content_image/195421.jpg content_image/195435.jpg
<img src='content_image/195421.jpg'>

# INDEPENDENT AUDITORS’ REPORT 

# TO THE SHAREHOLDERS OF COMMANDER RESOURCES LTD. 

We have audited the accompanying financial statements of Commander Resources Ltd., which comprise the statements of financial position as at December 31, 2012 and 2011 and the statements of income, comprehensive income, cash flows and changes in equity for the years then ended, and a summary of significant accounting policies and other explanatory information. 

## Management's Responsibility for the Financial Statements 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. 

## Auditors’ Responsibility 

Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. 

We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our audit opinion. 

## Opinion 

In our opinion, the financial statements present fairly, in all material respects, the financial position of Commander Resources Ltd. as at December 31, 2012 and 2011, and its financial performance and cash flows for the years then ended in accordance with International Financial Reporting Standards. 

## Emphasis of Matter 

Without qualifying our opinion, we draw attention to Note 1 in the financial statements, which describes matters and conditions that indicate the existence of material uncertainties that may cast significant doubt about the Company’s ability to continue as a going concern. 

<img src='content_image/195435.jpg'>

Chartered Accountants 

Vancouver, British Columbia February 26, 2013 

