MINERAL AND ENERGY RESOURCES (COMMON PROVISIONS) ACT 2014 No. 47 - SECT 495 495 Insertion of new sch 3

MINERAL AND ENERGY RESOURCES (COMMON PROVISIONS) ACT 2014 No. 47 - SECT 495

THIS AGREEMENT is made

BETWEEN: STATE OF QUEENSLAND ('the State')

AND: MOUNT ISA MINES LIMITED ACN 009 661 447 ('MIM LIMITED')

BACKGROUND

A. The State and MIM Limited entered into an agreement dated 14 February 1985 relating to Mining Lease No. 8058, as set out in Schedule 1 to the MIM Act, which agreement was ratified and approved under section 2 of the MIM Act.

B. The agreement was varied by:

(i) an agreement between the State and MIM Limited dated 4 December 1992, as set out in the Schedule to the Mount Isa Mines Limited Agreement Variation Order 1992, which agreement was approved by section 2 of that Order;

(ii) a further agreement entered into between the State and MIM Limited dated 9 May 1997, as set out in Schedule 2 to the MIM Act, which agreement was ratified and approved under section 2A of the MIM Act; and

(iii) section 2B of the MIM Act.

C. The agreement, as varied under an Act, is defined as the 'formal agreement' in the MIM Act. The formal agreement has the force of law under s 3A of the MIM Act.

D. The parties wish to enter into this Agreement to further vary the formal agreement.

AGREED TERMS

1. DEFINITIONS & INTERPRETATION

1.1 In this Agreement the following definitions apply:

Formal Agreement means the 'formal agreement' as defined in the Act.

MIM Act means the Mount Isa Mines Limited Agreement Act 1985, as amended from time to time; and

2. AMENDMENT OF FORMAL AGREEMENT

2.1 The following definitions are deleted from clause 2 of Part I of the Formal Agreement:

(a) 'Administering Authority';

(b) 'Environment';

(c) 'Environmental Duty';

(d) 'Environmental Legislation';

(e) 'Panel Assessment Study';

(f) 'Permit';

(g) 'Prescribed Requirements' and

(h) 'Standard Criteria'.

2.2 The following clauses in Part II of the Formal Agreement are deleted:

(a) clauses 9(1) to 9(6);

(b) clauses 19 and 20; and

(c) clause 22.

2.3 The following clauses in Schedule F of the Formal Agreement are deleted:

(a) clauses 2 to 6;

(b) clauses 8 to 10;

(c) clause 13; and

(d) clause 17.

2.4 Schedule H to the Formal Agreement is deleted.

2.5 Schedule I to the Formal Agreement is deleted.

2.6 Clause 3(a) of Part II of the Formal Agreement is amended by replacing the words 'Any much mineral' with the words 'Any such mineral'.

2.7 Clauses 10(1) to 10(3) of Part II of the Formal Agreement are deleted and replaced with the following new clauses 10(1) to 10(13):

"10(1) The Company must deposit security for the Mining Lease ('Security'), if an amount of Security is fixed under this clause 10, to ensure the Company:

(a) complies with the conditions of the Mining Lease;

(b) complies with this Agreement;

(c) rectifies actual damage that may be caused by activities under the Mining Lease to pre-existing improvements for the Mining Lease; and

(d) pays amounts payable under this Agreement to the State.

(2) The Minister may fix the amount of Security to be deposited by the Company;

(3) Despite clause 10(2) of this Part, the Minister may, at any time and in the Minister's absolute discretion, decide that the Company must deposit extra Security.

(4) The Company must deposit the Security fixed under clause 10(2) of this Part or, with the Minister's approval, security of a kind mentioned in clause 10(9) of this Part for the amount, within 60 days of being notified of the amount of that Security;

(5) The Minister, if satisfied that:

(a) any condition of the Mining Lease or any provision of this Agreement has not been complied with; or

(b) damage referred to in clause 10(1)(c) of this Part has been caused by any person purporting to act under the authority of the Mining Lease or who enters land upon the instruction of the Company,

(6) If the amount of the Security is not earlier reviewed under clause 10(7) of this Part, the Minister will review that amount at the expiration of 5 years from the initial deposit of the Security under clause 10(4) of this Part or the previous review.

(7) Upon use of any part of the Security under this clause 10, the Minister may review the amount of the Security.

(8) If, following a review under clauses 10(6) or 10(7) of this Part, the Minister considers that a further amount of Security should be deposited in respect of the Mining Lease, the Minister may require the Company, within the time specified by the Minister, to deposit a further specified Security.

