Annual financial statement
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FULL YEAR STATUTORY ACCOUNTS 2026
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CORPORATE DIRECTORY
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ABN 95 003 029 543 Directors Ernest Anthony Myers Executive Chairman Roy Barry Rushworth Non-Executive Director Vesna Petrovic Executive Director Chief Executive Officer Iain Peter Smith C ompany Secretary Vesna Petrovic Registered Office 45 Ventnor Avenue WEST PERTH WA 6005 Tel: + 61 8 6363 7090 Share Registry Automic Pty Ltd Level 5, 126 Phillip Street SYDNEY NSW 2000 Auditors In.Corp Audit & Assurance Pty Ltd Level 1, Lincoln House 4 Ventnor Avenue WEST PERTH WA 6005 Internet Address & Contact www.pancon.com.au info@pancon.com.au ASX Code PCL
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LOOKING TO THE FUTURE
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CONTENTS 08 Directors’ Report 23 Auditor’s Independence Declaration 24 Corporate Governance Statement 35 Consolidated Statement of Profit or Loss and Other Comprehensive Income 3 6 Consolidated Statement of Financial Position 37 Consolidated Statement of Changes in Equity 3 8 Consolidated Statement of Cash Flows 39 Notes to the Financial Statements 54 Consolidated Entity Disclosure Statement 5 5 Directors’ Declaration 5 6 Independent Auditor’s Report
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PERMIT SCHEDULE
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PERMIT SCHEDULE Licence Location Licence Number Pancontinental Interest Joint Venture Partners NAMIBIA PEL 87 75.00% Custos 15.00% NAMCOR 10.00% AUSTRALIA ATP 920 20.00% * Key Petroleum 80.00% AUSTRALIA ATP 924 -Ace 25.00% * Key Petroleum 75.00% * Earning PETROLEUM EXPLORATION LICENCE 87 Orange Basin, Offshore Namibia ATP 920 & ATP 924 (ACE AREA) C ooper Eromanga Basin, Onshore Australia
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Directors’ Report The Directors of Pancontinental Energy NL (“Pancontine ntal” or “the Company”) present their report for the financial year ended 30 June 2026. DIRE CTORS The following provides the names and details of the Company’s Directors in office during the financial year and up to the date of this report. All Directors served for the full period unless noted otherwise. Names, qualifications, experience and special responsibilities Ernest Anthony Myers CPA (Executive Chairman) Mr Myers, a qualified Accountant, has extensive experience in senior management and executive positions across several ASX-listed companies. Throughout his career, he has been instrumental in capital raisings and the financial management of these organisations. Within Pancontinental, he has played a pivotal role in the oversight and management of the Group’s African portfolio. Mr Myers joined Pancontinental in March 2004, was appointed Executive Director in January 2009, Chief Executive O fficer in November 2018, and subsequently Executive Chairman in December 2022. Mr Myers was also Non-Executive Chairman of Norwest Energy NL from November 2018 until its takeover by Mineral Resources Limited during the 2023 financial year. Roy Barry Rushworth, BSc (Geology & Marine Science) (Non-Executive Director) Mr Rushworth is a Geologist with extensive experience in petroleum exploration. His career began in exploration operations before progressing to senior roles, includ ing Chief Geologist and Exploration Manager for an ASX- listed company, during which time several oil and gas discoveries were achieved. In recent years, he has been responsible for identifying, negotiating, and securing in ternational new venture opportunities in Malta, Kenya, Morocco, and Namibia, as well as successfully farming out these projects to major industry participants. Mr Rushworth has been a Director of Pancontinental since August 2005. Vesna Petrovic, BComm, CPA (Executive Director & Company Secretary) Ms Petrovic is an Accountant with a Bachelor of Co mmerce, majoring in Accounting and Business Law, and a Graduate Diploma in Applied Corporate Governance from the Governance Institute of Australia. Professional experience includes accounting and finance roles within a range of publicly listed companies, many with operations in Africa, providing a strong platform for contributing to Pancontinental’s accounting and governance responsibilities. Ms Petrovic was appointed Company Secretary in April 2010, Executive Director in December 2016, Alternate for Mr Kennedy in July 2017 and reappointed Executive Director in September 2018. MANAGEMENT Iain Peter Smith, MSc (Petroleum Geophysics & Geology) (Chief Executive Officer) Mr Smith, a Petroleum Geoscientist, has held a range of commercial and senior leadership positions with ASX- listed oil and gas companies. His most recent role was as Managing Director of Norwest Energy NL, an exploration company focused on the Perth Basin. He commenced with Pancontinental as Board Advisor in May 2023 and was appointed Chief Executive Officer in March 2024. In this capacity, he oversees the Company’s strategy, management, and operations. Mr Smith was a Director of Winchester Energy Limited from 3 June 2024 to 23 July 2025. He has also been a Director of IPB Petroleum Limited since 1 August 2025. 8
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Directors’ Report DIRECTORS' INTERESTS Details of each Director’s relevant interests in the Company’s shares and options at 30 June 2026 are as follows: Ordinary Shares Options over Ordi nary Shares Ernest Anthony Myers 3,900,715 40,000,000 Roy Barry Rushworth 146,335,610 100,000,000 Vesna Petrovic 8,913,043 40,000,000 DIRE CTORS' MEETINGS Board meetings convened during the year, along with each Director’s attendance, are shown below: Di rectors' Meetings Number of meetings held: 7 Number of meetings attended: Ernest Anthony Myers 7 Roy Barry Ru shworth 7 Vesna Petrovic 7 Notes Given the size of the Board, communication between members is highly open and occurs at least weekly, either by email or telephone, ensuring all Directors remain fu lly informed of the Company’s affairs. Throughout the financial year, a number of matters were also consider ed and approved by circular resolution. The full Board undertakes the responsibilities ordinarily delegated to the audit, remuneration, and nomination committees. CORP ORATE INFORMATION Corporate structure Pancontinental Energy NL (ACN 003 029 543) is a no liability company incorporated and domiciled in Australia, with its registered office situated at 45 Ventnor Avenue, West Perth, WA 6005. Nature of operations and principal activities The principal activities of the Consolidated Entity during the year were centred on energy exploration, including the management of offshore acreage, reviewing and assessing seismic data, technical studies, and the assessment of new venture opportunities. For a company in the exploration stage, business drivers are the factors that most directly influence operational and financial performance. These include careful management of working capital, disciplined capital allocation, and technical excellence in sourcing, assessing, and progressing exploration projects. Strategic partnerships, farm-out arrangements, and prudent risk management are also critical to advancing high-impact opportunities while preserving shareholder value. There have been no significant changes in the nature of those activities during the year. Objectives Objectives of the Group include: Advancing exploration activities across the Company’s existing offshore Namibian permits; Maximising value from the Company’s asset portfolio; Identifying a nd securing new venture opportunities that complement the Group’s strategic focus; Actively managing th e technical, financial, and operational risks inherent in the exploration sector; and Preserving liquidity and maintaining financial flexibility. 9
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Directors’ Report The Group’s strategies for achieving these objectives include: Approving and implementing exploration work progra ms that are technically robust and financially sustainable; Pursuing strategic partnerships and joint ventures to share costs and reduce risk exposure; Maintaining a disciplined approach to expenditure, with a focus on reducing non-core costs; and Considering appropriate capital management initia tives and fundraising opportunities to support ongoing exploration activities. Earnings per share Cents Basic earnings per share (0.02) Diluted earnings per share (0.02) For the year ended 30 June 2026, the Group recorded a loss of $1,430,231, compared with a loss of $1,753,224 in the prior year. The Group continues to maintain a le an operating structure, with a focus on disciplined expenditure and preserving funds for its exploration activities. Empl oyees As at 30 June 2026 (and 30 June 2025), the Group operated with a streamlined personnel structure comprising three Directors, a Chief Executive Officer and one empl oyee, supported by specialist consultants and technical advisers engaged as required. This structure enables the Group to maintain a low fixed-cost base while retaining access to the expertise required to advance its exploration activities. OPER ATING AND FINANCIAL REVIEW Projects Namibia PEL 87 – Offsh ore [75% interest] Pancontinental’s principal focus during the year remained the continued technical advancement and commercialisation of its 75%-owned and operated offshore Namibian exploration permit, PEL 87, located in the Orange Basin. During the year, the Company continued to mature the prospectivity identified from its 6,593 km² 3D seismic dataset, progressed regulatory and environmental work required for future exploration drilling and continued its farm-out process aimed at securing a suitably qualified deepwater exploration partner. Technical Work and Prospect Maturation During the financial year, Pancontinental continued detailed technical evaluation of the PEL 87 3D seismic dataset, including Quantitative Interpretation, basin modelling, seismic sequence stratigraphy and prospect maturation. The technical studies further enhanced the Company’s und erstanding of the prospectivity within PEL 87 and resulted in the identification and maturation of additional exploration prospects. PEL 87 Prospectivity Update Further analysis of Quantitative Interpretation products resulted in the identification of two additional prospects, Phoebe West and Northern Channel, supplementing the pr eviously identified Saturn Complex prospect and lead inventory. The additional technical work increased the overall prospective resource potential attributed to PEL 87 and further strengthened the Company’s prospect inventory. Pancontinental considers Oryx, Hyrax and Northern Channe l to be the three principal “anchor” prospects within PEL 87. Oryx and Hyrax share common play elements wi thin the Saturn Complex, meaning that exploration success at either prospect has the potential to significantly de-risk other prospects and leads within the complex. The technical work completed during the year continued to support the Company’s assessment of PEL 87 as a significant exploration opportunity and provided an enhanced technical basis for the ongoing farm-out process. Farm-out Activity Throughout the financial year, Pancontinental continue d the farmout process. A number of interested parties continued to evaluate the opportunity, with shortliste d groups provided access to the Company’s virtual data room and progressed technical and commercial evaluations. The Company’s objective remains to secure a suitably qualified and financially capable partner to participate in the future exploration and drilling of PEL 87. 10
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Directors’ Report Licence Extension and Regulatory Activities During October 2025, Pancontinental submitted an applic ation to the Namibian Ministry of Industry, Mines and Energy for a twelve-month extension to the First Renewal Exploration Period for PEL 87. The Company subsequently received approval from the Minister for a twelve-month extension of the First Renewal Exploration Period to 22 January 2027. The extension was granted subject to work programme commitments comprising completion of an Environmental Impact Assessment, repr ocessing and interpretation of 3D seismic data and drilling of an exploration well. The Environmental Impact Assessment, which commenced during 2025, continued to progress during the financial year. During the June 2026 quarter, the Company also progressed a feasibility study for reprocessing a subset of the PEL 87 3D seismic dataset, aimed at identifying opportunities to improve seismic data quality ahead of future exploration drilling. Queensland Australia ATP 920 & 924 [20–25% earning interest] The Company retains its interests in the Meeba Project, comprising ATP 920 and ATP 924 (Ace area) in the Cooper Basin, Queensland. The interests arose from agreements with Key Petroleum Cooper Basin Pty Ltd, a wholly owned subsidiary of Key Petroleum Limited. The permit s remain subject to the relevant Queensland regulatory processes. Corporate Financial Position Pancontinental continued to maintain a disciplined cost structure during the financial year while directing expenditure towards the technical, regulatory and commercial advancement of PEL 87. During the financial year, the Company received $1,793,932 from the exercise of 149,494,389 listed options at an exercise price of $0.012 per share. The option exercises strengthened the Company’s cash position and provided additional working capital to support the continued advancement of PEL 87 and general corporate activities. Liquidity and Funding During the financial year, Pancontinental received $1,793,932 from the conversion of 149,494,389 listed options at an exercise price of $0.012 per share into ordinary shares. New Ventures The Company continued to assess new venture opportuni ties during the year that have the potential to complement and enhance its existing exploration portfolio. During the June 2026 quarter, Pancontinental submitted an application for a petroleum prospecting permit in the Taranaki Basin, offshore New Zealand. The application is subject to the applicable regulatory and competitive assessment processes. The Company continues to assess opportunities having re gard to their technical merits, potential scale, entry cost, funding requirements and alignment with the Comp any’s technical capabilities and strategic objectives, while maintaining its principal focus on the advancement and commercialisation of PEL 87. Group Overview Pancontinental Energy NL was incorporated in 1985 and has been listed on the Australian Securities Exchange since 1986, marking nearly four decades of active part icipation in the energy sector. Over this period, the Company has been a dedicated energy exploration busi ness with a strategic emphasis on offshore energy opportunities. Today, the Pancontinental Group comprises the Parent Company and four subsidiary entities. The Group’s principal exploration focus is offshore Namibia, where Pa ncontinental holds an interest in a highly prospective petroleum licence. This area is widely regarded as an emerging global oil and gas province, and the Group’s strategy is to advance these assets while selectively reviewing additional opportunities that may complement its existing portfolio. Dynamics of the Business Pancontinental operates as a junior energy exploration company, with activities driven by the acquisition, evaluation, and advancement of high-impact offshore exploration projects. The Group’s business dynamics are shaped by the early-stage nature of exploration, where success depends on prudent capital management, technical capability, and the ability to secure and maintain quality acreage. 11
