New Talisman Gold Mines Ltd logo

NTL 2026 Annual Report to Shareholders

Annual Report28 June 2026NTLIndustrials

ANNUAL REPORT 2026
www.newtalisman.co.nz

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
2 |

ANNUAL REPORT 2026


NEW TALISMAN GOLD MINES

CONTENTS

Chair’s Letter 3

Business Update 4

Board of Directors 10

Audit Report 11

Financial Statements 13

Notes to the Financial Statements 17

Additional Information 33

Corporate Governance 34

Company Directory back page

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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CHAIR’S LETTER

Dear Shareholders

Over the past year, New Talisman Gold Mines has made

steady progress in advancing its journey as a gold

explorer and emerging producer, while also resetting its

strategy to unlock the full value of its asset base.

During the year, the Board remained focused on

delivering several key operational milestones. We

successfully established a processing facility, produced

our first gold concentrate, and secured buyers for both

our gold concentrate and lower-grade material. These

achievements represent a significant step forward in

positioning the Company for ongoing production and

cash generation.

At the same time, it became clear that initial production

levels were not sufficient to sustain positive cash flows.

In response, the Board undertook a comprehensive

review of the Company’s strategic plan. This review has

led to a more integrated approach, combining targeted

exploration with disciplined mine development to improve

resource confidence, reduce operational risk, and support

long-term production growth.

New Talisman holds a substantial mineral resource of

approximately 350,000 ounces of gold equivalent at an

average grade of 17 g/t reported in accordance with the

JORC Code (2012), which we believe provides a strong

foundation for future value creation.

Our strategy is focused on increasing confidence in this

resource by converting inferred material into indicated

and measured categories – via modern 3-dimensional

detailed geological mapping and modelling. We are

also pursuing potential overall resource growth through

further drilling at key targets including Mystery, Dubbo,

and Rahu.

Operationally, the year highlighted both progress and

challenges. Mining at the Mystery vein demonstrated

the complexities of predicting the orebody orientation,

resulting from short scale geological variability, and

physical constraints due to the nature of the existing

workings, which are typical of epithermal narrow-vein

underground operations. These factors reinforced

the importance of improved geological modelling

and targeted drilling, both of which now form central

components of our forward plan.

We also strengthened our commercial position, entering

into agreements for the sale of gold and silver concentrate

and for the processing of lower-grade ore and tailings.

These arrangements provide revenue, reduce waste, and

support a more efficient operating model by removing

tailings from our processing site.

During the year, the Company completed capital raisings

to support our growth objectives, including a rights

offer that raised approximately $1.3 million, alongside

earlier placements. These funds are being applied to the

execution of the first phase of our revised strategic plan

(detailed geological modelling), although we recognise

that further capital will be required to fully implement all

phases.

The Board and management team have also evolved

over the period, with new appointments strengthening

our technical and operational mining capability, and with

a continued focus on cost discipline and organisational

efficiency.

Looking ahead, our priorities are clear:

• advancing geological modelling and drilling to

improve resource confidence,

• progressing rehabilitation and development to

enable multiple production faces,

• maintaining a disciplined and staged approach to

capital deployment, and

• positioning the Company for a future of sustainable

production.

While there is still considerable work ahead, we believe

the Company is now better positioned, with a clearer plan,

stronger technical foundation, and improved commercial

arrangements.

On behalf of the Board, I would like to thank our

shareholders for their continued support, as well as our

contractors, and partners for their dedication during the

year.

We remain committed to unlocking the full potential of

the Talisman project and delivering long-term value.

Samantha Sharif

Independent Chair, New Talisman Gold Mines Limited

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
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BUSINESS UPDATE

Over the past year, New Talisman advanced both operational activities and strategic planning at the Talisman Mine and

across its broader exploration portfolio.

Operations and Development

Development activities were primarily focused on the Mystery vein. While progress was made in advancing underground

access and extracting material, operations highlighted the inherent variability of narrow-vein deposits, including

challenges in predicting vein continuity and managing dilution.

In response, the Company paused development to allow for a more data-driven approach. This includes improved

geological modelling, targeted drilling, and refinement of mine planning to support more efficient and predictable future

operations.

The Company also continued to progress rehabilitation planning at the Dubbo area, with the objective of establishing a

second production face and increasing future mining flexibility.

Processing and Sales

During the period, New Talisman commissioned its processing capability and produced gold concentrate. Importantly,

the Company secured commercial offtake agreements:

with Ocean Partners UK for 100% of gold and silver concentrate production, and

with Melody Gold for lower-grade ore and tailings processing.

These agreements enhance revenue pathways, reduce stockpile challenges, and support more efficient processing.

Strategic Plan and Exploration

A key milestone during the year was the completion of a revised Strategic Plan. This plan expands the Company’s focus

beyond development to include targeted exploration across multiple areas: Mystery, Crown, Welcome, Dubbo, and Rahu.

Key components include:

• geological modelling of historical datasets,

• drilling aiming to improve resource confidence and extend mineralisation knowledge,

• rehabilitation of underground access, and

• exploration at the Rahu permit.

The objective is to increase the overall resource base and upgrade existing resources to higher confidence categories,

supporting future feasibility work and production planning.

EXPLORING | SCALING | CREATING VALUE

1. De risking and delivering:

Processing plant operational, first concentrate produced, and commercial offtake secured

— NTL is now an advanced explorer primed for production.

2. Strong asset base:

350,000 oz resource (reported in accordance with the JORC Code, 2012) and an operating

plant provide a robust foundation for sustained value creation.

3. Scalable production growth:

Multiple new work faces, active development, and improved grade control support step

change expansion in output.

4. Clear path to resource growth:

Targeted drilling at Mystery, Dubbo, and Rahu presents significant near term upside in

resource.

5. Positioned for long term success:

Operational efficiency gains, reduced overheads, and strengthened geological capability

set the platform for growth.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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Resources and Growth Potential

The Talisman project has a mineral resource inventory of 350,000 ounces of gold equivalent at an average grade of 17g/t

reported in accordance with the JORC Code (2012) with additional upside potential from Crown/Welcome and Rahu.

The Company’s strategy is to:

• convert inferred resources to indicated and measured categories,

• expand known mineralisation through drilling, and

• leverage its existing infrastructure to support scalable production growth.

Funding and Capital Management

To support execution of the Strategic Plan, the Company undertook capital raising initiatives, including a rights offer

which raised approximately $1.3 million.

While this provides near-term funding, full implementation of the strategy is expected to require additional capital, and

the Board continues to evaluate funding options and prioritisation of activities accordingly.

Outlook

The Company is entering its next phase with a stronger technical focus and a more structured development pathway.

Near-term activities will prioritise drilling, modelling, and rehabilitation, with the aim of recommencing development on

a more informed and efficient basis.

New Talisman remains focused on responsibly advancing the Talisman Mine while building long-term value through

disciplined execution of its expanded exploration and development strategy.

Figure 1: Plan view of vein

and ore shoot locations

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
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Figure 2: Hauraki Gold Deposits

Figure 3: Exploration and mining

permits in the in the Hauraki district.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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Talisman Mine - Overview

The Company holds Minerals Mining Permit 51326 (Figure 2), a 25 year mining permit granted in 2009 covering 299

hectares, including the former Talisman and Crown-Welcome mines. The permit lies between the towns of Waihi and

Paeroa in the Hauraki Goldfield and includes mines with total historical production (from the 1880s to 1992) of 1 million

ounces gold and 3 million ounces silver.

The Talisman permit and the adjoining Rahu exploration permit are located in the southern part of the Coromandel

Volcanic Zone (CVZ), a north-northwest trending zone of Miocene to early Quaternary sub-aerial calc-alkaline volcanics.

The permit area covers part of the Karangahake gold-silver deposit, one of the major deposits of the Hauraki Goldfield

(Figure 3), a 200 km long metallogenic zone of epithermal gold-silver and porphyry copper-gold mineralization that

extends from Great Barrier Island in the north to as far south as Te Aroha and Te Puke.

The main mineralised structures within the project are Maria Vein, Mystery Vein and Welcome/Crown Vein.

The Maria Vein has a strike length of approximately 1.5km with gold/silver mineralisation occurring in at least 4 shoots of

higher grade, known from north to south as the Woodstock, Talisman, Bonanza and Dubbo shoots.

The Welcome/Crown has a similar strike length to the Maria and consists of a 50-55 degree west dipping

vein,(Welcome) with a near vertical footwall vein, (the Crown Vein). In addition, there are several under-explored vein

structures known as the Sutro workings around 100m east of the Crown/Welcome.

Historically, the Karangahake deposits were divided into separate mines focused on different gold bearing veins or

lodes and where mining licence boundaries fell. The main ones being the Talisman and the Crown mines. The lodes are

sub-parallel and trend north-northeast. Mining has followed the Welcome/Crown and Maria Veins along strike with the

Welcome/Crown Veins defining the eastern extent of the main known mineralised structures and the Maria Vein defining

the western extent of the main known productive structures. The Mystery Vein (approx. 1m width) is located between

these two vein systems and was discovered in the late 1980’s during the construction of the Keillor’s crosscut, which

connects the 8 Level of the Talisman mine to the Welcome/Crown 5A Level.

Mystery

The Mystery Vein was discovered in the 1980’s, by then

operator Cyprus Mines Corporation in joint venture with New

Zealand Gold Fields Ltd, when developing Keillors Crosscut

to connect the Talisman Mine with the adjacent Crown Mine

(Figure 4). This crosscut intersected a previously unidentified

vein, now called Mystery Vein, approximately mid-way

between the historically productive Maria and Crown Vein

systems. It is believed that this vein had not been identified

previously because of its location on the boundary between

the two historic mining permits, although there is evidence

that the vein may have been encountered in the lower levels

of the Talisman Mine.

A focal point of the underground activities at the Talisman

was to extend the face of the Mystery north drive. In fill

sampling was carried out on the Mystery development drive.

This data was incorporated in the 2019 mineral resource

estimate, and the Company was greatly encouraged by the

increased grade of this resource, (14,000 tonnes at 25 g/t Au

equivalent grade for 11,000 ounces inferred). This estimate

supports NTL’s view of the future production potential of the

Mystery and as part of the ongoing drive to production from

this area and the strategic plan includes further drilling to

enhance the Company’s understanding of this vein, increase

resource confidence, potentially allowing conversion of some

of the inferred resource to indicated/measured to support

mine planning.

The Mystery shows similar geological characteristics to the

adjacent veins and follows a similar north south strike direction

The vein has been exposed in the development drive over a

strike length of some 60 to 65m and regular sampling carried

out by New Talisman (then called Heritage Gold) identified

channel samples on the face of Mystery with grades of up

to 52 g/t gold. The Rhoderick Dhu is exposed on the 7 Level

track approximately 500m to the north and has been traced

on surface by previous companies. New Talisman’s working

hypothesis is that these veins could be one and the same.

Figure 4: Location of Mystery Vein in relation to

Keillors crosscut.

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
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Dubbo

The Dubbo zone occurs on the Maria Vein some 800m inside the mine along No 8 Level and is the largest of the mines

existing ore blocks containing some 117,250 oz gold of the mines 350,000 oz mineral resource, (excluding Crown/

Welcome) at an average gold grade of 21.6 g/t Au.

Of particular significance to immediate extensions

to the current mineral resource is that historic

data acquired in 2015 includes plans showing data

that suggests potential depth extensions of the

Dubbo Zone. The extension of the Dubbo Zone lies

immediately below workings planned in the strategic

plan and can be accessed by creating drill positions

on the hanging wall to enable confirmatory drill

testing (Figure 5).

