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ASX Release: 28 April 2015 ASX Code: VMC QUARTERLY REPORT FOR PERIOD ENDING 31 MARCH 2015 Venus Metals Corporation Limited’s (Venus) activities conducted during the quarter ending 31 March 2015 include: YOUANMI VANADIUM PROJECT - JORC 2012 compliant Inferred Resource estimate of 330.6 Million Tonnes @ 0.29% V2O5, 5.95% Titanium (TiO2) and 19.41% Fe which includes 167.7 Million tonnes @0.41% V2O5, 7.52% TiO2 and 24.6% Fe for E57/986 (Refer ASX release 6 th February 2015). Midas Engineering Group (formerly Mineral Engineering Services Pty Ltd “METS”) was commissioned to conduct a technical review and metallurgical test work for Youanmi Vanadium Project (Refer ASX release 16 th February 2015). BELLCHAMBERS GOLD PROJECT- JORC 2012 compliant Inferred Resource Estimate of 219,000 tonnes @ 2.0 g/t Au for 14,000 Ounces for E57/984 (Refer ASX release 20 th March 2015). YOUANMI BASE METALS PROJECT - Review of historical data delineated Ni-Cu- Ag-Zn potential within E57/986. High Priority Ni-Cu-Ag-Zn sulphide drill targets were identified at Inky and Eamon Prospects (Refer ASX release 15 th April 2015). Historical data review of Curara well (Peak Hill Mineral Field) tenement ELA 52/3069. Yalgoo Magnetite Mineral Resource was updated to JORC 2012 compliance (Refer ASX release 16 th February 2015). Please Direct Enquiries to: Matthew Hogan Kumar Arunachalam Managing Director Executive Director Ph: 08 9321 7541 Ph: 08 9321 7541 For personal use only

For personal use only - Australian Securities Exchange several prominent vanadiferous titano-magnetite units forming two strong magnetic horizons near the base of the intrusive stratigraphy

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Page 1: For personal use only - Australian Securities Exchange several prominent vanadiferous titano-magnetite units forming two strong magnetic horizons near the base of the intrusive stratigraphy

ASX Release: 28 April 2015 ASX Code: VMC

QUARTERLY REPORT

FOR PERIOD ENDING 31 MARCH 2015

Venus Metals Corporation Limited’s (Venus) activities conducted during the quarter

ending 31 March 2015 include:

• YOUANMI VANADIUM PROJECT - JORC 2012 compliant Inferred Resource

estimate of 330.6 Million Tonnes @ 0.29% V2O5, 5.95% Titanium (TiO2) and

19.41% Fe which includes 167.7 Million tonnes @0.41% V2O5, 7.52% TiO2 and

24.6% Fe for E57/986 (Refer ASX release 6th

February 2015).

• Midas Engineering Group (formerly Mineral Engineering Services Pty Ltd “METS”)

was commissioned to conduct a technical review and metallurgical test work for

Youanmi Vanadium Project (Refer ASX release 16th February 2015).

• BELLCHAMBERS GOLD PROJECT- JORC 2012 compliant Inferred Resource

Estimate of 219,000 tonnes @ 2.0 g/t Au for 14,000 Ounces for E57/984 (Refer

ASX release 20th

March 2015).

• YOUANMI BASE METALS PROJECT - Review of historical data delineated Ni-Cu-

Ag-Zn potential within E57/986. High Priority Ni-Cu-Ag-Zn sulphide drill targets

were identified at Inky and Eamon Prospects (Refer ASX release 15th

April 2015).

• Historical data review of Curara well (Peak Hill Mineral Field) tenement ELA

52/3069.

• Yalgoo Magnetite Mineral Resource was updated to JORC 2012 compliance

(Refer ASX release 16th

February 2015).