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Directors’ Report The Company’s principal focus remains its offshore Namibian licence, situated in a region that has attracted global attention following recent discoveries by major operators. The dynamics of operating in this environment involve a balance between high potential reward and th e inherent risks of frontier exploration, requiring disciplined expenditure, the right technical evaluation, and strategic partnerships to share costs and reduce risk exposure. While Africa remains at the core of Pancontinental’s activities, the Company maintains the flexibility to evaluate opportunities in other jurisdictions where its technical expertise and strategic objectives can be effectively applied. This approach ensures that the business can adapt to changing industry conditions while continuing to pursue value creation for shareholders. Performance Indicators The Board regularly monitors the Group’s operating plan s, financial budgets, and overall performance, while also reviewing the Company’s share price and market positioning. Management reporting to the Board ensures that operational and financial objectives are evaluated against approved work programs and strategic goals. Key internal performance drivers include the disciplined management of working capital, maintaining a low- overhead cost structure, and allocating funds to activities most likely to deliver shareholder value. Exploration progress is also a critical performance measure, with milestones such as seismic acquisition and interpretation, and progress on joint venture work programs providing tangible indicators of advancement across the Group’s Namibian licence. While the Company’s share price is tracked as a performance indicator, it is recognised that market valuation is not solely reflective of underlying performance and ma y be influenced by external factors, including global energy prices, investor sentiment towards the exploration sector, and broader macroeconomic conditions beyond the control of the Board and Management. Other important performance indicators for a company at Pancontinental’s stage include the ability to secure and retain quality exploration acreage, to attract and ma intain strategic farm-in partners, to raise capital on favourable terms, and to progress regulatory approvals in its operating jurisdictions. Collectively, these measures provide the Board with a comprehensive view of performance and alignment with the Company’s long-term strategy of creating shareholder value through successful offshore exploration. Operating Results for the Year A summary of the operating results is set out below: 2026 Revenues $ Results $ Non-segment and unallocated revenues and results 23,245 (1,430,231) Revenues and results of the Consolidated Entity from ordinary activities, prior to income tax expense 23,245 (1,430,231) For the financial year ended 30 June 2026, the Consolid ated Entity recorded a loss of $1,430,231. The result reflects the nature of the Company’s activities as a junior energy explorer, where expenditure is primarily directed toward maintaining exploration assets, regulatory compliance, and advancing strategic initiatives rather than generating operating revenues at this stage. Management and the Board remain committed to prudent financial discipline. Non-essential and discretionary expenditure has been curtailed wherever possible, while cost reductions have also been pursued across essential areas critical to the operation of the business. The Company continues to operate under a streamlined structure, with three Directors, a Chief Executive Officer, and one employee responsible for the day-to-day management of operations. To complement this structure and ensure technical and corporate expertise is available as needed, Pancontinental engages specialist consultants and advisors on a project-specific basis. This flexible approach enables the Company to maintain low fixed overheads while accessing the skills and knowledge required to progress its offshore Namibian licence and evaluate potential new venture opportunities. 12
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Directors’ Report Shareholder Returns As the Group remains in the exploration phase, direct returns to shareholders are not yet generated through dividends or operating profits. Instead, shareholder va lue is primarily measured through capital growth, with the potential for returns linked to exploration success, the advancement of the Company’s Namibian offshore acreage, and the overall performance of the Company’s securities on the Australian Securities Exchange. 2026 2025 2024 2023 2022 Profit /(Loss) attributable to owners of the Company (1,430,231) (1,753,224) (2,338,436) (1,870,559) (823,179) Basic earnings per share (cents) (0.02) (0.02) (0.03) (0.02) (0.01) Share price $0.011 $0.011 $0.022 $0.012 $0.001 Net Loss amounts have been calculated in accordance with Australian Accounting Standards. Risk Management Framework The Board of Pancontinental is responsible for overseeing the Group’s risk management framework. Risk management is embedded in business planning and de cision-making across exploration, funding, governance and operations. The Board reviews the effectiveness of the framework regularly to ensure it remains appropriate for the Company’s size, strategy and stage of development. Approach to Risk Risks are identified and assessed using both qualitativ e and quantitative factors. Treatments may include avoidance, reduction, transfer or acceptance depend ing on the likelihood and potential impact. Day-to-day monitoring is undertaken by management, with Board over sight ensuring that significant risks are identified early and addressed appropriately. Material Business Risks The Directors have identified the following material risk s relevant to the Group and the industry in which it operates: Exploration and operational risk – energy exploration is inherently uncertain, with outcomes dependent on geological factors, the success of work programs, and the effective execution of exploration activities. Funding and liquidity risk – reliance on access to equity capital and/or strategic partners to progress exploration programs. Joint venture and partner risk – the potential for misa lignment of objectives, timing or funding commitments when entering into joint ventures or farm-out arrangements with industry partners. Foreign jurisdiction risk – exposure to political, regulatory, fiscal and operational changes in countries where the Group holds assets. Market and commodity risk – fluctuations in oil and gas prices, levels of industry exploration activity, and shifts in investor sentiment can influence access to funding and the commercial viability of projects. People and capability risk – the Group’s performance depends on its capacity to attract and retain individuals with the necessary technical, operational and corporate skills. Given the specialist nature of the energy industry, the Company also relies on external consultants to prov ide expertise on a project-specific basis. Competition for skilled professionals and consultants in the sector ma y affect the Group’s ability to deliver its exploration programs effectively. Information and systems risk – protection of data and business continuity in the event of cyber-security incidents or IT system outages. Governance and Disclosure Given the size and scope of Pancontinental’s operations, the full Board oversees risk management rather than establishing a separate Risk Committee. This ensures all Directors contribute to the identification and monitoring of material business risks. Where risks or events could materially affect the price or value of the Company’s securities, disclosure is made in accordance with ASX Listing Rule 3.1 and the Company’s Continuous Disclosure Policy. 13
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Directors’ Report Climate Related Disclosures The Company is not currently required to prepare a sustainability report under section 292A of the Corporations Act 2001. Nevertheless, the Company continues to monitor developments in Australian climate-related financial reporting requirements and considers climate-related ri sks and opportunities as part of its broader risk management framework. In preparing the following voluntary climate-related information, the Company has considered the principles and disclosure themes contained in AASB S2 Climate-related Disclosures, where relevant and proportionate to the Company’s current activities. These disclosures do not constitute a sustainability report prepared in accordance with AASB S2. Governance The Board retains oversight of climate-related risk and opportunity assessment as part of its regular risk management responsibilities. Climate-related matters are considered by the Board when relevant to strategic planning, capital allocation, and risk evaluation, as appropriate for an early-stage energy explorer. Management supports this process by identifying and monitoring relevant risks and opportunities, and by providing information to the Board as circumstances require. Strategy Given Pancontinental’s current focus on early-stage exploration activities, direct greenhouse gas emissions are not expected to be material. However, the Company has considered both transition and physical risks that may impact its operations and strategy over the short, medium, and long term: Transition risks Regulation: Potential for stricter emissions or reporting standards in Namibia or Australia, which could increase compliance costs and delay approvals for work programs. Capital access: Investors and financiers are increasingly applying climate screens to companies. A tightening of such policies could restrict access to equity or debt markets for early-stage explorers. Technology: Shifts in industry practice toward lower- emission operations may require the adoption of new technology or higher standards in contracting, potentially increasing costs. Physical risks Acute: A severe Atlantic storm or flooding event in Namibia could disrupt offshore seismic or drilling programs, leading to cost overruns or delays. Chronic: Gradual changes in sea level or weather patte rns could increase long-term uncertainty in offshore logistics and vessel availability, and may also lead to higher insurance costs. Opportunities Access to capital: A growing pool of investors is targ eting low-emission and responsibly managed exploration businesses. Transparent climate governance may improve Pancontinental’s ability to attract such capital. Operational efficiencies: Adoption of remote technology (such as digital geoscience review and remote conferencing) reduces travel and associated emissions, while lowering costs. Scenario context: While quantitative scenario analys is has not yet been conducted, under a low-carbon transition (aligned with a 2°C pathway), the Company may face higher reporting and compliance costs but could benefit from increased investor preference for well-governed, low-emission explorers. In a high physical impact scenario, exploration activities may face delays or disruption due to severe weather events, which could increase costs or affect timing of work programs. Future scenario analysis will be incorporated as the business progresses toward development and production phases. Risk Management Climate-related risks are identified, assessed and mana ged within the broader risk management framework, consistent with ASX Principle 7 and evolving sustainability standards. The Board considers climate-related risks when they are relevant to business planning and strategy. External specialists may be engaged to support scenario analysis or impact assessment as needed. Metrics & Targets Given the Company’s current early-stage exploration activities and limited operational footprint, the Board does not presently expect the Company’s direct Scope 1 and Scope 2 greenhouse gas emissions to be significant. The Company has not yet established a formal greenhouse gas emissions inventory or baseline. The Company is committed to developing emissions metrics when operationally relevant and report these in future periods. 14
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Directors’ Report Future climate-related targets may be adopted as circum stances evolve (e.g., emissions intensity reductions, energy efficiency initiatives, or offset commitments), with progress disclosed annually once established. Investments for Future Performance At its current stage of development, Pancontinental’s strategy is focused on building asset value rather than generating or distributing operating profits. The Company seeks to create shareholder value through exploration progress, strategic partnerships and disciplined capital management. Review of Financial Condition Capital Structure The Company’s capital structure as at 30 June 2026 is as follows: Share Capital Number of shares $ Balance at end of financial year 8,286,080,255 121,325,194 Unlisted Options on Issue Number of options $ Balance at end of financial year 360,000,000 3,100,000 Treasury Policy Given the size and scope of the Group’s operations, the Board has determined that a separate treasury function is not required at this stage. Cash management, capital allocation, and foreign exchange considerations are overseen directly by the Board and senior management. This approach ensures that treasury-related activities remain aligned with the Company’s overall financial strategy, which emphasises prudent cost control, maintaining liquidity, and directing available funds toward advancing exploration activities and creating shareholder value. SHARE OPTIONS Unissued shares under unlisted options As at 30 June 2026, the total number of unlisted options was 360,000,000, with no change from the previous year. Unissued shares under listed options As at 1 July 2025, there were 487,549,998 unissued shares under listed options. During the 2026 financial year, 149,494,389 listed options were exercised at $0.012 per option, resulting in the issue of ordinary shares and raising $1,793,932 for the Company. The remaining 338,055,609 listed options expired during the year, resulting in no listed options remaining as at 30 June 2026. Shares issued as a result of the exercise of listed options There were 149,494,389 ordinary shares issued as a resu lt of the exercise of listed options priced at $0.012 during the financial year. The conversion of listed options raised $1,793,932 for the Company. SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS No significant changes in the state of affairs of the Company occurred during the financial year. SIGNIFICANT EVENTS AFTER THE BALANCE DATE There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of Directors of the Company, to affect significantly the operations of the Group, the resu lts of those operations, or the state of affairs of the Group, in future financial years. 15
