Catamarca deposit Argentina, page-24

Joint-Venture Details
Under the Joint-Venture partnership, Integra will be the operating partner, but will leverage with Latin’s exploration team in Argentina.

Key terms:

o Contribution of up to US$1,000,000 (“Expenditure Commitment”) valued at the average between the seller and buyer exchange rate of the Banco Nación Argentina from the closing of business of the business day previous to that of the execution of the Formal Documentation over a three-year period to fund exploration, feasibility analysis and related works to explore, investigate and develop the Catamarca Project Assets.
o The Expenditure Commitment shall be contributed in cash directly to the newly created Litios del Norte or through the direct payment of any expenditures related to the works, as may be so agreed under the above-mentioned budget and working plan.
o Latin Resources Limited shall transfer all the Catamarca Project Assets to a new Company (“Litios del Norte”) incorporated in Argentina.
o The exploration works will be carried out by Integra with the assistance of the Latin’s exploration team as per agreed among the Parties in accordance to the exploration budget.
o Upon completion of the transfer of the Project Assets to Litios del Norte, and registration thereof at the applicable registry of mining rights, Integra will subscribe for shares in Litios del Norte in exchange for subscription consideration of the contribution of up to US$1,000,000.
o The Expenditure Commitment shall be disbursed according to the financial needs of Litios del Norte to achieve its agreed exploration programs. Integra will be issued shares in Newco of up to 50% based on the full US$1,000,000 being required by Litios del Norte and invested by
Integra. If Litios del Norte does not require the full US$1,000,000, the percentage interest of Integra in Litios del Norte shall be reduced accordingly.

By way of example, if Integra were to contribute with US$500,000, such a contribution would represent 25% of the capital stock and
voting power in Litios del Norte.
o After completion of works up to the value of the Expenditure Commitment by Integra, each party will be then responsible for their portion of expenditure required for further funding for exploration, feasibility analysis and related works to explore, investigate and develop the Project
Assets.
o Integra through its Affiliate, Jose Luis Manzano has exercised the option (“Option”) to take a placement of up to 10% of the issued capital of Latin (“Placement”) at an issue price of A$0.005 per share; the issue of 100,200,000 shares for an investment of $501,000 will be completed by the 30th October . The shares will be escrowed for a period of 12 months. As part of the Placement, Latin must also issue Integra one free attached listed option for every one share issued (exercisable at AU$ $0.012 on or before 31 December 2022).