(ABN 14 113 517 203)
ANNUAL REPORT
2023
Amani Gold Limited
Corporate Directory
Page 1
Directors
Conrad Karageorge
John Smyth
Peter Huljich
Anna Nahajski-Staples
CEO
Conrad Karageorge
Company Secretary
James Bahen
Registered Office
Suite 1, 295 Rokeby Road
Subiaco, WA, Australia 6108
Telephone:
+61 1300 258 985
Auditors
Hall Chadwick WA Audit Pty Ltd
283 Rokeby Road
Subiaco WA 6008
Share Registry
Advanced Share Registry Limited
110 Stirling Highway
Nedlands Western Australia 6009
Telephone: +61 8 9389 8033
Facsimile: +61 8 9262 3723
Website:
www.amanigold.com
Securities trade on the Australian Securities Exchange – ANL
Amani Gold Limited
Contents
For the year ended 30 June 2023
Page 2
Chairman’s Message
3
Review of Operations
4
Directors’ Report
7
Auditor’s Independence Declaration
20
Consolidated Statement of Profit or Loss and Other Comprehensive Income 21
Consolidated Statement of Financial Position
22
Consolidated Statement of Changes in Equity
23
Consolidated Statement of Cash Flows
25
Notes to the Consolidated Financial Statements
26
Directors’ Declaration
50
Independent Audit Report
51
Additional Shareholder Information
55
Amani Gold Limited
Chairman’s Message
For the year ended 30 June 2023
Page 3
Dear Shareholders,
I am pleased to present the 2023 Annual Report for Amani Gold Limited (ASX: ANL).
It has been a very productive year for the Company. During the reporting period, Amani has undertaken an exploration
diamond and RC drill program at the DRC Giro Gold Project. Following our 2022 drilling campaign the Company
undertook a resource review of the Giro Project increasing the total Mineral Resource Estimate to 149.2Mt at a grade
of 0.99g/t. Following our successful exploration program, Amani received and accepted an offer for the sale of the
Giro Project for a total cash consideration of USD$30M. This sale received shareholder approval in August 2023.
The funds received from the sale of the Giro Project provide the Company the opportunity to pursue the acquisition of
new mineral assets to develop and explore in order to grow shareholder value. The Company has been assessing a
number of mineral exploration/development projects to acquire as part of our re-listing on the ASX. Due diligence is
being undertaken on a select few. Amani will continue to keep shareholders informed of our progress.
I take this opportunity to thank all our staff and contractors for their dedicated work this year in advancing our gold
project to a successful commercial outcome.
The Company takes this opportunity to acknowledged the ongoing support of our long term shareholders and
welcomes new shareholders that have invested in Amani over the past year. We look forward to updating shareholders
on the next phase of our Company’s story.
Peter Huljich
Chairman
Amani Gold Limited
Review of Operations
For the year ended 30 June 2023
Page 4
REVIEW OF OPERATIONS
Giro Gold Project
Sale of Giro Gold Project
During the reporting period Amani Gold executed a binding term sheet (“Term Sheet”) with Mabanga Shining SARL
(the “Purchaser”) for the sale of Amani Gold’s shareholding in Amani Consulting SARL, the DRC based entity that holds
the Giro Gold Project for the cash payment of USD$30M (approximately AUD$43.5M) (the “Transaction”). (Please note
change of name of purchaser – the purchasing entity remains this same entity however will hereafter be referred to as
Mabanga Shining SARL and not Mabanga Mining SARL as previously disclosed).
Pursuant to the Term Sheet, the Purchaser has agreed to acquire the Company’s 850 shares (“Sale Shares”)
representing 85% of the total issued share capital in Amani Consulting, the entity that holds a 65% interest in Giro
Goldfields SARL, a DRC registered company and holder of the two exploitation permits comprising the Giro Gold
Project. Société Minière De Kilo Moto SA (“SOKIMO”), a company wholly owned by the DRC Government holds the
remaining 35% interest.
As the Transaction constitutes a disposal of the Company’s main undertaking, the Company will be seeking
shareholder approval for the Transaction pursuant to ASX Listing Rule 11.2. The Company will prepare a notice of
general meeting for this purpose, which will contain further details about the Transaction.
Rationale for entering into the Transaction
•
The USD$30M (approximately AUD$43.5M) transaction value represents a value increase of approximately 75%
above Amani Gold’s current market capitalization. This cash consideration provides the opportunity to pursue new
assets.
•
Geopolitical circumstances in the region could worsen in the future resulting in large-scale gold projects such as
Giro becoming less attractive to potential acquirers or investors. General elections are scheduled to be held in the
DRC in December 2023.
•
Further development of the Giro Gold Project requires substantial funds that will most likely be raised through the
issue of equity, diluting existing shareholders.
Summary of Term Sheet
The material terms of the Term Sheet are as follows:
1.
The Purchaser shall pay the Company a total of USD$30M pre-tax consisting of the following tranches:
•
First Tranche – US$5,000,000 payable to the Company upon execution of the Term Sheet;
•
Second Tranche - US$8,000,000 payable to the Company within one (1) year of the payment of the First
Tranche;
•
Third Tranche - US$8,000,000 payable to the Company within one (1) year of the payment of the Second
Tranche; and
•
Fourth Tranche - US$9,000,000 payable to the Company within one (1) year of the payment of the Third Tranche
to the Seller.
2.
First Tranche Completion (being the completion of the First Tranche payment to the Company) is conditional upon
the following (“Conditions Precedent”):
•
the Company obtaining the required shareholder approvals (including shareholder approval pursuant to
Listing Rule 11.2 and 10.1); and
•
all necessary regulatory and third-party approvals being obtained in the DRC.
3.
If the Company receives a superior offer (i.e. an offer on more favourable terms for the Company as currently
provided under the Term Sheet) prior to First Tranche Completion (see above), the Company is able to terminate
the Term Sheet.
Amani Gold Limited
Review of Operations
For the year ended 30 June 2023
Page 5
4.
Following First Tranche completion, risk in the Sale Shares will pass to and vest in the Purchaser and the Purchaser
will become the operator and manager of the Giro Gold Project, accepting all risk, liabilities and costs associated
with operation of the Giro Gold Project.
5.
The Sale Shares will remain in escrow until the final Fourth Tranche payment has been made to the Company, at
which point the Sale Shares will be transferred to the Purchaser. The rationale for keeping the Sale Shares in escrow
is such that if the Purchaser defaults on its obligations under the Term Sheet prior to completion of the final Fourth
Tranche Payment, the Company is able to hold the Sale Shares in escrow as security and will maintain its ownership
in the Sale Shares and the Giro Gold Project.
6.
The Term Sheet is otherwise on terms and conditions considered standard for agreements of this nature.
On 28 March 2023 it was announced that the Company had received the initial USD$5,000,000 Tranche 1 payment
(See ASX Announcement titled “Giro Project Transaction Update” dated 28 March 2023.
Shareholder Approval Received for Sale of Giro Gold Project
At a general meeting of shareholders held on 17 August 2023, approval was received for the sale of Amani’s interest
in Amani Consulting SARL (Amani Consulting), being the partially owned subsidiary of the Company holding a 55.25%
interest in the Giro Gold Project (see ASX Announcement titled “Results of Meeting” dated 17 August 2023 for further
details).
The Company will now proceed to First Stage Completion of the sale. The Company has already received the First
Tranche payment of US$5M and will receive the second tranche payment of US$8M in Q1 2024. For further information
please see ASX Announcement titled “Amani Signs Term Sheet for Sale of Giro Gold Project” dated 7 February 2023.
About Giro Gold Project
The Giro Gold Project comprises of two exploration permits covering a surface area of 497km² and lies within the Kilo-
Moto Belt of the DRC, a greenstone belt which hosts the Barrick Gold Kibali group of deposits located within 35km of
Giro. The nearby Kibali Gold Project produces more than 600,000oz gold per annum. The Giro Gold Project area is
underlain by highly prospective volcano-sedimentary lithologies in a similar structural and lithological setting as the
Kibali gold deposits. Amani Gold undertook a 3,500m diamond drill campaign at the Kebigada deposit in 2022. The
company completed diamond drilling at the deposit on 30 August 2022. Drilling was intended to target high grade
gold mineralization within the existing resource area and depth extensions of the Kebigada central and eastern ore
bodies.
Figure 1 - Map of Haute Uele Province of the Democratic Republic of Congo,
showing the location of the Kebigada and Douze Match gold deposits and tenement,
Giro Gold Project.
Amani Gold Limited
Review of Operations
For the year ended 30 June 2023
Page 6
Corporate
Capital Raise
In December 2023 the Company undertook a private placement to raise $1,000,000 before costs from sophisticated
and professional investors through the issue of 1,000,000,000 shares at an issue price of $0.001 per share. Each
participant in the Placement was offered a 2:1 free attaching listed option (ANLOA) (Option), each exercisable at
$0.0015 and expiring on 15 January 2024.
Funds were allocated to exploration drilling, completion of the Giro resource review at the Giro gold project in the DRC
as well as to meet ongoing working capital requirements and to pay for the costs of the Placement.
Board Changes
During the reporting year the following changes were made to the Amani board:
On 10 March 2023, Mr Klaus Eckhof resigned as Executive Chairman, Mr Conrad Karageorge was appointed Managing
Director and Mr Peter Huljich was appointed Non-Executive Chairman.
Subsequent to the Reporting Period:
On 28 August 2023 Ms Anna Nahajski-Staples was appointed as Non-Executive Director.
On 28 September 2023 Mr Burt Li resigned as Non-Executive Director.
Review of Capital Structure
As a result of the successful sale of Amani Consulting, Amani is undertaking a review of the future funding requirements
of the Company.
Based on Amani’s current cash position and projected future cashflows to be received following the disposal of the
Company’s interest in the Giro Gold Project, a cash distribution to shareholders via capital return is currently being
considered by the Company and will provide further details to shareholders if and when the terms of any return to
shareholders is finalised.