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Directors’ Report LIKELY DEVELOPMENTS AND EXPECTED RESULTS The Consolidated Entity anticipates maintaining its current level of operations in the near term, with ongoing focus on the progression of its existing offshore Namibian exploration acreage. At present, no material changes to the scale or nature of the Group’s activities are ex pected. However, the outcome of exploration activities, joint venture discussions, or capital management initiatives may influence the future direction of the Company. The Board will continue to assess opportunities that have the potential to complement the existing asset base and create value for shareholders. ENVIRONMENTAL REGULATION AND PERFORMANCE Pancontinental is committed to meeting all environmental management and regulatory requirements in the jurisdictions where it holds interests. The Company recognises the importance of sound environmental practices in the conduct of its exploration activities, particularly offshore Namibia, where maintaining high standards of compliance is essential. Operational programmes and budgets are reviewed by th e Company’s technical and financial executives to ensure that planned activities meet both regulatory obligations and industry best practice. Environmental considerations are embedded in the assessment of all exploration activities, and regular updates are monitored to ensure that any potential environmental issues are identified and addressed promptly. The Board and Management remain focused on ensuring that Pancontinental’s activities are conducted responsibly, with due regard to minimising environmental impact, safeguarding assets, and supporting long- term sustainability. INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS Since the end of the previous financial year, the Comp any has maintained insurance policies in respect of Directors’ and Officers’ liability and associated legal expenses. In accordance with the terms of the insurance contracts, the Directors are prohibited from disclosing details of the specific liabilities covered or the amount of the premiums paid. The Board considers this insurance to be an important safeguard, ensuring that the Company can continue to attract and retain high-calibre individuals to serve in governance and management roles. The premiums were paid in respect of the following Officers of the Company and its Controlled Entities: EA Myers, RB Rushworth, V Petrovic and IP Smith. NON-AUDIT SERVICES During the financial year, an affiliate of the Company’s auditors performed certain other services in addition to the audit and review of the financial statements. The aff iliate operates within the same global network as the Company’s auditors, but is not involved in the audit of the financial statements. The Board has considered the non-audit services provided during the financial year by the auditor and is satisfied that the provision of those non-audit services during the year by the auditor is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 for the following reasons: All non-audit services were subject to the Corporate Governance procedures adopted by the Group; and The non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Group, acting as an advocate for the Group or jointly sharing risks and rewards. Details of the amounts paid to the auditor of the Group is set out below: Amounts received or due and receivable by In.Corp Audit & Assurance Pty Ltd for: an audit or review of the Financial Report of the Entity and any other Entity in the Consolidated Entity 45,293 43,699 tax compliance services in relation to the Entity and any other Entity in the Consolidated Entity 21,083 6,140 66,376 49,839 16
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Directors’ Report REMUNERATION REPORT (Audited) This Remuneration Report provides the specific fact s and circumstances covering the remuneration of the Directors and Executives of Pancontinental Energy NL (“the Company”). The report has been prepared in accordance with the requirements of the Corporations Act 2001 and forms part of the Directors’ Report for the financial year. Remuneration philosophy The Company’s remuneration framework is designed to reflect the size, scope, and stage of development of Pancontinental, while ensuring that payments remain competitive with market practice and appropriate for an exploration-focused entity. Non-Executive Directors receive fixed fees for their Board responsibilities. Where Non-Executive Directors undertake additional duties beyond their normal scope, they may be remunerated separately at rates consistent with market practice. Executive Directors are paid a fixed salary commensurate with their executive responsibilities. The Chief Executive Officer receives a fixed fee for his executive services in accordance with his contract of engagement. No termination, retirement, or post-employment bene fits are provided to Directors, other than those required under statutory obligations such as superannuation. The Board believes this structure provides clarity, main tains cost discipline, and ensures that remuneration arrangements are consistent with the Company’s focus on shareholder value creation during the exploration stage. Remuneration Committee Given the size and scope of Pancontinental’s operations, the Board has determined that it is not necessary to establish a separate Remuneration Committee. Instead, the full Board retains responsibility for all remuneration- related matters, including setting and reviewing rem uneration policies, determining the remuneration of Directors and Executives, and ensuring that remuneration practices remain appropriate to the Company’s stage of development and aligned with shareholder interests. Where a matter pertains to the remuneration of a particular Director, that Director does not take part in discussions or decisions on the matter. This ensures inde pendence, avoids conflicts of interest, and maintains transparency in the decision-making process. This approach provides effective oversight while main taining cost efficiency and allows all non-conflicted Directors to contribute to remuneration decisions in a fair and accountable manner. Remuneration structure Consistent with recognised corporate governance principles, the Company maintains a clear separation between the remuneration framework for Non-Executive Direct ors and that of Executive Directors and senior management. This distinction reflects the differing role s and responsibilities of Non-Executives, who provide independent oversight and governance, and Executives, whose remuneration is linked to the management and operational performance of the business. Non-Executive Director remuneration Objective The Board seeks to set aggregate remuneration for Non-Executive Directors at a level that is sufficient to attract and retain individuals of high calibre, with the skills and experience necessary to oversee the Company’s strategy and governance. At the same time, remuneration levels are set to ensure that costs remain appropriate for a junior exploration entity and acceptable to shareholders. Structure In accordance with the Company’s Constitution and the ASX Listing Rules, the aggregate amount of fees payable to Non-Executive Directors is determined from time to time by shareholders in general meeting. The total amount approved represents the maximum that can be pa id in aggregate, with the actual allocation among Directors determined by the Board. 17
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Directors’ Report Shareholder approval for the current aggre gate remuneration limit of $400,000 per annum was granted at the Annual General Meeting held on 29 November 2007. The Board reviews this limit annually, taking into account advice from external sources if necessary and benchmar king against fees paid to Non-Executive Directors of comparable companies, to ensure that remuneration remains appropriate and competitive. The Non-Executive Directors of the Company can part icipate in Employee Option Incentive Schemes with Shareholder approval. The remuneration of Executive and Non-Executive Directors for the year ended 30 June 2026 is detailed in Table 1 of this report. Executive Director and Management remuneration Objective The Board’s objective is to structure remuneration for Executive Directors and senior management in a way that enables the Company to secure and retain individuals with the expertise, leadership, and capability to drive the business forward. Remuneration levels are designed to be competitive within the industry, reflect the responsibilities of each role, and remain appropriate to the Company’s scale and stage of development. At the same time, the framework ensures that overall executiv e remuneration remains sustainable and aligned with the expectations of shareholders. Structure In determining the level and composition of Executive remuneration, the Board may, where appropriate and necessary, seek independent advice fr om external advisors to ensure remuneration remains competitive and aligned with market practice. Executive remuneration levels are reviewed on a regular basis, with consideration given to a range of factors including market benchmarks, movements in the cost of living, changes in the scope or responsibilities of individual roles, and other relevant influences that may impact the competitiveness and fairness of remuneration arrangements. Details of CEO Iain Smith’s contract: Date of Commencement 18 March 2024 Term and Termination No fixed term. One month's notice from either party Fixed Annual Remuneration $200,000 Mr Smith’s overall remuneration is heavily geared towards an increase in sh areholder value, due to the 80m options he holds relative to the fixed fee received. Fixed remuner ation Objective The level of fixed fees is determined to provide a fair and appropriate base level of remuneration that reflects the responsibilities of the role and the time commitmen t required. Fees are set with reference to prevailing market rates for companies of comparable size and complexity, ensuring competitiveness while recognising the Company’s stage of development as a junior exploration entity. This approach is designed to attract and retain em ployees with the necessary skills and experience, while ensuring that overall costs remain reasonable and aligned with shareholder expectations. The Board periodically reviews fee levels, taking into account market benchmarks, industry conditions, and the Company’s financial position, to ensure they remain appropriate over time. Structure Fixed primary remuneration is paid in cash, with no additional non-cash benefits, or fringe benefits provided. The Company does not incur additional costs beyond statutory obligations such as superannuation contributions, and remuneration is structured to refl ect Panconti nental’s position as a junior exploration entity focused on preserving capital for its core exploration activities. 18
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Directors’ Report Over the past five years, options issued as part of Director and Management remuneration have been valued using the Black-scholes option pricing model. The valuation methodology takes into account key variables, including the exercise price of the options, the prevailing market price of the Company’s shares, historical and expected share price volatility, the risk-free interest rate, the expected life of the options, and any anticipated dividend payments. The fair value of options is determined at grant date using an appropriate option pricing model, with the relevant assumptions disclosed below. Fair values of options: The fair value of each option is estimated on the date of grant using an appropriate option pricing model. 2026 2025 2024 2023 2022 Expected volatility - - 120% 120% - Risk-free interest rate - - 3.8 to 3.9% 3.63% - Expected life of option - - 4 years 4 years - Table 1: Director and management remuneration for the year ended 30 June 2026 Primary benefits Equity Super- annuation Total Value of options as proportion of Revenue Salary & Fees Options (Issued) Ernest Anthony Myers Executive Chairman 2026 120,000 - 14,400 134,400 0.0% 2025 120,000 - 13,800 133,800 0.0% Roy Barry Rushworth Non-Executive Director 2026 68,000 - - 68,000 0.0% 2025 70,000 - - 70,000 0.0% Vesna Petrovic Executive Director 2026 209,167 - 25,100 234,267 0.0% 2025 200,000 - 23,000 223,000 0.0% Iain Peter Smith Chief Executive Officer 2026 200,000 - - 200,000 0.0% 2025 200,000 *300,000 - 500,000 168.4% Total Current Year Remuneration 597,167 - 39,500 636,667 * Mr Smith was granted 40,000,000 options in the 2024 financial year with 50% vesting 18 March 2024 (2024 financial year) and 50% vesting 18 September 2024 (2025 financial year). The value of the options ($600,000) was split over the two financial years to coincide with vesting terms. Options granted as part of Director (as approved by Shareholders) and Management remuneration 2026 There were no options granted as part of Director and Management remuneration during the financial year. 2025 There were no options granted as part of Director and Management remuneration during the financial year. Mr Smith was granted 40,000,000 options in the 2024 financial year with 50% vesting 18 March 2024 (2024 financial year) and 50% vesting 18 September 2024 (2025 financial year). The value of the options was split over the two financial years to coincide with vesting terms. 19
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Directors’ Report Total number of unlisted options at 30 June 2026: Number of options Issue Date Vesting Date Expiry Date Exercise Price Weighted Average Fair Value PCLAD 140,000,000 30 Dec 22 30 Mar 23 30 Dec 26 $0.007 $0.004 PCLAE 70,000,000 30 May 23 30 Aug 23 29 May 27 $0.016 $0.007 PCLAF 60,000,000 28 Jul 23 28 Oct 23 28 Jul 27 $0.0145 $0.015 PCLAA 40,000,000 18 Mar 24 18 Mar/Sep 24 18 Mar 28 $0.035 $0.015 PCLAG 50,000,000 13 Aug 24 13 Aug 24 12 Aug 28 $0.035 $0.011 Table 2: Shareholdings of Specified Directors and Management 2026 Ordinary Shares held in Pancontinental Energy NL Balance 1 July 2025 Acquisitions /Conversions /Opening Balance Disposals Balance 30 June 2026 Specified Directors and Management Ernest Anthony Myers 3,900,715 - - 3,900,715 Roy Barry Rushworth 146,335,610 - - 146,335,610 Vesna Petrovic 8,913,043 - - 8,913,043 Iain Peter Smith 5,000,000 - - 5,000,000 Total 164,149,368 - - 164,149,368 2025 Ordinary Shares held in Pancontinental Energy NL Balance 1 July 2024 Acquisitions /Conversions /Opening Balance Disposals Balance 30 June 2025 Specified Directors and Management Ernest Anthony Myers 3,900,715 - - 3,900,715 Roy Barry Rushworth 146,335,610 - - 146,335,610 Vesna Petrovic 8,913,043 - - 8,913,043 Iain Peter Smith 5,000,000 - - 5,000,000 Total 164,149,368 - - 164,149,368 Table 3: Movement in Unlisted Option holdings of specified Directors and Management 2026 Balance at beginning of period Granted as Remuneration Options (Exercised)/ (Expired) Opening Balance /Net Change Other Balance at end of period 1 July 2025 30 June 2026 Specified Directors Ernest Anthony Myers 40,000,000 - - - 40,000,000 Roy Barry Rushworth 100,000,000 - - - 100,000,000 Vesna Petrovic 40,000,000 - - - 40,000,000 Iain Peter Smith 80,000,000 - - - 80,000,000 Total 260,000,000 - - - 260,000,000 20
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Directors’ Report *Mr Smith was issued 40,000,000 options on 15 May 2023 in his role as Board Advisor before being appointed as CEO on 18 March 2024 2025 Balance at beginning of period Granted as Remuneration Options (Exercised)/ (Expired) Opening Balance /Net Change Other Balance at end of period 1 July 2024 30 June 2025 Specified Directors Ernest Anthony Myers 40,000,000 - - - 40,000,000 Roy Barry Rushworth 100,000,000 - - - 100,000,000 Vesna Petrovic 40,000,000 - - - 40,000,000 Iain Peter Smith 80,000,000 - - - 80,000,000 Total 260,000,000 - - - 260,000,000 Table 4: Movement in Listed Option holdings of specified Directors and Management 2026 Balance at beginning of period Granted as Remuneration Options (Exercised)/ (Expired) Issued via Free Attachment Balance at end of period 1 July 2025 30 June 2026 Specified Directors Ernest Anthony Myers 500,000 - (500,000) - - Roy Barry Rushworth 1,000,000 - (1,000,000) - - Vesna Petrovic 500,000 - (500,000) - - Iain Peter Smith 2,500,000 - (2,500,000) - - Total 4,500,000 - (4,500,000) - - 2025 Balance at beginning of period Granted as Remuneration Options (Exercised)/ (Expired) Issued via Free Attachment Balance at end of period 1 July 2024 30 June 2025 Specified Directors Ernest Anthony Myers 500,000 - - - 500,000 Roy Barry Rushworth 1,000,000 - - - 1,000,000 Vesna Petrovic 500,000 - - - 500,000 Iain Peter Smith 2,500,000 - - - 2,500,000 Total 4,500,000 - - - 4,500,000 21
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Directors’ Report Company Performance As Pancontinental remains in the exploration phase an d does not currently generate operating revenue, its performance and potential shareholder returns are influenced by exploration progress, advancement of its asset portfolio, successful partnering initiatives and movements in the Company’s share price. The Board’s strategy for delivering this outcome is focused on identifying and securing early-stage, high- potential exploration projects that are capable of attracting quality joint venture partners. By leveraging its expertise in sourcing and evaluating projects, Pancontine ntal aims to build and advance a portfolio of assets that offer the potential for significant upside. Consequences of Performance on Shareholder Wealth In considering the Group’s performance and its implications for shareholder wealth, the Board has regard to the following indicators for the current financial year and the preceding four financial years. Return on Equity 2026 2025 2024 2023 2022 Share price at 30 June $0.011 $0.011 $0.022 $0.012 $0.001 Average equity 7,613,931 7,853,693 8,471,677 5,804,849 2,810,771 Net Profit /(Loss) (1,430,231) (1,753,224) (2,338,436) (1,870,559) (823,179) Return on Equity in % (18.78)% (22.32)% (27.60)% (32.22)% (29.29)% END OF REMUNER ATION REPORT AUDITOR’S INDEPENDENCE DECLARATION The auditor’s independence declaration is set out on the following page and reviews part of the Directors’ Report for the year ended 30 June 2026. Signed in accordance with a resolution of the Directors. EA Myers Director Perth 30 Sept ember 2026 22
