COPY OF FINAL PROSPECTUS - Mirabela Nickel

and all of the mineral knowledge of Moonlight for A$174,349 (See ‘‘Management’s Discussion and
Analysis of Financial Condition and Results of Operations — Related Party Transactions’’). In the opinion
of Management, the purchase consideration paid by Mirabela to Moonlight was at an arms length
market value that represented the costs expended by Moonlight on the projects of Mirabela Brazil.
2. In April 2006, Dundee Securities Limited (‘‘Dundee’’), an affiliate of Dundee Corporation, a
shareholder of Mirabela holding more than 10% of the issued shares of Mirabela, acted as agent of
Mirabela in connection with the private placement by Mirabela of five million shares. As consideration
for its services Dundee received 250,000 options, exercisable at A$0.95 per share until October 6, 2007.
In respect of the transaction completed under the Moonlight Agreement, Mr. William Clough acquired the
shares of Mirabela Brazil sold to Mirabela thereunder on January 10, 2003 for US$2,000.
LEGAL PROCEEDINGS
There are no material legal proceedings involving Mirabela or its properties as at the date of this prospectus
and Mirabela knows of no such proceedings currently contemplated.
LEGAL MATTERS
Certain legal matters relating to the Offering have been passed upon on behalf of Mirabela by Lawson
Lundell LLP and on behalf of the Agents by Cassels Brock & Blackwell LLP. Neither Lawson Lundell LLP nor
Cassels Brock & Blackwell LLP, or any employee or partner thereof, as applicable, has a direct or indirect
interest in Mirabela’s property or of any associate or affiliate of Mirabela. As at the date hereof, the
aforementioned partnerships beneficially own, directly or indirectly, in the aggregate, less than one percent of
the outstanding securities of Mirabela.
EXPERTS
Information of a scientific or technical nature regarding the Santa Rita Project is included in this prospectus
based upon the Technical Report. The Technical Report was prepared by Brett Gossage, Manager Resources of
RSG Global Consulting Pty Ltd., Richard Yeates, Principal of RSG Global Consulting Pty Ltd., Rod Smith,
Principal Consultant — Metallurgy of RSG Global Consulting Pty Ltd. and Roselt Croeser, Director of Croeser
Pty Ltd., each of whom is a ‘‘Qualified Person’’ as such term is defined in National Instrument 43-101. None of
the authors of the Technical Report has a direct or indirect interest in Mirabela’s property or of any associate or
affiliate of Mirabela. As at the date hereof, each of the aforementioned persons beneficially own, directly or
indirectly, less than one percent of the outstanding securities of Mirabela.
AUDITORS, TRANSFER AGENT AND REGISTRAR
The auditors of Mirabela are KPMG, having an address at 152-158 St. Georges Terrace, Perth, Western
Australia. The transfer agent and registrar for Mirabela’s ordinary shares is Equity Transfer and Trust Company
at its principal offices in Toronto. Mirabela’s registrar and transfer agent for its shares in Australia is Advance
Share Registry Services Pty Ltd at its principal offices in Perth, Western Australia.
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