The Company notes that, whilst the Board is currently considering a cash distribution to shareholders, there is no
guarantee that the Company will proceed with the distribution to shareholders as currently contemplated and will be
subject to, among other matters, the quantum of cash consideration required to be paid by the Company with respect
to any new project acquisitions, and the general working capital requirements of the Company.
The Company will update the market in due course.
Acquisition of New Projects
The securities of the Company have been placed into suspension pending the announcement of a proposed
acquisition of a new project and a likely required re-compliance with Chapters 1 and 2 of the ASX Listing Rules. Please
refer to ASX Guidance Note 12: Significant Change to Activities which provides further information on significant
changes to activities and how the Listing Rules apply to those changes.
The Company has engaged with advisors to introduce new project proposals, the Company is currently in the process
of assessing and undertaking due diligence investigations. Such engagements have (or will be) negotiated on success
fee basis only with a facilitation fee payable upon the successful completion of a transaction involving the project
introduced by the corporate advisor.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 7
Your Directors present their report together with the financial statements of Amani Gold Limited and the entities it
controlled at the end of, or during, the year ended 30 June 2023 (“the consolidated entity” or “Group”) and the
auditor’s report thereon.
DIRECTORS
The names and details of the Directors in office during or since the end of the financial year are as follows. Directors
were in office for the entire year unless otherwise stated.
Peter Huljich
Non-Executive Chairman
(appointed Director on 27 May 2021)
Mr Huljich has over 25 years' experience in the legal, natural resources and
banking sectors with a particular expertise in capital markets, mining,
commodities and African related matters.
He has worked in London for several prestigious investment banks, including
Goldman Sachs, Barclays Capital, Lehman Brothers and Macquarie Bank,
with a focus on Commodities and Equity and Debt Capital markets. He has
extensive on-the-ground African mining, oil & gas and infrastructure
experience as the Senior Negotiator and Advisor for Power, Mining and
Infrastructure at Industrial Promotion Services, the global infrastructure
development arm of the Aga Khan Fund for Economic Development (AKFED)
whilst resident in Nairobi, Kenya.
Peter holds a Bachelor of Commerce and a Bachelor of Laws from the
University of Western Australia and is a Graduate of the Securities Institute of
Australia, with national prizes in Applied Valuation and Financial Analysis. He
is also a graduate of the Australian Institute of Company Directors' course.
Mr Huljich is also an independent Non-Executive Director of ASX- listed, and,
Marco Metals Limited (ASX: M4M) and Zinc Of Ireland NL (ASX: ZMI). Formerly
a director of AVZ Minerals Limited (ASX: AVZ) (Resigned: 3 August 2022).
Klaus Eckhof 1
Company’s Chairman and Acting
Managing Director
Dip. Geol. TU, AusIMM
(appointed Director on 30 January
2019 and resigned on 10 March 2023)
1 With effect from 9 April 2019, Mr
Eckhof
was
appointed
as
the
Company’s Chairman.
2 With effect from 28 August 2020, Mr
Eckhof was appointed as Executive
Chairman.
3With effect from 25 February 2021, Mr
Eckhof was appointed as Acting
Managing Director
Mr Eckhof is a geologist with more than 25 years’ experience identifying,
exploring and developing mineral deposits around the world.
Mr Eckhof worked for Mount Edon Gold Mines Ltd as Business Development
Manager before it was acquired by Canadian mining company, Teck. In
1994, he founded Spinifex Gold Ltd and Lafayette Mining Ltd, both of which
successfully delineated gold and base metal deposits. Mr. Eckhof has spent
numerous years developing contacts within the DRC with several mining deals
being very successfully executed.
In late 2003, Mr Eckhof founded Moto Goldmines, which acquired the Moto
Gold Project in the DRC. There Mr Eckhof and his team raised over $100 million
and delineated more than 12Moz of gold and delivered a feasibility study
within four years from the commencement of exploration. Moto Goldmines
was subsequently acquired by Randgold Resources for $488 million, who
poured first gold in September 2013. The resource now stands at some 22Moz
of gold.
Mr Eckhof previously served as Amani’s Managing Director and Chief
Executive Officer up to 12 August 2014, and as part-time Executive Chairman
up to 27 March 2018.
In the last three years, Mr Eckhof has been a director of Okapi Resources
Limited (retired 29 November 2019) and of and Lachlan Star Limited (resigned
27 January 2021) and is current a director of Kairos Minerals Limited.
Xiangfeng (Burt) Li
Non-Executive Director
(appointed Director on 5 April 2022
and resigned 28 September 2023)
Mr Li is a senior partner at Dentons and head of the Mining and Resources
practice. He advises nearly 100 PRC and foreign mining and resources
enterprises on a wide variety of transaction and PRC- Related legal issues
including exploration and exploitation of the mineral resources, cross-border
investments, merger and acquisition, and onshore or offshore listing.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 8
In the last three years Burt Li has not been, and is currently not, a director of
any other ASX listed companies.
John Campbell Smyth
Non-Executive Director
(appointed Director on 27 May 2021)
Mr Smyth has extensive experience in the investment banking industry in both
fund management and capital raising. Former fund manager with Lion
Resource Management where he co-managed mining funds – both mutual
and specialist portfolios focused on TSX Venture and ASX listed junior resource
companies that grew to be among the top performing sector funds at the
time and also with Phoenix Gold Fund, a specialty precious metals fund and
key investor in many growth companies in the precious metals sector
including, most notably Bolnisi Gold, Avoca Resources and Wesdome Gold
Mines. He also established Cornerstone Advisors, a corporate finance,
market development and asset acquisition consultancy with clients including
TNG Ltd., Aquiline Resources, Exeter Resources and Paramount Gold. Mr.
Smyth currently manages personal assets, investing in the resources, energy,
technology and medical sectors and assists management in asset acquisition
and corporate development. Mr. Smyth holds a Finance Degree from the
University of Western Australia.
Mr Smyth is also an independent Non-Executive Director of GoldOz Limited
(ASX:G79), Marco Metals Limited (ASX: M4M) and Non-Executive Chairman
of Orange Minerals NL (ASX:OMX).
Conrad Karageorge
Managing Director and CEO
(appointed Director on 10 March
2023)
Mr Karageorge is a corporate adviser and resources executive with
experience in precious and base metals in Australia and Africa. He has
degrees in law and commerce and is admitted to practice law in Western
Australia. He has undertaken management and strategy consulting roles with
Amani Gold Limited (ASX:ANL), Argent Minerals Limited (ASX:ARD), Minrex
Resources Limited (ASX:MRR).
Mr Karageorge is a currently a Non-Exectutive Director of Argent Minerals
Limited (ASX:ARD) and Oranage Minerals NL (ASX:OMX)and previously held
another position as Non-Executive Director for Bassari Resources Limited
(ASX:BSR).
Anna Nahajski-Staples
Non-Executive Director
(appointed Director on 28 August
2023)
Ms Nahajski-Staples is an investment banker with 30 years’ experience in
international capital markets.
Ms Nahajski-Staples has acted as corporate advisor to publicly listed
companies, advising on strategy, assets, M&A and funding initiatives and has
held CEO, Managing Director, Non-Executive and Chair board roles over the
past ten years.
Anna is a Fellow of FINSIA, a graduate of the Governance Institute of Australia
and the Australian Institute of Company Directors and studied accounting at
Harvard University before receiving a Bachelor of Business Administration from
the University of Washington with a focus on corporate finance
Ms Nahajski-Staples is a currently Managing Director of Moneghetti Minerals
Limited and a Non-Executive Director of Larvotto Resources (ASX: LRV).
COMPANY SECRETARY
James Bahen (appointed 27 May
2021)
Mr Bahen was appointed as Company Secretary of Amani Gold Limited on
27 May 2021. Mr Bahen is a member of the Governance Institute of Australia
and holds a Graduate Diploma of Applied Finance and a Bachelor of
Commerce degree majoring in accounting and finance.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 9
CORPORATE STRUCTURE
Amani Gold Limited is a limited liability company that is incorporated and domiciled in Australia. During the financial
year, it had the following subsidiaries:
•
Amani Consulting sarl
•
Giro Goldfields sarl
•
Amani Minerals (HK) Limited
•
Congold sasu
•
Amago Trading Tanzania Limited
•
Burey Resources Pty Limited
PRINCIPAL ACTIVITIES
The principal activity of the consolidated entity during the course of the year was acquiring and exploring mineral
interests, prospective for precious metals and energy in DRC.
RESULTS AND DIVIDENDS
The consolidated loss after tax for the year ended 30 June 2023 was $3,415,471 (30 June 2022: $4,746,157). No dividends
were paid during the year and the Directors do not recommend payment of a dividend.
EARNINGS PER SHARE
Basic loss per share for the year was 0.014 cents (30 June 2022: 0.024 cents)
REVIEW OF OPERATIONS / OPERATING AND FINANCIAL REVIEW
The Group is engaged in mineral exploration in the Democratic Republic of Congo (“DRC”) and gold trading in
Tanzania.
A review of the Group’s operations, including information on exploration activity and gold trading and results thereof,
financial position, strategies and projects of the consolidated entity during the year ended 30 June 2022 is provided in
this Financial Report and, in particular, in the "Review of Operations" section immediately preceding this Directors’
Report. The Group’s financial position, financial performance and use of funds information for the financial year is
provided in the financial statements that follow this Directors’ Report.
The Group is primarily an exploration entity, although gold trading in Tanzania contributed in a minor way to operating
revenue during the year. Gold trading was curtailed in early 2020 due travel restrictions caused by Covid-19. The
Directors’ consider the Group’s performance to be primarily based on the success of exploration activity, acquisition
of additional prospective mineral interests and, in general, the value added to the Group’s mineral portfolio during the
course of the financial year. The gold trading business ceased operations and is currently in the process of being
disposed.
Whilst performance can be gauged by reference to market capitalisation, that measure is also subject to numerous
external factors. These external factors can be specific to the Group, generic to the mining industry and generic to
the stock market as a whole and the Board and management would only be able to control a small number of these
factors.