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In.Corp Audit & Assurance Pty Ltd ABN 14 129 769 151 Level 1 6-10 O’Connell Street SYDNEY NSW 2000 Suite 11, Level 1 4 Ventnor Avenue WEST PERTH WA 6005 GPO BOX 542 SYDNEY NSW 2001 T +61 2 8999 1199 E team@incorpadvisory.au W incorpadvisory.au To the Directors of Pancontinental Energy NL: AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001 Liability limited by a scheme approved under Professional Standards Legislation In.Corp Audit & Assurance Pty Ltd Volha Romanchik Director 30 September 2026 As lead auditor of the audit of Pancontinental Energy NL for the year ended 30 June 2026, I declare that, to the best of my knowledge and belief, there have been: • no contraventions of the auditor independence requirements of the Corporations Act 2001in relation to the audit; and • no contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Pancontinental Energy NL and the entities it controlled during the year. 23
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Corporate Governance Statement Pancontinental Energy NL’s Corporate Governance Statement is presented below and is also available on the Company’s website at http://pancon.com.au/about-us/ corporate-governance/. The Statement has been approved by the Board of Pancontinental Energy NL and is current as at 30 September 2026. This Corporate Governance Statement outlines the Company’s corporate governance practices for the financial year ended 30 June 2026 and the extent to which the Company has followed the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations, Fourth Edition. The Company regularly reviews its corporate governance practices having regard to regulatory requirements, good governance practice and the size, nature and activities of the Company. Corporate Governance Council Recommendation followed by Pancontinental Energy NL Corporate Governance Comments PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT 1.1 A listed Entity should have and disclose a Board charter setting out: (a) the respective roles and responsibilities of its Board and Management; and (b) those matters expressly reserved to the Board and those delegated to Management. Adopted - The Company has adopted a Board Charter which is available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/. The Board Charter sets out the respective roles and responsibilities of the Board and Management and those matters expressly reserved for the Board. The Board is responsible for providing leadersh ip and oversight of the Company, setting its strategic direction and overseeing Management’s implementation of that strategy. 1.2 A listed Entity should: (a) undertake appropriate checks before appointing a Director or Senior Executive or putting someone forward for election as a Director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a Director. Adopted – The Company undertakes appropriate checks before a person is appointed as a Director or Senior Executive, or nominated for election as a Director by security holders. The Company provides security holders with all material information in its possession relevant to a decision on whether to elect or re-elect a Director. The Company’s Policy and Procedure for Selection and (Re)Appointment of Directors and Nomination Committee Charter are available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/. 1.3 A listed Entity should have a written agreement with each Director and Senior Executive setting out the terms of their appointment. Not Adopted – Pancontinental does not currently have formal written agreements in place with its Executive Chairman (Mr Myers), Executive Dire ctor (Ms Petrovic), or Non-Executive Director (Mr Rushworth). Their appointments and responsibilities are governed by the Company’s Constitution, Board and shareholder resolution s where applicable, the Corporations Act 2001, the ASX Listing Rules and the Company’s corporate governance framework. The Chief Executive Officer, Mr Smith, provid es executive services to the Company under a service agreement with Basis Commercial Pty Ltd, which sets out the terms and conditions applicable to his role. 1.4 The Company Secretary of a listed Entity should be accountable directly to the Board, through the chair, on all matters to do with the proper functioning of the Board. Adopted - The Company Secretary is accountable directly to the Board, through the Chairman, on all matters relating to the proper functioning of the Board. 24
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Corporate Governance Statement The Company Secretary assists the Board by coordinating and circulating Board papers, recording minutes, advising on governance matters and facilitating compliance with the Company’s Constitution, the ASX Listing Rules and applicable laws. 1.5 A listed Entity should: (a) have and disclose a Diversity Policy; (b) through its Board or a Committee of the Board set measurable objectives for achieving gender diversity in the composition of its Board, Senior Executives and workforce generally; and (c) disclose in relation to each reporting period: 1. the measurable objectives set for that period to achieve gender diversity; 2. the Entity’s progress towards achieving those objectives; and 3. either: A. the respective proportions of men and women on the Board, in Senior Executive positions and across the whole workforce (including how the Entity has defined “Senior Executive” for these purposes); or B. if the Entity is a “relevant employer” under the Workplace Gender Equality Act, the Entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. Adopted – Pancontinental has formally adopte d a Diversity Policy which can be found at http://pancon.com.au/about-us/corporate-governance/. Diversity – Board Composition The mix of skills and diversity which the Compan y seeks to achieve in the membership of the Board is one that is as diverse as practicable having regard to the size and scope of the Company’s operations. In considering new Board appointments, the Board evaluates candidates having regard to the skills, experience and diversity required to enable the Board to effectively discharge its responsibilities and assist the Company in achieving its strategic objectives. Diversity – Measurable Objectives The Company’s objectives with regard to diversity include: • maintaining a workforce that is as diverse as practicable having regard to the size and requirements of the Company; • providing equal opportunities for positions wi thin the Company and maintaining employment and advancement based on merit; and • periodically reviewing the composition of the Company’s workforce and identifying opportunities to enhance diversity. Diversity – Annual Reporting As at 30 June 2026, the percentages of women on the Board, in Senior Executive positions and across the Company’s workforce were as follows: 2026 2025 Board – to June 2026 Board & Management – to Jun 2026 Board – to June 2025 Board & Management – to Jun 2025 33% 25% - - - - 33% 25% Employees 100% 100% Total Workforce – to Jun 2026 Total Workforce – to Jun 2025 40% - - 40% 25
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Corporate Governance Statement 1.6 A listed Entity should: a) have and disclose a process for periodically evaluating the performance of the Board, its Committees and individual Directors; and b) disclose, for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. Adopted – The Company’s website at http://pancon.com.au/about-us/corporate-governance/ includes a Process for Performance Evaluation which provides for the periodic evaluation of the performance of the Board, its Committees and individual Directors. During the reporting period, a formal performanc e evaluation of the Board and its individual members was not undertaken. However, the composition and performance of the Board, its suitability to carry out the Company’s objectives and the contribution of individual Directors were considered by the Board on an ongoing basis. 1.7 A listed Entity should: a) have and disclose a process for evaluating the performance of its Senior Executives at least once every reporting period; and b) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. Adopted – The Company has adopted a Process fo r Performance Evaluation which provides for the evaluation of the performance of Senior Executives and is available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/ A formal performance evaluation of the Company’s Senior Executives was not undertaken during the reporting period. However, the Board monitored and considered the performance of the Company’s Senior Executive on an ongoing basis having regard to their respective responsibilities and the Company’s objectives. PRINCIPLE 2 - STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE 2.1 The Board of a listed Entity should: (a) have a Nomination Committee which: (1) has at least three members, a majority of whom are Independent Directors; and (2) is chaired by an Independent Director, and disclose: (3) the charter of the Committee; (4) the members of the Committee; and (5) as at the end of each reporting period, the number of times the Committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a Nomination Committee, disclose that fact and the processes it employs to address Board succession issues and to ensure that the Board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively. Partially Adopted – Given the size and scope of the Company’s operations, the Board considers that the functions of a Nomination Committee are most effectively undertaken by the full Board rather than by a separate committee. The Board therefore performs the functions ordinarily undertaken by a Nomination Committee in accordance with the Company’s Nomination Committee Charter. The Board is responsible for reviewing Board succession, composition, skills, experience, independence and diversity and for identifying and considering candidates for appointment to the Board. As the full Board performs these functions, no separate Nomination Committee meetings were held during the reporting period. The Company’s Nomination Committee Charter and Policy and Procedure for Selection and (Re)Appointment of Directors are available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/ 26
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Corporate Governance Statement 2.2 A listed Entity should have and disclose a Board Skills Matrix setting out the mix of skills and diversity that the Board currently has or is looking to achieve in its membership. Adopted – The Board seeks to maintain an appr opriate mix of skills, knowledge and experience to enable it to discharge its responsibilities effectively and to add value to the Company. The Board considers that its current members collectively possess skills and experience in the following areas: Skills and experience represented on the Board Petroleum and energy exploration Geology and geoscience Corporate and commercial Financial management and accounting Capital markets and capital raising ASX-listed company experience Corporate governance and compliance Risk management Strategy International business Government and stakeholder engagement Mergers, acquisitions and commercial transactions Exploration project management Further details of the qualifications, skills and experience of individual Directors are contained in the Directors’ Report. All of the Directors have substantial industry experience and consider themselves to be financially literate. Mr Myer s and Ms Petrovic are qualified accountants and therefore meet the tests of financial expertise. Pancontinental acknowledges that the skills, kn owledge and experience required on the Board will change as the Organisation evolves howeve r under the current circumstances, the mix of expertise and experience identified above is beneficial in meeting the current challenges faced by the Group. 2.3 A listed Entity should disclose: (a) the names of the Directors considered by the Board to be Independent Directors; (b) if a Director has an interest, position or relationship of the type described in Box 2.3 but the Board is of the opinion that it does not compromise the independence of the Director, the nature of the interest, position or relationsh ip in question and an explanation of why the Board is of that opinion; and (c) the length of service of each Director. Adopted – The Board regularly assesses the independence of each Non-Executive Director having regard to the factors set out in the ASX Corporate Governance Principles and Recommendations. In determining whether a Director is independent, the Board considers whether the Director is free of any interest, position, association or relationship that might influence, or reasonably be perceived to influence, in a material respect, their capacity to bring independent judgement to issues before the Board and to act in the best interests of the Company and its security holders. The current Directors, their positions and independence status are: Director Position Tenure Independent EA Myers Executive Chairman 16 years Not independent V Petrovic Executive Director Company Secretary 7 years (9 years since initial appointment) Not independent RB Rushworth Non-Executive Director 20 years Not independent Non-Executive Director by title, but not independent given his long history as a Technical Director and his ongoing occasional executive/technical services. 27
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Corporate Governance Statement To the extent that it is necessary for the Board to consider issues of materiality, the Board refers to the thresholds for qualitative and quantita tive materiality as adopted by the Board and contained in the Board Charter, which is disclosed on the Company’s website. Although no Directors are considered to be independent, the Board believes its current composition is in line with the long-term interests of Shareholders. The Board also acknowledges the need for independent judgement on all Board decisions, irrespective of each individual Director’s independence and as such has impl emented a Policy on Independent Professional Advice. 2.4 A majority of the Board of a listed Entity should be Independent Directors. Not Adopted – A majority of the Board is not comprised of Independent Directors. The Board acknowledges Recommendation 2.4 but considers that its current composition provides an appropriate mix of corporate, financial, go vernance, petroleum exploration, geological and international business experience having regard to the Company’s size, operations and current requirements. All Directors are expected to exercise independent judgement and act in the best interests of the Company and its security holders as a whole, irrespective of their formal independence classification. Directors may obtain independent profession al advice at the Company’s expense where appropriate. 2.5 The Chair of the Board of a listed Entity should be an Independent Director and, in particular, should not be the same person as the CEO of the Entity. Not Adopted – The Chairman, Mr E A Myers, is an Executive Director and is therefore not considered independent. The roles of Chairman and Chief Executive Officer are held by different individuals. The Board considers that Mr Myers’ extensive knowledge of the Company and his corporate and financial experience make him appropriate to perform the role of Chairman at this time. The Board will continue to review its composition and leadership arrangements having regard to the Company’s circumstances and the interests of security holders. 2.6 A listed Entity should have a program for induct ing new Directors and for periodically reviewing whether there is a need for existing Directors to undertake professional development to maintain the skills and knowledge needed to perform their role as Directors effectively. Adopted – The Company has an induction process for new Directors designed to provide them with the information necessary to participate effectively in Board decision-making and to understand the Company’s operations, governance framework and their duties and responsibilities. Directors are encouraged to undertake appropriate professional development to maintain and develop the skills and knowledge required to perform their roles effectively. This includes keeping abreast of relevant legal, regulatory, accountin g, taxation, governance, industry and technical developments. Where the Board identifies a need for a Director to acquire or develop particular skills or knowledge, the Company facilitates appropriate professional development. PRINCIPLE 3 – INSTILL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY 3.1 A listed Entity should articulate and disclose its values. Adopted – The Company’s values are articulated through its Code of Conduct, which is available on the Company’s website. The Code reflects the Company’s commitment to integrity, honesty, accountability, compliance with the law and responsible conduct in carrying out its activities. 28