Please Direct Enquiries to:

Matthew Hogan Kumar Arunachalam

Managing Director Executive Director

Ph: 08 9321 7541 Ph: 08 9321 7541

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1. YOUANMI VANADIUM PROJECT

1.1 Project background

The Youanmi Vanadium Project tenement E57/986 (210.9 km2) is located about

42km southeast of Windimurra and 4km west of Youanmi Mining Centre (Figure 1).

Venus holds a 90% interest and the prospector holds a 10% interest in this tenement

(refer ASX Release 1 August 2014).

The tenement area falls within Youanmi Intrusive Complex in Southern Cross

province of Archean Yilgarn Craton of WA. The tenement covers substantial strike

length of Youanmi intrusive gabbroic complex that has intruded the poorly exposed

Youanmi greenstone sequences. The Youanmi Intrusion occupies an oval shaped

area about 20 kilometres north south by 10 kilometres east-west bounded by

marginal greenstone lithologies and granitic rocks (Figure 2). The Youanmi Intrusion

contains several prominent vanadiferous titano-magnetite units forming two strong

magnetic horizons near the base of the intrusive stratigraphy. The units comprise

many individual titano-magnetite bands up to 1m thick separated by magnetite

gabbro. This stratigraphy is well exposed in the northern and western part of the

tenement forming prominent resistive strike ridges.

The surrounding areas of this tenement contain numerous gold, zinc (+copper)

occurrences or deposits.

During late 1990’s Australian Gold Resources Pty Ltd (AGR) carried out

reconnaissance surface sampling, aeromagnetic data acquisition and interpretation,

geological mapping, RC drilling, metallurgical test work and resource estimation.

After the identification of vanadiferous horizons from surface sampling and

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aeromagnetic interpretation, 101 vertical RC holes were drilled at 80m spacing on 4

lines approximately 640m apart. Out of which 74 RC holes falls within Venus

E57/986. AGR in 1999, had calculated the Pre JORC Inferred Resource of 136 Million

Tonnes grading 0.42% V2O5 (cut-off 0.27% V2O5). Subsequently a diamond drilling

program was carried out during 2010 by Youanmi Metals Pty Ltd comprising 11 holes

for 637.5m targeting Fe-V-Ti mineralisation which confirmed the presence of thick

layers Vanadiferous Magnetite in this tenement.

1.2 March 2015 Quarter Exploration Work:

Widenbar and Associates (“WAA”) was commissioned by Venus to produce a Mineral

Resource Estimate for the Youanmi Vanadium Deposit. Two high grade mineralised

domains have been interpreted, with low grade domains lying between and above

them. The Resource Estimate has been classified in the Inferred category as defined

by the 2012 edition of the JORC code. Historical drillhole data of 49 RC holes and 11

diamond holes were used for resource modelling.

WAA has reported a JORC 2012 compliant Inferred Mineral Resource estimate of

330.6 Million Tonnes @ 0.29% V2O5, 5.95% Titanium (TiO2) and 19.41% Fe (0.10%

V2O5 cut-off, 350m RL base) for 951,000 tonnes of Vanadium Pentoxide resource

(Table 1) (refer ASX Release 6 February 2015).

Table1. JORC 2012 Inferred Vanadium Mineral Resources Summary

MATERIAL Cut-Off

%

V2O5

Million

Tonnes

V2O5% V2O5

Tonnes

TiO2 % Fe%

OXIDE 0.1 110.6 0.3 333,000 6.15 20.18

FRESH 0.1 220 0.28 618,000 5.85 19.03

TOTAL 0.1 330.6 0.29 951,000 5.95 19.41

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WAA has estimated Vanadium exploration target potential forE57/986 based on

existing drillhole data and aeromagnetic signatures. The drilled and modelled area

of the Youanmi Vanadium deposit has a strike length of approximately 3.5 km, and it

has been compared to the aero-mag data. Areas to the south of the current model

with similar aero-mag signatures have been delineated and have a strike length of 14

to 15 km (Figure 3). Taking the current modelled resource to a depth of 125 to 130m

(350m RL), it contains approximately the following tonnes per km of strike length.