The Group’s business strategy for the financial year ahead and, in the foreseeable future, is to continue exploration
activity on the Group’s existing mineral project, identify and assess new mineral project opportunities in the DRC and
review development strategies where individual projects have reached a stage that allows for such an assessment.
Due to the inherent risky nature of the Group’s activities, the Directors are unable to comment on the likely results or
success of these strategies. The Group’s activities are also subject to numerous risks, mostly outside the Board’s and
management’s control. These risks can be specific to the Group, generic to the mining industry and generic to the
stock market as a whole. The key risks, expressed in summary form, affecting the Group and its future performance
include but are not limited to:
•
Geological and technical risk posed to exploration and commercial exploitation success;
•
Sovereign risk, change in government policy, change in mining and fiscal legislation;
•
Prevention of access by reason of political or civil unrest, disease, outbreak of hostilities, inability to obtain
regulatory or landowner consents or approvals, or native title issues;
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 10
•
force majeure events;
•
change in metal market conditions;
•
mineral title tenure and renewal risks; and
•
capital requirement and lack of future funding.
Amago Trading Limited sources gold from local artisanal miners from the Geita region of Tanzania. The gold trading
activities were ceased in March 2020 when Covid-19 made it difficult for staff to travel and source gold in the Geita
region. The gold trading business ceased operations and is currently in the process of being disposed.
This is not an exhaustive list of risks faced by the Group or an investment in it. There are other risks generic to the stock
market and the world economy as a whole and other risks generic to the mining industry, all of which can impact on
the Group.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
In the opinion of the Directors, significant changes in the state of affairs of the Group that occurred during the year
ended 30 June 2023 were as follows:
•
On 10 March 2023, Mr Klaus Eckhof resigned as executive chairman, Mr Conrad Karageorge was appointed
Managing Director and Mr Peter Huljich was appointed non-executive chairman.
•
On 20 December 2022 the Company undertook a private placement to raise $1,000,000 before costs from
sophisticated and professional investors through the issue of 1,000,000,000 shares at an issue price of $0.001 per
share. Each participant in the Placement was offered a 2:1 free attaching listed option (ANLOA) (Option),
each exercisable at $0.0015 and expiring on 15 January 2024.
•
On 8 August 2022 the Company completed a 3,500m diamond drill program at the 4.1Moz Kebigada deposit.
•
On 7 February 2023 the Company signed a biding term sheet for sale of it’s interest in Amani Consulting, the
DRC subsidiary holding the Company’s interest in the Giro Gold Project. Total consideration for the project is
total cash consideration is USD$30M.
EVENTS SUBSEQUENT TO REPORTING DATE
Subsequent to year end, the Company held it general meeting on 17 August 2023 to approve the following resolutions:
•
Diposal of Main Undertaking
•
Disposal of substantial asset to Mabanga Shining SARL
•
Ratification of prior issue placement shares and options
•
Issue of 300M performance rights to the named participating Directors who areConrad Karageorge, Peter
Huljich and Campbell Smyth
All resolutions above were approved.
On 28 of August 2023 Ms Anna Nahajski-Staples was appointed as Non-Executive Director.
On 28 September 2023 Mr Burt Li resigned as non-executive Director.
Other than the above, since the end of the financial year and to the date of this report no matter or circumstance has
arisen which has significantly affected, or may significantly affect, the operations of the consolidated entity, the results
of those operations or the state of affairs of the consolidated entity in subsequent financial years other than the matters
referred to below.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 11
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Company’s objective is to maximise shareholder value through the discovery and delineation of significant mineral
deposits. The Directors will also continue to assess additional opportunities within the mineral and energy sectors in
Central Africa.
The Directors are unable to comment on the likely results from the Company’s planned exploration and pre-
development activities due to the speculative nature of such activities.
Material business risks
The proposed future activities of the Consolidated Entity are subject to a number of risks and other factors which may
impact its future performance. Some of these risks can be mitigated by the use of safeguards and appropriate controls.
However, many of the risks are outside the control of the directors and management of the Company and cannot be
mitigated. An investment in the Company is not risk free and should be considered speculative.
This section provides a non-exhaustive list of the risks faced by the Consolidated Entity or by investors in the Company.
The risks should be considered in connection with forward looking statements in this Annual Report. Actual events may
be materially different to those described and may therefore affect the Consolidated Entity in a different way.
Investors should be aware that the performance of the Consolidated Entity may be affected by these risk factors and
the value of its Shares may rise or fall over any given period. None of the directors or any person associated with the
Consolidated Entity guarantee the Consolidated Entity’s performance.
Business risks
Mitigating actions
Exploration and evaluation
-
Geological, exploration and development:
The exploration, development and mining of
mineral resources is a high risk, high-cost
exercise with no certainty of confirming
economic viability of projects.
-
Mineral exploration and development is a
speculative undertaking that may be impeded
by circumstances and factors beyond the
control of the Company. Success in this process
involves, among other things; discovery and
proving-up
an
economically
recoverable
resource or reserve, access to adequate
capital throughout the project development
phases, securing and maintaining title to
mineral exploration projects, obtaining required
development consents and approvals and
accessing
the
necessary
experienced
operational staff, the financial management,
skilled contractors, consultants and employees.
-
The Company is entirely dependent upon the
Projects, which are the sole potential source of
future revenue, and any adverse development
affecting these projects would have a material
adverse effect on the Group, its business,
prospects, results of operations and financial
condition.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 12
Business risks
Mitigating actions
Human Resources and Occupational Health and
Safety
-
New operational commodity and lack of
experience:
The
exploration
and
development
of
lithium
minerals
is
an
emerging industry in Australia and there may
be a lack of suitably trained professionals to
conduct such activities.
-
Hazardous
activities:
The
Company’s
exploration and evaluation activities may be
hazardous, with potential to cause illness or
injury.
-
Strong
human
resources
and
employee
relations framework.
-
Competitive remuneration structure focused
on attracting diverse, engaged and suitably
qualified employees and consultants.
-
The
nascent
industry
is
advancing
and
progressively
developing
Australian-based
knowledge and skills.
-
Industry standard safety management system.
-
Embedded safety culture.
-
Regular review safety management system.
Finance
-
The need to fund exploration and evaluation
activities.
-
Future funding risk: Continued exploration and
evaluation is dependent on the Company
being able to secure future funding from
equity markets. The successful development
of a mining project will dependent on the
capacity to raise funds from equity and debt
markets.
-
The Company will need to engage in equity for
continued exploration and evaluation and
equity
and
debt
markets
to
undertake
development. Any additional equity financing
may be dilutive to Shareholders, as pricing of
the Company’s shares are dependent on
endogenous and exogenous outcomes.
-
There can be no assurance that such funding
will be available on satisfactory terms or at all at
the relevant time. Any inability to obtain
sufficient financing for the Company’s activities
and future projects may result in the delay or
cancellation of certain activities or projects,
which
would
likely
adversely
affect
the
potential growth of the Company.
Regulatory Approvals and Social Licence to
Operate
-
The Company’s exploration activities and
major
projects
depend
on
receipt
of
regulatory
approvals
(e.g.
tenure,
environmental licences and permits, heritage
approvals, etc). There is a risk that required
approvals may be delayed or declined.
Maintenance of positive relationships with
stakeholders and the community, particularly
traditional owners, is important in ensuring The
Company retains its social licence to operate.
-
The Company has engaged expert consultants
to undertake required baseline environmental
assessments and to prepare major approval
application documents to ensure it meets
regulatory requirements.
The
Company
considers
pot12ntail
environmental impacts as a key factor in it
project design and evaluation and will ensure
impacts are reduced to as low as reasonably
practicable.
-
The Company has engaged legal support for
the negotiation and preparation of Land
Access Agreements with Traditional Owners, to
ensure we obtain free, prior and informed
consent for our activities.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 13
Business risks
Mitigating actions
-
The
Company
has
prepared
and
is
implementing a Stakeholder Engagement Plan
to enable planning and implementation of
meaningful and positive engagement with our
stakeholders to ensure we retain our social
licence to operate.
Changes in Federal and State Regulations
-
Changes in Federal or State Government
policies or legislation may impact royalties,
tenure, land access and labour relations.
-
The Board regularly assesses developments in
State and Federal legislation and policies and
regularly
engages
with
Government
Departments.
DIRECTORS’ MEETINGS
The number of meetings of the Company’s Directors and the number of meetings attended by each Director during
the year ended 30 June 2023 are:
Directors’ meetings held during
period of office
Directors’ meetings attended
Klaus Eckhof (Resigned 10 March 2023)
3
3
Conrad Karageorge (Appointed 10 March
2023)
3
3
Burt Li
1
1
John Smyth
3
3
Peter Huljich
3
3
There were 3 directors’ meetings held during the year. However, matters of Board business have also been resolved by
circular resolutions of Directors, which are a record of decisions made at a number of informal meetings of the Directors
held to control, implement and monitor the Group’s activities throughout the period.
At present, the Company does not have any formally constituted committees of the Board. The Directors consider that
the Group is not of a size nor are its affairs of such complexity as to justify the formation of special committees.
DIRECTORS’ INTERESTS
The interests of each Director in the securities of Amani Gold Limited at the date of this report are as follows:
Fully Paid
Ordinary Shares
Listed Options
Performance
Rights
John Smyth
351,847,737
142,500,000
650,000,000
Peter Huljich
260,800,000
35,000,000
650,000,000
Burt Li
-
-
-
Conrad Karageorge
250,000,0000
-
650,000,000
Anna Nahajski-Staples
-
-
-
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 14
SHARE OPTIONS AND PERFORMANCE RIGHTS
As at the date of this report, the following listed options were on issue.
Number
Exercise Price
Expiry Date
Listed Options
9,480,182,637
$0.0015
15 Jan 2024
As at the date of this report, the following performance rights were on issue.
Number
Vesting Price
Expiry Date
Performance Rights
450,000,000
N/A
22 December 2027
400,000,000
$0.002
15 December 2026
400,000,000
$0.003
15 December 2026
900,000,000
N/A
13 September 2027
This report outlays the remuneration arrangements in place for the Directors of Amani Gold Limited. The information
provided in this remuneration report has been audited as required by section 308(3C) of the Corporations Act 2001.