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Corporate Governance Statement 3.2 A listed Entity should: (a) have and disclose a code of conduct for its Directors, Senior Executives and Employees; and (b) ensure that the Board or a Committee of the Bo ard is informed of any material breaches of that code. Adopted – The Company has adopted a Code of Conduct which can be found at http://pancon.com.au/about-us/corporate-governance/ applicable to its Directors, Senior Executives and employees. The Code establishes the standards of conduct expected in areas including integrity and honesty, compliance with applicable laws, conflicts of interest, protection and proper use of Company assets and confidential information, employment practices, fair dealing and responsibilities to shareholders and the community. The Board is informed of any material breaches of the Code of Conduct. 3.3 A listed Entity should: (a) have and disclose a Whistleblower Policy; and (b) ensure that the Board or a Committee of the Board is informed of any material incidents reported under that policy. Adopted – The Company has adopted a Whistleblower Policy which is available on its website at http://pancon.com.au/about-us/corporate-governance/. The policy provides mechanisms for the confidential reporting, investigation and appropriate handling of reportable matters and provides protections for eligible whistleblowers. The Board is informed of any material incidents reported under the policy. There were no material incidents reported under the Whistleblower Policy during the reporting period. 3.4 A listed Entity should: (a) have and disclose an Anti-Bribery and Corruption policy; and (b) ensure that the Board or a Committee of the Board is informed of any material breaches of that policy. Adopted – The Company has adopted an Anti-Bribery and Corruption Policy which is available on its website at http://pancon.com.au/about-us/corporate-governance/. The policy prohibits bribery, corruption and othe r improper conduct and provides for the Board to be informed of any material breaches. There were no material breaches of the Anti-Bribery and Corruption Policy during the reporting period. 29
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Corporate Governance Statement PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS 4.1 The Board of a listed Entity should: (a) have an Audit Committee which: (1) has at least three members, all of whom are Non-Executive Directors and a majority of whom are Independent Directors; and (2) is chaired by an Independent Director, who is not the Chair of the Board, and disclose: (3) the charter of the Committee; (4) the relevant qualifications and experience of the members of the Committee; and (5) in relation to each reporting period, the number of times the Committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have an Audit Committee, disclose that fact and the processes it employs that independently verify and safeguard the integrit y of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner. Partially Adopted – The Company does not have a separate Audit Committee. Given the size and composition of the Board and the scale of the Company’s operations, the Board considers that the functions of an Audit Committee are most effectively undertaken by the full Board. The Board therefore performs the functions or dinarily undertaken by an Audit Committee in accordance with the Company’s Audit Committee Charter. In this capacity, the Board oversees the integr ity of the Company’s financial reporting, the effectiveness of relevant internal controls, th e external audit process and the appointment, independence and performance of the external auditor. As the full Board performs these functions, no separate Audit Committee meetings were held during the reporting period. The Company’s Audit Committee Charter and Procedure for the Selection, Appointment and Rotation of External Auditor are available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/. 4.2 The Board of a listed Entity should, before it a pproves the Entity’s Financial Statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the Entity have been properly mainta ined and that the Financial Statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the Entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. Adopted – Before approving the Company’s financial statements for each financial year, the Board receives declarations from the Chief Executive Of ficer and Chief Financial Officer that, in their opinion, the financial records of the Company had been properly maintained, the financial statements complied with the appropriate account ing standards and give a true and fair view, and that their opinion had been formed on the basis of a sound system of risk management and internal control which was operating effectively. 4.3 A listed Entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. Adopted – The Company has processes in place to verify the integrity of periodic corporate reports released to the market that are not audited or reviewed by the external auditor. Such reports are prepared by appropriately qu alified personnel and reviewed by relevant members of Management and the Board together with supporting information and source documentation. The Company Secretary reviews the reports for compliance with applicable ASX Listing Rule requirements. All periodic corporate reports are submitted to the Board for review and approval prior to release to ASX. 30
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Corporate Governance Statement PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE 5.1 A listed Entity should have and disclose a written policy for complying with its continuous disclosure obligations under Listing Rule 3.1. Adopted – The Company has adopted a Continuous Disclosure Policy governing compliance with its continuous disclosure obligations under the ASX Listing Rules. The policy establishes responsibilities and proced ures for identifying, escalating, reviewing and disclosing market-sensitive information and is designed to ensure that material information is disclosed to the market in a timely, accurate and balanced manner. The Company has appointed a Responsible Officer to oversee compliance with its continuous disclosure obligations. The Continuous Disclosure Policy is available on the Company’s website at http://pancon.com.au/about-us/corporate-governance/ 5.2 A listed Entity should ensure that its Board receives copies of all material market announcements promptly after they have been made. Adopted – In accordance with the Company’s established disclosure procedures, all ASX announcements are provided to the Board for consideration and approval prior to release to the market. 5.3 A listed Entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the AS X Market Announcements Platform ahead of the presentation. Adopted – The Company releases any new and substantive investor or analyst presentation materials on the ASX Market Announcements Platform ahead of the presentation. PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS 6.1 A listed Entity should provide information about itself and its governance to investors via its website. Adopted – The Company’s website provides security holders with information about the Company and its governance, including its Corporate Governance Statement, governance charters and policies, ASX announcements, financial reports, investor presentations and other information relevant to security holders. 6.2 A listed Entity should have an investor relati ons program that facilitates effective two-way communication with investors. Adopted – The Company has adopted a Shareholder Communication Policy designed to facilitate effective two-way communication with investors. Information is communicated to security holders through ASX announcements, financial reports, the Company’s website, notices of meeting and other investor communications. Security holders may also contact the Company directly with questions or comments. 6.3 A listed Entity should disclose how it facilitates and encourages participation at meetings of security holders. Adopted – The Company has adopted a Sharehol der Communication Policy which can be found on the Company’s website at http://pancon.com.au/about-us/corporate-governance/ . The Company facilitates and encourages participation by security holders at meetings. Notices of Meeting provide security holders with information about the matters to be considered and the mechanisms available to participate and vote. Security holders are provided with opportunities to ask questions and express their views in relation to matters relevant to the Company and the business of the meeting. 6.4 A listed Entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands. Adopted – All resolutions at meetings of security holders are decided by poll rather than by a show of hands. 31
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Corporate Governance Statement 6.5 A listed Entity should give security holders the option to receive communications from, and send communications to, the Entity and its security registry electronically. Adopted – The Company provides security holder s with the option to receive communications from, and send communications to, the Company and its security registry electronically. PRINCIPLE 7 – RECOGNISE AND MANAGE RISK 7.1 The Board of a listed Entity should: (a) have a Committee or Committees to oversee risk, each of which: (1) has at least three members, a majority of whom are Independent Directors; and (2) is chaired by an Independent Director, and disclose: (3) the charter of the Committee; (4) the members of the Committee; and (5) as at the end of each reporting period, the number of times the Committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a Risk Committee or Commi ttees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the Entity’s risk management framework. Partially Adopted – The Company does not have a separate Risk Committee. Given the size and composition of the Board and the nature and scale of the Company’s operations, the Board considers that responsibility for risk oversight is most effectively undertaken by the full Board. The Board oversees the Company’s risk management framework and considers risk as an integral part of strategic planning, budgeting, exploration activities, regulatory compliance, business development and other material corporate decisions. The Board is responsible for reviewing the Company’s material business risks and monitoring the effectiveness of the Company’s risk management and internal control processes. The Company’s Risk Management Policy is available on its website at http://pancon.com.au/about-us/corporate-governance/ . 7.2 The Board or a Committee of the Board should: (a) review the Entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the Entity is op erating with due regard to the risk appetite set by the Board; and (b) disclose, in relation to each reporting pe riod, whether such a review has taken place. Adopted – The Board is responsible for overseeing the Company’s risk management framework and reviews that framework at least annually. During the reporting period, the Board reviewed the Company’s risk management framework and satisfied itself that the framework remained appr opriate having regard to the nature, scale and complexity of the Company’s operations. Risk is also considered on an ongoing basis as part of the Board’s ordinary decision-making processes. 7.3 A listed Entity should disclose: (a) if it has an internal audit function, how the f unction is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes. Adopted – The Company does not have a separate internal audit function, having regard to the size and nature of its operations. Management is responsible for maintaining appropriate risk management and internal control processes and for identifying, monitoring and responding to business risks. The Board oversees these processes and eval uates the effectiveness of the Company’s governance, risk management and internal control arrangements on an ongoing basis. The Board considers these arrangements appropriate having regard to the Company’s current size, operations and risk profile. 32
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Corporate Governance Statement 7.4 A listed Entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks. Adopted – The Company recognises that its activities may give rise to environmental and social risks, particularly in connection with its offshore petroleum exploration interests and activities. The Board oversees the identification, assessment and management of material environmental and social risks through the Company’s risk management framework. These may include environmental and regulatory compliance, climate-related matters, health and safety, stakeholder and community relations. The Company seeks to manage these risks through compliance with applicable laws, regulations and licence requirements, appropriate technical and environmental assessment, engagement with regulators and relevant stakeholders and ongoing Board oversight. Material business risks that may affect the Company, including material environmental and social risks where applicable, are discussed in the Risk Management section of the Company’s Annual Report. 33