Within high grade mineralised zones: 42 Mt/km (0.25% V2O5 Cut-off) and 48 Mt/km

(0.10% V2O5 Cut-off).

Within broad envelope (including high grade material): 48 Mt/km (0.25% V2O5 Cut-

off) and 95 Mt/km (0.10% V2O5 Cut-off).

Exploration Target extents are

• High grade: two zones each 50-60m thick, extending approximately 14 km

along strike and 300m down dip

• Low grade envelope: up to 150m thick, extending 14 km along strike and

300m down dip

Assuming the untested 14-15km of strike length indicated aero-mag hosts similar

mineralisation to the Inferred Resource in the drilled area, the target potential with

upper and lower limits has been postulated (Table-2).

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Table-2. Youanmi Vanadium Exploration Target Potential*

Cut-Off

V2O5 %

Exploration Target

Potential

Grade Range

V2O5%

0.25 550 to 650 Million tonnes 0.38% to 0.42%

0.1 1.0 to 1.30 Billion tonnes 0.25% to 0.30%

* An estimate of the exploration target potential of a mineral deposit in a defined geological setting where the

statement or estimate, quoted as a range of tonnes and a range of grade, relates to mineralisation for which

there has been insufficient exploration to estimate a Mineral Resource.

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Midas Engineering Group (METS) was commissioned to conduct a technical review

and metallurgical test work for Youanmi Vanadium project (ASX Release 16 February

2015).

1.3 Planned June 2015 Quarter Exploration Work:

• Conducting Metallurgical test work on historical Diamond drill core samples as

advised by Midas Engineering group.

2. BELLCHAMBERS GOLD PROJECT:

2.1 Project background

The Bellchambers Gold Project E57/984 (208km2) is located approximately 23km

southwest of Sandstone (Figure 4). Both Paynes Find-Sandstone and Mt Magnet-

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Sandstone roads pass through the tenement. Venus holds a 90% interest and the

prospector holds a 10% interest in the tenement.

The Bellchambers tenement is situated in the Sandstone Archaean greenstone belt

on the west limb of a northerly plunging antiform. The Bellchambers area

incorporates the western limb and southern portion of a syncline comprised of an

isoclinal folded greenstone sequence. The stratigraphy strikes north northeast to

northeast and consists of tholeiitic meta-basalt, meta-dolerite, meta-gabbro, shales,

banded-iron-formations, pelites, psammitics and banded cherts.

2.2 March 2015 Quarter Exploration Work:

• JORC 2012 compliant Inferred Resource Estimate of 219,000 tonnes @ 2.0

g/t Au for 14,000 Ounces (Table-3) (Refer ASX release 20th March 2015).

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Table 3. Bellchambers JORC 2012 Inferred Gold Mineral Resource

Summary @1.0 g/t cut-off

Cut-off Volume Tonnes Density Au Ounces

1.0 91,000 219,000 2.4 2.0 14,000

This Resource Estimate was carried out by Widenbar and Associates (“WAA”) based

on the historical RC and diamond drillhole data which are identified and fully

reported in the Widenbar Resource Estimate report and JORC 2012 (refer ASX

release 20th March 2015).

During the resource estimation by WAA, two mineralised domains have been

interpreted. The data has been analysed statistically and geostatistically and an

Ordinary Kriged interpolation methodology has been applied. The Resource Estimate

has been classified in the Inferred category as defined by the 2012 edition of the

JORC code. WAA has reviewed the drilling, sampling and assaying data used in the

estimate and considers it to be of sufficient quality to support the resource

classification applied. At this stage, the deposit is still open at depth.

The Bellchambers deposit lies at the south end of a 9 km exploration target shear

zone (Figure 5). The association of gold with massive sulphides at Bellchambers

means that running ground EM surveys along the target shear zone has the potential

to provide Venus with new exploration targets to seek to expand the gold resource.

