Mr. Paul Huet reports

KARORA SHAREHOLDERS APPROVE TRANSACTION WITH WESTGOLD; FIRB APPROVAL RECEIVED

Karora Resources Inc. has released the voting results of its annual general and special meeting of shareholders, held today. Paul Andre Huet, chairman and chief executive officer, commented: "The approval by approximately 99 per cent of the votes cast on the resolutions regarding the proposed merger transaction with Westgold Resources Ltd., along with receipt of FIRB approval, represent two important milestones towards the closing of this transaction. We thank Karora shareholders for their overwhelming support of the combination of Westgold and Karora to create a dual ASX- and TSX-listed top-five Australian gold producer."

FIRB (Foreign Investment Review Board) approval received for Westgold and Karora transaction

On July 17, 2024, Westgold reported it had received written confirmation from the FIRB that the Australian Commonwealth government has no objection to the transaction under the Foreign Acquisitions and Takeovers Act 1975 (Cth). The FIRB approval condition contained in the definitive arrangement agreement between Westgold and Karora has now been satisfied.

A summary of the voting results from today's meeting is presented in this news release.

Statutory plan of arrangement

In order for the arrangement to proceed, the resolution approving the transactions contemplated by the arrangement agreement dated April 8, 2024, among, inter alia, Karora and Westgold, required the approval of: (i) at least two-thirds (66-2/3rds per cent) of the votes cast at the meeting by Karora shareholders attending in person or represented by proxy; and (ii) a simple majority (50 per cent plus one) of the votes cast at the meeting by Karora shareholders attending in person or represented by proxy, excluding any votes cast by certain persons, as required by Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The arrangement resolution was approved by 98.89 per cent of votes cast on the resolution under both voting thresholds described above.

Election of directors and other items

The nominee directors listed in Karora's management information circular dated June 17, 2024, were all elected as directors.

The resolution to approve the omnibus share incentive plan of Culico Metals Inc. was approved by 93.16 per cent of the votes cast on the resolution.

The resolution to reappoint PricewaterhouseCoopers LLP, chartered accountants, as the auditor of the corporation to hold office until the next annual meeting of shareholders and to authorize the directors to fix the remuneration to be paid to the auditor was approved by 98.81 per cent of the votes cast on the resolution.

About Karora Resources Inc.

Karora is focused on increasing gold production at its integrated Beta Hunt gold mine and Higginsville gold operations (HGO) in Western Australia. The Higginsville treatment facility is a low-cost 1.6-million-tonne-per-year processing plant, which is fed at capacity from Karora's underground Beta Hunt mine and Higginsville mines. In July, 2022, Karora acquired the 1.0-million-tonne-per-year Lakewood mill in Western Australia. At Beta Hunt, a robust gold mineral resource and reserve are hosted in multiple gold shears, with gold intersections along a five-kilometre strike length remaining open in multiple directions. HGO has a substantial mineral gold resource and reserve, and prospective land package totalling approximately 1,900 square kilometres. Karora has a strong board of directors and management team focused on delivering shareholder value and responsible mining, as demonstrated by Karora's commitment to reducing emissions across its operations. The Karora shares trade on the Toronto Stock Exchange under the symbol KRR and on the OTCQX under the symbol KRRGF.

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