles of 30° within the overburden and 47.5° in the fresh rock.

(4) Mineral Resources have been classified according to the PERC Standards 2017, by Howard Baker (FAusIMM(CP)), an independent Competent Person as defined in the PERC Standard 2017.

An overview of the interpreted mineralisation is shown in the diagram below, a) left - plan view, b) top right - looking east, c) bottom right - oblique view, looking northeast. Coloured by domain (Source: BGS).

BGS reported an Exploration Target in an untested gap between and Kallak South North and Kallak South South, of between 25 Mt and 75 Mt grading between 20% Fe to 30% Fe. In addition, an Exploration Target of between 45 Mt and 135 Mt grading between 20% Fe to 30% Fe at has been reported at Parkijaure. The potential quantity and grade are conceptual in nature as there has been insufficient exploration to estimate a Mineral Resource. It is uncertain if further exploration will result in the estimation of a Mineral Resource.

In September 2020, the Company published the findings of an investigation by Dr. Arvidson MSc Mining/Mineral Processing, PhD Mineral Processing (equivalent), Royal Institute of Technology, Stockholm, as Qualified Person, into the market potential of future products from Kallak, based on the results of laboratory and pilot plant testwork conducted to date, the highlights of which can be summarised as follows:

·     Testwork on Kallak ore has produced an exceptionally high-grade magnetite concentrate at 71.5 per cent iron content with minimal detrimental components;

·     This would make Kallak the market leading high-grade product among known current and planned future producers; and

·     The next best magnetite product is LKAB's (the state-owned Swedish iron ore company), which produces magnetite fines ("MAF") with a target specification of 70.7 per cent iron and is regarded as unique, until now, due to its exceptionally high iron content.

2022 Update

On 22 March 2022, the Swedish Government awarded an Exploitation Concession for Kallak North; attached to the decision were 12 conditions for the Company to comply with. The Company's legal advisers reviewed the Government's decision and the conditions attached to it and, with respect to the conditions, were satisfied that these were matters the Company would naturally expect to address during project development and the Environmental Court process. The award of the Concession was a long-awaited milestone on the development timeline, and now the Company can focus its attention on project development and applying for the Environmental Permit.

The Government's decision to grant the Exploitation Concession is subject to a review by the Supreme Administrative Court following an application by the Swedish Society for Nature Conservation, the Sirges Sami and the Jåhkågasska Sami. They argue that the government was not entitled to make the decision in question, on the grounds that it would be contrary to legal rules in support of mainly nature conservation and the national interest of reindeer husbandry. They argue that the Government's decision lacks support in the legal order and that the Supreme Administrative Court should therefore declare the decision invalid. There is a risk that the Supreme Administrative Court will find that the Government has made the decision in violation of the law and therefore annul it. In such a case, the Government may reconsider the issue, but such a procedure risks delaying the start of mining production at Kallak North. There is also a risk that the Government will not take a new decision on the processing concession, which could prevent or at least delay the start of mining production. There is also a risk that the Government will attach additional conditions to a new decision, which may affect or delay the start of mining production at Kallak North.  The Company assesses the probability of the described risks occurring to be low.

The Company strengthened its leadership team in Sweden with the appointment of Ulla Sandborgh as CEO of Jokkmokk Iron, Beowulf's wholly owned Swedish subsidiary and the developer of the Kallak North.  Before joining Jokkmokk Iron, Ulla held senior positions in private enterprise and public institutions, in sectors including infrastructure, electricity and water. Her most recent role was a Director General in the Ministry of Enterprise of The Government of Sweden, where she was responsible for issues affecting the limestone and cement industries and led the development of a strategy to promote the efficient and sustainable use of water. Ulla has extensive experience in managing permitting processes and, as part of this, engaging with stakeholders, to ensure interests are safeguarded, and benefits shared.

During the year, the Company contracted independent consulting firm SRK Consulting (UK) Ltd ("SRK") Company to prepare a Scoping Study for Kallak North and engaged Vulcan Technologies Pty Ltd ("VulcanTech"), an Australian company specialising in the modelling of iron and steel making processes, to complete a Marketing Study to consider traditional and non-traditional market opportunities that might be served by Kallak concentrates. Workstreams associated with the Environmental Permit continued, including updating investigations regarding nature values, water management and options for transporting production from the mine.