In addition, the Georgina prospect located south of Bellchambers deposit is a 2 km

long target zone where previous historical drilling intersected 3m at 51.2 g/t Au from

18m. This is also a priority target area. Numerous other gold mineralised zones

remain to be followed up within the project area.

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2.3 Planned June 2015 Quarter Exploration work:

• VTEM Airborne EM Surveys.

3. YOUANMI BASE METALS PROJECT:

3.1 Project background

The tenement E57/986 falls within Youanmi Intrusive Complex in the Archean Yilgarn

Craton of WA and is located 7 km west of historic Youanmi Gold Mine (Figure 6). It

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covers a substantial strike length of the Youanmi intrusive gabbroic complex that has

intruded the poorly exposed Youanmi greenstone sequences. The Youanmi Intrusion

occupies an oval shaped area about 20 kilometres north-south by 10 kilometres east-

west bounded by marginal greenstone lithologies and granitic rocks.

The Youanmi greenstone belt has a widespread distribution of precious and base

metals. These include two substantial gold mines (Youanmi, Penny West) with past

production of some 800,000 ounces from both open pit and underground.

Numerous other gold occurrences are known. Significantly, the Penny West ore body

grading 22g/t Au was discovered beneath 10m of transported cover. Volcanogenic

Zn-Cu massive sulphides have been discovered at Manindi and Pincher Well and

exploration continues for these metals.

The Currans Well area has given numerous drill intersections of sulphide rich Ni –Cu

and PGE group metals in outcropping mafic/ultramafic rocks. The recent Inky

prospect Ni-Cu-Ag intersections below cover show that substantial potential for new

discoveries remains.

The Venus evaluation shows however that some 50% of the greenstone belt is under

transported cover (Figure 7), and records show that very minimal drilling has taken

place in these areas. Venus has been acquiring critical tenements in these covered

areas and believes that they hold the potential for major discoveries due to their

unexplored status. The Inky and Eamon Prospects are located in these areas.

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3.2 March 2015 Quarter Exploration Work:

Delineation of Ni-Cu-Ag-Zn Prospect Target Zones

Inky Prospect:

The tenement area was previously explored by Sirius Resources NL (JV with Creasy

Group’s Youanmi Metals Ltd) excluding the Vanadium, Titanium and Iron rights.

Ground EM (MLEM) surveys were conducted on 200m line spacing using 200m x

200m loops. These parameters were considered sufficient to detect highly

conductive responses to 200m depth. However, IP effects seen on each line may

reduce this considerably and even mask conductors where effects are strong

(Cooper, 2015). MLEM surveys identified 3 conductors (MNC01-MNC03) at Manindi

North and 3 conductors at Manindi south area. Manindi South MSC01 and MSC02

conductors , now identified as the Inky Prospect Target Zone, were considered valid

and strong and partially drill tested by Sirius.

Venus commissioned Geophysical Consultants Core Geophysics to review the

historical geophysical survey data (both MLEM and DHEM). Core Geophysics

identified the following:

MSCO1 Conductor:

- Drill tested by two Diamond Drillholes namely SYMD007 and SYMD008.

- SYMD007 drilled to 194m intersected 40m (144-184m) of massive sulphide-pyrite,

pyrrhotite and chalcopyrite. Downhole EM of SYMD007 (modelled by Southern

Geoscience Consultants for Sirius Resources) indicates an untested high conductance

(15000-25,000 Siemens) below the hole (Sykes, 2011).

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The sulphide intersection likely explains the surface MLEM response, however the

DHEM in SYMD007 indicates that there are additional untested high conductors at

depth.

- SYMD008 was drilled 80m to the southeast, but stopped at 60m and the EM

conductor was not tested. The hole was also not surveyed with DHEM.

