AuKing Mining Limited Prospectus

Important Information This Prospectus contains an invitation to all Australian residents and selected residents in other jurisdictions as determined by the Directors, to make an application to subscribe for Offer Shares pursuant to this Prospectus. The Public Offer seeks to raise a minimum of $6,000,000 by offering for subscription 30,000,000 Shares at an issue price of $0.20 each, payable in full on application, with provision to accept a further $1,000,000 by way of Oversubscriptions, together with free-attaching options exercisable at $0.25 on or before 30 June 2023 to be issued on the basis of one (1) option for every two (2) ordinary shares issued. Lodgement This Prospectus is dated 9 March 2021 and was lodged with ASIC on 9 March 2021. Neither ASIC, ASX nor any of their officers take any responsibility for the contents of this Prospectus or the merit of the investment to which this Prospectus relates. The fact that the ASX may re-admit the Company to its official list is not to be taken in any way as an indication of the merits of the Company or the Shares offered under this Prospectus. Application for listing The Company will apply to ASX for its existing securities to be re-admitted to Official Quotation following a change in the nature and scale of the Company’s activities and quotation of the Offer Securities the subject of the Public Offer on ASX within seven days after the date of the Prospectus. Expiry Date No securities will be allotted or issued on the basis of this Prospectus later than 13 months after the date of this Prospectus. Incorporation by reference The Company’s Corporate Governance Charter is not contained in this document, but has been lodged with ASIC and is taken by law to be included in this Prospectus (refer to Section 11.1). If you are unsure whether you require the information contained in the Corporate Governance Charter to decide whether or not to invest in the Company, it is recommended that you obtain a copy of the Corporate Governance Charter. A copy of the Corporate Governance Charter can be obtained during the application period free of charge by contacting the Company on +61 7 3535 1208 or by email at admin@aukingmining.com or by downloading the Corporate Governance Charter from the Company’s website at www.aukingmining.com. Conditional Offer The issue of the Offer Securities under this Prospectus is subject to a number of conditions, including: – Shareholders approving all Approval Resolutions at the General Meeting; – the Company raising the minimum subscription under the Public Offer (being $6,000,000); – Completion occurring; and – ASX providing the Conditional Approval. If all of the Approval Resolutions are not passed at the General Meeting or the KP Transaction Conditions are not satisfied or waived (including re-complying with Chapters 1 and 2 of the ASX Listing Rules), the Company will not issue any Offer Securities under the Public Offer and the Company will repay all Application Monies received, without interest and in accordance with the Corporations Act . Further details of the outstanding KP Transaction Conditions are set out in Section 4.8. The Company must comply with ASX’s requirements for its securities to be re-admitted to Official Quotation following a change in nature and scale of the Company’s activities, which includes re- complying with chapters 1 and 2 of the Listing Rules. This Prospectus is issued to assist the Company to satisfy these requirements. Investors should be aware that the Shares have been suspended from Official Quotation since 30 September 2019. The Company’s Shares will remain suspended from Official Quotation until ASX approves the Company’s re-compliance with the admission requirements of Chapters 1 and 2 of the Listing Rules. If the Company’s Shares have not been reinstated to trading before 30 September 2021 (or any extended date approved by ASX), the Company will be removed from the Official List on 1 October 2021 because the Shares will have been suspended from Official Quotation for a continuous period of more than 2 years. There is a risk that the Company may not be able to meet the requirements of ASX for its securities to be re-admitted to Official Quotation. In the event that the Company does not receive the Conditional Approval then the Company will not proceed with the Public Offer and will repay all Application Monies received without interest in accordance with the Corporations Act . ASX has absolute discretion in deciding whether or not to re-admit the Shares to Official Quotation and to admit the Offer Securities to Official Quotation. Representations No person has been authorised to provide information or to make any representation in connection with the Public Offer. Any such information or representation that is not contained in this Prospectus may not be relied upon as having been authorised by the Company. How to use this Prospectus This Prospectus provides information for investors who wish to invest in AuKing Mining Limited. It is not financial product advice and does not take into account the investment objectives, financial situation and particular needs of investors. It should be read in its entirety in order to make an informed assessment of the assets and liabilities, financial position and performance, profits and losses and prospects of the Company and the rights and liabilities attaching to the Shares. There are significant risks associated with investing in the Company. Potential investors should take these factors into account and consider whether this is an appropriate investment in view