Remuneration Report – Audited
The Directors in office during the period are contained on Page 7 to 8 of this report. Other than the Directors the CEO
of Amani Gold Limited was classified as a Key Management Personnel.
Remuneration philosophy
The Board reviews the remuneration packages applicable to the executive Directors, Managing Director and Chief
Executive Officer, and non-executive Directors on an annual basis. The broad remuneration policy is to ensure the
remuneration package properly reflects the person’s duties and responsibilities and level of performance and that
remuneration is competitive in attracting, retaining and motivating people of the highest quality. Independent advice
on the appropriateness of remuneration packages is obtained, where necessary, although no such independent
advice was sought during the financial year.
Remuneration is not linked to past company performance but rather towards generating future shareholder wealth
through share price performance. As a minerals explorer, the Company does not generate operating revenues or
earnings and company performance, at this stage, can only be judged by exploration success and ultimately
shareholder value. Market capitalisation is one measure of shareholder value but this is subject to many external
factors over which the Company has no control. Consequently linking remuneration to past performance is difficult
to implement and not in the best interests of the Company. Presently, total fixed remuneration for senior executives is
determined by reference to market conditions and incentives for our performance are provided by way of options or
performance rights over unissued shares. The Directors believe that this best aligns the interests of the shareholders with
those of the senior executives.
Remuneration committee
The Company does not have a formally constituted remuneration committee of the Board. The Directors consider that
the Group is not of a size nor are its affairs of such complexity as to justify the formation of a Remuneration committee.
The Board assesses the appropriateness of the nature and amount of remuneration of Directors and senior managers
on a periodical basis by reference to relevant employment market conditions with the overall objective of ensuring
maximum stakeholder benefit from the retention of a high quality board and management team.
Remuneration structure
In accordance with best practice corporate governance, the structure of non-executive Directors and executive
Director remuneration is separate and distinct.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 15
Non-executive Directors remuneration
Objective
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and
retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
Structure
The Constitution and the ASX Listing Rules specify that the aggregate remuneration of non-executive Directors shall be
determined from time to time by a general meeting. An amount not exceeding the amount determined is then
divided between the directors as agreed. The present limit of approved aggregate remuneration is $200,000 per year.
The Board aims to reviews the remuneration packages applicable to the non-executive Directors on a regular basis.
The Board considers fees paid to non-executive directors of comparable companies when undertaking its review
process. The Board determines the level of remuneration to be paid to non-executive Directors as considered
appropriate in the circumstances. Non-executive Directors fees are currently $60,000 per annum. Directors may be
entitled to stipend allowance.
The remuneration of the non-executive Directors for the year ending 30 June 2023 is detailed in Table 2 of this report.
Executive Directors remuneration
Objective
The Company aims to reward Executive Directors with a level of remuneration commensurate with their position and
responsibilities within the Company and so as to:
• align the interests of the Executive Directors with those of shareholders;
• link reward with the strategic goals and performance of the Company; and
• ensure total remuneration is competitive by market standards.
Structure
Remuneration consists of the following key elements:
• Fixed remuneration
• Variable remuneration
Fixed remuneration
The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate to the
position and is competitive in the market. The Board aims to review fixed remuneration annually and the process
consists of a review of companywide, business unit and individual performance, relevant comparative remuneration
in the market and internal and, where appropriate, external advice on policies and practice.
The fixed component of the Executive Director remuneration for the year ending 30 June 2023 is detailed in Table 2 of
this report.
Variable remuneration – Long Term Incentive (‘LTI’)
Objective
The objective of the LTI plan is to reward executives and senior managers in a manner which aligns this element of
remuneration with the creation of shareholder wealth.
As such LTI grants are only made to executives who are able to influence the generation of shareholder wealth and
thus have a direct impact on the Group’s performance.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 16
The Board is responsible for determining and reviewing compensation arrangements for the Directors and Executive
Officers. The Board assesses the appropriateness of the nature and amount of emoluments of such officers on a
frequent basis. The Board will engage an independent party to assess whether the performance condition has been
met. The outcome will be assessed by the board and approved. Details of the performance rights issued and vested
during the year can be located at Performance Rights Granted as Compensation.
Structure
LTI grants to executives are delivered in the form of options and performance rights. The issue of options / performance
rights as part of the remuneration packages of executive and non-executive directors is an established practice of
junior public listed companies and, in the case of the Company, has the benefit of conserving cash whilst properly
rewarding each of the directors. Refer to table 2
Remuneration is not linked to past group performance but rather towards generating future shareholder wealth
through share price performance. Amani Gold Ltd listed on 14 December 2006 at 20c per share and the share price
at 30 June 2023 was 0.1 cents (2022: 0.1 cents). No dividends have been paid.
2023
2022
2021
2020
2019
Net Profit/(loss) attributable
to equity holders of the
Company
($3,415,471)
($4,746,154)
($4,188,210)
($3,983,939)
($32,856,510)
Dividends paid
-
-
-
-
-
Change in share price
Nil cents
Nil cents
Nil cents
(0.001)cents
(0.005) cents
Service agreements
Mr Karageorge is employed under a formal services agreement to act as Managing Director and CEO for Amani Gold
Limited. The arrangement with Mr Kargeorge provides for a base payment of $180,000 per annum. Both parties may
terminate the arrangement at any time by giving 3 months notice.
Table 2: Director and other Executives Remuneration for the year ended 30 June 2023
Director
Cash
Salary/Fees
$
Non-Cash
Benefits
$
Termination
Benefits
$
Post
Employment
Superannuation
$
EquityValue of
Incentive
securities
$
Total
$
Incentive
securities as a
Percentage of
Remuneration %
K P Eckhof (i)
2023
240,000
-
-
-
-
240,000
-
Chairman
2022
240,000
-
-
-
875,481
1,115,481
78%
C Karageorge (ii)
2023
188,000
-
-
-
295,900
483,900
61%
Managing Director
2022
155,000
-
-
-
264,250
422,250
63%
Maohuai Cong (iii)
2023
-
-
-
-
-
-
-
Non-executive
2022
-
-
-
-
-
-
-
John Smyth (iv)
2023
75,000
-
-
-
295,900
370,900
80%
Non-executive
2022
59,500
-
-
-
264,250
323,750
82%
Peter Huljich (v)
2023
79,354
-
-
-
295,900
375,254
79%
Non-executive
2022
59,500
-
-
-
264,250
323,750
82%
Burt Li (vi)
2023
-
-
-
-
-
-
-
Non-executive
2022
-
-
-
-
-
-
-
Total
2023
582,354
-
-
-
887,700
1,470,054
2022
514,000
-
-
-
1,668,231
2,182,231
(i)
Mr Eckhof was appointed as a director on 30 January 2019 and resigned on 10 March 2023.
(ii)
Mr Karageorge was appointed as CEO on the 7 December 2021 and then Managing Director on 10 March 2023.
(iii) Mr Cong was appointed as a non-executive director on the 27 August 2020. Mr Cong resigned on 11 March 2022.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 17
(iv) Mr Smyth was appointed as a non-executive director on the 27 May 2021.
(v)
Mr Huljich was appointed as a non-executive director on the 27 May 2021.
(vi) Burt Li was appointed as non-executive Director on 11 March 2022 and resigned on 28 September 2023. Burt Agreed not to be paid during
the FY22 and FY23 year.
Performance Rights Granted as Compensation
Details on performance rights that were granted as compensation to each key management person during the year
ended 30 June 2023 and details on performance rights that vested during the year ended 30 June 2023 are as follows:
Performance Rights
Number
granted
Grant Date
Fair value per right
at grant date
Exercise
price
per right
Vesting price
Expiry date
Maximum total
value of grant yet
to vest
Vested During the year:
John Smyth:
15/12/2026 Rights
- tranche 1
100,000,000
16/11/2021
$0.00184
-
$0.0015
15/12/26
$184,000
Peter Huljich:
15/12/2026 Rights
- tranche 1
100,000,000
16/11/2021
$0.00184
-
$0.0015
15/12/26
$184,000
Conrad Karageorge:
15/12/2026 Rights
- tranche 1
100,000,000
16/11/2021
$0.00184
-
$0.0015
15/12/26
$184,000
Issued during the year:
John Smyth:
29/11/2022 Rights
- tranche 1
150,000,000
29/11/2022
$0.00100
-
N/A
22/12/27
$150,000
- tranche 2
150,000,000
29/11/2022
$0.00100
-
N/A
22/12/27
$150,000
Peter Huljich:
29/11/2022 Rights
- tranche 1
150,000,000
29/11/2022
$0.00100
-
N/A
22/12/27
$150,000
- tranche 2
150,000,000
29/11/20221
$0.00100
-
N/A
22/12/27
$150,000
Conrad Karageorge
29/11/2022 Rights
- tranche 1
150,000,000
29/11/2022
$0.00100
-
N/A
22/12/27
$150,000
- tranche 2
150,000,000
29/11/2022
$0.00100
-
N/A
22/12/27
$150,000
Performance rights vest subject to meeting specific performance conditions. 900 million performance rights were issued
comprising of two tranches of 450 million each. All tranches of performance rights have non-market vesting condition
being:
•
The Company receiving a defined JORC 2012 compliant Resource in the measured category of not less than
1,000,000 ounces of gold with a minimum cut off grade of 1g/t at any of the Company’s projects, as verified by
an independent competent person.
•
The Company completing and releasing a JORC 2012 compliant prefeasibility study for the Company’s Giro
Project to the market.
A balance of $502,500 was recognised as a share-based payment expense during the period. Each right is converted
to one ordinary share upon vesting. 450 millions performances rights vested during the year.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 18
Shareholdings of Key Management Personnel
The numbers of shares in the Company held during the financial period by Directors and other Key Management
Personnel, including shares held by entities they control, are set out below:
Balance at
1 July 2022
Acquired
Other
Movements
Balance at
30 June 2023
Directors
Klaus Eckhof2
1,000,000,000
-
-
1,000,000,000
John Smyth
91,847,797
-
250,000,000³
341,847,797
Peter Huljich
10,800,000
-
250,000,000³
260,800,000
Burt Li
-
-
-
-
Conrad Karageorge1
-
-
250,000,000³
250,000,000
1Balance represents the shares held at the date of appointment as a director or management.