(9) The Minister may accept a bond or a guarantee or indemnity by, or other financial arrangement with, a financial institution, insurance company or another credit provider approved by the Minister or other form of security acceptable to the Minister as the whole or part of the Security required to be deposited under this clause 10.

(10) It is deemed to be a condition of the Mining Lease that the Company must deposit the Security required from time to time under this clause 10.

(11) Where the Mining Lease has expired or been terminated, the Minister will, subject to clause 10(13) of this Part, refund to the Company (or as the Company in writing directs) any Security that has not been utilised under clause 10(5) of this Part, less any amounts determined by the Minister to be retained towards:

(a) rectification of any matters caused by the non-compliance with any of the conditions of the Mining Lease, any applicable legislation or any order or direction made or given by the Minister under this Agreement or any applicable legislation and directed to the Company;

(b) amounts the Company owes to the State under this Agreement (whether before or after the termination); and

(c) rates and charges (including interest on unpaid rates and charges) owing to a local government by the Company for the Mining Lease.

(12) For matters mentioned in clause 10(11) of this Part, Security must be applied to each of the matters in turn.

(13) If the Minister accepts a bond, guarantee or indemnity by, or another financial arrangement with, a financial institution, insurance company or other credit provider as Security under this clause 10, any amount refundable is payable to the party which originally deposited the security."

2.8 Clause 13 of Part II of the Formal Agreement is deleted and replaced with the following new clause 13:

"13 Without limiting the provisions of the Mining Act 1968-1983 or any other Act relating to mining in respect of the submission by the Company of information to the Minister, the Company must furnish to the Minister, within three (3) months after the expiration of each twelve (12) monthly period ending 30 November during the term of the Mining Lease, a written report, to the Minister's satisfaction, containing the following information for the twelve (12) monthly period:

(a) summary particulars of the following, as undertaken on, or in relation to, the Mining Lease:

(i) exploration activities;

(ii) mining and winning or treatment of designated minerals;

(iii) mine planning and development activities; and

(iv) expenditure incurred in connection with operations described in subclauses (i) to (iii) above; and

(b) full particulars of the following, as undertaken on, or in relation to, the Mining Lease:

(i) ore production by mineral commodity and deposit;

(ii) total mineral production by mineral commodity;

(iii) mineral resources by mineral commodity and deposit; and

(iv) mineral reserves by mineral commodity and deposit."

2.9 A new Part IIA is inserted into the Formal Agreement, immediately after Part II, as follows:

"PART IIA PROVISIONS RELATING TO DEVELOPMENT PLANS

1 For this Part IIA:

Current Development Plan means the Development Plan in relation to which the Plan Period has started but has not ended;

Development Plan means, for the Mining Lease, the Development Plan described in clause 5 of Part IIA of this Agreement or later Development Plan, as approved under Part IIA of this Agreement;

Plan Period means:

(a) for the Development Plan described in clause 5 of this Part, the period described in clause 5; and

(b) for any later Development Plan, the period to which the Development Plan applies, as stated in the Development Plan in accordance with clause 4(1) of this Part; and

Relevant Fee means, for the lodgement of a proposed Development Plan:

(a) if the proposed plan is lodged within the time required under subclause 6(2)(a) of this Part, an amount equivalent to the fee from time to time prescribed under the Mineral Resources Regulation 2013 or, if no such fee is prescribed, an amount determined by the Minister; or

(b) if the proposed plan is lodged after the time required under subclause 6(2)(a) of this Part and:

(i) is lodged under subclause 6(3) of this Part, nil; or

(ii) is not lodged under subclause 6(3) of this Part, an amount that is 10 times the amount referred to in subclause (a) above.

2 A Development Plan gives detailed information about the nature and extent of activities to be carried out under the Mining Lease, for the purposes of:

(a) allowing resource management decisions to be made; and

(b) ensuring appropriate development of the designated minerals.

3 The Company must:

(a) ensure that, at all times, there is a Development Plan; and

(b) comply with the Development Plan.

4 A Development Plan, other than the Development Plan described in clause 5 of this Part, must:

(a) state its Plan Period, which must not be longer than five years; and

(b) comply with the requirements specified in clause 6 of this Part.

5 For the purposes of this Agreement, the Mining Plan dated 5 January 2010 is deemed to be the Development Plan from the date this clause 5 commences until the earlier of 4 January 2015 or the date on which a later Development Plan is approved under this Part.

6(1) The Company must lodge proposed later Development Plans with the Minister in accordance with the requirements of this clause 6. This requirement will be deemed to be a condition of the Mining Lease.

