COPY OF FINAL PROSPECTUS - Mirabela Nickel

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Detailed prospecting comprised geological mapping at 1:5,000 scale; soil geochemistry; geophysical surveying, including gravity, magnetics and IP; and the drilling of five diamond core holes (580 metres) to test both IP anomalies and copper soil anomalies. This work confirmed the differentiated character of the intrusion and its magnetic sulphide mineralization. At the time, however, the primary focus of the Caraíba Metais SA exploration was for copper-dominant deposits, which, combined with the low metal grades encountered and the existing economic conditions, led them to terminate exploration activities in the area, ceding their exploration rights to CBPM in 1989. Companhia Bahiana de Pesquisa Mineral (1989 — 2002) In July 1989, CBPM, a government controlled entity focused on stimulating mineral exploration in the Bahia State, Brazil, claimed the tenements covering the Fazenda Mirabela intrusion and the tenements covering the Fazenda Palestina intrusion. CBPM exploration initially comprised a re-evaluation of the previous exploration work by Mineração Nhambu and Caraíba Metais SA; geological mapping, with analysis of Cu, Ni, Co, As, Ti, V, Cr, Pt and Pd in 39 rock samples and petrographic description for 135 rock samples; detailed profiles of ground geophysics (magnetics and VLF-electromagnetics) along five lines, and the compilation of density and magnetic susceptibility measurements for the five diamond drillholes completed by Caraíba Metais SA. This work concluded that the Fazenda Mirabela intrusion was tholeiitic magmatic affiliation and possessed potential to host economic mineralization of Ni-Cu, PGE and Au, or of Pt-Pd with Au, Ni and Cu associated, or even economic chromite concentrations. The second phase of exploration by CBPM commenced in 2000 and comprised diamond drilling of the primary mineralization and auger and diamond drilling of the secondary (laterite) mineralization. In 2003, fulfilling its role of stimulating mineral exploration, the CBPM offered private enterprise the opportunity to develop the nickel resources of the ‘Mirabela Laterite and Sulphide Ni-Cu-PGE Target’ via public tender number 005/2003. Mirabela Brazil was selected on the basis of the discovery bonus and royalty offered to CBPM. Diamond drilling of the lateritic resource began in March, 2004, and diamond drilling to investigate the area of sulphide mineralization known as Santa Rita began in September 2004. Moonlight Express On April 20, 2004, Mirabela acquired beneficial ownership of all of the shares of Mirabela Brazil from Moonlight, a corporation associated with Mr. William Clough, a director of Mirabela and a resident of Perth Australia. Under that Agreement Mirabela paid Moonlight A$176,777 for all of the shares of Mirabela Brazil and A$174,349 for the mineral knowledge of Moonlight. See ‘‘Interest of Management and Others in Material Transactions’’. Geological Setting Geological, geochronological and isotopic studies allow the identification of four important crustal segments in the basement of the São Francisco Craton in Bahia. The oldest portion is the Gavião block in the west-south-west comprised of granitic, granodioritic and migmatitic continental crust including remnants of 3.4 Ga TTGs and associated Archaean greenstone belts. In the south-south-west, the Archaean Jequié block comprises granulitic migmatites with inclusions of supracrustal rocks, intruded by many charnockite plutons. To the north-east, the Archaean Serrinha block is composed of orthogneisses and migmatites, which form the basement for Paleoproterozoic greenstone belts. The youngest segment exposed is the Archaean- Paleoproterozoic Itabuna-Salvador-Curaça belt, which extends from south-east Bahia along the Atlantic coast to Salvador, then northwards into north-east Bahia, separating the Gavião and Jequié blocks from the Serrinha block. This segment is mainly composed of a low-K calc-alkaline plutonic suite, but also contains belts of intercalated metasediments and ocean floor/back-arc basin gabbro and basalt. The Fazenda Mirabela Intrusion is a Paleoproterozoic differentiated mafic-ultramafic body emplaced near the western margin of the Itabuna-Salvador-Curaça belt. The Fazenda Mirabela Intrusion represents one of at least two mafic-ultamafic layered bodies intruding along a major structural lineament that extends for over 100 kilometres adjacent to the western margin of the Itabuna-Salvador-Curaça belt. 28