2Balance represents the shares held at the date of resignation as a director or management.
³During the year the Company issued John Smyth, Peter Huljich and Conrad Karageorge 250,000,000 shares from the conversion of the
performance rights.
Options of Key Management Personnel
The numbers of Unlisted and Listed options in the Company held during the financial period by Directors and other Key
Management Personnel, including shares held by entities they control, are set out below:
Balance at
1 July 2022
Acquired
Other
Movements
Balance at
30 June 2023
Directors
Klaus Eckhof2
-
-
-
-
John Smyth
142,500,000
-
-
142,500,000
Peter Huljich
35,000,000
-
-
35,000,000
Burt Li
-
-
-
-
Conrad Karageorge1
-
-
-
-
1Balance represents the options held at the date of appointment as a director or management.
2Balance represents the options held at the date of resignation as a director or management.
Performance Rights of Key Management Personnel
The numbers of performance rights in the Company held during the financial period by Directors and other Key
Management Personnel, including those held by entities they control, are set out below:
Balance at
1 July 2022
Received as
Remuneration
Exercised /
Vested
Expired
Balance at
30 June 2023
Directors
Klaus Eckhof2
377,499,999
-
-
-
377,499,999
John Smyth
300,000,000
300,000,000
(250,000,000) ³
-
350,000,000
Peter Huljich
300,000,000
300,000,000
(250,000,000) ³
-
350,000,000
Burt Li
-
-
-
-
-
Conrad Karageorge1
300,000,000
300,000,000
(250,000,000) ³
-
350,000,000
1Balance represents the performance rights held at the date of appointment as a director or key management personnel.
2Balance represents the performance rights held at the date of resignation as a director or key management personnel.
³During the year the performance rights had been converted to ordinary shares as part of the performance condition being met.
Loans to key management personnel and their related parties
There were no loans outstanding at the reporting date to key management personnel and their related parties.
Amani Gold Limited
Directors’ Report
For the year ended 30 June 2023
Page 19
Use of Remuneration Consultants
The Company did not use any remuneration consultants during the period.
Voting at the group’s 2022 Annual General Meeting
The 2022 Remuneration Report tabled at the 2022 Annual General Meeting received a “yes” vote of 99.84%.
End of Audited Remuneration Report
INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS
The Company’s Constitution requires it to indemnify directors and officers of any entity within the consolidated entity
against liabilities incurred to third parties and against costs and expenses incurred in defending civil or criminal
proceedings, except in certain circumstances. An indemnity is also provided to the Company’s auditors under the
terms of their engagement. Directors and officers of the consolidated entity have been insured against all liabilities
and expenses arising as a result of work performed in their respective capacities, to the extent permitted by law. The
insurance premium, amounting to $23,500 (2022 - $22,850) relates to:
•
costs and expenses incurred by the relevant officers in defending proceedings, whether civil or criminal and
whatever the outcome;
•
other liabilities that may arise from their position, with the exception of conduct involving a wilful breach of
duty or improper use of information or position to gain a personal advantage.’
ENVIRONMENTAL REGULATIONS
The consolidated entity’s exploration activities in the Democratic Republic of Congo during the year were subject to
environmental laws, regulations and permit conditions in that jurisdiction. There have been no known breaches of
environmental laws or permit conditions while conducting operations in the Democratic Republic of Congo during the
year.
The Directors have considered compliance with the National Greenhouse and Energy Reporting Act 2007 which
requires entities to report annual greenhouse gas emissions and energy use. For the measurement period 1 July 2022
to 30 June 2023 the Directors have assessed that there are no current reporting requirements, but may be required to
do so in the future.
NON-AUDIT SERVICES
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the
auditor’s expertise and experience with the Company and/or consolidated entity is important. During the year ended
30 June 2023 Hall Chadwick WA Audit Pty Ltd $Nil (2022: 2,200) in non-audit related services. Refer to Note 4 in the
financial statements for further details. The directors are satisfied that the provision of non-audit services by the auditor
did not compromise the auditor independence requirements of the Corporations Act.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor, Hall Chadwick WA Audit Pty Ltd, has provided the Board of Directors with an independence declaration
in accordance with section 307C of the Corporations Act 2001.
The independence declaration is located on the next page.
Signed in accordance with a resolution of Directors.
Peter Huljich
Non-Executive Chairman
29th September 2023
Page 20
HC INDEPENDENCE DECLARATION
Amani Gold Limited
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the year ended 30 June 2023
Page 21
Notes
2023
2022
$
$
Revenue from continuing operations
2
34,108
901
Cost of sales
-
-
Gross profit
34,108
901
Consultants and corporate costs
(798,310)
(580,126)
Employee benefits expense
(322,000)
(382,746)
Share based payments expense
3, 15
(1,093,878)
(2,323,666)
Depreciation expense
(27,676)
(2,875)
Occupancy expenses
(47,675)
(129,372)
Travel expenses
(54,643)
(27,405)
Foreign exchange gain/(loss)
84,678
(80,396)
Impairment of exploration and evaluation assets
11
-
(3,655)
Other
(4,819)
-
Loss before related income tax
(2,230,215)
(3,529,340)
Income tax (expense)/benefit
5
-
-
Loss for the year from continuing operations
(2,230,215)
(3,529,340)
Loss for the year from discontinued operations
9(a)
(1,185,256)
(1,216,817)
Loss for the year
(3,415,471)
(4,746,157)
Net Loss attributable to:
Owners of Amani Gold Limited
(2,885,573)
(4,383,167)
Non-controlling interest
(529,898)
(362,990)
(3,415,471)
(4,746,157)
Other comprehensive income
Exchange differences on translation of foreign
operations
869,236
1,722,536
Total comprehensive income for the year
(2,546,235)
(3,023,621)
Total comprehensive income attributable to:
Owners of Amani Gold Limited
(1,908,709)
(3,376,763)
Non-controlling interest
(637,526)
353,143
(2,546,235)
(3,023,621)
Earnings/(Loss) per share from continuing operations attributable
to the members of Amani Gold Limited
Basic and diluted loss per share
6
(0.009) cents
(0.022) cents
Earnings/(Loss) per share from discontinued operations
attributable to the members of Amani Gold Limited
Basic and diluted loss per share
6
(0.005) cents
(0.002) cents
Earnings/(Loss) per share from discontinued operations
attributable to the members of Amani Gold Limited
Basic and diluted loss per share
6
(0.014) cents
(0.024) cents
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction
with the accompanying notes.
Amani Gold Limited
Consolidated Statement of Financial Position
As at 30 June 2023
Page 22
Notes
2023
2022
$
$
Current Assets
Cash and cash equivalents
8
6,945,529
3,804,534
Other receivables
9
71,795
157,353
Asset Held for Sale
9a
32,282,704
-
Total Current Assets
39,300,028
3,961,887
Non-Current Assets
Property, plant & equipment
10
2,454
22,674
Exploration and evaluation expenditure
11
-
28,785,048
Right of Use Asset
12
40,185
100,638
Total Non-Current Assets
42,639
28,908,360
Total Assets
39,342,667
32,870,247
Current Liabilities
Trade and other payables
13
463,545
943,566
Right of Use Liability
12
27,702
27,702
Funds received in advanced of sale
9a
7,541,478
-
Total Current Liabilities
8,032,725
971,268
Non-Current Liabilities
Right of Use Liability
12
22,997
76,330
Total Non-Current Liabilities
22,997
76,330
Total Liabilities
8,055,722
1,047,598
Net Assets
31,286,945
31,822,649
Equity
Contributed equity
14
95,096,996
92,994,343
Reserves
16
13,779,411
13,582,891
Accumulated losses
(64,039,724) (61,842,373)
Capital and reserves attributed to the
owners of Amani Gold Limited
44,836,683
44,734,861
Non-controlling interest
(13,549,738) (12,912,212)
Total Equity
31,286,945
31,822,649
The above consolidated statement of financial position should be read in conjunction with the
accompanying notes.