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Corporate Governance Statement PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY 8.1 The Board of a listed Entity should: (a) have a Remuneration Committee which: (1) has at least three members, a majority of whom are Independent Directors; and (2) is chaired by an Independent Director, and disclose: (3) the charter of the Committee; (4) the members of the Committee; and (5) as at the end of each reporting period, the number of times the Committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a Remuneration Committee, disclose that fact and the processes it employs for setting the level and composition of remune ration for Directors and Senior Executives and ensuring that such remuneration is appropriate and not excessive. Partially Adopted – The Company does not have a separate Remuneration Committee. Given the size and composition of the Board and the scale of the Company’s operations, the Board considers that the functions of a Remuneration Committee are most effectively undertaken by the full Board. The Board therefore performs the functions ordinarily undertaken by a Remuneration Committee in accordance with the Company’s Remuneration Committee Charter available at http://pancon.com.au/about-us/corporate-governance/ The Board considers the remuneration arrangements of Directors and Senior Executives having regard to the Company’s circumstances, relevant market practices, individual responsibilities, skills and experience and the need to appropriat ely align remuneration with the interests of security holders. As the full Board performs these functions, no separate Remuneration Committee meetings were held during the reporting period. Where appropriate, the Board may obtain independent remuneration advice. Further information concerning Director and Key Management Personnel remuneration is contained in the Remuneration Report. 8.2 A listed Entity should separately disclose its policies and practices regarding the remuneration of Non-Executive Directors and the remuneration of Executive Directors and other Senior Executives. Adopted – The Company has adopted a Remuneration Committee Charter which can be found on the Company’s website at http://pancon.com.au/about-us/corporate-governance/. The Charter discloses the processes regarding the remune ration of Non-Executive Directors and the remuneration of Executive Directors and other Senior Executives. Executive remuneration is determined having regard to the Company’s circumstances, the responsibilities and experience of the individual and relevant market practices. Non-Executive Directors receive fees for their services within the aggregate amount approved by security holders and do not receive performance-based remuneration. Further information regarding the Company’s remuneration practices and the remuneration of Directors and Key Management Personnel is contained in the Remuneration Report. 8.3 A listed Entity which has an equity-based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it. Adopted - The Company has adopted a Policy for Trading in Company Securities which can be found on the Company’s website at http://pancon.com.au/about-us/corporate-governance/ Directors, Officers and Employees who wish to trade in Company securities must first have regard to the statutory provisions of the Corporations Act 2001 dealing with insider trading, in conjunction with the Company’s Policy for Trading in Company Securities. The policy has been developed so that all Company Employees and representatives are clear as to their obligations with regard to trading while in possession of insider information. 34
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Consolidated Statement of Profit or Loss & Other Comprehensive Income FOR THE YEAR ENDED 30 JUNE 2026 Notes CONSOLIDATED 2026 2025 $ $ OPERATING ACTIVITIES Non-cash gain on extinguishment of liability 2(a) - 476,560 Foreign exchange gains/(losses) (78,776) 78,255 Depreciation expenses (86,145) (24,730) Salaries, fees and benefits (736,870) (737,670) Audit fees 16 (45,293) (43,699) Generative exploration expenditure and write off (27,985) (159,097) ASX fees (65,437) (80,295) Insurance (84,591) (82,404) Legal fees (2,897) (827) Share registry costs (34,727) (32,748) Rent and outgoings (3,280) (66,365) Office expenses (33,856) (33,072) Travel - (41,339) Corporate advisory - (40,000) Share-based payments 13 - (850,000) Other expenses 2(b) (248,115) (212,072) TOTAL OPERATING ACTIVITIES (1,447,972) (1,849,503) FINANCING ACTIVITIES Financing income 23,245 98,281 Financing expense (5,504) (2,002) TOTAL FINANCING ACTIVITIES 17,741 96,279 (LOSS) BEFORE INCOME TAX (1,430,231) (1,753,224) Income tax expense 3 - - (LOSS) FOR THE YEAR (1,430,231) (1,753,224) OTHER COMPREHENSIVE INCOME Other comprehensive income - - TOTAL OTHER COMPREHENSIVE INCOME - - TOTAL COMPREHENSIVE INCOME FOR THE YEAR (1,430,231) (1,753,224) Total comprehensive income attributable to: Owners of the Company (1,428,730) (1,909,628) Non-controlling interest (1,501) 156,404 (1,430,231) (1,753,224) Basic earnings per share (cents per share) 15 (0.02) (0.02) Diluted earnings per share (cents per share) (0.02) (0.02) The Consolidated Statement of Comprehensive Income is to be read in conjunction with the Notes to the Consolidated Financial Statements. 35
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Consolidated Statement of Financial Position AT 30 JUNE 2026 Notes CONSOLIDATED 2026 2025 $ $ CURRENT ASSETS Cash and cash equivalents 11(b) 2,344,217 2,492,982 Trade and other receivables 4 108,292 104,385 TOTAL CURRENT ASSETS 2,452,509 2,597,367 NON-CURRENT ASSETS Trade and other receivables 4 - 10,200 Property, plant and equipment 6 68,093 156,037 Deferred exploration and evaluation costs 7 5,979,235 5,338,715 TOTAL NON-CURRENT ASSETS 6,047,328 5,504,952 TOTAL ASSETS 8,499,837 8,102,318 CURRENT LIABILITIES Trade and other payables 8(a) 322,771 253,070 Provision for employee entitlements 8(d) 316,073 253,229 Lease liabilities 8(b) 65,211 81,820 TOTAL CURRENT LIABILITIES 704,055 588,119 NON-CURRENT LIABILITIES Provision for employee entitlements 8(e) - 16,907 Lease liabilities 8(c) - 65,212 TOTAL NON-CURRENT LIABILITIES - 82,119 TOTAL LIABILITIES 704,055 670,238 NET ASSETS 7,795,782 7,432,080 EQUITY Contributed equity 9(a) 121,325,194 119,531,262 Reserves 10 3,100,000 3,100,000 Accumulated losses 10 (116,629,412) (115,199,182) TOTAL EQUITY 7,795,782 7,432,080 Capital and reserves attributable to owners of PCL 9,115,173 8,749,970 Non-controlling interest (1,319,391) (1,317,890) 7,795,782 7,432,080 The Consolidated Statement of Financial Position is to be read in conjunction with the Notes to the Consolidated Financial Statements. 36
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Consolidated Statement of Changes in Equity AS AT YEAR ENDED 30 JUNE 2026 Consolidated Contributed Equity Option Reserve Accumulated Losses Total Equity Non- Controlling Interest Attributable to Owners of the Company $ $ $ $ Balance at 1 July 2025 119,531,262 3,100,000 (115,199,182) 7,432,080 (1,317,890) 8,749,970 Loss for the year - - (1,430,231) (1,430,231) (1,501) (1,428,730) Transactions with Owners in their capacity as Owners Exercise of listed options (cash) 1,793,932 - - 1,793,932 - 1,793,932 Balance at 30 June 2026 121,325,194 3,100,000 (116,629,412) 7,795,782 (1,319,391) 9,115,173 Non-Controlling Interest 936,482 - (2,255,873) (1,319,391) Attributable-Owners of the Company 120,388,712 3,100,000 (114,373,539) 9,115,173 Balance at 1 July 2024 119,471,262 2,250,000 (113,445,957) 8,275,305 (1,474,293) 9,749,598 Loss for the year - - (1,753,224) (1,753,224) 156,404 (1,909,628) Transactions with Owners in their capacity as Owners Unlisted options issued - 850,000 - 850,000 - 850,000 Exercise of options (cash) 60,000 - - 60,000 - 60,000 Balance at 30 June 2025 119,531,262 3,100,000 (115,199,182) 7,432,080 (1,317,890) 8,749,970 Non-Controlling Interest 936,482 - (2,254,372) (1,317,890) Attributable-Owners of the Company 118,594,780 3,100,000 (112,944,810) 8,749,970 The above Consolidated Statement of Changes in Equity is to be read in conjunction with the Notes to the Consolidated Financial Statements 37
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Consolidated Statement of Cashflows YEAR ENDED 30 JUNE 2026 Notes CONSOLIDATED 2026 2025 $ $ CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees (1,133,149) (1,320,435) NET CASH FLOWS USED IN OPERATING ACTIVITIES 11(a) (1,133,149) (1,320,435) CASH FLOWS FROM INVESTING ACTIVITIES Expenditure on exploration interests (663,729) (702,624) NET CASH FLOWS USED IN INVESTING ACTIVITIES (663,729) (702,624) CASH FLOWS FROM FINANCING ACTIVITIES Interest received 23,246 98,281 Repayment of lease liabilities (87,325) (21,615) Proceeds from exercise of options 1,793,932 60,000 NET CASH FLOWS FROM FINANCING ACTIVITIES 1,729,853 136,666 NET (DECREASE) IN CASH HELD (67,025) (1,886,393) Add opening cash brought forward 2,492,982 4,301,120 Effects of exchange rate changes (81,740) 78,255 CLOSING CASH BALANCE 11(b) 2,344,217 2,492,982 The above Consolidated Statement of Cash Flows is to be read in conjunction with the Notes to the Consolidated Financial Statements. 38
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Notes to the Financial Statements 1. MATERIAL ACCOUNTING POLICY INFORMATION This Financial Report was authorised for issue by the Directors on 30 September 2026. Statement of Compliance The Financial Report is a General Purpose Financial Re port which has been prepared in accordance with Australian Accounting Standards, including Australian interpretations adopted by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001 . The Consolidated Financial Report of the Consolidated Entity and Company also complies with IFRS and interpretations adopted by the International Accounting Standards Board. Basis of preparation The report has been prepared on the basis of historic al costs and except where stated does not take into account changing money values or current valuation of non-current assets. The accounting policies adopted are consistent with those of the previous year. The following accounting policies material to the preparation of the financial report have been consistently applied, unless otherwise stated. Certain prior year amounts have been reclassified for consistency with the current year presentation. This change maintains the comparability among the periods presented. Going concern Notwithstanding these circumstances, the Directors cons ider the adoption of the going concern basis to be appropriate in the preparation of the Consolidated Entity’s financial statements. This conclusion has been reached after assessing the Consolidated Entity’s cu rrent financial position, projected cash flows, and available funding alternatives. In forming this view, the Directors have taken into account a number of factors, including: During the financial year, Pancontinental raised $1,793,932 from the conversion of 149,494,389 listed options at an exercise price of $0.012 per share into ordinary shares; The Company’s ability and dependency on raising additional share capital under the Corporations Act 2001, whether through a share purchase plan, share placement, or rights issue; Continued exploration of the Consolidated Entity’s exploration projects will require further capital raising which may be achieved through farm-out arrangements with suitable industry partners, allowing the Consolidated Entity to obtain funding contributions while retaining exposure to potential future project upside potential; and the ability, if necessary, to realise value through the partial or full disposal of interests in exploration assets. Having regard to the matters outlined above, the Dire ctors consider that the Group will be able to access sufficient funding to meet its obligations as and when they fall due. Accordingly, the Directors consider it appropriate to prepare the financial statements on a going concern basis. Should the Group not be able to achieve successful outcomes with the above, there is material uncertainty whether the Group will be able to continue as a going concern. (a) Exploration and Evaluation Expenditure Exploration and evaluation expenditure incurred is accu mulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that the costs are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage which permits reasonable assessment of the economically recoverable reserves. Accumulated costs in relation to an abandoned area ar e written off in full against operating results in the year in which the decision to abandon the area is made. When production commences the accumulated costs for the relevant area of interest are classified as development costs and amortised over the life of the project area according to the rate of depletion of the econ omically recoverable reserves. A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in 39 For the year ended 30 June 2026, the Consolidated Entity incurred a loss before tax of $1,430,231 and cash outflows from operating activities of $1,133,149. These circumstances indicate that there is a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern and fund its future exploration activity. This uncertainty arises due to the Consolidated Entity’s reliance on future capital raisings and securing of a potential farm-in partner.
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Notes to the Financial Statements relation to that area of interest. As at the end of the financial year, the Directors considered that the carrying value of the exploration interests of the Consolidated Entity was as shown in the Statement of Financial Position and no further impairment should arise other than that already recognised. (b) New accounting standards and interpretations A number of new standards, amendments to standards and interpretations are effective for the current annual reporting period; however, none have been applied in preparing these Consolidated Financial Statements. The standards are not expected to have a material impact on the accounting policies or Consolidated Financial Statements of the Group. (c) Share Based Payments The Group provides benefits to directors and key management personnel of the Group in the form of share- based payment transactions, whereby services are render ed in exchange for shares or options over shares (“equity-settled transactions”). The fair value of options is recognised as an expens e with a corresponding increase in equity (options reserve). The fair value is measured at grant date an d recognised over the period during which the holder becomes unconditionally entitled to the options. Fair value is determined using an external specialist valuer, a Black-Scholes option pricing model, or other models as appropriate. Where options are cancelled, they are treated as if vesting occurred on cancellation and any unrecognised expenses are taken immediately to profit and loss. However, if new options are substituted for the cancelled options and designated as a replacement on grant da te, the combined impact of the cancellation and replacement options are treated as if they were a modification. (d) Leases Right-of-use asset A right-of-use asset is recognised at the commencement of a lease. The asset is initially measured at cost, which includes the initial lease liability together with any lease payments made at or before the commencement date (net of lease incentives received ), any initial direct costs incurred, and, where applicable, an estimate of costs to be incurred in dismantling or removing the underlying asset and restoring the site. Right-of-use assets are depreciated on a straight-line basis over the lease term. Right-of-use assets are also subject to impairment testing and are adjusted for any remeasurement of the related lease liability. Lease liability The lease liability is initially measured at the pres ent value of the remaining lease payments at the commencement of the lease. The discount rate is the ra te implicit in the lease, however where this cannot be readily determined, then the Company’s incremental borrowing rate is used. Subsequent to initial recognition, the lease liability is measured at amortised cost using the effective interest rate method. The lease liability is remeasured whether there is a lease modification, change in estimate of the lease term, or index upon which the lease payments are based, or a change in the Company’s assessment of lease term. Where the lease liability is remeasured, the right-of-use asset is adjusted to reflect the remeasurement. (e) Critical Accounting Estimates and Judgements Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, 40
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Notes to the Financial Statements by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. Impairment of capitalised exploration and evaluation expenditure The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors, including whether the Group decides to exploi t the related licence itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale. Factors that could impact the future recoverability include abandonment of area of interest, the level of reserves and resources, future technological changes, costs of drilling and production, production rates, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices. 2. STATEMENT OF PROFIT OR LOSS & OTHER COMPREHENSIVE INCOME 2 (a) NON-CASH GAIN ON EXTINGUISHMENT OF LIABILITY CONSOLIDATED 2026 2025 $ $ Liability write-back – historic joint venture contributions - 476,560 - 476,560 During the previous financial year, the Group derecognised a historic liability relating to exploration funding contributed by a non-controlling interest entity many years ago. The liability was written back as it is no longer payable. This resulted in a credit to profit or lo ss of $476,560. The adjustment is a non-cash, one-off accounting entry and does not represent income from operations or current activities. Part Disposal of Subsidiary & Non-Controlling Interest– Pancontinental Namibia Pty Ltd In September 2017, the Group disposed of 33.33% of the ownership interest in Pancontinental Namibia Pty Ltd to Africa Energy Corp. Following the disposal, the Group still controls the subsidiary and retains 66.67% of the ownership interest. The balance disclosed re presents amounts advanced by the non-controlling shareholder to Pancontinental Namibia Pty Ltd to fund exploration which were written off during the year. 2 (b) OTHER EXPENSES CONSOLIDATED 2026 2025 $ $ Public/Investor Relations (57,250) (48,681) Conferences & Seminars (6,323) (26,033) Farm-out Activities (127,118) (79,790) Other (57,424) (57,568) (248,115) (212,072) 41