MSC02 Conductor:

A Double peaked anomaly over 4 lines (3550N-4150N), best developed on line

3750N. Sirius drilling discovered massive and disseminated Ni-Cu-Ag sulphides with

encouraging grades. The prospect is open to depth with a southeast plunge. Drilling

to date over 80m of strike and MLEM data suggests the EM anomaly also continues

400m to the north at depth (Cooper, 2015) (refer ASX Release 15 April 2015).

Based on recent geophysical and geological review of historical data, Venus

demarcated a 2km long Inky Target area including MSC01 and MSC02.

Eamon Prospect:

The Eamon Prospect Target area is located 300m east of Inky Prospect and extends

more than 3km strike along southeast. The target area includes recently identified

two additional conductors (from MLEM data) with coincident magnetic anomalies.

The target areas of Inky and Eamon prospects on the aeromagnetic anomaly map are

shown in Figure 8.

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3.3 Planned June 2015 Quarter Exploration Work:

• RAB drilling along strike to define geochemical anomalies in the target zones

for follow up high powered ground EM surveys and using Slingram mode to

reduce the IP effects (The previous MLEM surveys shown IP effects due to the

presence of clay rich regolith. These have reduced the ability of the MLEM).

• Planning for Diamond drilling programme to test the down plunge extent of

the massive sulphides.

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4. CURARA WELL PROJECT:

4.1 Project background

The Company has two ELAs (ELA 52/3068 and ELA52/3069) in Peak Hill Mineral Field

totalling 105 km2. The tenements are located 6-10 km north–northeast of the large

high grade DeGrussa massive sulphide deposit of Sandfire Resources NL and the

exciting Red Bore copper discovery by Thundelarra Limited (refer THX ASX

announcement 14 July 2014). The Red Bore discovery is described as massive copper

sulphides in a breccia pipe setting.

Previous historical exploration has highlighted the potential for the occurrence of

magmatic pipe like structures within the Venus ELAs. A preliminary field geological

investigation by Mr Fehlberg, Consultant Geologist has identified that the western

portion of the area to be covered by extensive hardpan and laterite, with rubbly sub

crop float appearing in the east. A prominent breccia outcrop with iron rich veining

was located near the centre of ELA 52/3069 (refer ASX Release 15 July 2014). The

outcrop breccias and the presence of covered magnetic pipe like targets provide a

focus for exploration after the tenements are granted.

4.2 March 2015 Quarter Exploration Work:

• Review of historical exploration data and delineation of major structural

features from aeromagnetic images.

The visual interpretation of historical aeromagnetic anomaly map identified a major

NE trending structure parallel to Jenkin Fault and a NW trending fault within Venus

ELA52/3069. Historical surface geochemical anomalous target areas also coincide

with this NW fault line.

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DeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussaDeGrussa

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ELA52/3069

ELA52/3068

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7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN7,175,000 mN

7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN7,185,000 mN

0000000000000000000000000000000000000000000000000 2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km2 km

Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop Breccia outcrop

Historical Geochemical Anomalous Target Zone(Source: WAMEX report A95992)

THX Audio- Magneto telluric (AMT) Lines

Thundelarra Limited (THX) New Targets

(Source: THX ASX releases 9th and 16th April 2015)

THX Interpreted Fault

Venus Interpreted Fault

THX EL/ML

Venus ELA52/3068 and ELA52/3069

LEGEND

Figure 9. Location of Interpreted Faults and Historical Geochemical Anomalous Targets

within Venus ELA52/3069 and Thundelarra Limited New Targets with AMT Lines

shown on Aeromagnetic Anomaly Map

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

Jenkin Fault Zone

(TMI SW Shadowing Map Source:DoolgunnaNth_ImageAtlas by SGC,2010, Wamex A91649)

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Recently Thundelarra Limited (THX) has identified several new targets in their

tenement E52/2402 (southern boundary of Venus ELA 52/3069) based on low level

aeromagnetic and radiometric survey followed by ground truthing and Audio-

Magneto telluric survey. A cluster of THX targets falls on the interpreted NW

trending fault line (Figure 9). THX has conceptualised that “the granite exposures

mapped at surface at Curara Well may in fact be over thrust sheets of granite……the

packages of rocks that host the DeGrussa and Red Bore mineralisation may exist

beneath this surface veneer of granite” (THX ASX releases 9 April and 16 April 2015).