Rehabilitation work is planned to commence

from Keilers Cross cut to Dubbo to allow another

development face to be opened at Dubbo Cross

cut BM35 heading back toward Cross cut BM37.

Approximately 250 lineal metres of rehabilitation is

required to replace ground support that is some 20

years old. Existing drills holes lengths are 30 – 110 m

length from the current footwall drive but the new

program will involve deeper holes to target the gold

mineralised Maria Vein beneath the current indicated

resource. Total diamond drilling is assumed to be

around 1000m subject to detailed planning and drill

cuddy design. Further geological work is required to

plan the drill holes.

Rahu

In December 2024 NTL announced its wholly owned subsidiary Rahu

Resources Pty Ltd was granted Minerals Exploration Permit 61017 (Figure 6).

The Permit area covers some 387 hectares, in part adjoining and directly

north of New Talisman’s wholly owned Mining Permit 51326 where the

Talisman mine is located.

Rahu represents an exciting opportunity being the northern extensions of

the world class NE trending Karangahake mineralised structural corridor.

Previous exploration by New Talisman and more recently by Newcrest

Mining has demonstrated that the extensive gold and silver mineralisation

represent the upper levels of the more deeply eroded epithermal system

that hosts the Talisman gold deposits.

The mineralisation at Rahu lies between Talisman and the gold deposits

in the Waitekauri Valley that host the former Golden Cross mine (Figure

2) and deposits such as Jubilee that is currently being drilled by another

exploration company.

Previous programmes of surface mapping, geochemical sampling and

largely shallow drilling have given strong evidence that there is potential

for high grade gold mineralisation at depth. It shows many similarities to

other blind discoveries in the Waihi Gold District such as Favona.

The Rahu project requires a programme that will initially involve assessing

all previous surface and drill results plus new mapping and sampling to be

followed by drill hole planning to test for deeper high-grade gold and silver

mineralisation.

The mineral potential of Rahu is to provide a future source of ore to

increase the overall resource base and scale of the Talisman project.

The Permit has an initial 5-year term with a right of renewal for a further 5

years plus extensions for appraisal if a discovery has been made.

Tenements Held by the New Talisman Group of Companies

Current permits

Talisman Mine - Minerals Mining Permit 51326 (100% owned by the Company); and

Rahu Exploration– Minerals Exploration Permit 61017(100% owned by the Company).

Figure 5: Longsection of Dubbo 4 level to 9 level, with

existing drilling

Figure 6: Rahu permit EP 61017

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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Talisman Mine Current Resources

The below table is the current mineral resource table which shows a substantial indicated and inferred resource of

350,000 ounces of gold equivalent remains in the Talisman mine with plenty of upside potential. The resource completed

in 2019 tabulated below is reported in accordance with the JORC code (2012).

The more detailed information, including JORC Table 1, was released to the market on 24 /06/2020. Please see the full

report found here.

Resource CategoryOre Zone/VeinTonnes

Grade g/t Bullion

equivalent

Ounces Bullion

equivalent

IndicatedTalisman Bonanza 29,0004.34,100

IndicatedDubbo 15,0009.04,400

IndicatedDubbo splay 4,30019.02,600

IndicatedWoodstock 35,0005.15,600

IndicatedWoodstock splay 22,0005.13,600

Total Indicated110,0006.020,000

InferredTalisman-Bonanza 300,00019.0190,000

InferredDubbo 150,00023.0110,000

InferredDubbo splay 56014.0250

InferredWoodstock 62,0005.611,000

InferredWoodstock splay 20,0004.72,900

InferredMystery 14,00025.011,000

Total Inferred


550,00019.0330,000

Total Resources

(* Crown excluded)

660,00017.0350,000

Note: – Data sources include historic bullion samples, drill holes and underground channel samples

Mineral Resources are reported on a 100% basis to a nominal 2.2 Bullion equivalent grams per tonne cut-off grade which

was determined in 2017 based on estimates of mining costs, metallurgical recoveries, treatment and refining costs,

general and administration costs, royalties, and commodity prices.

Ounces are estimates of metal contained in the Mineral Resource and do not include allowances for processing losses.

For reporting purposes, all resources are reported as equivalent bullion values, due to bullion values rather than gold

and silver grades being the only grade information that is available for historic channel samples. Conversion of more

recent gold and silver values to equivalent bullion values uses the formula: Equivalent bullion grade = Gold grade

+ (Silver grade * 0.031609), which is based on historical prices of gold and silver. The equivalent bullion value of the

resource is the same as an estimated gold equivalent grade due to the manner in which the historic and modern bullion

values have been determined. Bullion conversions by NTL were based on a constant gold price of at £4-6s-0d/oz or

USD20.47/oz during the period of historical production. Silver prices ranged from USD 0.49 to USD 1.03/oz.

Tonnage and grade measurements are in metric units. Gold ounces are reported as troy ounces. Rounding as required

by reporting guidelines may result in apparent summation differences between tonnes, grade and contained metal

content.

Competent Person Statement

The information in this report that relates to Exploration Results (geological interpretations, and vein modelling), for

the Talisman Project (including the Crown–Welcome, Maria, Dubbo, Mystery, and Roderick Dhu vein systems) is based

on, and fairly reflects, information compiled by Abraham Whaanga, a Competent Person who is a Member of The

Australasian Institute of Mining and Metallurgy (AusIMM).

Mr Whaanga is an independent consultant employed by RSC Consulting Ltd and has no financial interests in New

Talisman Gold Mines Limited or any associated companies and was renumerated for this report on a standard fee for

time basis.

Mr Whaanga has more than five years’ experience in epithermal gold systems, narrow-vein structural geology, and 3D

geological modelling. This experience is directly relevant to the activities undertaken, including structural interpretation,

vein modelling, and data validation. As such, Mr Whaanga has sufficient experience that is relevant to the style of

mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent

Person as defined in the JORC Code (2012).

Mr Whaanga consents to the inclusion in the report of the matters based on his information in the form and context in

which it appears.

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
10 |

BOARD OF DIRECTORS

Ms Samantha Sharif, LLM

(Hons), LLB (Hons), Grad Dip

CSP, CFInstD

Chair and Independent Non-executive

Director

Samantha Sharif is a Professional Director with extensive

leadership experience in infrastructure, resources, safety

critical industries, as well as investment and capital

markets.

Ms Sharif is an experienced Board and Board Committee

Chair, and a Chartered Fellow of the Institute of Directors.

Samantha has experience as a CEO and has also practised

as a senior commercial lawyer, with post-graduate

legal and finance qualifications. Current governance

roles include: Chair Kiwifruit New Zealand, SIL/MFL Mutual

Funds – Director, Edison Consulting Group - Director, Auto

Stewardship NZ - Trustee/Director.

First appointed 1 November 2021.

Terry Moynihan, B.Min.Tech

(Mining), Class II Hons

Independent Non-executive Director

Terry brings over four decades of

mining industry experience across New

Zealand, Australia, and Papua New Guinea, with a proven

track record in mine management, project development,

and technical leadership.

Terry has held senior roles including General Manager of

Resource Development and Technical Services Manager

at Bathurst Resources, and is Principal and Director of Core

Mining Consultants Ltd. His expertise spans gold, base

metals, tin, and coal operations, with a strong focus on

strategic planning, operational improvement, and team

leadership.

He holds a Bachelor of Mineral Technology (Mining) from

the University of Otago and has held mine manager

certifications in New Zealand, Queensland, and Victoria.

First appointed 3 November 2025

Mr Richard Tacon, FAusIMM

Independent Non-executive Director

Mr Tacon is an experienced Mine

Operator and Company Director

with over 40 years of operational

experience in all facets of mining gained in New Zealand

and internationally. He has specialised expertise in

underground and open cast coal mining.

Richard’s experience includes project feasibility analysis,

management of operations and environmental

management. He is presently the CEO of Bathurst

Resources, an ASX listed resources company with

operations and projects in New Zealand and Canada.

Richard is also a director of BT Mining Limited (BT Mining),

an incorporated joint venture company with Talleys Energy

Ltd and of which BRL is a 65% owner. He sits on the board

of the New Zealand Mines Rescue Trust, Straterra, and

Minerals West Coast.

He studied Mineral Technology at Otago University, before

obtaining a coal mining certificate from TAFE (Technical

and Further Education) NSW in 1984. He holds first, second

and third class mining qualifications from NSW and First

Class Coal Mine Managers, A Grade Quarry and Senior Site

Executive Certificates of Competency in New Zealand.

First elected 7 September 2023.

Michael Stiassny LLB, BCom, CFInstD

Independent Non-executive Director

Michael is an experienced director with an extensive

background serving on both public and private

commercial boards.

Michael is a Chartered Fellow of The Institute of Directors in

NZ (Inc) (CFInstD) and is also past President of the Institute

of Directors. He is also a life member of RITANZ.

First appointed 1 November 2021. Retired 30 April 2026.

Mr John Upperton

Director

Mr Upperton has a background in both Commercial and

Residential Construction Project Management. Alongside

these projects, Mr Upperton has garnered considerable

experience in aspects of the RMA and District Planning

requirements, including successfully representing himself

in Environment Court.

Mr Upperton has 19 years’ experience as Managing Director

of a Limited Company. He has served on and chaired

several community organisations over a 25 year period. Mr

Upperton has also previously held a senior management

role for one of NZ’s leading Manuka Honey producers,

being responsible for the negotiation and placement of

bee hives across the North Island involving more than 300

landowners.

First elected September 29, 2021. Retired 14 November 2025.





NEW TALISMAN GOLD MINES ANNUAL REPORT 2026 | 11

Level 12, 23-29 Albert Street, Auckland 1010

PO Box 3899, Auckland 1140

New Zealand

T: +64 9 309 0463

F: +64 9 309 4544

E: auckland@bakertillysr.nz

W: www.bakertillysr.nz


INDEPENDENT AUDITOR’S REPORT

To the Shareholders of New Talisman Gold Mines Limited

Report on the Audit of the Consolidated Financial Statements


Disclaimer of Opinion

We were engaged to audit the consolidated financial statements of New Talisman Gold Mines Limited and its

subsidiaries ('the Group') on pages 13 to 32, which comprise the consolidated balance sheet as at 31 March 2026,

and the consolidated statement of comprehensive income, consolidated statement of changes in equity and

consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements,

including material accounting policy information.


We do not express an opinion on the accompanying consolidated financial statements of the Group. Because of the

significance of the matter described in the Basis for Disclaimer of Opinion section of our report, we have not been able

to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these consolidated financial

statements.


Our report is made solely to the Shareholders of the Group. Our audit work has been undertaken so that we might

state to the Shareholders of the Group those matters we are required to state to them in an auditor’s report and for

no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other

than the Shareholders of the Group as a body, for our audit work or for our report or for the opinions we have formed.


Basis for Disclaimer of Opinion

The consolidated balance sheet includes net assets totalling $15,583,116 related to the Talisman Mine cash-

generating unit. This represents a substantial proportion of the Group’s consolidated financial statements. As part of

our audit procedures, we have been unable to obtain sufficient appropriate audit evidence in relation to the

recoverable amount of the Talisman Mine cash-generating unit, in particular with respect to the amount of gold to be

recovered and timing of such recoveries within the intended mining plan and, consequently, the extent of any forecast

cash flows arising from the Talisman Mine project. We refer to note 12 of the consolidated financial statements which

details the Group’s approach to impairment of assets.