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Notes to the Financial Statements 3. INCOME TAX CONSOLIDATED 2026 2025 $ $ (a) Income Tax (Benefit)/Expense The prima facie tax, using tax rates applicable in the country of operation, on profit and extraordinary items differs from the income tax provided in the Financial Statements as follows: Prima facie tax on profit from ordinary activities at 30% (2025: 30%) (429,069) (525,967) Tax effect of permanent differences: Other items (net) - - Amount not brought to account as a carried forward future income tax benefit 429,069 525,967 Income tax expense attributable to ordinary activities - - (b) Future Income Tax Benefit not recognised The potential future income tax benefit calculated at 30% in respect of: Adjustments to carry forward tax losses - - Tax Losses not recognised 9,349,631 9,260,672 Total * 9,349,631 9,260,672 This future income tax benefit will only be obtained if: (a) future assessable income is derived of a nature an d of an amount sufficient to enable the benefit to be realised; (b) the conditions for deductibility imposed by tax legislation continue to be complied with; and (c) no changes in tax legislation adversely affect the Consolidated Entity in realising the benefit. The recognition and utilisation of losses is subject to the loss recoupment rules being satisfied. *The potential future income tax benefit was calculated by multiplying the current tax rate of 30% by the Group’s carry forward losses at 30 June 2026 of $31,165,436. 4. TRADE AND OTHER RECEIVABLES CONSOLIDATED 2026 2025 $ $ CURRENT Deposits 10,200 - Trade receivables 23,501 34,650 Prepayments 74,591 69,735 Total 108,292 104,385 NON-CURRENT Deposits - 10,200 Total - 10,200 (a) Terms and conditions (i) Trade debtors are non-interest bearing and generally on 30-day terms. (ii) Sundry debtors and other receivables are non-interest bearing and have repayment terms between 30 and 90 days. 42
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Notes to the Financial Statements 5. INTERESTS IN SUBSIDIARIES Name Country of incorporation Percentage of equity interest held by the Consolidated Entity 2026 2025 % % Pancontinental Namibia Pty Ltd Australia 66.67 66.67 Pancontinental Orange Pty Ltd Australia 100 100 Pancontinental Cooper Pty Ltd Australia 100 100 Taranaki Energy Pty Ltd Australia 100 N/A 6. PROPERTY, PLANT AND EQUIPMENT CONSOLIDATED 2026 2025 $ $ (a) PLANT & EQUIPMENT Office equipment At cost 15,774 27,535 Less: Accumulated depreciation (10,173) (17,312) Total written down value of Office equipment 5,601 10,223 Reconciliations Reconciliations of the carrying amounts of plant and equipment Office equipment Carrying amount opening balance 10,223 14,122 Additions - - Disposals (1,799) - Depreciation expense (2,823) (3,899) Total written down amount 5,601 10,223 CONSOLIDATED 2026 2025 $ $ (b) PROPERTY – RIGHT-OF-USE ASSET Office lease 45 Ventnor Avenue, West Perth 2 year lease At cost 166,645 166,645 Less: Accumulated depreciation (104,153) (20,831) Total written down value of Office lease 62,492 145,814 TOTAL PROPERTY, PLANT & EQUIPMENT 68,093 156,037 43
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Notes to the Financial Statements 7. DEFERRED EXPLORATION AND EVALUATION CONSOLIDATED 2026 2025 $ $ Exploration and evaluation costs carried forward Pre-production, exploration and evaluation phases: Carrying amount at 1 July 5,338,715 4,683,348 Expenditure & acquisitions during the year 668,505 814,464 Exploration expenditure written off (27,985) (159,097) Carrying amount at 30 June 5,979,235 5,338,715 The ultimate recoupment of costs carried forward for ex ploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective petroleum areas. 8. LIABILITIES CONSOLIDATED 2026 2025 (a) Trade and other payables $ $ Current – Ordinary trade creditors and payables 322,771 253,070 Total 322,771 253,070 CONSOLIDATED 2026 2025 (b) Other liabilities $ $ Current - Lease liability 65,211 81,820 Total 65,211 81,820 CONSOLIDATED 2026 2025 (c) Other liabilities $ $ Non-current - Lease liability - 65,212 Total - 65,212 Lease liabilities The maturity analysis of lease liability based on contractual undiscounted cash flows is shown in the table below: < 1 year 1-5 years > 5 years Total undiscounted lease liabilities Lease liabilities included in this Statement of Financial Position 2026 $ $ $ $ $ Lease liabilities 65,211 - - 65,211 65,211 CONSOLIDATED 2026 2025 (d) Provision for employee entitlements $ $ Current – Annual leave and long service leave 316,073 253,229 Total 316,073 253,229 CONSOLIDATED 2026 2025 (e) Provision for employee entitlements $ $ Non-current – Long service leave - 16,907 Total - 16,907 44
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Notes to the Financial Statements 9. CONTRIBUTED EQUITY CONSOLIDATED 2026 2025 $ $ (a) Issued and paid up capital Ordinary shares fully paid 121,325,194 119,531,262 Total 121,325,194 119,531,262 (b) Movements in shares on issue ASX: PCL 2026 2025 Number of shares $ Number of shares $ Beginning of the financial year 8,136,585,866 119,531,262 8,131,585,866 119,471,262 Movements during the year: Options converted 149,494,389 1,793,932 5,000,000 60,000 End of the financial year 8,286,080,255 121,325,194 8,136,585,866 119,531,262 10. RESERVES AND ACCUMULATED LOSSES CONSOLIDATED 2026 2025 $ $ Reconciliation of movements in unlisted options on issue Beginning of the financial year 3,100,000 2,250,000 Options issued - 550,000 Options vested - 300,000 End of the financial year 3,100,000 3,100,000 Accumulated losses Beginning of the financial year (115,199,182) (113,445,957) Loss for the year (1,430,231) (1,753,224) End of the financial year (116,629,412) (115,199,182) (a) Movements in listed options on issue ASX: PCLO 2026 2025 Number of listed options $ Number of listed options $ Beginning of the financial year 487,549,998 - 492,549,998 - Movements during the year: Options converted (149,494,389) - (5,000,000) - Options expired (338,055,609) - - End of the financial year - - 487,549,998 - No value was assigned to the listed options as they were free attaching options to shares (1 free option for every 2 shares subscribed for) issued in previous placements. (b) Movements in unlisted options on issue 2026 2025 Number of unlisted options $ Number of unlisted options $ Beginning of the financial year 360,000,000 3,100,000 310,000,000 2,250,000 Movements during the year: Options issued - - 50,000,000 550,000 Options vested* - - - 300,000 End of the financial year 360,000,000 3,100,000 360,000,000 3,100,000 *Unlisted options issued to CEO Iain Smith – 20 million vested 18 March 2024 (2024 financial year) and 20 million 18 September 2024 (2025 financial year). 45
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Notes to the Financial Statements 11. STATEMENT OF CASH FLOWS CONSOLIDATED 2026 2025 $ $ (a) Reconciliation of the net loss after tax to the net cash flows from operations Net loss (1,430,231) (1,753,224) Non-Cash Items, Non-Operating Items Depreciation of property, plant and equipment 86,145 24,730 Financing income (23,259) (98,281) Financing expense 5,504 2,002 Share-based payments - 850,000 Write offs 27,985 (317,463) Foreign exchange differences 78,776 (78,255) Changes in assets and liabilities (Increase)/decrease in trade and other receivables 6,293 (14,587) (Decrease)/increase in trade and other payables 69,701 (4,727) (Decrease)/increase in provisions for employee entitlements 45,937 69,370 Net cash flow from operating activities (1,133,149) (1,320,435) (b) Reconciliation of cash Cash balance comprises: cash and cash equivalents 2,344,217 2,492,982 Closing cash balance 2,344,217 2,492,982 12. EXPENDITURE COMMITMENTS The Group holds a 75% participating interest in Petroleum Exploration Licence 87 (PEL 87), offshore Namibia. PEL 87 is currently in the First Renewal Exploration Peri od, which has been extended for a further 12 months to January 2027. The minimum work programme for the First Renewal Explor ation Period requires the drilling of one exploration well where a drillable prospect has been identified. In the absence of a drillable prospect, the work programme requires the acquisition of either approximately 500 km² of 3D seismic data or 1,000 km of 2D seismic data. The expenditure associated with the minimum work programme is US$20 million for the drilling of an exploration well or US$5 million for the seismic acquisition programme. As previously reported, Woodside fully funded the acquisition of the 6,593 km² 3D seismic survey over PEL 87 at a cost in excess of US$38 million. This expenditure satisfies the applicable seismic expenditure commitment under the licence. Accordingly, no additional expenditure is required in respect of that seismic expenditure commitment. During the 12-month extension period, should the PEL 87 joint venture successfully secure a farm-in partner and proceed with the proposed exploration programme, the joint venture has provided for budgeted expenditure o f approximately US$76 million. This amount represents th e proposed joint venture exploration budget and is conditional upon securing a farm-in partner and proceeding with the relevant work programme; it does not represent an unconditional expenditure commitment of the Group as at the reporting date. The Group’s share of future expenditure will depend on the final work programme undertaken, the terms of any farm-in arrangement and the respective participating in terests and funding obligations of the joint venture parties. 46
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Notes to the Financial Statements 13. SHARE-BASED PAYMENTS CONSOLIDATED 2026 2025 $ $ Options issued (see below for further information) - 850,000 Total - 850,000 Share-based Payments Related to Options Issued 2026 2025 Number of unlisted options $ Number of unlisted options $ Options issued (see (b) below) - - 50,000,000 550,000 Options vested EIS - - - 300,000 End of the financial year - - 850,000 a) Unlisted Options - Employee Incentive Scheme Information with respect to the number of options under the Employee Share Incentive Scheme is as follows: 2026 2025 Number of options Weighted average exercise price Value Number of options Weighted average exercise price Value Balance at beginning of year 310,000,000 0.014 2,550,000 310,000,000 0.014 2,250,000 issued - - - - - - exercised - - - - - - vested - - - - - *300,000 Balance at end of year 310,000,000 0.014 2,550,000 310,000,000 0.014 2,550,000 *Unlisted options issued to CEO Iain Smith – 20 million vested 18 March 2024 (2024 financial year) and 20 million 18 September 2024 (2025 financial year). In addition to the above information, refer to disclosure in the Remuneration Report regarding share-based payments. b) Unlisted Options - Other As at 30 June 2026, in addition to the above Employee Share Incentive Scheme unlisted options, there were 50,000,000 unlisted options held by Salient Corporate Pty Ltd. 14. SUBSEQUENT EVENTS There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of Directors of the Company, to affect significantly the operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years. 47
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Notes to the Financial Statements The remuneration disclosed above does not include amounts paid or payable to overseas subsidiary company auditors. During the financial year, the Company’s auditors performed certain other services in addition to the audit and review of the financial statements. The Board has considered the non-audit services provided during the financial year by the auditor and is satisfied that the provision of those non-audit services during the year by the auditor is compatible with, and did not compromise, th e auditor independence requirements of the Corporations Act 2001 for the following reasons: All non-audit services were subject to the Corporate Governance procedures adopted by the Group; and The non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Profession al Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Group, acting as an advocate for the Group or jointly sharing risks and rewards. 15. EARNINGS PER SHARE CONSOLIDATED 2026 2025 $ $ Basic earnings per share (0.02) (0.02) Diluted earnings per share (0.02) (0.02) The following reflects the income and share data used in the calculations of basic and diluted earnings per share: Net profit (1,430,231) (1,753,224) Adjustments: Earnings used in calculating basic and diluted earnings per share (1,430,231) (1,753,224) Number of shares Number of shares Weighted average number of ordinary shares used in calculating basic earnings per share 8,271,781,589 8,133,955,729 Options on issue have not been included in the calculation of diluted earnings per share as their inclusion would have an anti-dilutive effect. 16. AUDITOR’S REMUNERATION CONSOLIDATED 2026 2025 $ $ Amounts received or due and receivable by In.Corp Audit & Assurance Pty Ltd for: an audit or review of the Financial Report of the Entity and any other Entity in the Consolidated Entity 45,293 43,699 tax compliance services in relation to the Entity and any other Entity in the Consolidated Entity 21,083 6,140 66,376 49,839 48
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Notes to the Financial Statements 17. DIRECTOR AND EXECUTIVE DISCLOSURES 2026 2025 Summarised Compensation of Key Management Personnel $ $ Short-term employee benefits 597,167 590,000 Post-employment benefits 39,500 36,800 Share-based payments - *300,000 636,667 926,800 * Mr Smith was granted 40,000,000 options in the previous financial year with 50% vesting 18 March 2024 (2024 financial year) and 50% vesting 18 September 2024 (2025 financial year). The value of the options ($600,000) has been split over the two financial years ($300,000 in each) to coincide with vesting terms. 18. SEGMENT INFORMATION Segment accounting policies During the period the Group operated predominately in one business segment, being the energy sector. Accordingly, under the management approach outlined on ly one operating sector has been identified and no further disclosures are required in the notes to the Consolidated Financial Statements. 19. FINANCIAL INSTRUMENTS Financial risk management Overview: The Company and Group have exposure to the following risks from their use of financial instruments: (a) credit risk (b) liquidity risk (c) market risk This note presents information about the Company’s and Group’s exposure to each of the above risks, their objectives, policies and processes for measuring and managing risk, and the management of capital. The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financ ial risks relating to the operations of the Group through regular reviews of the risks. (a) Credit risk: Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. In this industry, it arises principally from the receivables of joint venture re-charges and recuperations of cost. For the Group in this financial year, it arises primarily from receivables due from subsidiaries, GST and VAT refunds, prepayments and bonds. (i) Trade and other receivables: The Group operates predominantly in the energy exploration sector; it does not ordinarily have material trade receivables and is therefore not ordinarily exposed to credit risk in relation to trade receivables. (ii) Loans to subsidiaries: The Company has provided funding to its subsidiaries by way of loans. Repayment of these loans will occur through future business activities of each respective Entity. 49