Amani Gold Limited
Consolidated Statement of Changes in Equity
For the year ended 30 June 2023
Page 23
Foreign
Currency
Translation
Reserve
Contributed
Equity
Accumulated
Losses
Option Premium
Reserve
Share based
Reserves
Non-controlling
interest
Total Equity
$
$
$
$
$
$
$
Balance at 1 July 2021
80,352,042
(58,770,006)
3,084,128
7,289,417
1,885,409
(13,265,354)
20,575,636
Loss for the year
-
(4,383,167)
-
-
-
(362,990)
(4,746,157)
Exchange differences on translation
of foreign operations
-
-
-
-
1,006,404
716,132
1,722,536
Total comprehensive income for the
year
-
(4,383,167)
-
-
1,006,404
353,142
(3,023,621)
Share issue
12,958,938
-
-
(695,333)
-
-
12,263,605
Share issue costs
(316,637)
-
-
-
-
-
(316,637)
Convertible note issues (net of costs)
-
-
-
-
-
-
-
Share based payments expense –
-
-
-
-
-
-
-
Share based payments expense –
-
-
-
2,323,666
-
-
2,323,666
Expiry of Share based payment
-
1,310,800
-
(1,310,800)
-
-
-
Transactions with non-controlling
-
-
-
-
-
-
-
Balance at 30 June 2022
92,994,343
(61,842,373)
3,084,128
7,606,950
2,891,813
(12,912,212)
31,822,649
Amani Gold Limited
Consolidated Statement of Changes in Equity
For the year ended 30 June 2023
Page 24
Contributed
Equity
Accumulated
Losses
Option Premium
Reserve
Share based
Reserves
Foreign
Currency
Translation
Reserve
Non-controlling
interest
Total Equity
$
$
$
$
$
$
$
Balance at 1 July 2022
92,994,343
(61,842,373)
3,084,128
7,606,950
2,891,813
(12,912,212)
31,822,649
Loss for the year
-
(2,885,573)
-
-
-
(529,898)
(3,415,471)
Exchange differences on translation
of foreign operations
-
-
-
-
976,864
(107,628)
869,236
Total comprehensive income for the
-
(2,885,573)
-
-
976,864
(637,526)
(2,546,235)
Transactions with equity holders in
their capacity as equity holders
Share issue
1,000,000
-
-
-
-
-
1,000,000
Share issue costs
(83,347)
-
-
-
-
-
(83,347)
Share based payments expense –
1,186,000
-
-
(1,186,000)
-
-
-
Share based payments expense –
-
-
-
1,093,878
-
-
1,093,878
Expiry of Share based payment
-
688,222
-
(688,222)
-
-
-
Transactions with non-controlling
-
-
-
-
-
-
-
Balance at 30 June 2023
95,096,996
(64,039,724)
3,084,128
6,826,606
3,868,677
(13,549,738)
31,286,945
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Amani Gold Limited
Consolidated Statement of Cash Flows
for the year ended 30 June 2023
Page 25
Notes
2023
2022
$
$
Cash Flows from Operating Activities
Receipts from customers
-
-
Payments to suppliers and employees
(1,655,522) (2,426,570)
Interest received
13,410
901
Net Cash outflows from Operating Activities
20
(1,642,112) (2,425,669)
Cash Flows from Investing Activities
Funds Received in advance for sale
7,541,478
-
Payments for exploration and development
expenditure
(3,667,365) (4,213,056)
Net Cash outflows from Investing Activities
3,874,113 (4,213,056)
Cash Flows from Financing Activities
Proceeds from securities issues
1,000,000 12,147,851
Securities issue expenses
(31,089)
(402,636)
(Payments) of convertible notes
- (2,192,000)
Lease Payment
(43,333)
-
Net Cash inflows from Financing Activities
925,578
9,553,215
Net increase / (decrease) in Cash and Cash
Equivalents
3,157,579
2,914,490
Cash and cash equivalents at the beginning of the
year
3,804,534
874,608
Effects of exchange rate fluctuations on the
balances of cash held in foreign currencies
(16,584)
15,436
Cash and Cash Equivalents at End of Year
8
6,945,529
3,804,534
The above consolidated statement of cash flows should be read in conjunction with the accompanying
notes.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 26
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards, other authoritative pronouncements of the Australian Accounting Standards Board, and the Corporations
Act 2001.
The financial statements are for the consolidated entity consisting of Amani Gold Limited and its subsidiaries (the
“group” or the “consolidated entity”). Amani Gold Limited is a listed for-profit public company, incorporated and
domiciled in Australia. During the year ended 30 June 2023, the consolidated entity conducted operations in Australia,
and the Democratic Republic of Congo. The financial statements have also been prepared on a historical cost basis.
Cost is based on the fair values of the consideration given in exchange for assets.
The financial report is presented in Australian dollars.
Going Concern Basis
The financial report has been prepared on the basis of accounting principles applicable to a “going concern” which
assumes the Group will continue in operation for the foreseeable future and will be able to realise its assets and
discharge its liabilities in the normal course of operations.
The Group has incurred net cash oinflows from operating and investing activities for the year ended 30 June 2023 of
$2,232,001(2022: Outflows of $6,638,725).
At 30 June 2023, the Group had cash balances of $6,945,529 (2022 $3,804,534).
The directors have prepared cash flow projections that support the ability of the Group to continue as a going concern.
They are satisfied that the initial instalment requirements, such as securing shareholder consent and fulfilling
Democratic Republic of Congo Regulatory (DRC) mandates after June 30, 2023, have been fulfilled. They are
confident that Giro Project sale has been completed.
The ongoing operation of the Group is dependent upon:
•
The Group raising additional funding from shareholders or other parties; and/or
•
The Group reducing expenditure in line with available funding.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 27
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Adoption of New and Revised Standards and change in Accounting Standards
Early adoption of accounting standards
The Group has not elected to apply any pronouncements before their operative date in the annual reporting year
beginning 1 July 2022.
New and amended standards adopted by the Group
A number of new or amended standards became applicable for the current reporting period and the consolidated
entity has changed its accounting policies as a result of the adoption of the following standards. All new standards
were adopted and did not have any significant impact to the financial performance or position of the consolidated
entity.
New and amended standards not yet adopted by the Group
At the date of authorisation of the financial report, a number of Standards and Interpretations including those
Standards and Interpretations issued by the IASB/IFRIC, where an Australian equivalent has not been made by the
AASB, were in issue but not yet effective for which the Entity has considered it unlikely for there to be a material
impact on the financial statements.
Statement of Compliance
These financial statements were authorised for issue on 29 September 2023. The directors have the power to amend
and reissue the financial statements.
The consolidated financial statements comprising the financial statements and notes thereto, comply with
International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
Basis of Consolidation
The consolidated financial statements comprise the financial statements of Amani Gold Limited (the “Company”) and
subsidiaries. Subsidiaries are all entities over which the group has control. The group controls an entity when the group
is exposed to, or has rights to variable returns from its involvement with the entity and has the ability to affect those
returns through its power to direct the activities of the entity.
The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using
consistent accounting policies.
In preparing the consolidated financial statements, all intercompany balances and transactions, income and
expenses and profit or losses resulting from intra-group transactions have been eliminated in full. Subsidiaries are fully
consolidated from the date on which control is transferred to the consolidated entity and cease to be consolidated
from the date on which control is transferred out of the consolidated entity.
Parent Entity Financial Information
The financial information for the parent entity, Amani Gold Limited, disclosed in Note 22 has been prepared on the
same basis as the consolidated financial statements.
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term highly liquid
investments readily convertible to cash.
Foreign currency transactions and balances
The functional and presentation currency of Amani Gold Limited is Australian dollars.
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the
date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate
of exchange ruling at the end of the reporting period.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 28
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued
Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the date
of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of
exchange ruling at the end of the reporting period. Foreign exchange gains and losses resulting from settling foreign
currency transactions, as well as from restating foreign currency denominated monetary assets and liabilities, are
recognised in profit or loss, except when they are deferred in other comprehensive income as qualifying cash flow
hedges or where they relate to differences on foreign currency borrowings that provide a hedge against a net
investment in a foreign entity.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rate as at the date of the initial transaction.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rate at the date
the fair value was determined.
The functional currencies of the overseas subsidiaries are as follows:
Democratic Republic of Congo, Hong Kong, Tanzania and Kenya subsidiaries United States Dollars (USD).
At the end of the reporting period, the assets and liabilities of these overseas subsidiaries are translated into the
presentation currency of Amani Gold Limited at the closing rate at the end of the reporting period and income and
expenses are translated at the weighted average exchange rates for the year. All resulting exchange differences are
recognised in other comprehensive income as a separate component of equity (foreign currency translation reserve).
On disposal of a foreign entity, the cumulative exchange differences recognised in foreign currency translation
reserves relating to that particular foreign operation is recognised in profit or loss.
Taxes
Income tax
Deferred income tax is provided for on all temporary differences at reporting date between the tax base of assets and
liabilities and their carrying amounts for financial reporting purposes.
No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability
is settled. Deferred tax is credited in the statement of profit or loss and other comprehensive income except where it
relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against
equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available
against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based on the assumption that no
adverse change will occur in income taxation legislation and the anticipation that the Group will derive sufficient future
assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by
the law. The carrying amount of deferred tax assets is reviewed at each reporting date and only recognised to the
extent that sufficient future assessable income is expected to be obtained.
At the reporting date, the Directors have not made a decision to elect to be taxed as a single entity. In accordance
with Australian Accounting Interpretations, “Substantive Enactment of Major Tax Bills in Australia”, the financial effect
of the legislation has therefore not been brought to account in the financial statements for the year ended 30 June
2023, except to the extent that the adoption of the tax consolidation would impair the carrying value of any deferred
tax assets.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax
assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the
same taxation authority.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 29
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is
not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of
acquisition of the asset or as part of an item of the expense.
Receivables and payables on the statement of financial position are shown inclusive of GST.
Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing
and financing activities, which are disclosed as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation
authority.
Property, plant and equipment
Items of plant and equipment are carried at cost less accumulated depreciation and impairment losses (see
accounting policy “impairment testing”).
Plant and equipment
Plant and equipment acquired is initially recorded at their cost of acquisition at the date of acquisition, being the fair
value of the consideration provided plus incidental costs directly attributable to the acquisition.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the consolidated entity and the
cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of profit
or loss and other comprehensive income during the financial period in which they are incurred.
Depreciation
All assets have limited useful lives and are depreciated using the straight line method over their estimated useful lives
commencing from the time the asset is held ready for use.
Depreciation and amortisation rates and methods are reviewed annually for appropriateness. When changes are
made, adjustments are reflected prospectively in current and future periods only. The estimated useful lives used in
the calculation of depreciation for plant and equipment for the current and corresponding period are between three
and ten years.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and
losses are included in the statement of profit or loss and other comprehensive income.
Mineral interest acquisition, exploration and development expenditure
Mineral interest acquisition, exploration and evaluation expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the extent that the Group’s rights of tenure to that
area of interest are current and either the costs are expected to be recouped through the successful development
and commercial exploitation of the area of interest or where exploration activities in the area of interest have not yet
reached a stage that permits reasonable assessment of the existence of economically recoverable reserves and
active and significant operations, in, or in relation to, the area of interest are continuing.
Accumulated costs in relation to an abandoned area are written off in full against profit or loss in the year in which the
decision to abandon the area is made.
Impairment testing
The carrying amount of the consolidated entity’s assets, other than deferred tax assets, are reviewed at each reporting
date to determine whether there is any indication of impairment. Where such an indication exists, a formal assessment
of recoverable amount is then made and where this is in excess of carrying amount, the asset is written down to its
recoverable amount.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 30
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued
Recoverable amount is the greater of fair value less costs to sell and value in use. Value in use is the present value of
the future cash flows expected to be derived from the asset or cash generating unit. In estimating value in use, a pre-
tax discount rate is used which reflects current market assessments of the time value of money and the risks specific to
the asset. Any resulting impairment loss is recognised immediately in the statement of profit or loss and other
comprehensive income.