As a result of this matter, we were unable to determine whether any adjustments were necessary in respect of the

elements of the Group’s Talisman Mine cash-generating unit and the elements making up the consolidated balance

sheet, the consolidated statement of comprehensive income and the consolidated statement of changes in equity.


Other Matter

We were engaged to audit the consolidated financial statements of the Group for the year ended 31 March 2025 and

expressed a disclaimer of opinion on those statements on 25 June 2025.


Responsibilities of the Directors for the Consolidated Financial Statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated

financial statements in accordance with New Zealand Equivalents to International Financial Reporting Standards ('NZ

IFRS') and International Financial Reporting Standards ('IFRS'), and for such internal control as the Directors


12 | ANNUAL REPORT 2026 NEW TALISMAN GOLD MINES

determine is necessary to enable the preparation of the consolidated financial statements that are free from material

misstatement, whether due to fraud or error.


In preparing the consolidated financial statements, the Directors are responsible on behalf of the Group for assessing

the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and

using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease

operations, or have no realistic alternative but to do so.


Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our responsibility is to conduct an audit of the Group’s consolidated financial statements in accordance with

International Standards on Auditing (New Zealand) ('ISAs (NZ)') and to issue an auditor’s report. However, because

of the matter described in the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient

appropriate audit evidence to provide a basis for an audit opinion on the consolidated financial statements


We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics

for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the New

Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’

International Code of Ethics for Professional Accountants (including International Independence Standards) (‘IESBA

Code’), and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA

Code.


Other than in our capacity as auditor we have no relationship with, or interests in, New Talisman Gold Mines Limited

or any of its subsidiaries.


The engagement partner on the audit resulting in this independent auditor’s report is J A Daubney.




BAKER TILLY STAPLES RODWAY AUCKLAND

Auckland, New Zealand

29 June 2026

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 13

NEW TALISMAN GOLD MINES LIMITED

Consolidated Statement of Comprehensive Income

For year ended 31 March 2026

Note2026

NZ$

2025

NZ$


Operating income252,79023,752

Operating expenses 3(1,369,395)(986,950)

Administrative expenses4, 6(895,686)(772,857)

Impairment losses12-(13,404)

Reversal of Impairment losses12-5,855,580

Gain/(loss) from operations (2,212,291)4,106,121

Finance Costs5(44,310)(63,347)

Net profit/(loss) for the year (2,256,601)4,042,774

Other Comprehensive Income / (Loss)--

Total comprehensive income/(loss)(2,256,601)4,042,774

Net profit/(loss) attributable to equity holders of the parent(2,256,601)4,042,774

Comprehensive profit/(loss) attributable to equity holders of the

parent

(2,256,601)4,042,774

Earnings per share

Basic earnings/(loss) per share

From continuing operations(0.0028) 0.0063

Diluted earnings/(loss) per share

From continuing operations(0.0028) 0.0063


The accompanying notes form part of these financial statements and should be read in conjunction with this statement

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
14 |

NEW TALISMAN GOLD MINES LIMITED

Consolidated Statement of Changes in Equity

For the Year Ended 31 March 2026

20262025

Note

Share

Capital

Capital

Reserves

Accumulated

Deficit

Total

Equity

Share

Capital

Capital

Reserves

Accumulated

Deficit

Total

Equity

NZ$

NZ$

NZ$NZ$NZ$

NZ$

NZ$NZ$

Equity at beginning of

year

44,954,843-(29,316,758)15,638,08541,471,041-(33,359,532)8,111,509

Profit/(Loss)--(2,256,601)(2,256,601)--4,042,7744,042,774

Net proceeds from

share capital issued

9

3,560,338--3,560,3382,795,501--2,795,501

Partial Conversion of

Loan Note

9

35,324--35,324688,301--688,301

Equity at end of year

9

48,550,505-(31,573,359)16,977,14644,954,843-(29,316,758)15,638,085

The accompanying notes form part of these financial statements and should be read in conjunction with this statement

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 15

NEW TALISMAN GOLD MINES LIMITED

Consolidated Balance Sheet

As at 31 March 2026

Note2026

NZ$

2025

NZ$

Equity

Share Capital948,550,50544,954,843

Accumulated Deficit(31,573,359)(29,316,758)

16,977,14615,638,085

Non current liabilities

Long Term lease liabilities2413,63993,134

Rehabilitation Reserve12452,599434,279

Total Non current liabilities466,238527,413

Current liabilities

Trade and Other Payables23372,165399,696

Convertible Note28-35,324

Short Term Lease Liabilities2479,49473,829

Total current liabilities451,659508,849

Total liabilities 917,8971,036,262

Total equity and liabilities 17,895,04316,674,347

Current assets

Cash and cash equivalents1,176,627640,395

Trade and other receivables2562,653100,790

Other Financial Assets271,754568

Other Assets26122,145180,905

Total current assets 1,363,179922,658

Non-current assets

Other Financial Assets27175,000175,000

Property, plant & equipment111,532,2571,043,785

Mine Development1214,720,87414,354,397

Exploration & Evaluation1211,63711,637

Right of use assets1392,096166,870

Total non-current assets 16,531,86415,751,689

Total assets 17,895,04316,674,347

For and on behalf of the Board:




S Sharif (Chair) R Tacon

Date: 29 June 2026 Date: 29 June 2026

The accompanying notes form part of these financial statements and should be read in conjunction with this statement

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
16 |

NEW TALISMAN GOLD MINES LIMITED

Consolidated Statement of Cash Flows

For year ended 31 March 2026

Note

2026

NZ$

2025

NZ$

Cash flows from operating activities

Cash was provided from:

Receipts from Customers40,103

Interest received9,35521,571

49,45821,571

Cash was disbursed to:

Interest expense on leases(6,341)(693)

Interest expense on loans & notes(19,648)(57,066)

Payments to suppliers & employees(1,991,135)(1,500,208)

(2,017,124)(1,557,967)

Net cash outflows used in operating activities17(1,967,666)(1,536,396)

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of shares-31,280

-31,280

Cash was applied to:

Prospecting and mine development expenditure(366,477)(89,388)

Purchase of property, plant and equipment(612,680)(971,774)

Purchase of Investments-(70,000)

(979,157)(1,131,162)

Net cash outflows used in investing activities (979,157)(1,099,882)

Cash flows from financing activities

Cash was provided from:

Issue of Shares3,664,8412,991,569

3,664,8412,991,569

Cash was applied to:

Issuance costs(104,503)(196,068)

Principal elements of lease payments(73,830)-

(178,333)(196,068)

Net cash inflows from/(used in) financing activities183,486,5082,795,501

Net (decrease) / increase in cash held539,685159,223

Effect of changes in exchange rates (3,453)175

Cash and cash equivalents at beginning of year640,395480,997

Cash and cash equivalents at end of year 1,176,627640,395

CASH AND CASH EQUIVALENTS COMPRISES:

Cash at bank1,176,627640,395

1,176,627640,395

All cash balances are available without restriction. The Company also has NZ$175,000 held on deposit as security for

guarantees issued by the bank. The bank holds a $75,000 bond on behalf of the NZ Stock Exchange for the term of

the exchange listing and a $100,000 bond on behalf of the Department of Conservation held for any potential mining

rehabilitation. The accompanying notes form part of these financial statements and should be read in conjunction with

this statement

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 17

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

1. STATEMENT OF ACCOUNTING POLICIES

Reporting entity

New Talisman Gold Mines Limited is a profit-oriented

company incorporated and domiciled in New Zealand,

registered under the Companies Act 1993 and listed on the

New Zealand Stock Exchange (NZX).

The company is an FMC reporting entity for the purposes

of the Financial Markets Conduct Act 2013 and the financial

statements have been prepared in accordance with the

Financial Reporting Act 2013 and the Companies Act 1993.

The consolidated financial statements comprise the results

of New Talisman Gold Mines Limited (the “Company”)

and its subsidiaries (together the “Group”). The group is

engaged in mine development and mineral exploration.

These financial statements were approved for issue by the

Directors on 29 June 2026.

The financial report has been prepared on a going concern

basis.

Statement of compliance

These consolidated financial statements have been

prepared in accordance with New Zealand generally

accepted accounting practice (NZ GAAP), and comply

with New Zealand equivalents to the International Financial

Reporting Standards (NZ IFRS) and with International

Financial Reporting Standards (IFRS).

The Company is a Tier 1 for profit entity.

Measurement base

The consolidated financial statements have been prepared

on a historical cost basis. The accrual basis of accounting

has been used unless otherwise stated and the financial

statements have been prepared on a going concern basis.

The consolidated financial statements are presented in

New Zealand dollars which is the company’s functional

currency.

Use of estimates and judgements

The preparation of financial statements in conformity

with NZ IFRS requires management to make judgements,

estimates and assumptions that affect the application

of accounting policies and the reported amounts of

assets, liabilities, income and expenses. Where material,

information on significant assumptions and estimates

is provided in the relevant accounting policy or will be

provided in the relevant note.

The estimates and associated assumptions are based on

historical experience and other factors that are believed

to be reasonable under the circumstances. Actual results

may differ from these estimates.

The group has made significant accounting estimates in

respect of:

• the assessment of impairment to capitalised

exploration and development expenditure, the

assessment requires a degree of estimation and

judgement (refer to (g) in this report for further

details). and

• the anticipated rehabilitation costs at the conclusion

of mining. (refer to (d) in this report for further

details).

• The useful life of property, plant and equipment. (refer

to (e) in this report for further details).

• The recognition of deferred tax (refer to (q) in this

report for further details).

• Measure of leases (refer to (p) in this report for further

details)

Estimates and underlying assumptions are reviewed on

an ongoing basis. Revisions to accounting estimates are

recognised in the year in which the estimates are revised

and in any future periods affected.

Specific accounting policies

The material accounting policies adopted in the preparation

of the consolidated financial statements are set out below.

The policies have been consistently applied to all the years

presented, unless otherwise stated.

(a) Inventories

Inventories are valued at the lower of weighted average

cost and net realisable value. Costs include mining and

production costs as well as commercial, environmental,

health and safety expenses, and stock movements.

(b) Exploration and evaluation costs

Exploration and evaluation costs have been capitalised

on the basis that the Group will commence commercial

production in the future, from which time the costs will be

amortised in proportion to the depletion of the mineral

resources. Key judgements are applied in considering costs

to be capitalised which includes determining expenditures

directly related to these activities and allocating overheads

between those that are expensed and capitalised. In

addition, costs are only capitalised that are expected to be

recovered either through successful development or sale

of the relevant mining interest. Factors that could impact

the future commercial production at the mine include the

level of reserves and resources, future technology changes,

which could impact the cost of mining, future legal changes

and changes in commodity prices. To the extent that

capitalised costs are determined not to be recoverable in

the future, they will be written off in the period in which this

determination is made.

In the event where exploration demonstrates a permit

area is no longer prospective for economically recoverable

reserves, or the exploration or prospecting permit

is relinquished, the value or cost of the tenement is

immediately recognised as an expense in the statement of

comprehensive income.

Prospecting costs are expected to be recovered from

future mining revenues. The recoverability of exploration

and evaluation assets is contingent upon future events,

such as technical success and commercial development,

sale of the area of interest, the results of further exploration,

agreements entered into with other parties, and also upon

meeting commitments under the terms of the permits.