The Company is encouraged by these developments in the adjoining Thundelarra

tenement and the prospectivity of the NW trending fault structure extending more

than 8 km within Venus ELA52/3069.

4.3 Planned June 2015 Quarter Exploration work:

• Negotiations with the claimant group for a heritage agreement.

• Further review of historical data.

5. YALGOO IRON ORE PROJECT:

5.1 Project background

Yalgoo Iron Ore Project 50% (YIOP) is centrally placed within the mid-west region of

Western Australia’s. A 2004 JORC compliant total Magnetite Mineral Resource of

698.1 Million Tonnes (being an Indicated Resource of 311.2 Mt and an Inferred

Resource of 386.9 Mt) was estimated for YIOP (based on the drilling of 169 RC holes

(29,977m) and 11 Diamond holes (3,088m) by Geological consultants Widenbar and

Associates (WAA) (ASX Release: 26 August 2011).

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5.2 March 2015 Quarter Exploration work:

Yalgoo Magnetite Mineral Resource has been updated to JORC 2012 compliance.

Widenbar and Associates (“WAA”) was commissioned to produce an updated

resource estimate for the Yalgoo Iron Ore Project. The Resource Estimate has been

classified in the Indicated and Inferred categories as defined by the 2012 edition of

the JORC code. WAA has reviewed Venus’s historical drilling, sampling and assaying

data used in the estimate and considers it to be of sufficient quality to support the

resource classification applied. The Indicated and Inferred Magnetite Mineral

Resources are summarised below in Table 4.

Table 4. JORC 2012 Yalgoo Magnetite Mineral Resource Summary

Yalgoo Resource -Total

Material Cut-off Tonnes Fe Al2O3 SiO2 P LOI

Oxide 20 106,700,000 29.1 2.4 49 0.04 1.8

Fresh 20 591,500,000 29.3 2.1 48.5 0.05 1.6

Total 20 698,200,000 29.3 2.2 48.6 0.04 1.6

Yalgoo Resource -Indicated

Material Cut-off Tonnes Fe Al2O3 SiO2 P LOI

Oxide 20 - - - - - -

Fresh 20 311,200,000 30.7 1.6 47.6 0.05 1.1

Total 20 311,200,000 30.7 1.6 47.6 0.05 1.1

Yalgoo Resource -Inferred

Material Cut-off Tonnes Fe Al2O3 SiO2 P LOI

Oxide 20 106,700,000 29.1 2.4 49 0.04 1.8

Fresh 20 280,200,000 27.8 2.7 49.4 0.04 2.1

Total 20 387,000,000 28.2 2.6 49.3 0.04 2

Expenditure exemption application has been submitted to DMP for Yalgoo Iron Ore

Project Mining Lease M59/742 to reduce the expenditure commitment for the next 5

years.

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References:

1. Widenbar, L. 2015, “Youanmi Vanadium Project Resource Estimate Summary Report January 2015”-

Internal Communications

2. Widenbar, L. 2015, “Bellchambers Project Resource Estimate Summary Report, March 2015”

Internal Communications

3. Wamex Reports A 65051, A 66973, A 70666, A 78807

4. Widenbar, L. 2015, “Yalgoo Project Resource Estimate Summary Report Updated to 2012 JORC

CODE”-Internal Communications.

5. Sirius Resources NL ASX release 23May 2011

6. Sirius Resources NL ASX release 13 October 2011

7. Sirius Resources NL ASX release 2 April 2013

8. Provins, N. 2014, Final Surrender Report C244/2008 for Tenements E57/699, E57/700, E57/701,

E57/702 by Youanmi Metals Pty Ltd and VMS Metals Pty Ltd, WAMEX Open File Report A102426

9. Sykes, M. 2011, Youanmi DHTEM Survey, Southern Geoscience Consultants Report, Appendix-6,

WAMEX A102426.