Impairment losses are reversed when there is an indication that the impairment loss may no longer exist and there has
been a change in the estimate used to determine the recoverable amount. An impairment loss is reversed only to the
extent that the assets’ carrying amount does not exceed the carrying amount that would have been determined, net
of depreciation or amortisation, if no impairment loss had been recognised.
Trade and other payables
Trade payables and other payables are carried at amortised costs and represent liabilities for goods and services
provided to the consolidated entity prior to the end of the financial year that are unpaid and arise when the
consolidated entity becomes obliged to make future payments in respect of the purchase of these goods and services.
Employee benefits
Wages, salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12
months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting
date. They are measured at the amounts expected to be paid when the liabilities are settled.
Contributions are made by the consolidated entity to superannuation funds as stipulated by statutory requirements
and are charged as expenses when incurred.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present
value of expected future payments to be made in respect of services provided by employees up to the reporting date
using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience
of employee departures and periods of service. Expected future payments are discounted using market yields at the
reporting date on national government bonds with terms to maturity and currency that match, as closely as possible,
the estimated future cash outflows.
Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of tax, from the proceeds.
Convertible Notes
Compound financial instruments issued by the Group comprise convertible notes that can be converted to ordinary
shares at the option of the holder, when the number of shares to be issued is fixed. The liability component of a
compound financial instrument is recognised initially at the fair value of a similar liability that does not have an equity
conversion option. The equity component is recognised initially at the difference between the fair value of the
compound financial instrument as a whole and the fair value of the liability component. Any directly attributable
transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.
Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised
cost using the effective interest method. The equity component of a compound financial instrument is not remeasured
subsequent to initial recognition. Interest related to the financial liability is recognised in the statement of profit or loss
and other comprehensive income. On conversion the financial liability is reclassified to equity and no gain or loss is
recognised.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 31
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued
Earnings per share
Basic earnings per share is determined by dividing the net result attributable to members, adjusted to exclude costs of
servicing equity (other than dividends), by the weighted average number of ordinary shares, adjusted for any bonus
element.
Diluted earnings per share is determined by dividing the net result attributable to members, adjusted to exclude costs
of servicing equity (other than dividends) and any expenses associated with dividends and interest of dilutive potential
ordinary shares, by the weighted average number of ordinary shares (both issued and potentially dilutive) adjusted for
any bonus element.
Share based payments
The Group provides compensation benefits to employees (including directors) of the Group in the form of share-based
payment transactions, whereby employees render services in exchange for shares or rights over shares (‘equity-settled
transactions’).
The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at
which they are granted. The fair value is determined by a Black Scholes model or similar such market based valuation
models.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period
in which the performance conditions are fulfilled, ending on the date on which the relevant employees become fully
entitled to the award (‘vesting date’).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i)
the extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors
of the Group, will ultimately vest. This opinion is formed based on the best available information at reporting date. No
adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is
included in the determination of fair value at grant date.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon
a market condition.
Where the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had
not been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of
the modification, as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any
expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the
cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new
award are treated as if they were a modification of the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings
per share.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision maker. The chief decision maker has been identified as the Board of Directors.
Critical accounting estimates
The preparation of financial statements in conformity with AIFRS requires the use of certain critical accounting
estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting
policies. The areas that may have a significant risk of causing a material adjustment to the carrying amounts of certain
assets and liabilities within the next annual reporting period are:
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 32
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued
(a) Exploration and evaluation expenditure
In accordance with accounting policy note described above under “Mineral interest acquisition, exploration and
development expenditure” the Board determines when an area of interest should be abandoned. When a decision is
made that an area of interest is not commercially viable, all costs that have been capitalised in respect of that area
of interest are written off. In determining this, assumptions, including the maintenance of title, ongoing expenditure
and prospectivity are made.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying
amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the
exploration and evaluation asset is estimated to determine the extent of the impairment loss (if any). Significant
judgment is involved in determining the recoverable amount for an exploration and evaluation, refer to note 11 for
details.
(b) Share Based Payments to employees
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair value
of the equity instruments at the date at which they are granted. The fair value of options with non-market conditions is
determined by an internal valuation using a Black-Scholes option pricing model taking into account the terms and
conditions upon which the instruments were granted. The fair value of performance rights with market conditions is
determined by an internal valuation using a Trinomial Barrier option pricing model.
(c) Control Over Subsidiaries
In determining whether the consolidated group has control over subsidiaries that are not wholly owned, judgement is
applied to assess the ability of the consolidated group to control the day to day activities of the partly owned subsidiary
and its economic outcomes. In exercising this judgement, the commercial and legal relationships that the
consolidated group has with other owners of partly owned subsidiaries are taken into consideration. Whilst the
consolidated group is not able to control all activities of a partly owned subsidiary, the partly owned subsidiary is
consolidated within the consolidated group where it is determined that the consolidated group controls the day to
day activities and economic outcomes of a partly owned subsidiary. Changes in agreements with other owners of
partly owned subsidiaries could result in a loss of control and subsequently de-consolidation.
During the year ended 30 June 2015, Amani Gold Limited acquired 85% of the issued shares of Amani Consulting sarl
(Amani Consulting) by the issue of shares, options and cash. Amani Consulting holds a 65% shareholding in Giro
Goldfields sarl (Giro). Giro explores the Giro gold project in the Haut-Uele Province, northeast DRC. Under the terms of
shareholders agreements the Company is at this stage solely responsible for funding exploration activities and therefore
has control over the day to day activities and economic outcomes of Amani Consulting and Giro. Future changes to
the shareholders agreements may impact on the ability of the Company to control Amani Consulting and Giro.
(d) Contingent liabilities
Under the terms of the agreement to acquire an interest in Amani Consulting sarl (Amani Consulting) the Company
may be liable in the future to make additional payments subject to certain events occurring as described in Note 19.
After an assessment of the conditions that would require these payments to be made in the future, the Company has
judged that these possible future payments are a contingent liability.
Change in circumstances or the future occurrence of specified events may cause liabilities that are currently assessed
as being contingent to be reclassified as financial liabilities.
(e) Tax in foreign jurisdictions
The consolidated entity operates in overseas jurisdictions and accordingly is required to comply with the taxation
requirements of those relevant countries. This results in the consolidated entity making estimates in relation to taxes
including but not limited to income tax, goods and services tax, withholding tax and employee income tax. The
consolidated entity estimates its tax liabilities based on the consolidated entity’s understanding of the tax law. Where
the final outcome of these matters is different from the amounts that were initially recorded, such differences will
impact profit or loss in the period in which they are settled.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 33
Consolidated
2023
2022
$
$
2.
REVENUE
Other revenue includes the following:
Interest - other parties
13,410
901
Other
20,698
-
34,108
901
3.
EXPENSES
During the year share based payments expense of $1,093,878 (2022: $2,323,666) were
recorded as an expense with a further $Nil (2022: $Nil) recorded in equity as share issue costs
related to a capital raising.
4.
AUDITOR’S REMUNERATION
Audit or review services:
Amounts paid or payable to auditors of the Group – Hall
Chadwick WA Audit Pty Ltd
45,000
-
Amounts paid or payable to auditors of the Group – BDO
Audit (SA) Pty Ltd
-
49,500
In addition, during the year Hallchadwick WA Pty Ltd provided $Nil (2022: $Nil) in non-audit
related services.
In addition, during the year BDO (WA) Pty Ltd provided $Nil (2022: $2,200) in non-audit related
services for assessment of performance rights conditions being met.
Consolidated
2023
2022
$
$
5.
INCOME TAX EXPENSE
(a) The prima facie tax benefit at 30% (2022: 30%) on
loss for the year is reconciled to the income tax
provided in the financial statements as follows:
Profit / (loss) before income tax
(3,415,471)
(4,746,157)
Prima facie income tax expense / (benefit) @ 30%
(2022: 30%)
(1,024,639)
(1,423,846)
Tax effect of permanent differences:
Capital raising costs
(55,464)
(94,017)
Accruals
(6,953)
(20,952)
Changes in tax rates
Prior period adjustment
-
-
Exploration expenses
(1,070,209)
(1,403,104)
Other Temporary Expenses
1,820
911
Impairment
-
-
Employee option expense / share based
payments
328,163
697,099
(1,827,282)
(2,243,909)
Income tax benefit not brought to account
1,827,282
2,243,909
Income tax expense
-
-
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 34
(b) The following deferred tax balances have not been
recognised:
Deferred Tax Assets at 30% (2022: 30%):
- Carry forward revenue losses
25,895,064
20,056,485
- Capital raising costs
133,430
161,160
- Provisions and accruals
8,400
15,440
26,036,894
20,233,085
As the Group’s income is passive, it is not considered a base rate entity. Accordingly a 30% tax rate applies to
the current financial year.
The tax benefits of the above deferred tax assets will only be obtained if:
•
the Group derives future assessable income of a nature and of an amount sufficient to enable the benefits
to be utilised;
•
the Group continues to comply with the conditions for deductibility imposed by law; and
•
no changes in income tax legislation adversely affect the Group in utilising benefits.
Deferred tax liabilities in relation to capitalised exploration costs have been recognised and offset against
deferred tax assets above.
Consolidated
2023
Cents
2022
Cents
6.
EARNINGS PER SHARE
Basic and diluted loss per share- Continuing Operations
(0.009)
(0.022)
Basic and diluted loss per share – Discontinued Operations
(0.005)
(0.002)
2023
Number
2022
Number
Weighted average number of ordinary shares used in the
calculation of basic and diluted loss per share
24,288,372,632 19,539,189,754
The Company’s potential ordinary shares, being its options and performance rights granted, are not considered
dilutive as the conversion of these options would result in a decrease in the net profit per share.
7.
SEGMENT INFORMATION
The Directors have determined that the Group has one reportable segments, being mineral exploration
in Africa. As the Group is focused on mineral exploration. The Board monitors the Group based on actual versus
budgeted exploration expenditure incurred by area of interest for exploration activities.
