At December 31, 2012, investment in securities included 258,000 (2011 - 258,000) common shares of a company related by a director in  common.  The remuneration, including share-based payments, of directors and other members of key management personnel during the years ended  December 31, 2012 and 2011 were as follows: Key management personnel were not paid post-employment benefits, termination benefits, or other long-term benefits during the years  ended December 31, 2012 and 2011.  No transactions are proposed.  Commander’s President & Chief Executive Officer (CEO) and Chief Financial Officer (CFO) are responsible for establishing and  maintaining disclosure controls and procedures and internal controls over financial reporting for Commander.  In accordance with the requirements of National Instrument 52-109, Certification and Disclosure in Commander’s annual and  interim filings, evaluations of the design and operating effectiveness of disclosure controls and procedures (“DC&P”) and the design  effectiveness of internal control over financial reporting (“ICFR”) were carried out under the supervision of the CEO and CFO as of  the end of the period covered by this report.  The CEO and CFO have concluded that the design and operation of disclosure controls and procedures were adequate and effective  to provide reasonable assurance that material information relating to Commander would have been known to them and by others  within those entities. The CEO and CFO have also concluded that Commander’s internal controls over financial reporting are  designed effectively to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial  statements for external purposes in accordance with IFRS.  While there were no changes that occurred for the most recent fiscal period that have materially affected Commander’s internal  control procedures, the CEO and CFO will continue to attempt to identify areas to improve controls and intend to incorporate such  improvement over the next fiscal period. Commander Resources Ltd. disclosed that: (1) the Company is not required to certify the design and evaluation of the Company’s DC&P and ICFR and has not completed such  an evaluation; and  (2) inherent limitations on the ability of the certifying officers to design and implement on a cost effective basis DC&P and ICFR  for the Company may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings  and other reports provided under securities legislation.  The most significant accounting estimates for Commander relates to the recoverability of the carrying value of its exploration and  evaluation assets. All deferred mineral property expenditures are reviewed, on a property-by-property basis, to consider whether there are  any conditions that may indicate impairment. When the carrying value of a property exceeds its net recoverable amount that may be  estimated by quantifiable evidence of an economic geological resource or reserve, joint venture expenditure commitments or  - 8 -  Critical Accounting Estimates Disclosure Controls and Internal Controls Over Financial Reporting  Proposed Transactions  Compensation of Key Management Personnel  Commander Resources Ltd.  Management Discussion and Analysis  For the Year Ended December 31, 2012  Accounting $ 30,500 $ 72,000 Consulting 68,900 115,500 Geological consulting 6,300 112,110 Salaries and benefits 405,363 404,627 Share-based payments 83,038 283,752 $ 594,101 $ 987,989 2012 2011