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Notes to the Financial Statements Exposure to credit risk The carrying amount of the Company’s and Group’s financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: Consolidated Carrying amount Note 2026 2025 $ $ Trade and other receivables 4 108,292 114,584 Cash and cash equivalents 11(b) 2,344,217 2,492,982 Total 2,452,509 2,607,566 The Group considers that its cash and cash equivalents have low credit risk based on the external credit ratings of the counterparties. Impairment losses: There are no material receivables past due for the Company or Group as at 30 June 2026, (2025: nil). An impairment write down in respect of inter-Group loans and shares was recognised during the current year from an analysis of the subsidiaries respective financial positions. The total impairment write down recognised through impairment of loans to subsidiaries and shares held in subsidiaries during the current period was $148,722 (2025: $312,235). Whilst the loans were not payable at 30 June 2026 a provision for impairment based on the subsidiaries financial position was carried forward from previous periods. The balance of this provision may vary due to performance of a subsidiary in a given year. (b) Liquidity risk: Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group manages liquidity risk by maintaining adequate cash reserves through monitoring forecasts and actual cash flows. Consolidated Contractual cashflows < 1 year 1-5 years > 5 years $ $ $ Current Trade and other payables (322,771) - - Provision for employee entitlements (316,073) - - Lease liabilities (65,211) - - Non-Current Provision for employee entitlements - - - Lease liabilities - - - Total (704,055) - - 50
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Notes to the Financial Statements (c) Market risk: Market risk is the risk that changes in market prices, su ch as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. (i) Currency risk: The Group is from time to time exposed to currency risk on investments, and foreign currency denominated purchases in a currency other than the respective functional currencies of Group Entities, primarily the Australian dollar (AUD). The other material currency that these transactions are denominated in is the (USD). The Group has not entered into any derivative financial instruments to hedge such transactions and anticipated future receipts or payments that are denominated in a foreign currency. Exposure to currency risk: The Group’s exposure to foreign currency risk at balance date was as follows, based on notional amounts: 30 June 2026 30 June 2025 AUD AUD USD Total AUD USD Total Cash & cash equivalents 847,677 1,496,540 2,344,217 899,3391 1,593,643 2,492,982 Trade & other receivables 108,292 - 108,292 114,584 - 114,584 Trade and other payables (322,769) - (322,769) (253,070) - (253,070) Lease liability (65,211) (65,211) (147,032) (147,032) Net balance sheet exposure 567,989 1,496,540 2,064,529 613,821 1,593,643 2,207,464 1. 8,097 Namibian dollars which is the equivalent of $696.40 is included in the AUD balance as it is immaterial to the currency risk. The following significant exchange rates applied during the year: Average rate Reporting date spot rate 2026 2025 2026 2025 AUD : USD 0.676 0.640 0.692 0.655 Sensitivity analysis: A 10 percent strengthening of the Australian dollar against the USD at 30 June would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for 2025. Effect in AUD Consolidated Equity Profit or loss 30 June 2026 10% strengthening 166,282 166,282 30 June 2025 10% strengthening 177,071 177,071
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Notes to the Financial Statements A 10 percent weakening of the Australian dollar agains t the USD at 30 June would have had the equal but opposite effect on the above currencies to the amount s shown above, on the basis that all other variables remain constant. The sensitivity analysis only had an effect on the equity or profit and loss of the Company in relation to the USD bank account. Interest rate risk: At balance date the Group had exposure to interest ra te risk, through its cash and equivalents held within financial institution. Consolidated Carrying Amount 30 June 2026 30 June 2025 Variable rate instruments Cash and cash equivalents 2,344,217 2,492,982 Fair value sensitivity analysis for fixed rate instruments: The Company and Group do not account for any fixed rate financial assets at fair value through profit or loss. Therefore, a change in interest rates at reporting date would not affect profit or loss or equity. Fair values: The fair values of financial assets and liabilities, together with the carrying amounts shown in the balance sheet, are as follows: Consolidated 30 June 2026 30 June 2025 Carrying amount Fair value Carrying amount Fair value Trade and other receivables 108,292 108,292 114,584 114,584 Cash and cash equivalents 2,344,217 2,344,217 2,492,982 2,492,982 Liabilities (322,771) (322,771) (670,238) (670,238) 2,129,738 2,129,738 1,937,328 1,937,328 Capital Management: The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Board of Directors monitors the return on capital, which the Group defines as net operating income divided by total Shareholders’ equity, excluding non-redeemable preference shares and minority interests. 2026 2025 Equity attributable to Shareholders of the Company Minorities (1,319,391) (1,317,890) Equity 9,115,173 8,749,970 Total assets 8,499,837 8,102,318 Equity ratio in % 107.24% 107.99% Average equity 7,613,931 7,853,693 Net Profit /(Loss) (1,430,231) (1,753,224) Return on Equity in % (18.78)% (22.32)% There were no changes in the Group’s approach to capital management during the year. Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements. 52
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Notes to the Financial Statements 20. RELATED PARTY (a) During the year the Company paid fees to Basis Commercial Pty Ltd, a company in which Mr Smith has a financial interest, for his role as Chief Executive Officer. The amount paid was $200,000 (2025: $200,000). (b) Refer to note 17 and Directors’ Report for Key Management Personnel remuneration. 21. PARENT INFORMATION The Group has applied amendments to the Corporations Act (2001) which remove the requirement for the Group to lodge Parent Entity Financial Statements. Parent En tity Financial Statements have been replaced by the specific Parent Entity disclosures below. 2026 2025 $ $ STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (Loss) for the period (1,424,442) (2,224,324) TOTAL COMPREHENSIVE INCOME (1,424,442) (2,224,324) 2026 2025 $ $ STATEMENT OF FINANCIAL POSITION Assets Current assets 2,435,109 2,543,825 TOTAL ASSETS 8,279,728 7,942,402 Liabilities Current liabilities 478,157 428,202 TOTAL LIABILITIES 478,157 510,321 Equity Contributed equity 118,515,488 116,721,555 Reserves 3,100,000 3,100,000 Accumulated losses (113,813,917) (112,389,474) TOTAL EQUITY 7,801,571 7,432,081 22. CONTINGENCIES As at 30 June 2026, the Group has no contingent liabilities (2025: nil). 53
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Notes to the Financial Statements CONSOLIDATED ENTITY DISCLOSURE STATEMENT Entity Name Body Corporate, partnership or trust Country of incorporation % of Share Capital held directly or indirectly by the Company in the body corporate Australian or Foreign Tax Resident Jurisdiction for Foreign tax resident Pancontinental Energy NL Body Corporate Australia Parent Australian N/A Pancontinental Namibia Pty Ltd Body Corporate Australia 66.67% Australian N/A Pancontinental Orange Pty Ltd Body Corporate Australia 100.00% Australian N/A Pancontinental Cooper Pty Ltd Body Corporate Australia 100.00% Australian N/A Taranaki Energy Pty Ltd Body Corporate Australia 100.00% Australian N/A 54
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Directors’ Declaration In accordance with a resolution of the Directors of Pancontinental Energy NL, I state that: (1) In the opinion of the Directors: (a) the Financial Statements and notes of the Compan y and of the Consolidated Entity are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Company's an d Consolidated Entity's financial position as at 30 June 2026 and of their performance for the year ended on that date; and (ii) complying with Accounting Standards includ ing International Financial Reporting Standards and Corporations Regulations 2001; and (iii) the information disclosed in the consolidated entity disclosure statement is true and correct; and (b) there are reasonable grounds to believe that th e Company will be able to pay its debts as and when they become due and payable. (2) This declaration has been made after receiving the declarations required to be made to the Directors in accordance with section 295A of the Corporations Act 2001 for the financial period ending 30 June 2026. On behalf of the Board EA Myers Director Perth, Western Australia 30 September 2026 55
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In.Corp Audit & Assurance Pty Ltd ABN 14 129 769 151 Level 1 6-10 O’Connell Street SYDNEY NSW 2000 Suite 11, Level 1 4 Ventnor Avenue WEST PERTH WA 6005 GPO BOX 542 SYDNEY NSW 2001 T +61 2 8999 1199 E team@incorpadvisory.au W incorpadvisory.au To the members of Pancontinental Energy NL Opinion We have audited the financial report of Pancontinental Energy NL (“the Company”) and its controlled entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2026, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information, the consolidated entity disclosure statement and the Directors’ Declaration. In our opinion, the financial report of the Group is in accordance with the Corporations Act 2001, including: a) giving a true and fair view of the Group’s financial position as at 30 June 2026 and of its performance for the year ended on that date; and PANCONTINENTAL ENERGY NL INDEPENDENT AUDITOR’S REPORT Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in theAuditor’s Responsibilities for the Audit of the Financial Reportsection of our report. We are independent of the Group in accordance with the auditor independence requirements of theCorporations Act 2001and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110Code of Ethics for Professional Accountants (including Independence Standards)(“the Code”) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001,which has been given to the directors of the Group, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 56Liability limited by a scheme approved under Professional Standards Legislation b) complying with Australian Accounting Standards andCorporations Regulations 2001.
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PANCONTINENTAL ENERGY NL INDEPENDENT AUDITOR’S REPORT (continued) 57 Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. How our Audit Addressed the Key Audit Matter Key Audit Matter Our procedures included, but were not limited to: • Reviewing the ownership rights to the tenements against which the expenditure is capitalised, their expiry dates, and if any expenditure commitments were met; • Assessing the eligibility of expenditure items to be capitalised in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources; • Testing a sample of exploration and evaluation expenditure items to supporting documentation to ensure they were bona fide payments and meet capitalisation criteria; • Evaluating management’s assessment for the existence of impairment indicators; and • Reviewing the appropriateness of the related disclosures in the notes to the financial statements. Capitalised Exploration and Evaluation Expenditure We consider capitalised exploration and evaluation expenditure to be a key audit matter due to: • the high level of judgement involved in assessing whether expenditure meets the capitalisation requirements and assessing the carrying value for indicators of impairment, and • the significance of the balance to the shareholders. Material Uncertainty in Relation to Going Concern We draw attention to Note 1 to the financial report which indicates that during the year ended 30 June 2026, the Group incurred a loss before tax of $1,430,231 and had net operating cash outflows of $1,133,149. As stated in Note 1, these events or conditions along with other matters set forth in Note 1 indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern and therefore the Group may be unable to realise its assets and discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this matter. As disclosed in Note 7 to the financial statements, the carrying value of the capitalised exploration and evaluation expenditure is $5,979,235which represents 70% of all assets of the Group.
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PANCONTINENTAL ENERGY NL INDEPENDENT AUDITOR’S REPORT (continued) 58 Information Other than the Financial Report and Auditor’s Report ThereonThe directors are responsible for the other information. The other information comprises theinformation included in the Group’s annual report for the year ended 30 June 2026 but does notinclude the financial report and our auditor’s report thereon.Our opinion on the financial report does not cover the other information and accordingly we do notexpress any form of assurance conclusion thereon.In connection with our audit of the financial report, our responsibility is to read the other informationand, in doing so, consider whether the other information is materially inconsistent with the financialreport or our knowledge obtained in the audit or otherwise appears to be materially misstated.If, based on the work we have performed, we conclude that there is a material misstatement of thisother information, we are required to report that fact. We have nothing to report in this regard.Responsibilities of the Directors for the Financial ReportThe directors of the Company are responsible for the preparation of:a) the financial report (other than the consolidated entity disclosure statement) that gives a true andfair view in accordance with Australian Accounting Standards and theCorporations Act 2001;andb) the consolidated entity disclosure statement that is true and correct in accordance with theCorporations Act 2001,andfor such internal control as the directors determine is necessary to enable the preparation of:i. the financial report (other than the consolidated entity disclosure statement) that gives a true andfair view and is free from material misstatement, whether due to fraud or error; andii. the consolidated entity disclosure statement that is true and correct and is free of misstatement,whether due to fraud or error.In preparing the financial report, the directors are responsible for assessing the Group’s ability tocontinue as a going concern, disclosing, as applicable, matters related to going concern and using thegoing concern basis of accounting unless the director either intends to liquidate the Group or to ceaseoperations, or have no realistic alternative but to do so.
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PANCONTINENTAL ENERGY NLINDEPENDENT AUDITOR’S REPORT (continued) 59 Auditor’s Responsibilities for the Audit of the Financial ReportOur objectives are to obtain reasonable assurance about whether the financial report as a whole isfree from material misstatement, whether due to fraud or error; and to issue an auditor’s report thatincludes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with Australian Auditing Standards will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken onthe basis of this financial report.A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our auditor’s report.Opinion on the Remuneration ReportWe have audited the Remuneration Report included in the Directors’ Report for the year ended 30June 2026.In our opinion, the Remuneration Report of Pancontinental Energy NL, for the year ended 30 June2026, complies with section 300A of theCorporations Act 2001.ResponsibilitiesThe Directors of the Company are responsible for the preparation and presentation of theRemuneration Report in accordance with section 300A of theCorporations Act 2001. Our responsibilityis to express an opinion on the Remuneration Report, based on our audit conducted in accordancewith Australian Auditing Standards.In.Corp Audit & Assurance Pty LtdVolha RomanchikDirector30 September 2026
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Pancontinental Energy NL: Half Year Report 31 December 2023 4 60