10. Digital (Geological and Geophysical) Data and Reports from WAMEX A102426.

11. Cooper, M. 2015, Manindi EM Review, Core Geophysics Internal Memorandum

12. Thundelarra ASX Releases 9 April and 16 April 2015

Competent Person Declaration: The information in this report that relates to Mineral Resources has been compiled by Mr Lynn

Widenbar. Mr Widenbar, who is a Member of the Australasian Institute of Mining and Metallurgy, is a

full time employee of Widenbar and Associates and produced the Mineral Resource Estimate and

exploration target potential based on data and geological information supplied by Venus. Mr

Widenbar has sufficient experience that is relevant to the style of mineralisation and type of deposit

under consideration and to the activity that he is undertaking to qualify as a Competent Person as

defined in the 2012 edition of the Australasian Code for Reporting of Exploration Results, Minerals

Resources and Ore Reserves. Mr Widenbar consents to the inclusion in this report of the matters

based on his information in the form and context that the information appears.

The information in the report to which this statement is attached that relates to Exploration Targets,

Exploration Results, Target Potential and Mineral Resources is based on information compiled by Mr

Fehlberg, Consulting Geologist, who is a Member of the Australasian Institute of Mining and

Metallurgy. Mr Fehlberg 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 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results,

Mineral Resources and Ore Reserves’. Mr Barry Fehlberg consents to the inclusion in the report of the

matters based on his information in the form and context in which it appears.

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Appendix 5B

Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 24/04/2013 Appendix 5B Page 1

Rule 5.3

Appendix 5B

Mining exploration entity quarterly report Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10

Name of entity

VENUS METALS CORPORATION LIMITED

ABN Quarter ended (“current quarter”)

99 123 250 582 31 March 2015

Consolidated statement of cash flows

Cash flows related to operating activities

Current quarter $A’000

Year to date (9 months)

$A’000

1.1 Receipts from product sales and related debtors

- -

1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) administration

(20) - -

(116)

(666) - -

(428) 1.3 Dividends received - - 1.4 Interest and other items of a similar nature

received

4

18 1.5 Interest and other costs of finance paid - - 1.6 Income taxes paid - - 1.7 Other (provide details if material) - 145

Net Operating Cash Flows (132) (931)

Cash flows related to investing activities

1.8 Payment for purchases of: (a) prospects

(b) equity investments (c) other fixed assets

(50) (52)

-

(50) (52)

- 1.9 Proceeds from sale of:

(a) prospects (b) equity investments (c) other fixed assets

-

52 -

-

52 -

1.10 Loans to other entities - - 1.11 Loans repaid by other entities - - 1.12 Other (provide details if material) - -

Net investing cash flows (50) (50)

1.13 Total operating and investing cash flows (carried forward) (182) (981)

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Appendix 5B

Mining exploration entity quarterly report

+ See chapter 19 for defined terms. Appendix 5B Page 2 24/04/2013

1.13 Total operating and investing cash flows (brought forward) (182) (981)

Cash flows related to financing activities

1.14 Proceeds from issues of shares, options, etc. - 1,187 1.15 Proceeds from sale of forfeited shares - - 1.16 Proceeds from borrowings - - 1.17 Repayment of borrowings - - 1.18 Dividends paid - - 1.19 Other (provide details if material) - (77)

Net financing cash flows - 1,110

Net increase (decrease) in cash held

(182)

129

1.20 Cash at beginning of quarter/year to date 1,047 736 1.21 Exchange rate adjustments to item 1.20 - -

1.22 Cash at end of quarter 865 865

Payments to directors of the entity and associates of the directors

Payments to related entities of the entity and associates of the related entities Current quarter

$A'000

1.23

Aggregate amount of payments to the parties included in item 1.2

124

1.24

Aggregate amount of loans to the parties included in item 1.10

-

1.25

Explanation necessary for an understanding of the transactions

1.23 Directors’ salaries, fees and superannuation

Non-cash financing and investing activities

2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows

2.2 Details of outlays made by other entities to establish or increase their share in projects in which the

reporting entity has an interest

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Appendix 5B

Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 24/04/2013 Appendix 5B Page 3

Financing facilities available Add notes as necessary for an understanding of the position.