(c) Mining tenements

When a tenement is assessed as capable of sustaining

commercial mining operations, capitalised exploration

and evaluation expenditure is reclassified as assets under

construction and is disclosed as a component of property,

plant and equipment. All subsequent development

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
18 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

expenditure, net of any proceeds from ore sales during the

development stage, is capitalised and classified as mine

development. Key judgements are applied in considering

costs to be capitalised which includes determining

expenditures directly related to these activities and

allocating overheads between those that are expensed

and capitalised. In addition, costs are only capitalised that

are expected to be recovered either through successful

development or sale of the relevant mining interest.

On completion of development, the value or cost of

accumulated exploration and development costs will be

reclassified as other mineral assets and amortised on the

basis of units of production over the expected productive

life of the mine. Provisions for closure and rehabilitation are

initially recognised when an environmental disturbance

first occurs. The estimate for the rehabilitation provision is

reviewed by management at each reporting date and an

assessment is made on whether the estimate continues

to reflect the company’s present legal and constructive

obligations.

(d) Rehabilitation Reserve

A provision has been made for the present value of

anticipated costs for future rehabilitation of land explored

or mined. The Group’s mining and exploration activities

are subject to various laws and regulations governing

the protection of the environment. The Group recognises

management’s best estimate for assets retirement

obligations and site rehabilitations in the period in which

they are incurred. Actual costs incurred in the future periods

could differ materially from the estimates. Additionally,

future changes to environmental laws and regulations,

life of mine estimates and discount rates could affect the

carrying amount of this provision.

(e) Property plant and equipment

All property, plant and equipment is initially recorded at

cost.

When an item of property, plant and equipment is disposed

of, the gain or loss is recognised in the profit or loss and is

calculated as the difference between the sale price and the

carrying value.

The Group employs significant estimates to determine the

estimated useful lives of property, plant and equipment,

considering industry trends such as technological

advancements, past experience, expected use and review

of asset lives. The Group reviews these decisions at least

once each year or when circumstances change. The

Group will change depreciation methods, depreciation

rates or asset useful lives if they are different from previous

estimates.

(f) Depreciation

Depreciation is provided on all tangible property, plant

and equipment on a straight line basis at rates calculated

to allocate the difference between the cost and residual

values of each asset over its estimated useful life. For this

purpose, the company has adopted the depreciation rates

set by the Inland Revenue Department as appropriate.

Rates used during the year were:

Office equipment Straight line 13.5-67%

Field equipment Straight line 7-30%

Fixtures and fittings Straight line 9-10%

Motor Vehicles Straight line 10.5-30

Mine Assets Units of production

(g) Impairment of assets

At each reporting date, the Group assesses impairment of

mine assets at by evaluating conditions specific to the Group

and to the particular assets that may lead to impairment.

If an impairment trigger exists, the recoverable amount of

the asset is determined. This involves fair value less costs

of disposal or value in use calculations, which incorporate a

number of key estimates and assumptions. It is reasonably

possible that the underlying metal price assumption may

change which may then impact the estimated life of mine

determinant and may then require a material adjustment

to the carrying value of mine assets. Furthermore,

the expected future cash flows used to determine the

value-in-use of these assets are inherently uncertain and

could materially change over time. They are significantly

affected by a number of factors including reserves and

production estimates, together with economic factors such

as metal spot prices, discount rates, estimates of costs to

produce reserves and future capital expenditure. If the

recoverable amount of an asset is less than its carrying

amount, the item is written down to its recoverable amount

and the write down recognised as an expense in the profit

or loss. Recoverable amount is the higher of fair value less

costs to sell and value in use.

(h) Segment information

Identification of reportable operating segments

The Group is organised into one operating segment,

being mining and exploration operations. This operating

segment is based on the internal reports that are reviewed

and used by the Board of Directors (who are identified

as the Chief Operating Decision Makers (‘CODM’)) in

assessing performance and in determining the allocation

of resources.

The CODM reviews EBITDA (earnings before interest, tax,

depreciation and amortisation). The accounting policies

adopted for internal reporting to the CODM are consistent

with those adopted in the financial statements.

The information reported to the CODM is on a quarterly

basis.

Types of products and services

The principal products and services of this operating

segment are the mining and exploration operations in New

Zealand.

Major customers

During the year ended 31 March 2026 the Company sold

Gold Concentrate to Ocean Partners UK Ltd.

(i) Income tax

The company is a mining company for New Zealand tax

purposes. All exploration and development expenditure,

including the cost of mining assets, is tax deductible in the

year the expenditure is incurred. Mining losses can be set

off against non-mining income in the ratio 3:2.

Deferred taxation assets are recognised in the financial

statements only to the extent that it is probable that there

will be future taxable profit to utilise them.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 19

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

(j) Share capital

Ordinary shares and options are classified as equity. Direct

costs of issuing shares and options are deducted from the

proceeds of the issue.

(k) Cash flows

For the purpose of the statement of cash flows, cash

includes cash on hand, deposits held at call with banks

and short-term highly liquid investments with original

maturities of three months or less.

(k) Foreign currencies

Transactions in foreign currencies are converted into NZ

currency at the rate of exchange ruling at the date of the

transaction. At balance date foreign monetary assets and

liabilities are translated at the closing rate and exchange

variations resulting from these translations are recognised

in the statement of comprehensive income.

(l) Basis of consolidation

The consolidated financial statements include the parent

company and all subsidiaries over which the parent

company has control. The company controls an investee if

all three of the following elements are present: power over

the investee, exposure to variable returns from the investee,

and the ability of the investor to use its power to affect those

variable returns. Control is reassessed whenever facts and

circumstances indicate that there may be a change in any

of these elements of control. The purchase method is used

to prepare the consolidated financial statements, which

involves adding together like assets, liabilities, income

and expenses on a line-by-line basis. All intercompany

transactions are eliminated on consolidation.

(m) Financial assets

(i) Classification

The Group classifies its financial assets in the

following measurement categories:

• those to be measured subsequently at

fair value (either through OCI or through profit or

loss), and

• those to be measured at amortised

cost. The classification depends on the Group’s

business model for managing the financial assets

and the contractual terms of the cash flows.

For assets measured at fair value, gains and

losses will either be recorded in profit or loss or

OCI. For investments in equity instruments that are

not held for trading, this will depend on whether

the Group has made an irrevocable election at

the time of initial recognition to account for the

equity investment at fair value through other

comprehensive income (FVOCI).

The Group reclassifies debt investments when

and only when its business model for managing

those assets changes.

(ii) Recognition and derecognition

Regular way purchases and sales of financial

assets are recognised on trade date, being the date

on which the Group commits to purchase or sell

the asset. Financial assets are derecognised when

the rights to receive cash flows from the financial

assets have expired or have been transferred and

the Group has transferred substantially all the risks

and rewards of ownership.

(iii) Measurement

At initial recognition, the Group measures a

financial asset at its fair value plus, in the case of

a financial asset not at fair value through profit

or loss (FVPL), transaction costs that are directly

attributable to the acquisition of the financial

asset. Transaction costs of financial assets carried

at FVPL are expensed in profit or loss.

Debt instruments

Subsequent measurement of debt instruments

depends on the Group’s business model

for managing the asset and the cash flow

characteristics of the asset. There are three

measurement categories into which the Group

classifies its debt instruments:

• Amortised cost: Assets that are held

for collection of contractual cash flows where

those cash flows represent solely payments of

principal and interest are measured at amortised

cost. Interest income from these financial assets

is included in finance income using the effective

interest rate method. Any gain or loss arising

on derecognition is recognised directly in profit

or loss and presented in other gains/(losses)

together with foreign exchange gains and losses.

Impairment losses are presented as separate line

item in the statement of profit or loss.

• FVOCI: Assets that are held for collection

of contractual cash flows and for selling the

financial assets, where the assets’ cash flows

represent solely payments of principal and

interest, are measured at FVOCI. Movements

in the carrying amount are taken through OCI,

except for the recognition of impairment gains

or losses, interest income and foreign exchange

gains and losses, which are recognised in profit

or loss. When the financial asset is derecognised,

the cumulative gain or loss previously recognised

in OCI is reclassified from equity to profit or loss

and recognised in other gains/(losses). Interest

income from these financial assets is included in

finance income using the effective interest rate

method. Foreign exchange gains and losses are

presented in other gains/(losses) and impairment

expenses are presented as separate line item in

the statement of profit or loss.

• FVPL: Assets that do not meet the criteria

for amortised cost or FVOCI are measured at

FVPL. A gain or loss on a debt investment that is

subsequently measured at FVPL is recognised in

profit or loss and presented net within other gains/

(losses) in the period in which it arises.

Equity instruments

The Group subsequently measures all equity

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
20 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

investments at fair value. Where the Group‘s

management has elected to present fair value

gains and losses on equity investments in OCI,

there is no subsequent reclassification of fair

value gains and losses to profit or loss following

the derecognition of the investment. Dividends

from such investments continue to be recognised

in profit or loss as other income when the Group’s

right to receive payments is established.

Changes in the fair value of financial assets at

FVPL are recognised in other gains/(losses) in

the statement of profit or loss as applicable.

Impairment losses (and reversal of impairment

losses) on equity investments measured at FVOCI

are not reported separately from other changes in

fair value.

(iv) Impairment

The Group assesses on a forward-looking basis

the expected credit losses associated with its

debt instruments carried at amortised cost and

FVOCI. For trade receivables, the Group applies the

simplified approach permitted by NZ IFRS 9, which

requires expected lifetime losses to be recognised

from initial recognition of the receivables.

(n) Trade and other payables

These amounts represent liabilities for goods and services

provided to the Group prior to the end of the financial year

which are unpaid. Trade and other payables are presented

as current liabilities unless payment is not due within 12

months after the reporting period. They are recognised

initially at their fair value and subsequently measured at

amortised cost using the effective interest method.

(o) Convertible Note

The proceeds received on issue of the Group’s convertible

note are allocated into their liability and equity components.

The amount initially attributed to the liability component

equals the discounted cash flows using a market rate of

interest that would be payable on a similar debt instrument

that does not include an option to convert. Subsequently,

the liability component is accounted for as a financial

liability measured at amortised cost until extinguished on

conversion or maturity of the note.

(p) Leases

Assets and liabilities arising from a lease are initially

measured on a present value basis. Lease liabilities

include the net present value of the following lease

payments:

• fixed payments (including in-substance fixed

payments), less any lease incentives receivable

• variable lease payments that are based on an index

or a rate, initially measured using the index or rate as

at the commencement date

• amounts expected to be payable by the Group under

residual value guarantees

• the exercise price of a purchase option if the Group is

reasonably certain to exercise that option, and

• payments of penalties for terminating the lease, if the

lease term reflects the Group exercising that option.

The lease payments are discounted using the interest

rate implicit in the lease. If that rate cannot be readily

determined, which is generally the case for leases in the

Group, the lessee’s incremental borrowing rate is used,

being the rate that the individual lessee would have to pay

to borrow the funds necessary to obtain an asset of similar

value to the right-of-use asset in a similar economic

environment with similar terms, security and conditions.

Lease payments to be made under reasonably certain

extension options are also included in the measurement

of the liability. In determining the lease term, management

considers all facts and circumstances that create an

economic incentive to exercise an extension option, or not

exercise a termination option. Extension options (or periods

after termination options) are only included in the lease

term if the lease is reasonably certain to be extended (or

not terminated).