2023 Update

On 24 January 2023, Beowulf announced the positive economic results of the Kallak North Scoping Study, forming part of the larger Kallak Iron Ore Project, prepared by independent consulting firm SRK Consulting (UK) Ltd.  The Scoping Study presents a 'Base Case' solely focused on the Kallak North deposit, incorporating a Mineral Resource Estimate ("MRE") with effective date of 9 May 2021 and an economic assessment for a mining operation producing up to 2.7 Mt per annum of high-grade iron concentrate over a production life of 14 years.  The scoping study economic highlights include a Net Present Value (NPV₈) of US$177 million, Internal Rate of Return of 14.5 per cent and a Payback Period of ~ 4.5 years from commencement of construction activity. The 'Base Case' assumes 67 per cent of Kallak production is sold to the Blast furnace market and 33 per cent is sold to the Direct Reduction market, consistent over the 14 years production life.

A Pre-feasibility Study (PFS) is due to commence in Q2 2023, and the offers for the work was sent to the Company by the 11 May 2023. The offers are evaluated and compared before the assignment is given to one or several bidding companies. The PFS is an important part of the Environmental Permit. The Permitting workstreams are continuing with all the necessary investigations that must be included in the application for an Environmental Permit that will be handed in to the court. Like background measuring of noise, dust, waterflows and inventory of nature values.

FINLAND

Grafintec

Grafintec is recognised in Finland as one of the main companies in the anode space and continues to be supported by Business Finland, the Finnish governmental organisation for innovation funding and investments.

Finnish Exploration Permits

Grafintec's exploration programme is targeted at securing long-term sustainably produced primary raw material supply to support a Finnish graphite anode value chain.  The Company has a rolling programme of exploration permit and claim reservation applications and exploration permit renewals. 

Tukes (the permitting authority) processes the Company's applications, which if deemed satisfactory, are published as a 'Hearing' for one month, during which time appeals can be submitted.

Aitolampi (Pitkäjärvi 1 Exploration Permit) - Graphite

Introduction

The Aitolampi graphite project sits within the Pitkäjärvi 1 licence and is located in eastern Finland, approximately 40 km southwest of the well-established mining town of Outokumpu, and an eastern extension of known old graphite workings from many years ago. Infrastructure in the area is excellent, with road access and good availability of high voltage power. 

Discovered in 2016, the licence covers an area of graphitic schists on a fold limb, coincidental with an extensive electromagnetic ("EM") anomaly. Many of the EM zones are obscured by glacial till, but graphite observations in road cuttings and outcrops are also associated with abundant EM anomalies.

The resource contains graphite of almost perfect crystallinity, and high proportion of fine and medium flake, which is an important prerequisite for high tech applications, such as lithium-ion batteries. Purification results indicate that concentrates meet the purity specification of 99.95 per cent C(t) for lithium-ion batteries.

Mineral Resource Estimate

In 2019, Grafintec delivered an upgraded MRE for Aitolampi, with an 81 per cent increase in contained graphite (compared to the 2018 MRE) for the higher-grade western zone with an Indicated and Inferred Mineral Resource of 17.2 Mt at 5.2 per cent Total Graphitic Carbon ("TGC") containing 887,000 tonnes of contained graphite.

An unchanged Indicated and Inferred Mineral Resource of 9.5 Mt at 4.1 per cent TGC for 388,000 tonnes of contained graphite for the eastern lens.

In total, an Indicated and Inferred Mineral Resource of 26.7 Mt at 4.8 per cent TGC for 1,275,000 tonnes of contained graphite. All material is contained within two graphite mineralised zones, the eastern and western lenses, interpreted above a nominal three per cent TGC cut-off grade.

An augmented global Indicated and Inferred Mineral Resource of 11.1 Mt at 5.7 per cent TGC for 630,000 tonnes of contained graphite, reporting above a five per cent TGC cut-off, based on the grade-tonnage curve for the resource.

The Mineral Resource was estimated by CSA Global of Australia in accordance with the JORC Code, 2012 Edition. See table below:

2022 Update

Grafintec continued to focus on the creation of a Finnish anode materials value chain, with exploration for more natural flake graphite, contracting Geological Survey of Finland ("GTK") to carry out an EM survey over the Rääpysjärvi exploration permit. 

Grafintec entered into a Memorandum of Understanding ("MoU") with GTK, providing Grafintec and GTK with a framework and platform to promote and foster cooperation in the fields of circular economy, mineral processing and exploration of graphite as pertaining to anode materials for the lithium-ion battery market and other markets from different raw material sources.