Amount available $A’000

Amount used $A’000

3.1 Loan facilities - -

3.2 Credit standby arrangements - -

Estimated cash outflows for next quarter $A’000

4.1 Exploration and evaluation

150

4.2 Development

-

4.3 Production

-

4.4 Administration

100

Total

250

Reconciliation of cash

Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows.

Current quarter $A’000

Previous quarter $A’000

5.1 Cash on hand and at bank 6 3

5.2 Deposits at call 859 1,044

5.3 Bank overdraft - -

5.4 Other (provide details) - -

Total: cash at end of quarter (item 1.22)

865 1,047

Changes in interests in mining tenements Tenement

reference Nature of interest (note (2))

Interest at beginning of quarter

Interest at end of quarter

6.1 Interests in mining tenements relinquished, reduced or lapsed

Refer Attachment

6.2 Interests in mining tenements acquired or increased

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Appendix 5B

Mining exploration entity quarterly report

+ See chapter 19 for defined terms. Appendix 5B Page 4 24/04/2013

Issued and quoted securities at end of current quarter Description includes rate of interest and any redemption or conversion rights together with prices and dates.

Total number Number quoted Issue price per security (see note 3) (cents)

Amount paid up per security (see note 3) (cents)

7.1 Preference +securities (description)

7.2 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs, redemptions

7.3 +Ordinary securities

55,967,123 55,967,123 Fully Paid Fully Paid

7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy-backs

7.5 +Convertible

debt securities (description)

7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted

7.7 Options (description and

conversion

factor)

25,291,061

400,000 62,500 62,500

200,000

25,291,061

Exercise price $0.20 $2.00 $0.20 $0.20 $0.20

Expiry date 30 November 2016

31 July 2015 30 November 2016 30 November 2016 30 November 2016

7.8 Issued during quarter

7.9 Exercised during quarter

7.10 Expired during quarter

7.11 Debentures (totals only)

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Appendix 5B

Mining exploration entity quarterly report

+ See chapter 19 for defined terms. 24/04/2013 Appendix 5B Page 5

7.12 Unsecured

notes (totals

only)

Compliance statement 1 This statement has been prepared under accounting policies which comply with

accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).

2 This statement does give a true and fair view of the matters disclosed.

Sign here: Date: 28/04/2015

(Company secretary) Print name: Matthew Hogan

Notes 1 The quarterly report provides a basis for informing the market how the entity’s

activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

2 The “Nature of interest” (items 6.1 and 6.2) includes options in respect of interests in

mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

3 Issued and quoted securities The issue price and amount paid up is not required in

items 7.1 and 7.3 for fully paid securities.

4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of

Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

5 Accounting Standards ASX will accept, for example, the use of International Financial

Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

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Tenement ID Project Location in WA % of Interest at the beginning of quarter % of Interest at the end of quarter

M59/742 Yalgoo

E59/1508-I Yalgoo

E59/1611-I Yalgoo

E59/1552-I Yalgoo

E45/3541 Copper Hills (Telfer) 100% 100%

E57/986 Youanmi 0 90%

E57/984 Bellchambers/Sandstone 0 90%

E57/983 Youanmi 0 100%

P57/1260 Youanmi 0 90%

Details of Mining tenements at Quarter ended 31 March 2015

(ASX Listing Rule 5.3.3)

50% interest in Iron and 100% interest in other

minerals

50% interest in Iron and 100% interest in other

minerals

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