25MAR200710211038 The ultramafic zone comprises a typical ultramafic cumulate sequence. A core of fine-grained dunite (serpentinite) is successively surrounded by peridotite (harzburgite to olivine orthopyroxenite) and pyroxenite (bronzitite) units. This zone occupies about one-third of the total area of the intrusion on its western side, and is reflected by a topographic high. The dunite core and a large part of the peridotite are completely serpentinized, with preservation of relic texture. The peridotites become gradually richer in pyroxene and poorer in olivine outwards from the nucleus. The overlying pyroxenite-rich units show minor alteration of their constituent minerals compared to the core. The extent of the ultramafic zone is well defined by outcrop mapping and magnetics. According to conventional classification schemes of nickel sulphide deposits, the Santa Rita deposit may be classified as a Type IV deposit, a Type 7a deposit, or a Type 2A deposit, together with the Moxie and Roan Phanerozoic age intrusions, and the Svecofennian Paleoproterozoic age intrusions. Such deposits are characteristically small (two million tonnes to eight million tonnes) and are hosted by greater than three kilometre thick intrusions, but may have basal accumulations of massive to semi-massive sulphides close to interpreted feeder conduit positions. Such a conduit has not been identified at Santa Rita and it remains an enigmatic target. Mineralization Disseminated nickel and copper sulphides form a stratiform body parallel to the lithostratigraphic contacts extending upwards from the harzburgite unit through the olivine orthopyroxenite unit and into the base of the bronzitite unit. Sulphur saturation appears to have post-dated olivine precipitation, as the olivine is not nickel depleted. This explains why no sulphides have been discovered at the base of the intrusion to date. 29
Page 1 and 2: ABN 23 108 161 593 Ground⋅Floor,
Page 3 and 4: (continued from cover) Unless other
Page 5 and 6: FORWARD-LOOKING STATEMENTS This pro
Page 7 and 8: PROSPECTUS SUMMARY The following is
Page 9 and 10: Recent Developments: Drilling and E
Page 11 and 12: Summary of Financial Information: M
Page 13 and 14: CORPORATE STRUCTURE Mirabela Nickel
Page 15 and 16: The Santa Rita Project The Santa Ri
Page 17 and 18: which a final exploration report ha
Page 19 and 20: and R$4.2 million, payable in insta
Page 21 and 22: esources by holders of mining conce
Page 23 and 24: Management believes this mineraliza
Page 25 and 26: THE NICKEL MARKET The following sum
Page 27 and 28: 27MAR200712114903 Source: World Bur
Page 29 and 30: A mining concession may only be gra
Page 31 and 32: Property Description The Santa Rita
Page 33: Accessibility, Climate, Local Resou
Page 37 and 38: completed in October 2006. The RC d
Page 39 and 40: sample of approximately two kilogra
Page 41 and 42: Metallurgy The Santa Rita deposit c
Page 43 and 44: Operating Costs GRD Minproc estimat
Page 45 and 46: Fazenda Palestina Intrusion The Faz
Page 47 and 48: The Ponto Novo project area consist
Page 49 and 50: elating to the Shares computed in a
Page 51 and 52: wish to change registers and trade
Page 53 and 54: Selected Annual Financial Informati
Page 55 and 56: The carrying value of mineral prope
Page 57 and 58: Finance Activities, Liquidity and C
Page 59 and 60: Disclosure of Shareholding Informat
Page 61 and 62: PRICE RANGE AND TRADING VOLUME OF S
Page 63 and 64: Management The following is a brief
Page 65 and 66: faith with a view to the best inter
Page 67 and 68: Aggregated Options Exercised During
Page 69 and 70: markets and may also be terminated
Page 71 and 72: Mirabela currently depends heavily
Page 73 and 74: disposal of solid and hazardous was
Page 75 and 76: Stock Exchange Prices The market pr
Page 77 and 78: MATERIAL CONTRACTS Except for contr
Page 79 and 80: GLOSSARY OF TECHNICAL TERMS The fol
Page 81 and 82: mackinawite ............. magmatic
Page 83 and 84: Mirabela Nickel Limited Consolidate
Page 85 and 86:
AUDITOR’S REPORT IN RESPECT OF CO
Page 87 and 88:
MIRABELA NICKEL LIMITED STATEMENTS
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MIRABELA NICKEL LIMITED STATEMENTS
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MIRABELA NICKEL LIMITED NOTES TO FI
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MIRABELA NICKEL LIMITED INCOME STAT
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MIRABELA NICKEL LIMITED BALANCE SHE
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CERTIFICATE OF THE COMPANY Dated: A
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COPY OF FINAL PROSPECTUS - Mirabela Nickel

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