Grafintec also entered into a new partnership with Hensen, a company that has been operating in the graphite industry for 37 years and has been producing graphite-based anode materials since 2003. The MoU includes an agreed framework and key terms on which both companies are collaborating to establish an anode materials hub in Finland.

Along with the MoU signed with Hensen, Grafintec also signed a MoU with Dominik Georg Luh Technografit GmbH ("Technografit"), establishing the basis for a commercial partnership for procuring sustainably produced natural flake graphite for Grafintec's planned graphite anode materials plant. The MoU was signed with Technografit in May 2022 and sets the heads of terms for incorporating a formal sales agreement between Grafintec and Technografit, This follows the Company's strategy to expand its resource footprint while its projects are still in development, in order to develop downstream anode capabilities. Samples received from Technografit will be tested by Hensen and other possible technology partners and processed to anode material. Also, the Company has testwork programmes on recycled graphite containing waste to assess whether it can be processed to suitable feedstock for anode materials production.

In the final quarter of the year, the Company announced the results from the EM survey and assays for the Rääpysjärvi flake graphite prospect.

The EM survey indicated extensive EM anomalies, significant potential for a larger tonnage of high-grade graphite mineralisation than that defined at Aitolampi and for localised very high-grade mineralisation. 

Highlights included:

·    13 highly conductive EM zones were identified, with isolated zones extending for up to 850m strike length and 250m width.

·    Analysis of eight grab samples from outcrops in the area range from 0.52 to >50 per cent TGC. The sample assaying more than 50 per cent TGC (limit of the analysing methodology) was taken from a historic graphite quarry situated close to the north-western limit of one of the largest EM conductive zones.

·    Six holes drilled in the 1980s have also been re-sampled and re-assayed for TGC. Two of the drill holes intersected significant graphite mineralisation:

o  TN/SM-2: 19.29m at 5.62 per cent TGC (from 177.11m); and

o  TN/SM-3: 9.84m at 6.70 per cent TGC (from 226.16m) and 35.55m at 4.98 per cent TGC (from 266.45m).

·    Previous metallurgical testwork on a 10kg composite grab sample has produced a concentrate grade of 97.4 per cent TGC.

·    The encouraging exploration data set indicates significant potential for natural flake graphite mineralisation suitable for graphite anodes across Rääpysjärvi.

Samples were taken from four trenches in different locations within the identified EM conductive Zone 1, with assays confirming the existence of significant flake graphite mineralisation grade and intersected width.

Flake graphite mineralisation was discovered in all four trenches sampled, including:

·    RAA-TR1-22: 10.6 m at 4.33 per cent TGC and 3.8m at 5.77 per cent TGC;

·    RAA-TR2-22: 9.96 per cent TGC from grab sample;

·    RAA-TR3-22: 5.8m at 7.25 per cent TGC and 7.1 m at 7.43 per cent TGC; and

·    RAA-TR4-22: 1.0m at 26.00 per cent TGC.

2023 Update

Grafintec announced, on 9 January 2023, that it had awarded a Pre-feasibility Study ("PFS") contract to RB Plant to assess the technical, economic, statutory, regulatory and commercial options for a natural flake graphite micronisation, spheronisation, purification, and coating plant in Finland.

The study will investigate the Best Available Technology ("BAT") with consideration for environmental, operational and financial factors and performance, for transforming a high-grade natural flake graphite concentrate to graphite anode material suitable for the European lithium-ion battery market opportunities.

The PFS is a key component of Grafintec`s strategy to develop a Finnish value chain for anode materials production, aligned with the objectives of the funding received from Business Finland as part of the BATCircle2.0 (Finland-based Circular Ecosystem of Battery Metals) consortium. BATCircle2.0 is a key project in Business Finland's Smart Mobility and Batteries from Finland programmes. 

At the start of February, the Company signed an agreement with the municipality of Korsholm to secure a new site at the GigaVaasa area (Plot 1, Block 3017) to establish a Graphite Anode Materials Plant ("GAMP").  Grafintec will work closely with the municipality of Korsholm and other important stakeholders and intends to apply for a long-term site reservation for Plot 1 within the second half of 2023.

KOSOVO

Vardar Minerals Limited ("Vardar")

Beowulf's investment in Vardar gives the Company exposure to base metals and precious metals exploration in the highly prospective Tethyan Belt. 

