COPY OF FINAL PROSPECTUS - Mirabela Nickel

The carrying amounts of certain assets and liabilities are often determined based on estimates and
assumptions of future events. For accounting purposes, when the Company has sufficient data to establish the
technical and commercial viability of production of mineral resources in an area of interest, the Company tests
the carrying value of the exploration and evaluation costs for impairment. Changes in certain assumptions
underlying the scoping study, such as the assumed long-term nickel price, could require material write-downs of
the carrying value of capitalized exploration and evaluation costs or development properties.
The Company measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments as at the date at which they are granted. The fair value is determined by an external
valuer using the Black-Scholes model using the assumptions disclosed in Note 14 to the Financial Statements.
The carrying amount at the reporting date is disclosed in Note 17 to the Financial Statements under the heading
‘‘share based payment reserve’’.
Changes in Accounting Policy
The June 30, 2006 consolidated financial statements are the Company’s first prepared in accordance
with IFRS.
IFRS accounting policies have been applied in preparing the financial statements for the financial year
ended June 30, 2006, the comparative information presented for the financial year ended June 30, 2005 and in
the preparation of an opening IRFS balance sheet at July, 1 2004 (the Company’s date of transition).
In preparing its opening IFRS balance sheet, the Company adjusted amounts reported previously in
financial statements prepared in accordance with the previous basis of accounting (Australian GAAP). An
explanation of how the transition from the previous Australian GAAP affected the Company’s financial position,
financial performance and cash flows is set out in Note 25 to the Financial Statements.
DESCRIPTION OF SHARES
Outstanding Share Data
Under the Australian Corporations Act 2001 (Cth) and its constitution, the Company is authorized to issue
an unlimited number of ordinary shares. However, under the ASX listing rules, in order for a corporation listed
on the ASX to issue an amount of shares greater than 15% of the total number of existing shares then issued and
outstanding, the corporation must seek separate shareholder approval. At the date of this prospectus, Mirabela
has an aggregate of 88,450,000 fully paid ordinary shares issued and outstanding. No other shares in the capital
of Mirabela of any other classes are issued or outstanding. A meeting of Mirabela’s shareholders was held on
January 31, 2007, at which meeting shareholders voted in favour of a resolution approving the issuance an
aggregate of 25,000,000 of the Shares to be issued under the Offering. The balance of the Shares to be issued
under the Offering will be issued in reliance on the 15% limit referred to above.
Rights Attached to Shares
The holders of the Shares are entitled:
(a) to vote at all meetings of shareholders of Mirabela, except meetings at which only holders of a specified
class of shares are entitled to vote;
(b) to receive, subject to the rights, privileges, restrictions and conditions attaching to any other class of
shares of Mirabela, any dividends declared by Mirabela; and
(c) to receive, subject to the rights, privileges, restrictions and conditions attaching to any other class of
shares of Mirabela, the remaining property of Mirabela upon the liquidation, dissolution or winding-up
of Mirabela, whether voluntary or involuntary.
The Shares do not carry any pre-emptive, subscription, redemption or conversion rights, nor do they
contain any sinking fund or purchase fund provisions.
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