Lease payments are allocated between principal and

finance cost. The finance cost is charged to profit or loss

over the lease period so as to produce a constant periodic

rate of interest on the remaining balance of the liability for

each period.

Right-of-use assets are measured at cost comprising the

following:

• the amount of the initial measurement of lease

liability

• any lease payments made at or before the

commencement date less any lease incentives

received

• any initial direct costs, and

• restoration costs

Right-of-use assets are depreciated over the shorter of

the asset’s useful life and the lease term on a straight-line

basis.

Payments associated with short-term leases of equipment

and vehicles and all leases of low-value assets are

recognised on a straight-line basis as an expense in profit

or loss. Short-term leases are leases with a lease term of 12

months or less without a purchase option. Low-value assets

comprise IT equipment and small items of office furniture.

(q) Deferred tax

Deferred tax is not recognised for deductible temporary

differences and carried forward tax losses as Management

considers that it is not probable that future taxable profits

will be available to utilise those temporary differences and

carried forward tax losses.

(r) Goods and Services Tax

All amounts are shown exclusive of Goods and Services Tax

(GST), except for receivables and payables that are stated

inclusive of GST. The net amount of GST recoverable or

payable is included as part of the receivables or payables

balance in the balance sheet.

(s) Earnings per share

The Group presents basic and diluted earnings per share

(EPS) data for its ordinary shares. Basic EPS is calculated

by dividing the profit or loss attributable to ordinary

shareholders of the parent by the weighted average number

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 21

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

of ordinary shares outstanding during the year, adjusted

for own shares held. Diluted EPS is determined by adjusting

the profit or loss attributable to ordinary shareholders and

the weighted average number of ordinary shareholders

outstanding, adjusted for the effects of all dilutive potential

ordinary shares, comprising share options.

(t) Revenue recognition

Revenue is recognised at the fair value of the consideration

received net of the amount of GST.

(u) Going concern

The Group and Parent financial statements are prepared

on a going concern basis which anticipates the Company

and entities it controls will be able to continue its operations

for the foreseeable future and will be able to realise its

assets and discharge its liabilities and commitments in the

ordinary course of business.

The Group currently has a low cash balance in relation to

its usual cash demand which may cast significant doubt

upon the Group’s ability to continue as a going concern.

The financial forecasts for FY27 and FY28 project sufficient

cash available to satisfy all financial obligations which

arise in the next 12 months from 31 March 2027. The forecast

cash flows are dependent on the key assumptions outlined

below.

• Achievement of production targets. In forecasting

the Companies cash requirements management has

made certain assumptions around the timing, volume

and grade of production. There is material uncertainty

as to the ability to achieve the production targets.

• Price of Gold. In forecasting the Companies cash

requirements management has made certain

assumptions about the price of gold. The gold price is

a market commodity therefore there is uncertainty as

to the price that might be achieved.

• Ability to raise suitable capital to enable execution of

the strategic plan.

The forecast assumptions have been conservatively

prepared and stress tested against the practical constraints

of ore volumes. Should the Company be unable to achieve

the forecast cash flows mentioned above the Company

may have insufficient liquid assets to be able to continue

as a going concern for a period of at least 12 months from

the issuance of these financial statements.

As at the date of signing the Group has cash and cash

equivalents of $695k. The Group’s revised strategic plan

requires cash flow in excess of the Group’s current cash

reserves. As a result management recognises that further

capital raises will be required to fully implement all phases

of the strategic plan and to discharge its liabilities and

commitments in the ordinary course of business.

As a result of the aforementioned material uncertainties,

significant doubt exists as to whether the Group will

continue as a going concern for a period of at least 12

months from issuance of these financial statements. If it is

unable to continue as a going concern the Group may be

unable to realise its assets and discharge its liabilities in the

normal course of business.

(v) New Accounting Standards and Interpretations not

yet mandatory or early adopted

NZ IFRS Standards and Interpretations that have recently

been issued or amended but are not yet mandatory, have

not been early adopted by the Group for the financial year

ended 31 March 2026. The Group has not yet assessed the

impact of these new or amended Accounting Standards

and Interpretations.

NZ IFRS 18 Presentation and Disclosure in Financial

Statements. The Group is currently assessing the effect of

these new accounting standards and amendments. NZ

IFRS 18 Presentation and Disclosure in Financial Statements

supersedes NZ IAS 1 and will result in major consequential

amendments to IFRS Accounting Standards including NZ

IAS 8 Basis of Preparation of Financial Statements (renamed

from Accounting Policies, Changes in Accounting Estimates

and Errors). Even though NZ IFRS 18 will not have any effect

on the recognition and measurement of items in the

consolidated financial statements, it is expected to have

a significant effect on the presentation and disclosure of

certain items. These changes include categorisation and

sub-totals in the statement of profit or loss, aggregation/

disaggregation and labelling of information, and disclosure

of management defined performance measures.

The Group does not expect any other standards issued by

the New Zealand Accounting Standards Board (NZASB) or

IASB, but not yet effective, to have a material impact on the

Group.

(w) New standards, interpretations and amendments

adopted from 1 April 2025

There were no new standards, interpretations and

amendments adopted during the financial year ended 31

March 2026.

2. OPERATING INCOME

Mar 2026

NZ$

Mar 2025

NZ$

Sale of Gold/Silver Concentrate44,707-

Interest8,08323,227

Sundry income-525

Total operating income52,79023,752

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
22 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

3. OPERATING EXPENSES

Mar 2026

NZ$

Mar 2025

NZ$

Management Consultants155,506140,500

Geological Consultants9,558-

Security197,818210,860

Mine Maintenance635,895634,550

Processing Costs398,6211,040

Less Closing Stock(28,003)-

Total operating expenses1,369,395986,950

4. ADMINISTRATION EXPENSES BY NATURE

Mar 2026

NZ$

Mar 2025

NZ$

Accountancy fees9,97314,653

Auditor’s fees – audit and review of the financial statements UHY

Haines Norton

3,95932,797

Auditor’s fees – audit or review of the financial statements - Baker

Tilly Staples Rodway Auckland

124,33180,000

Depreciation198,98231,783

Director fees (ref note 6)181,667183,333

Foreign exchange loss/(gain)6,322(1,950)

Insurance143,407103,457

Legal fees11,19654,442

Loss on Disposal of Fixed Assets-7,781

Rental and lease costs8,252-

Secretarial expenses120,000120,000

Shareholder Meetings & Reports7,81214,154

Share registry 35,29869,478

Share revaluation loss/(gain)(1,193)(2,087)

Stock exchange fees32,07146,624

Other13,60918,392

Total administration expenses895,686772,857

5. FINANCE COSTS

Mar 2026

NZ$

Mar 2025

NZ$

Interest paid on short term loans18,8126,250

Interest paid on Convertible Note83738,826

Interest on Rehabilitation Provision18,32017,579

Interest and finance charges paid on lease liabilities6,341692

Total operating income44,31063,347

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 23

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

6. KEY MANAGEMENT PERSONEL

Director and Officer remuneration2026

NZ$

2025

NZ$

R Tacon40,00043,333

T Moynihan16,667-

J K Upperton25,00040,000

M P Stiassny40,00040,000

S H Sharif60,00060,000

S J Bell120,000120,000

In addition to his directors fees Mr Upperton was engaged to provide general management services and received

consulting fees of $102,500 (2025 $140,500). Mr Upperton retired from both his Director role and General Manager role on

14 November 2025.

In addition to her Company Secretary fees Ms Bell was engaged as Interim General Manager from 17 November 2025

and received consulting fees of $42,805.(2025 $nil)

Whakapai Consulting Ltd a company in which Ms Bell is a Director and Shareholder was paid rent for lease of office at 2b

Gibraltar Cres, Parnell of $8,251.

Mr T Moynihan was appointed Director of the Company on 3 November 2025.

Subsequent to year end Mr M Stiassny retired from the Board on 30 April 2026.

There were no other changes to the board of directors during this period.

During the reporting period, no options were issued to directors or employees. In the prior year, no options were issued

to directors or employees.

Remuneration of Employees

There were no employees during the reporting period.

7. TAXATION

2026

NZ$

2025

NZ$

Net profit / (loss) before taxation(2,256,601)4,042,774

Prima facie income tax at 28%(631,848)1,131,977

Add/(subtract) the taxation effect of permanent differences:

Impairment of Assets(408)(1,635,809)

Loss on Investment(334)708

Other Non-Deductible Expenses26,0666,621

Tax losses not recognised(606,524)(496,503)

Temporary differences not recognised--

Income tax expense/(benefit) not recognised(606,524)(496,503)

The parent company has the following estimated taxation losses available:

(a) mining losses to offset against future mining income of NZ$11,922,025 (2025: NZ$10,919,653) and

(b) non-mining taxation losses of NZ$25,106,967 (2025: NZ$23,993,772).

The mining losses are currently being assessed by the IRD and the company is working closely with their representatives

to confirm balances brought forward from previous years. Such losses will only be available to be offset if:

(a) the company derives future assessable income of a nature and an amount sufficient to enable the benefit of

the losses to be realised;

(b) the company continues to comply with the conditions for deductibility imposed by the law;

(c) there are no adverse changes in tax legislation or tax rates which affect the company in realising the benefit

from the deduction for the losses.

At balance date the company’s imputation credit account balance was nil (2025: nil).

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
24 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

8. SEGMENT INFORMATION

During the current period, the Group had one business segment - mineral exploration and development, within New

Zealand. All the Group assets are held in New Zealand.

9. EQUITY & RESERVES

The group’s capital is managed with the objective of maintaining adequate working capital so that all obligations

can be met when they fall due. All components of equity are regarded as “capital”. All internal capital management

objectives have been met. There has been no change to the management of capital since the prior year.

Share capital

Ordinary shares

2026

Number

2025

Number

2026

NZ$

2025

NZ$

Balance beginning of year641,033,914458,029,55544,954,84341,471,041

Proceeds from Rights issues79,765,781133,918,6501,276,2532,413,569

Partial Conversion of Loan Note543,44236,650,00035,324688,301

Proceeds from Private Placements70,263,58212,435,7092,388,588578,000

Issuance Costs--(104,503)(196,068)

Balance at end of year791,606,719641,033,91448,550,50544,954,843

All authorised shares have been issued, have equal voting rights and will share equally in dividends and surplus on

winding up. The shares have no par value.

New Talisman Gold Mines Limited issued 150,572,805 ordinary shares during the period by way of:

• 79,765,781 Ordinary shares issued under a rights issue with a total value of $1,276,253.

• Issue of 70,262,582 Ordinary shares by way of private placements with a total value of $2,388,588.

• Issue of 543,442 Ordinary shares for a total value of $35,324 as the final partial conversion of the Convertible Debt

Security.

The company incurred issuance costs (stock exchange fees, registry costs and legal fees) of $104,503 in relation to these

activities.

Share based payments

There were no share-based payment arrangements that existed during the year. (2025: Nil)

Options

The Company has no listed or unlisted options (2025: Nil).

10. OTHER RELATED PARTY TRANSACTIONS

Payments for consulting services to companies in which directors and major shareholders have a substantial interest

amounted to NZ$102,500 (2025:NZ$140,500). These payments are detailed as follows:

2026

NZ$

2025

NZ$

Kohe Cottages (related to J K Upperton)102,500140,500

Total102,500140,000

At balance date, creditors included NZ$5,000 payable to related party individuals or companies (2025:NZ$49,907).