Exploration Permits

Vardar has a rolling programme of exploration permit applications and renewals, see table below:

¹ Refers to whether the licence has been renewed e.g. 2nd means licence has been renewed after its 1st term.

Exploration Overview

Vardar's exploration permits are located within the Tethyan Belt, a major orogenic metallogenic province for gold and base metals which extends from the Alps (Carpathians/Balkans) to Turkey, Iran and Indochina, and contains several world class discoveries.

The Tethyan Belt of south-east Europe can be regarded as Europe's chief copper-gold (lead-zinc-silver) province.  Mitrovica and Viti occur within calc-alkaline magmatic arc(s) which developed during the closure of the Neotethys Ocean, primarily targeting epithermal gold, lead-zinc-silver replacement deposits and porphyry related copper-gold mineralisation.

The lack of modern-day exploration in the Balkans presents a real opportunity for new mineral deposit discoveries.

Mitrovica

The Mitrovica licence is located immediately to the west and north west of the world class Stan Terg former lead-zinc-silver mine, which dates back to the 1930s; with current reserves of 29 Mt of ore at 3.45 per cent lead, 2.30 per cent zinc, and 80 g/t silver (ITT/UNMIK 2001 report), together with the past production of approximately 34 Mt of ore, the deposit represents an important source of metals in the south eastern part of Europe (Source: Strmić Palinkaš S., Palinkaš L.A et al, 2013. Metallogenic Model of the Trepča Pb-Zn-Ag Skarn Deposit, Kosovo: Evidence from Fluid Inclusions, Rare Earth Elements, and Stable Isotope Data. Economic Geology, 108, 135-162).  The licence is showing its potential for a range of porphyry related mineralisation types.

Shala

During the year, three Shala exploration licences were approved, extending to the north and northeast of the Mitrovica licence, its polymetallic epithermal system and associated lead-zinc-silver and gold-silver-copper mineralisation.  The new areas are situated in the prospective Vardar lead-zinc-silver belt along trend from historical mining districts.

The new licences include prospective carbonate host rocks along with Oligocene magmatic rocks which provide the heat and metal source in the surrounding lead-zinc ore districts; alteration and gossan outcrops have been noted in early reconnaissance visits further demonstrating the potential for lead-zinc-silver mineralisation in both of the licences.

Viti

The Viti project is located in south-eastern Kosovo and encompasses an interpreted circular intrusive, indicated by regional airborne magnetic data.  There is evidence of intense alteration typically associated with porphyry systems, with several copper occurrences and stream sample anomalies in proximity to, and within the project area.

In 2019, two stratigraphic holes, totalling 439 metres, were drilled to test for alteration type and potential associated mineralisation in the gossanous zone, and identified highly altered trachyte porphyry dykes with associated copper and gold mineralisation, with down the hole intersections of 1 m at 0.5 g/t and 10 m at 0.12 g/t.

In 2020, the Company reported results from detailed 3D IP and resistivity surveys undertaken over the Metal Creek prospect, which forms part of the Viti project. High chargeability anomalies associated with an extensive north-northwest trending zone of alteration and anomalous multi-element soil sample and rock grab sample results were delineated. The newly defined high chargeability anomalies sit near gold and copper mineralisation, associated with altered porphyritic trachyte dykes, intersected by previous stratigraphic drilling. These anomalies could represent higher grade mineralised zones.

Zvecan

The Zvecan licence is a small extension licence east of the main Mitrovica project and was created by changes in municipality boundaries.

2022 Update

During 2022, the Company invested a further £1.2 million to fund drilling taking the Company's ownership of Vardar to approximately 59.5 per cent.  At the signing date of this report, the Company has invested a further £250,000 and now owns a 61.1 per cent interest in Vardar.

Significant and positive exploration results were delivered by Vardar in 2022,  which resulted in the identification  of a high sulphidation Polymetallic Epithermal System at Majdan Peak ("MP"), part of the Mitrovica licence. Epithermal systems, which are formed at shallow levels in the earth's crust, are highly prospective for their gold and silver contents and can also contain lead, zinc and copper.

During the year, drilling focused on the MP target and the results both supported the potential for epithermal mineralisation of economic grades to be present and for comparisons to be drawn with the Chelopech copper-gold deposit in Bulgari. Numerous additional base and precious metal targets were also defined for future drilling.