(2) A proposed later Development Plan must be:

(a) lodged with the Minister:

(i) at least 40, but not more than 100, business days before the end of the Plan Period for the Current Development Plan ('Current Plan Period'); or

(ii) as soon as practicable after the Company proposes or becomes aware of a significant change to the nature and extent of an authorised activity that is not already dealt with under the Current Development Plan; and

(b) accompanied by the Relevant Fee.

(3) If, before the end of the Current Plan Period, a decision is made not to approve a proposed later Development Plan lodged under clause 6(2) of this Part, the Company may, before the end of the Current Plan Period, lodge another proposed later Development Plan.

(4) If the Company does not lodge a proposed later Development Plan before the end of the Current Plan Period, the Company will be given a notice requiring it to lodge a proposed later Development Plan within 40 business days after the giving of the notice and the Company must comply with that notice.

(5) A proposed later Development Plan must:

(a) provide for each of the following:

(i) an overview of the activities proposed to be carried out on the Mining Lease under this Agreement during the Plan Period;

(ii) for each year of the Plan Period:

(iii) for each designated mineral that the Company proposes to mine under the Mining Lease during the Plan Period:

(iv) maps that show the matters mentioned in subclauses (ii), (iii)A, (iii)C and (iii)D above;

(v) any other information relevant to the criteria mentioned in subclauses 6(7)(b) to (g) of this Part; and

(vi) reasons why the proposed Development Plan is considered appropriate;

(b) highlight any significant changes from the Current Development Plan;

(c) state whether the Current Development Plan has been complied with;

(d) if the Current Development Plan has not been complied with, state the details of, and the reasons for, each non-compliance; and

(e) if the effect of the proposed Development Plan is to significantly change an activity provided for under the Current Development Plan, state reasons for the change.

(6) The Minister may approve or refuse to approve a proposed later Development Plan.

(7) The matters that must be considered in deciding whether to approve a proposed later Development Plan include each of the following:

(a) compliance with the requirements specified in clause 6(5) of this Part;

(b) the nature and extent of the activities proposed to be carried out under the Mining Lease during the Plan Period;

(c) when and where the activities are proposed to be carried out during the Plan Period;

(d) whether the mining of the designated minerals specified in the Mining Lease will be optimised in the best interests of the State, having regard to the public interest;

(e) the extent to which the Current Development Plan has been complied with;

(f) the effect of any approval of the proposed Development Plan on any relinquishment condition for the Mining Lease; and

(g) if the proposed Development Plan provides for a significant change that is a cessation or reduction of mining or other purposes for which the Mining Lease is granted:

(i) whether the cessation or reduction is reasonable; and

(ii) whether the Company has taken all reasonable steps to prevent the cessation or reduction.

(8) If the Minister approves a later Development Plan, the Minister must give the Company written notice of the approval. An approval takes effect when the Company is given the notice or, if the notice states a later day of effect, on that later day.

(9) If the Minister decides to refuse to approve a later Development Plan, the Minister must give the Company written notice stating the reasons for the decision.

(10) If a proposed later Development Plan is lodged for approval in accordance with this Part then, until the Company is given notice about whether the proposed Development Plan is approved or refused:

(a) the Mining Lease is taken to have a Development Plan; and

(b) the Company may carry out any authorised activity for the Mining Lease,

2.10 New clause 8 is inserted into Part IV of the Formal Agreement as follows:

"8 The Minister may delegate his or her functions or powers under this Agreement to an appropriately qualified officer or employee of the department or agency from time to time having responsibility for the administration of this Agreement for the State, provided that the function of renewing the Mining Lease under clause 6 of Part II of this Agreement cannot be delegated."

2.11 Schedule F of the Formal Agreement is amended as follows:

(a) the words "water supply" are inserted immediately prior to the word "dam" in clause 12; and

(b) the words ", the Clean Waters Act 1971–1982, the Clean Air Act 1963–1981" are deleted from clause 14.

3. GENERAL

3.1 Costs: Each party will bear its own legal costs in relation to the preparation, execution and performance of this Agreement.

3.2 No Variation: This Agreement will only be varied by written agreement signed by both parties.

3.3 Compliance with laws: In performing their respective obligations and exercising their respective rights, the parties will comply with all applicable laws and regulations.

3.4 Further assistance: Each party will do all things reasonably required or requested by the other party to give effect to this Agreement and to enable that other party to enjoy the rights and benefits conferred on it by this Agreement.

3.5 Governing law: This Agreement is governed by the laws of Queensland and the parties submit to the jurisdiction of the courts of Queensland.

3.6 Counterparts: This Agreement may be executed in one or more counterparts, and any such counterparts taken together form one instrument. Execution by facsimile counterparts is acceptable.