Related party debtors totalled nil at balance date (2025: nil) and no related party debts were written off during the year.

During the year the Group had loan facilities of up to $550,000 available from two Directors as follows:

Facility Interest Paid

Samantha Sharif $200,000 1,265

Richard Tacon $350,000 11,829

The facilities were unsecured, had an interest rate of 19% and a repayment date of 31 Dec 2025. The facilities were

partially drawn down during the year and then repaid. At the end of the term of the facilities they were not renewed.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 25

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

11. PROPERTY, PLANT & EQUIPMENT

Fixtures &

fittings

NZ$

Office

equipment

NZ$

Field

equipment

NZ$

Motor

Vehicles

NZ$

Total

NZ$

Year ended 31 March 2025

Carrying amount 1 April 2024684596,8767,781105,508

Additions--971,774-971,774

Disposals---(7,781)(7,781)

Depreciation(6)(299)(25,411)-(25,716)

Carrying amount-5461,043,239-1,043,785

31 March 2025

Cost1,26051,5471,234,652-1,287,459

Accumulated Depreciation(1,260)(51,001)(191,412)-(243,673)

Carrying amount-5461,043,239-1,043,785

Year ended 31 March 2026

Carrying amount 1 April 2025-5461,043,239-1,043,785

Additions--612,680-612,680

Disposals-----

Depreciation-(300)(123,908)-(124,208)

Carrying amount-2461,532,011-1,532,257

31 March 2026

Cost1,26051,5471,847,332-1,900,139

Accumulated Depreciation(1,260)(51,301)(315,321)-(367,882)

Carrying amount-2461,532,011-1,532,257


During the year ended 31 March 2026 the Group made additions to its processing plant and completed commissioning

of the plant. The total cost of additions to the processing plant during the year was $612,680.

12. MINE DEVELOPMENT & EXPLORATION AND EVALUATION

Mine development2026

NZ$

2025

NZ$

Carrying amount at 1 April14,354,3978,422,835

Additions366,47775,982

Impairment of mine development --

Reversal of impairment charge-5,855,580

Balance at end of year14,720,87414,354,397

2026

NZ$

2025

NZ$

Cost14,720,87414,354,397

Accumulated Impairment of mine assets --

Balance at end of year14,720,87414,354,397

A mine is currently being developed on the Talisman Mining permit.

Development expenditures are costs incurred to obtain access to proven and probable reserves and to provide facilities

for extracting, treating, gathering, transporting and storing the minerals. Development expenditures are capitalised to

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
26 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

the extent that they are necessary to bring the property to commercial production. Only costs attributable to an area

of interest or capable of being reasonably allocated to an area of interest are eligible for capitalisation. Development

expenditures can include both direct and indirect costs however indirect costs are included only if they can be directly

attributed with the area of interest. Costs associated with re-working engineering design errors or those attributed to

inefficiencies in development are not capitalised.

2026

NZ$

2025

NZ$

Rehabilitation Reserve

Carrying Amount at 1 April434,279416,700

Additions18,32017,579

Carrying Amount 31 March452,599434,279

The directors have provided for rehabilitation costs of the Talisman mine site on its closure. The estimated cost is

established from an independent valuation with annual interest charge applied.

2026

NZ$

2025

NZ$

Exploration and evaluation costs

Carrying Amount at 1 April11,63711,637

Additions-13,404

Impairment of prospecting costs-(13,404)

Carrying Amount 31 March11,63711,637

2026

NZ$

2025

NZ$

Exploration and evaluation

Cost2,843,1652,843,165

Accumulated Impairment(2,831,528)(2,831,528)

Carrying amount 31 March11,63711,637

Exploration and evaluation expenditure is recorded at cost. The Group recorded an impairment in the carrying value of

the Rahu exploration asset due to uncertainty around access to the land at that time.

Impairment of Assets

The Group assesses each mining development at the end of each period to determine whether there are any indicators

of impairment. Where an indicator of impairment exists, an estimate of the recoverable amount is made.

The key assumptions and factors considered as part of this assessment of impairment includes:

• The current state of the mine

• The status of the mining permits held

• A formal independent valuation report on the mine (if available)

• Market capitalisation

• The strategic plan

Talisman Mine Development

At each reporting date, the Directors assess whether indicators of impairment exist in accordance with NZ IAS 16.

An independent technical valuation of the Talisman Gold Project was prepared by Geos Mining Mineral Consultants as

at 30 September 2021, determining a preferred value of NZ$15.6 million based on a six-year discounted cash flow (DCF)

model.

Under a permit issued by NZP&M, the current local council resource consent authorizes a two-year bulk sampling program.

Transitioning to full-scale extraction will require a new, comprehensive resource consent from the local council.

In the year ended 31 March 2022, an impairment was recognised reflecting the conditional nature of the resource consent,

absence of commercial production, and variability in valuation outcomes. The carrying value was reduced to $9.0 million.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 27

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

At 31 March 2023, a further impairment of $1,205,483 was recognised based on observable market indicators. No

adjustment was recognised in the year ended 31 March 2024.

At 31 March 2026, the Directors considered obtaining an updated mine valuation as part of their impairment assessment,

however, the bulk sampling programme was not progressed to a stage that it could provide any further data to inform

a complete valuation of the asset. Furthermore, as the revised strategic plan was in the initial implementation stage

at balance date, the directors made the decision to delay obtaining a formal valuation until the geological modelling

and bulk sampling programme had progressed sufficiently to more fully inform a valuation. The Directors considered

alternative impairment indicators, including replacement cost, market capitalisation, and gold price trends, and

concluded that no impairment indicators existed, previous impairment provisions were reversed.

For the year ended 31 March 2026, the Directors performed an impairment assessment considering:

• Updated internal DCF modelling (valuation range $17.9 million to $83.6 million);

• Market-based benchmarks for in-ground resources (implied valuation range $6.6m to $25 million with the mid at

approximately $15.8 million);

• Market capitalisation and replacement cost benchmarks; and

• Operational and funding factors.

Based on this assessment, the Directors concluded that the recoverable amount exceeds the carrying value of the asset.

Accordingly, no impairment has been recognised for the year ended 31 March 2026.

The asset will continue to be monitored for impairment at each reporting date.

TENEMENT SCHEDULE:

Permits held by the Group:

51 326 Talisman (Mining) – Granted Tier 1 minerals mining permit, Coromandel, New Zealand

61017 Rahu (exploration) – Granted minerals exploration permit, Coromandel, New Zealand

13. RIGHT OF USE ASSETS

The Group has recognised a right of use asset for the lease of the premises for the operating of the Processing Plant in

Waikato. The Group had entered into a lease agreement on 1 March 2025 for a lease term until 27 May 2027.

Movements in right of use assets are summarised below:

2026

NZ$

2025

NZ$

Balance at beginning of year166,870-

Additions-172,937

Depreciation Charge(74,774)(6,067)

Balance at end of year92,096166,870

14. SUBSIDIARY COMPANIES

Percent held Incorp Balance Activity

2026 2025 in date

Subsidiaries

Coromandel Gold Limited 100% 100% NZ 31 March Share investment

Critical Minerals Resources Limited 100% 100% NZ 31 March Inactive

Rahu Resources Pty Limited 100% 100% NZ 31 March Minerals exploration

All subsidiaries are direct subsidiaries of the company.

15. FINANCIAL RISK MANAGEMENT

Financial risk management objectives

The Group’s activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk

and interest rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the

unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the

Group. The Group uses different methods to measure different types of risk to which it is exposed. These methods include

sensitivity analysis in the case of interest rate, foreign exchange and other price risks, ageing analysis for credit risk and

beta analysis in respect of investment portfolios to determine market risk.

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
28 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

Risk management is carried out by management under policies approved by the Board of Directors (‘the Board’). These

policies include identification and analysis of the risk exposure of the consolidated entity and appropriate procedures,

controls and risk limits. Management identifies, evaluates and reports financial risks within the consolidated entity’s

operating units. Management reports to the Board on a quarterly basis.

Credit Risk

Financial instruments which potentially subject the Group to credit risk principally consist of bank balances and

receivables. Surplus funds are placed in interest bearing accounts with major trading banks and the Group does not

anticipate non-performance by those parties. Maximum exposure to credit risk at balance date is represented by the

carrying value of the financial instruments. No collateral is held on these assets and the balances are stated net of

recognised impairment losses. The group deals only with banks having at least an A credit rating.

Currency Risk

At present the Group does not hedge foreign currency transaction or translation exposures. The Group has exposure

to foreign exchange risk as a result of transactions from normal trading activities mainly denominated in Australian

currencies. The Group holds funds in an Australian currency bank account.

Liquidity Risk

Management supervises liquidity through cashflow forecasting, budgeting and by carefully controlling cash outflows

from existing cash resources. The group relies on new equity to fund exploration and mine development expenditure.

Remaining contractual maturities

The following tables detail the Group’s remaining contractual maturity for its financial liabilities. The tables have been

drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial

liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining

contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial

position.

2026Weighted

average

interest rate

1 year or less

$

1 to 5 years

$

Over 5 years

$

Total

$

Trade and other payables0%372,165 - - 372,165

Lease liabilities5% 79,494 13,639 - 93,133

451,659 13,639 - 465,298

2025Weighted

average

interest rate

1 year or less

$

1 to 5 years

$

Over 5 years

$

Total

$

Trade and other payables0%399,696 - - 399,696

Lease liabilities5% 73,829 93,041 - 166,870

Convertible notes9.50% 35,324 - - 35,324

508,849 93,041 - 601,890

Price risk

The Group is exposed to commodity price risk arises from gold and other metals held as inventory. As the Group did not

produce a material amount of gold in the reporting period there is no material price risk at this time.

Interest Rate Risk

At balance date the Group had no material exposure to interest rate risks. The table below shows short term deposits

held at balance date:

Re-pricing AnalysisEffective Interest RateTotal

NZ$

6 months or less

NZ$

Short term bank deposits3.47-5.25%175,000175,000

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 29

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

16. FAIR VALUES

The carrying amount of financial instruments is a reasonable approximation of their fair value. Investments in listed

companies are measured at fair value based on quoted prices in active markets.

17. RECONCILIATION OF OPERATING CASHFLOW AND REPORTED DEFICIT

2026

NZ$

2025

NZ$

Net profit / (loss) after taxation(2,256,601)4,042,774

Add non-cash items:

Depreciation198,98225,716

Impairment of assets-13,404

Reversal of Impairment-(5,855,580)

Loss on disposal of property, plant & equipment-7,781

Share revaluation (gain)/loss(1,185)(2,172)

Exchange (gain)/loss3,452(175)

(2,055,352)(1,768,252)

Add (less) movement in working capital:

Decrease (increase) in debtors

13,042(16,564)

Increase (decrease) in creditors

(27,531)174,777

Increase (decrease) in rehabilitation reserve

18,32117,579

Decrease (increase) in interest receivable

1,272(1,656)

Decrease (increase) in stock held

(28,003)-

Decrease (increase) in prepayments

86,76389,468

Decrease (increase) in GST

23,822(31,748)

87,686231,856

Net cash outflows used in operating activities(1,967,666)(1,536,396)

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
30 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

18. RECONCILIATION OF MOVEMENTS OF LIABILITIES TO CASH FLOWS ARISING FROM FINANCING

ACTIVITIES

Convertible

Note

NZ$

Lease

Liabilities

NZ$

Share Capital

NZ$Total

NZ$

Opening Balance 1 April 2024

723,625-41,471,04142,194,666

Cashflows:

-Repayment

(5,974)-(5,974)

-Proceeds of shares issued-2,795,5012,795,501

Net Cash flows from Financing-(5,974)2,795,5012,789,527

Non Cash-

-New leases-172,937-172,937

-Interest expense693693

-Interest payments (presented as operating

cashflows) (693)(693)

-Conversion of note(688,301)688,301-

Total Non Cash(688,301)166,963688,301166,963

Balance 31 March 202535,324166,96344,954,84345,157,130

-Repayment(73,830)(73,830)

-Proceeds of shares issued-3,560,3383,560,338

Net Cash flows from Financing-(73,830)3,560,3383,486,508

Non Cash

-Interest expense6,3416,341

-Interest payments (presented as operating

cashflows)(6,341)(6,341)

-Conversion of note(35,324)-35,324-

-Fair Value----

Total Non Cash(35,324)-35,324-

Closing Balance 31 March 2026-93,13348,550,50548,643,638

19. COMMITMENTS

The group has no capital commitments at year end. (2025:Nil).