The exploration programme consisted of 16 holes, totalling 3709.7 metres(m) of diamond drilling, including 3 holes (643.5 m) at MP South and 13 holes (3066.2 m) at MP North.  All drillholes intersected abundant sulphides, intense alteration, and multiple generations of veining which are all factors indicative of a large polymetallic epithermal system. Significant gold-copper-silver, lead-zinc-silver and gold intersections include:

·    Drillhole MP006: 10.8m at 0.48 grammes per tonne ("g/t") gold ("Au"), 0.1 per cent copper ("Cu") and 18 g/t silver ("Ag"), including 3.2m at 1.1 g/t Au, 0.2 per cent Cu and 50 g/t Ag;

·    Drillhole MP006: 6.8m at 4.1 per cent lead ("Pb"), 0.6 per cent zinc ("Zn") and 15 g/t Ag; and

·    Drillhole MP013: 16.1m at 0.21 g/t Au.

Following this, on 8 September 2022, the Company announced additional analysis of drilling and exploration activities in and around the Majdan Peak South ("MPS") area. This analysis generated additional exploration targets effectively increasing the significant district potential. The additional targets include Gold Ridge and Red Lead. 

The main objective of exploration is to discover an economic deposit of base and precious metals, and recent drilling has shown this potential. Drilling at MPS intercepted several noteworthy precious metals intersections, including:

·    Drillhole MP002: 8.8 m at 0.34 g/t Au, including 0.9m at 1.52 g/t Au and 20 g/t Ag; and

·    Drillhole MP003: 36.4m at 19 g/t Ag, 0.5 per cent Pb and 0.2 per cent Zn, including:

o  1.5m at 128 g/t Ag, 0.35 per cent Cu, 1.5 per cent Pb and 0.3 per cent Zn;

o  1.1m at 71 g/t Ag, 0.1 per cent Cu, 0.7 per cent Pb and 0.3 per cent Zn;

o  1.0m at 50 g/t Ag, 0.2 per cent Cu, 0.5 per cent Pb and 0.3 per cent Zn;

o  4.8m at 44 g/t Ag and 0.7 per cent Pb; and

o  1.1m at 46 g/t Ag, 2.7 per cent Pb and 0.6 per cent Zn.

On 14 December 2022, Beowulf released results from detailed geological mapping over the Red Lead target, located within the Mitrovica Licence, situated approximately 2km east of the world class Stan Terg lead-zinc deposit, which is still in production. The target is defined by a two kilometre East-Northeast trending lead-zinc-copper-gold in soil sample anomaly along with:

Mineralised trachyte bodies (with up to three per cent zinc from rock sampling);

·    Prominent induced polarisation ("IP") anomalies indicative of potential sulphide metal sources; and

·    Hydrothermal breccias and gossanous outcrops.

Detailed geological mapping undertaken in December identified marble units together with gossans, trachyte bodies and carbonate alteration, highlighting the potential for carbonate-replacement style lead-zinc-silver mineralisation. As this important target shares the same host rocks, and alteration as seen the neighbouring Stan Terg deposit, it is considered a highly prospective target for follow up drilling. 

ESG

The Company's overall purpose is to be a responsible and innovative company that creates value for our shareholders, the wider society and the environment, through sustainably producing critical raw materials needed for the global transition to a Green Economy.

On 13 May 2022, regarding Community Initiatives, the Company announced that discussions were taking place with the responsible local agency in Jokkmokk about conducting surveys to map the current workforce and future workforce, school leavers and university students in the region, to determine what initiatives need to be started to ensure sufficient locally based skilled persons are available for work at the mine or in other businesses established by the economic stimulus created by the mine.

The Company wants to be recognised for living its values of Respect, Partnership and Responsibility. In its recent ESG work it has identified, as material to the Company's activities, the following main Sustainable Development Goals and relevant actions under each goal which the Company will be focusing on:

·    Goal 6: Ensure availability and sustainable management of water and sanitation for all

o  Target 6.1 - By 2030, achieve universal and equitable access to safe and affordable drinking water for all

o  Target 6.4 - By 2030, substantially increase water-use efficiency across all sectors and ensure sustainable withdrawals and supply of freshwater to address water scarcity and substantially reduce the number of people suffering from water scarcity