20. CONTINGENT LIABILITIES


Mar 2026

NZ$

Mar 2025

NZ$

Contingent liabilities175,000175,000

The Group has given two bank bonds as at 31 March 2026 of $75,000 to NZX and $100,000 to Department of Conservation.

21. NET TANGIBLE ASSETS PER SECURITY

Mar 2026

NZ$

Mar 2025

NZ$

Net tangible assets

Net tangible assets per security

16,977,146

$0.0214

15,638,085

$0.0244

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 31

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

22. EARNINGS PER SHARE

Mar 2026Mar 2025

Profit/(loss) from continuing operations

Weighted average number shares

(2,256,601)

672,822,434

4,042,774

565,911,939

Basic earnings per share

Diluted weighted average shares on issue

(0.0028)

672,822,434

0.0063

565,911,939

Diluted earnings per share(0.0028)0.0063

23. PAYABLES

Mar 2026

NZ$

Mar 2025

NZ$

Trade payables284,232315,526

Accruals87,93384,170

372,165399,696

Trade Payables

Trade payables are unsecured and are usually paid within 30 days of recognition.

24. LEASE LIABILITIES

Lease commitments under non-cancellable operating leases:

Mar 2026

NZ$

Mar 2025

NZ$

Balance at beginning of year166,963-

Additions-172,937

Interest Expense6,341693

Principal & Interest repayments(80,171)(6,667)

Balance at end of year93,133166,963

Short term lease liabilities79,49473,829

Long term lease liabilities13,63993,134

93,133166,963

In addition the Group has a short term rental of an industrial shed in Waihi of $869 per month and a short term rental of

the Company Registered Office at 2b Gibraltar Cres, Parnell of $1,850 per month.

25. TRADE AND OTHER RECEIVABLES

Mar 2026

NZ$

Mar 2025

NZ$

Gold/Silver Concentrate4,604-

Sundry receivable6,12223,768

GST receivable48,97172,795

Interest receivable2,9564,227

62,653100,790

Sundry receivables consists RWT receivable.

All financial assets are within the contractual terms. None are overdue and none are impaired. No collateral is held for

receivables.

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
32 |

NOTES TO THE FINANCIAL STATEMENTS

For year ended 31 March 2026

26. OTHER ASSETS

Mar 2026

NZ$

Mar 2025

NZ$

Prepayments94,142180,905

Stock held28,003-

122,145180,905

27. OTHER FINANCIAL ASSETS

Mar 2026

NZ$

Mar 2025

NZ$

Current

Listed shares held1,754568

Non Current

Deposits175,000175,000

Total Non Current 175,000175,000

Total Other Financial Assets 176,754175,568

28. CONVERTIBLE NOTE

Mar 2026

NZ$

Mar 2025

NZ$

Balance at the beginning of year35,324723,625

Convertible Note issued--

Issuance Costs

Amortisation of Issuance Costs--

Partial Conversion of Note(35,324)(688,301)

Repayments--

Balance at the end of year-35,324

During the period the Company fully converted the Convertible note. The note was drawn down on 24 August 2022,

incurred interest at 9.50% per annum, payable quarterly. The note may be repaid in cash or by way of conversion to

equity at the discretion of the Company. During the period the Company issued 543,442 ordinary shares for NZ$35,324 in

the final partial conversion of the note.

29. SIGNIFICANT EVENTS SINCE BALANCE DATE

Subsequent to 31 March 2026 the following has occurred:

On 8 April 2026 the Company issued 1,740,063 shares for NZ$27,841 in placement of shortfall from the Rights Offer to

shareholders that had concluded in March 2026.

On 30 April 2026 Mr M Stiassny retired from the Board.

No other significant events have occurred since balance date.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 33

ADDITIONAL INFORMATION

DIRECTOR INFORMATION AND DISCLOSURE OF DIRECTORS INTERESTS

The following general disclosures of interest were received in relation to the year ended 31 March 2026:

DirectorRelevant interest in Ordinary SharesRelevant Interest in listed Options

Samantha Sharif10,550,854-

Richard Tacon13,894,457-

Holding RangeOrdinary Shares as of 29 May 2026

RangeTotal holdersShares Held% of Issued Capital

1 - 1,000507,3830.00

1,001 - 5,00045157,8910.02

5,001 - 10,00051442,1320.06

10,001 - 100,00064431,135,9263.92

100,001 Over495761,603,45096.00

Total1,285793,346,782100.00

TOP 20 ORDINARY SHAREHOLDERS as of 29 May 2026

RankNameUnits% of Units

1.HAMISH EDWARD ELLIOT BROWN153,000,00019.29

2.NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH

ACCOUNT>

116,762,46714.72

3.DAVID LYELL COLE (Deceased)18,000,0002.27

4.BEVERLEY IDA EVANS16,733,4552.11

5.TERRA FIRMA MINING LIMITED16,675,9552.10

6.CONTANGO SERVICES LIMITED13,894,4571.75

7.ROSS DIX HARVEY11,459,9931.44

8.SAMANTHA HIELKJE SHARIF10,550,8541.33

9.JOHN KILDARE UPPERTON10,540,0001.33

10.ALLAN MICHAEL NOBILO + LYNNE NOBILO10,411,8181.31

11.WILLIAM GEOFFREY KROON10,237,8231.29

12.FORSYTH BARR CUSTODIANS LIMITED 9,213,3821.16

13.LEVERAGED EQUITIES FINANCE LIMITED8,181,8191.03

14.PETER KENNETH HEWER8,179,0441.03

15.DAVID ANTHONY STEELE & PTM (STEELE) LIMITED6,944,4440.88

16.ROSS DIX HARVEY & BBW TRUSTEES LIMITED6.521,7150.82

17.ZHEN CHEN6,400,0000.81

18.CHRISTOPHER HUSTON CURLETT6,250,0000.79

19.COLIN MORRIS HEADS5,781,0280.73

20.CHUNG KAN CHOW5,762,9460.73

Total Top 20 holders of Ordinary Shares451,501,20056.91

Total issued Capital793,346,782

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
34 |

CORPORATE GOVERNANCE

In accordance with the NZX Corporate Governance Code January 2025 (“NZX Code”), New Talisman Gold Mines Ltd

(“Company”) has adopted systems of control and accountability as the basis for corporate governance best practice.

Policies and Charters (for the board and its committees), including the Company’s Code of Ethics and other policies and

procedures relating to the Board and its responsibilities are available on the Company’s website www.newtalismangold.

co.nz

Commensurate with the spirit of the NZX Code, the Company has followed each recommendation where the Board has

considered the recommendation to be an appropriate benchmark for its corporate governance practices, taking into

account factors such as the size of the Company and the Board, resources available and activities of the Company.

After due consideration by the Board during the Company’s 2025/2026 financial year (“reporting period”) the

Company’s corporate governance practices departed from the NZX Code only as set out below.

The information in this statement is current at 31 March 2026.

EXPLANATIONS FOR DEPARTURES FROM NZX CORPORATE GOVERNANCE CODE 2025

RecommendationNotification of DepartureExplanation for Departure

2.5: An issuer should have a written

diversity policy which includes

requirements for the board or a

relevant committee of the board

to set measurable objectives for

achieving diversity (which, at a

minimum, should address gender

diversity) and to assess annually

both the objectives and the entity’s

progress in achieving them. The

issuer should disclose the policy or a

summary of it.

The Company has established a

diversity policy, a copy of which is

disclosed on the Company’s website.

However, the policy does not include

requirements for the board to

establish measurable objectives for

achieving gender diversity, or for

the board to assess annually the

objectives and the progress towards

achieving them.

The Board considers the size of

the Company’s operations make it

impractical to establish meaningful

measurable objectives for achieving

gender diversity.

BOARD COMPOSITION AND EXPERTISE

The Company has established the functions reserved to the Board, and those delegated to senior executives and has

set out these functions in a Statement of Board and Management Functions, which is disclosed on the Company’s

website.

A profile of each director containing the skills, experience, expertise, formal qualifications and term of office of each

director is set out in the director profiles in this Annual Report.

The mix of skills and diversity that the Board is seeking to achieve in its membership is significant experience and

expertise in: mine development and underground operations, geological modelling, financial reporting, financial

markets, risk management, statutory compliance, resource management, health and safety and employment. Each

of these skills are represented in the Board’s current composition. The size of the Board and the development of the

Company’s projects places constraints on the mix of skills the Board is able to achieve.

It is the policy of the Board that in determining candidates for the Board, the following process shall occur:

(a) The Nomination Committee (or equivalent) evaluates the range of skills, experience and expertise of the

existing Board. In particular, the Nomination Committee (or equivalent) is to identify the particular skills that will best

increase the Board’s effectiveness. Consideration is also given to the balance of independent directors on the Board.

(b) A potential candidate is considered with reference to their skills and expertise in relation to other Board

members.

(c) If relevant, the Nomination Committee recommends an appropriate candidate for appointment to the Board.

Any appointment made by the Board is subject to ratification by shareholders at the next general meeting.

The Board recognises that Board renewal is critical to performance and the impact of Board tenure on succession

planning. Re-appointment of directors is not automatic. The Company’s Policy and Procedure for Selection and (Re)

Appointment of Directors is disclosed on the Company’s website.

IDENTIFICATION OF INDEPENDENT DIRECTORS

In considering independence of directors, the Board refers to the criteria for independence as set out in NZX Listing Rule

2.1.1. Applying the Independence Criteria during the reporting period and at balance date the Board comprises a majority

of independent directors. Ms Sharif, Mr Tacon and Mr Moynihan are independent directors of the Company.

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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CORPORATE GOVERNANCE

STATEMENT CONCERNING AVAILABILITY OF INDEPENDENT PROFESSIONAL ADVICE

If a director considers it necessary to obtain independent professional advice to properly discharge the responsibility of

his/her office as a director then, provided the director first obtains approval for incurring such expense from the Chair,

the Company will pay the reasonable expenses associated with obtaining such advice.

DIRECTOR REMUNERATION

Details of remuneration are contained in the Notes to the Financial Statements forming part of this report.

The Company’s Remuneration Policy is disclosed on the Company’s website. Remuneration of Directors and senior

executives is set by reference to payments made by other companies of similar size and industry, and by reference to

the skills and experience of the Directors and executives.

There is currently no direct link between remuneration paid to any of the non-executive directors and corporate

performance such as bonus payments for achievement of key performance indicators. There are no termination,

retirement or Company superannuation scheme benefits for non-executive directors.

PERFORMANCE EVALUATION OF THE BOARD, COMMITTEES AND SENIOR EXECUTIVES

The board reviews the size and composition of the board and the mix of existing and desired competencies across

members from time to time. Criteria considered by the directors when evaluating prospective candidates are contained

in the board’s charter. The chair of the board is responsible for ensuring a regular review of the performance of the

board, committees and individual directors occurs at least annually. The chair is responsible for determining the process

under which this evaluation takes place. The board reviews annually the size and composition of the board and the mix

of existing and desired competencies across members.

The board is responsible for evaluating the performance of senior executives. The board evaluates the performance of

senior executives via an ongoing process of assessment and a formal annual review in December. During the formal

review, the senior executive’s performance is measured against their role’s assessment criteria.

The Company’s Process for Performance Evaluations is disclosed on the Company’s website.

CORPORATE CODE OF CONDUCT

The board has adopted a Corporate Code of Conduct (available on the Company’s website). Directors, employees and

consultants must comply with the policies which the Board has endorsed to achieve ethical behaviour and efficiency

within the authorities and discretions designated to them, avoiding putting themselves in a position where they stand

to benefit personally or be accused of insider trading. Compliance with all laws and regulations and maintenance

of confidentiality and honesty is expected. The Corporate Code of Conduct forms part of every employment and

consultancy agreement. Failure to comply can result in disciplinary action, including, where appropriate, dismissal. The

Board has not adopted a Whistleblower Policy. However, personnel have direct access to the Chair and are encouraged

to contact the Chair with any suspected departure from the Company’s Code of Conduct.

GENDER DIVERSITY

The board has adopted a Diversity Policy (available on the Company’s website). As noted above, the Diversity Policy

does not include requirements for the board to establish measurable objectives for achieving gender diversity. Gender

diversity at balance date for the reporting period:

ComponentTotalFemale

Component

% Female

Component

Board of Directors3133%

Consultants11100%

TOTAL*4250%

* Total comprises the figures for the whole organisation.

The Board considers that the Company complied with its diversity policy during the reporting period.

AUDIT COMMITTEE

The Audit Committee as at the end of the reporting period consists of the full Board being: Richard Tacon (Chair),

Samantha Sharif, and Terry Moynihan. The Board deals with any conflicts of interest that may occur when convening in

the capacity of the Audit Committee by ensuring that any director with conflicting interests is not party to the relevant

discussions.

During the reporting period the Audit Committee had the opportunity to meet with the external auditor in respect of the

financial reports. The Audit Committee is responsible for reviewing Annual and Interim Financial Statements, related

stock exchange announcements and all other financial information published or released to the market; monitoring

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
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CORPORATE GOVERNANCE

and making recommendations for improvement in internal control environment, including effectiveness and efficiency

of operations, reliability of financial reporting and compliance with applicable laws and regulations; overseeing the

risk management and compliance framework; the appointment, removal and remuneration of the external auditors;

reviewing the terms of their engagement and the scope and quality of the audit, reviewing and approving the nature

and scope of non-audit services and ensuring rotation of the external audit engagement partner.

Details of each of the director’s qualifications are included in the Board of Director’s Profiles. All members of the

sub-committee consider themselves to be financially literate and have financial experience and industry knowledge.

Mr Tacon is an experienced mine operator with over 40 years of operational experience in all facets of mining gained in

New Zealand and internationally. He has specialized experience in underground and open cast gold mines. Ms Sharif is

a Professional Director with extensive leadership experience in infrastructure, resources, safety critical industries, as well

as investment and capital markets. Mr Moynihan is an experienced mine manager with over 40 years of international

operational experience, project management and technical leadership.

The Company has established a Procedure for the Selection, Appointment and Rotation of its External Auditor, which

is disclosed on the Company’s website. The Board is responsible for the initial appointment of the external auditor

and the appointment of a new external auditor when any vacancy arises, as recommended by the Audit Committee

(or its equivalent). Candidates for the position of external auditor must demonstrate complete independence from

the Company through the engagement period. The Board may otherwise select an external auditor based on criteria

relevant to the Company’s business and circumstances. The performance of the external auditor is reviewed on an

annual basis by the Audit Committee (or its equivalent) and any recommendations are made to the Board.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee (N&R) as at the end of the reporting period consists of the full Board

being: Samantha Sharif, Richard Tacon and Terry Moynihan. The responsibilities of the N&R Committee were also

addressed by the full Board at Board and Strategy meetings during the reporting period. The Board has adopted, and

the N&R Committee applies a Nomination Committee Charter and a Remuneration Policy which is available on the

Company’s website.

Duties of the N&R Committee includes reviewing remuneration of executive and non-executive directors, incentive

schemes and reviewing the Remuneration Committee Policy (disclosed on the Company’s website).

The Board has adopted, and the Remuneration Committee applies, a Remuneration Committee Charter which is

available on the Company’s website.

HEALTH SAFETY SECURITY AND ENVIRONMENT COMMITTEE

The Health Safety Security and Environment Committee (HSSE) as at the end of the reporting period consists of the full

Board being: Samantha Sharif, Richard Tacon and Terry Moynihan. The Board has adopted, and the HSSE Committee

applies a HSSE Committee Charter which is available on the Company’s website

The Company’s Policy for Trading, which is disclosed on the Company’s website, states that key management personnel

must not enter into transactions or arrangements which operate to limit the economic risk of their security holding in

the Company without first seeking and obtaining written acknowledgement from the Chair, Audit Committee Chair or

Executive Director; and Key Management Personnel are prohibited from entering into transactions or arrangements

which limit the economic risk of participating in unvested entitlements.

MEETING ATTENDANCE

Director/ConsultantBoard

J Upperton7/7

R Tacon19/20

M Stiassny20/20

S Sharif20/20

T Moynihan12/13

RISK MANAGEMENT

The Company has continued to develop its strategies for managing risk during the reporting period, particularly where

internal controls are concerned. The Company’s internal controls are reviewed by the external auditor twice a year, and

are monitored regularly by the independent directors. The Board relies on the sign-off of its contracted CFO with respect

to the financial reports, which sign-off has been provided in respect of the Company’s 2025/2026 financial statements.

The Company has adopted a Risk Management Policy (a summary is available on the Company’s website). Under the

Policy, the Board delegates day-to-day management of risk to the Chief Executive Officer and in the absence of a Chief

Executive Officer the responsibility falls to the General Manager and then the Chair of the Board. The Policy sets out the

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

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CORPORATE GOVERNANCE

role of the Chief Executive Officer and accountabilities. It also contains the Company’s risk profile and describes some of

the policies and practices the Company has in place to manage specific business risks.

The process of management of material business risks is allocated to the relevant business risk owners within the

management team or its contracted suppliers. The Board relies on risk controls being implemented effectively and the

primary risk controls reviewed monthly through a standing item on the Board agenda. The Company is in the process

of updating its Risk Management Policy to include formal processes to identify, manage and mitigate risk, using a risk

register. As the mine was not operational during the period there were no mining operational risk reports prepared.

Certain risks pertinent to the sector in which the Company operates are not able to be managed at this time, for

example the price of gold.

Material business risks reported on during the reporting period included statutory compliance, health and safety in the

operational environment, sustainability of the company’s ore resources, environmental risk, working in a conservation

estate, internal audit compliance, adequacy of computer systems, ethical conduct and business practice, retention of

key staff, financial reporting and liquidity risk.

The Board has required management to design, implement and maintain risk management and internal control

systems to manage the Company’s material business risks. The Board also requires management to report to

it confirming that those risks are being managed effectively. The Board receives on a regular basis reports from

management as to the effectiveness of the Company’s management of its material business risks, risk evaluation,

analysis and treatment. Risk management is a standing item on the Board agenda, giving opportunity for Board

discussion. The Audit Committee and the full Board addresses areas of risk and evaluates the effectiveness of controls.

ASSURANCES TO THE BOARD

The Board requires the contracted CFO to provide a declaration confirming that the financial reports for the reporting

period present a true and fair view, in all material respects, of the Company’s financial condition and operational results,

and are in accordance with relevant accounting standards. Assurance is also given that the financial statements are

founded on a sound system of risk management and internal compliance and control and that the Company’s risk

management and internal compliance and control is operating efficiently and effectively.

CONTINUOUS DISCLOSURE

The Company has adopted a Continuous Disclosure Policy which sets out obligations for directors, employees and

consultants in relation to continuous disclosure. Summaries of this document is available on the Company’s website.

In accordance with the NZX Listing Rules, the Company is required to disclose to the market matters which could be

expected to have a material effect on the price or value of the Company’s securities. Management processes are in

place to ensure that all material matters which may potentially require disclosure are promptly reported to the General

Manager or the Company Secretary who is responsible for ensuring that such information is not released to any person

until the NZX has confirmed its release to the market.

SHAREHOLDER COMMUNICATION

The Board has adopted a Shareholder Communication Policy, a copy of which is disclosed on the Company’s website.

DIRECTOR AND OFFICER LIABILITY INSURANCE

The Company maintains director and officer liability insurance and indemnifies directors and officers of the Company

against all liabilities which may arise out of the performance of normal duties as directors or officers, unless the liability

relates to conduct involving a lack of good faith. This includes indemnity of costs and expenses incurred in defending an

action that falls within the scope of the indemnity.

SHARE TRADING

The Company has adopted a Share Trading Policy to assist with compliance with insider trading regulations under the

Financial Markets Conduct Act 2013. This policy restricts directors, employees and consultants from trading in a number

of ways and is available on the Company’s website. Application must be made by directors, employees and consultants

to the Company for approval prior to trading in the Company’s securities. A requirement to comply with this policy

forms part of every employment or consultancy agreement.

POLITICAL DONATIONS

During the year the Company did not make any political donations.

SUMMARY OF WAIVERS

No waivers to the rules were requested to the Stock Exchanges during the reporting period.

NEW TALISMAN GOLD MINES ANNUAL REPORT 2026
38 |

NOTES

NEW TALISMAN GOLD MINES
ANNUAL REPORT 2026

| 39

NOTES

www.newtalisman.co.nz
COMPANY DIRECTORY

DIRECTORS

Samantha Sharif (Independent Chair)

Richard Tacon (Independent Director)

Terry Moynihan (Independent Director)

COMPANY SECRETARY

S Jane Bell

REGISTERED (HEAD) OFFICE

2b Gibraltar Cres, Parnell

Auckland, New Zealand

Telephone (+64 9) 303-1893

Email: info@newtalisman.co.nz

Website: www.newtalisman.co.nz

BANKERS

Westpac Bank, Auckland

AUDITORS

Baker Tilly Staples Rodway

Auckland

SOLICITORS

Chapman Tripp, Auckland

Maddocks, Sydney

SECURITIES LISTED

New Zealand Stock Exchange

Code: Shares NTL

SHARE REGISTRARS

New Zealand:

Computershare Investor Services Limited

Private Bag 92119

Auckland 1142

159 Hurstmere Road

Takapuna, Auckland 0622.

New Zealand

Telephone (+64 9) 488 8777

Facsimile (+64 9) 488 8787

Managing your shareholding online:

To change your address, update your payment

instructions and view your investment portfolio

including transactions please visit

www.computershare.co.nz/investorcentre

General enquiries can be directed to:

enquiry@computershare.co.nz

Please assist our registrar by quoting your CSN or

shareholder number

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.