·    Goal 8: Decent work and economic growth

o  Target 8.2 - Achieve higher levels of economic productivity through diversification, technological upgrading and innovation, including through a focus on high-value added and labour-intensive sectors

o  Target 8.4 - Improve progressively, through 2030, global resource efficiency in consumption and production and endeavour to decouple economic growth from environmental degradation, in accordance with the 10-year framework of programmes on sustainable consumption and production, with developed countries taking the lead

o  Target 8.5 - By 2030, achieve full and productive employment and decent work for all women and men, including young people and persons with disabilities, and equal pay for work of equal value

·    Goal 9: Industry, innovation and infrastructure

o  Target 9.1 - Develop quality, reliable, sustainable and resilient infrastructure, including regional and transborder infrastructure, to support economic development and human well-being, with a focus on affordable and equitable access for all

o  Target 9.4 - By 2030, upgrade infrastructure and retrofit industries to make them sustainable, with increased resource-use efficiency and greater adoption of clean and environmentally sound technologies and industrial processes, with all countries taking action in accordance with their respective capabilities

·    Goal 12: Responsible production and consumption

o  Target 12.2 - By 2030, achieve the sustainable management and efficient use of natural resources

o  Target 12.5 - By 2030, substantially reduce waste generation through prevention, reduction, recycling and reuse

o  Target 12.6 - Encourage companies, especially large and transnational companies, to adopt sustainable practices and to integrate sustainability information into their reporting cycle

·    Goal 13: Climate Action

o  Target 13.2 - Integrate climate change measures into national policies, strategies and planning

When it comes to the development of the Company's projects and with Kallak as the frontrunner, the above goals and our future compliance with The Equator Principles are being factored into our thinking, design, engineering, and planning of our operations and management systems.

The Company's ESG Policy is available on the website following the link below:

https://beowulfmining.com/about-us/esg-policy/

REMUNERATION REPORT

The Directors have chosen to voluntarily present an unaudited remuneration report although is not required by the Companies Act 2006. Details of the Remuneration Committee's composition and responsibilities are set out in the Corporate Governance Report and its terms of reference can be found on the Group's website: https://beowulfmining.com

Executive Directors' terms of engagement

Mr Budge was the sole Executive Director and Chief Executive Officer during the reporting period. His annual salary was £210,000 (2021: £180,000). Post period, Mr Budge stepped down as CEO on 3 May 2023.

Post period, Mr Röstin assumed the role of Executive Chairman and interim CEO effective 3 May 2023 at the time of Mr Budge's resignation.

Non-Executive Directors' terms of engagement

The Non-Executive Directors have specific terms of engagement under a letter of appointment. Their remuneration is determined by the Board. In the event that a Non-Executive Director undertakes additional assignments or work for the Company, this is covered under a separate consultancy agreement.

Mr Davies annual fee is £36,000 per annum (2021: £33,000). Mr Davies has a consultancy agreement with the Company for the provision of exploration advice over and above his Non-Executive duties. Mr Davies has a one month notice period under his letter of appointment.

Mr Littorin resigned as Non-Executive Director and Mr Röstin was appointed as Non-Executive Director on 31 October 2022. Under Mr Röstin's letter of appointment, he is paid a fee in Swedish Krona of 500,000 per annum. Mr Rostin has a notice period of one month under his letter of appointment.

Indemnity Agreements

Pursuant to the Companies Act 2006 and the Company's articles of association, the Board may exercise the powers of the Company to indemnify its Directors against certain liabilities, and to provide its Directors with funds to meet expenditure incurred, or to be incurred, in defending certain legal proceedings or in connection with certain applications to the court. In exercise of that power, and by resolution of the Board on 26 July 2016, the Company has agreed to enter into this Deed of Indemnity with each Director.

Aggregate Directors' Remuneration

The remuneration paid to the Directors in accordance with their agreements, during the years ended 31 December 2022 and 31 December 2021, was as follows:

Notes:

(1) Does not include expenses reimbursed to the Directors.

(2) Personal life insurance policy

(3) Employer contributions to personal pension.

(4) Post period, Kurt Budge resigned as CEO effective 3 May 2023

(5) Post period, Johan Röstin assumed the role of Executive Chairman / Interim CEO.

Each Director is also paid all reasonable expenses incurred wholly, necessarily, and exclusively in the proper performance of his duties.

The beneficial and other interests of the Directors holding office on 31 December 2022 in the issued share capital of the Company were as follows:

As at 31 December 2022, 8,500,000 options have vested.

As at 31 December 2021, all options have vested.

ON BEHALF OF THE REMUNERATION COMMITTEE

Chris Davies

Non-Executive Director

2 June 2023