This internal reporting framework is the most relevant to assist the Board with making decisions regarding the
Group and its ongoing exploration activities, while also taking into consideration the results of exploration work
that has been performed to date.
Consolidated
2023
2022
$
$
8.
CASH AND CASH EQUIVALENTS
Cash at bank and in hand
6,945,529
3,804,534
-
Cash at bank earns interest at floating rates based on daily bank deposit rates. Refer Note 17.
Consolidated
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 35
2023
2022
$
$
9.
OTHER RECEIVABLES
Current
Other receivables
71,795
157,353
Asset held for Sale – Refer (a)
32,282,704
-
32,354,499
157,353
None of the reported receivables are past due or require impairment.
Refer to Notes 17(a) and 17(b) for information about the Group’s exposure to credit and liquidity risk.
9(a) – ASSET HELD FOR SALE
Amani Gold Limited has executed a binding term sheet (“Term Sheet”) with Mabanga Mining SARL (the “Purchaser”)
for the sale of Amani Gold’s shareholding in Amani Consulting SARL, the DRC based entity that holds the Giro Gold
Project for the cash payment of USD$30M.
Pursuant to the Term Sheet, the Purchaser has agreed to acquire the Company’s 850 shares (“Sale Shares”)
representing 85% of the total issued share capital in Amani Consulting, the entity that holds a 65% interest in Giro
Goldfields SARL, a DRC registered company and holder of the two exploitation permits comprising the Giro Gold
Project. Société Minière De Kilo Moto SA (“SOKIMO”), a company wholly owned by the DRC Government holds the
remaining 35% interest. The sale was approved subsequent to year end.
As a result of the sale agreement, Giro Project has been classified as ‘held for sale’. The sale is subject to
shareholder approval. It is noted that approval was obtained post year.
2023
$
Asset Held for Sale
Consideration converted into $AUD as at 30 June 2023
45,248,868
Assets as at 30 June 2023 of subsidiary held for sale
33,321,654
Liabilities as at 30 June 2023 of subsidiary held for sale
(1,038,950)
Net Assets as at 30 June 2023 of subsidiary held for sale
32,282,704
Lower of its carrying amount and fair value less costs to sell
32,282,704
30 June 2023
$
Administration and Sundry expenses
(1,185,256)
Discontinued Operations Profit/(Loss)
(1,185,256)
It was noted that there were no impairment indicators on the subsidiary held for sale as the consideration has
exceeded the net asset. As part of the sale agreement, the Company has received up to $5m USD as at 30 June
2023 ($AUD equivalent - $7,541,478) for the first tranche consideration. This consideration remains payable until the
official sale of Amani Consulting, which was approved post year end.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 36
10. PROPERTY, PLANT AND EQUIPMENT
Consolidated
2023
2022
$
$
Plant and equipment
At cost
278,683
585,414
Less accumulated depreciation
(276,228)
(562,740)
2,454
22,674
Consolidated
11. EXPLORATION AND EVALUATION EXPENDITURE
2023
$
2022
$
Exploration and evaluation phase – at cost
Balance at the beginning of the year
28,785,048
22,611,498
Expenditure incurred during the year
(a)
3,567,365
4,680,670
Impairment
-
(3,655)
Foreign currency translation difference movement
785,006
1,496,535
Transfer to Asset Held for Sale
(33,137,419)
-
Carrying amount at the end of the year
-
28,785,048
The expenditure above relates principally to the exploration and evaluation phase. The ultimate recoupment of
this expenditure is dependent upon the successful development and commercial exploitation, or alternatively,
sale of the respective areas of interest.
(a) The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation
phases are dependent on the successful development and commercial exploitation or sale of the
respective areas.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 37
Consolidated
2023
2022
$
$
12. RIGHT OF USE ASSET AND LEASE LIABILITY
Right Of Use Asset
Balance at 1 July
100,638
-
Disposal
-
-
Additions
-
103,513
Adjustment to lease value
(37,910)
-
Depreciation
(22,543)
(2,875)
40,185
100,638
Lease Liability
Lease Liabilities- Current
27,702
27,702
Lease Liabilities- Non- Current
22,997
76,330
50,699
104,032
Amani entered into an office lease, which commenced on 1/6/2022 with a 3 year term. The right of
use asset has used a discount rate of 6%.
Consolidated
2023
2022
$
$
13. TRADE AND OTHER PAYABLES
Current
Trade and other payables
463,545
943,566
463,545
943,566
Terms and conditions relating to the above financial instruments:
-
Trade and other creditors are non-interest bearing and are normally settled on 30 day terms.
Risk exposure:
-
Information about the group’s risk exposure to foreign exchange risk is provided in Note 17.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 38
14. CONTRIBUTED EQUITY
CONSOLIDATED
2023
2022
$
$
(a) Issued and paid-up share capital
Ordinary
shares,
fully
paid
25,143,441,125
(2022:
23,293,441,125)
95,096,996
92,994,343
Movements in Ordinary Shares:
Details
Number of
Shares
$
Balance at 1 July 2021
12,386,996,747
80,352,042
Placement issue of shares at $0.001 each in September 2021
1,800,000,000
1,800,000
Listed Option Conversion - during the period
4,598,567,360
6,897,851
Placement issue of shares at $0.001 each in November 2021
3,450,000,000
3,450,000
Conversion of Performance Rights
1,000,000,000
695,333
Issue of shares for settlement of payables
57,877,018
115,754
Less: Share issue costs
-
(316,637)
Balance at 30 June 2022
23,293,441,125
92,994,343
Balance at 1 July 2022
23,293,441,125
92,994,343
Placement issue of shares at $0.001 each in December 2022
1,000,000,000
1,000,000
Conversion of Performance Rights
850,000,000
1,186,000
Less: Share issue costs
-
(83,347)
Balance at 30 June 2023
25,143,441,125
95,096,996
(b) Listed Share Options
Exercise Period
Note
Exercise
Price
Opening
Balance
1 July
2022
Issued
2022/23
Exercised/
Cancelled/
Expired
2022/23
Closing
Balance
30 June 2023
Number
Number
Number
Number
15 Jan 2021 – 15 Jan
2024
$0.0015
3,730,180,637
-
-
3,730,180,637
25 Nov 2021 – 15 Jan
2024
(i)
$0.0015
5,250,000,000
500,000,000
-
5,750,000,000
8,980,180,637
500,000,000
-
9,480,180,637
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 39
14.
CONTRIBUTED EQUITY - continued
(c) Unlisted Options
2023 - Options to take up ordinary shares in the capital of the Company have been granted as follows:
Exercise
Period
Not
e
Exercise
Price
Opening
Balance
1 July 2022
Options
Issued
2022/23
Exercised/
Cancelled/
Expired
2022/23
Closing
Balance
30 June 2023
Number
Number
Number
Number
15 Jan 2020 – 15 Jan 2023
(i)
0.0075
12,000,000
- (12,000,000)
-
15 Jan 2020 – 15 Jan 2023
(i)
0.01
12,000,000
- (12,000,000)
-
15 Jan 2020 – 15 Jan 2023
(i)
0.0125
12,000,000
- (12,000,000)
-
36,000,000
- (36,000,000)
-
Weighted average exercise price
($)
0.0100
-
0.0100
-
2022 - Options to take up ordinary shares in the capital of the Company have been granted as follows:
Exercise
Period
Not
e
Exercise
Price
Opening
Balance
1 July 2021
Options
Issued
2021/22
Exercised/
Cancelled/
Expired
2021/22
Closing
Balance
30 June 2022
Number
Number
Number
Number
27 May 2019 – 27 May 2022
0.0075
40,000,000
- (40,000,000)
-
27 May 2019 – 27 May 2022
0.01
40,000,000
- (40,000,000)
-
27 May 2019 – 27 May 2022
0.0125
40,000,000
- (40,000,000)
-
15 Jan 2020 – 15 Jan 2023
(i)
0.0075
12,000,000
-
-
12,000,000
15 Jan 2020 – 15 Jan 2023
(i)
0.01
12,000,000
-
-
12,000,000
15 Jan 2020 – 15 Jan 2023
(i)
0.0125
12,000,000
-
-
12,000,000
156,000,000
- (120,000,000)
36,000,000
Weighted average exercise price
($)
0.0100
-
0.0100
0.0100
(i)
In the 2020 year, 36 million options were issued to a corporate advisor for financial advisory services. These expired
during the year.
The weighted average contractual life of the unlisted options are Nil (2022: 1.08) years.
None of the options have any voting rights, any entitlement to dividends or any entitlement to the proceeds of
liquidation in the event of a winding up.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 40
14.
CONTRIBUTED EQUITY - continued
(d) Performance Rights
2023 - Performance Rights over ordinary shares in the capital of the Company have been granted as follows:
Expiry date
Not
e
Opening
Balance
1 July 2022
Issued
2022/23
Exercised/
Cancelled
2022/23
Closing
Balance
30 June 2023
Number
Number
Number
Number
31 December 2022
(i)
349,999,998
-
(349,999,998)
-
31 December 2026
(ii)
1,200,000,000
-
(400,000,000)
800,000,000
30 November 2027
(iii)
-
900,000,000
(450,000,000)
450,000,000
1,549,999,998 900,000,000
(1,199,999,998)
1,250,000,000
2022 - Performance Rights over ordinary shares in the capital of the Company have been granted as follows:
Expiry date
Not
e
Opening
Balance
1 July 2021
Issued
2021/22
Exercised/
Cancelled
2021/22
Closing
Balance
30 June 2022
Number
Number
Number
Number
31 December 2022
(i)
349,999,998
-
-
349,999,998
25 February 2024
(iv)
1,000,000,000
(1,000,000,000)
-
31 December 2026
(ii)
-
1,200,000,000
-
1,200,000,000
27 May 2022
687,000,000
-
(30,000,000)
-
31 December 2021
30,000,000
-
(687,000,000)
-
2,066,999,998 1,200,000,000 (1,717,000,000)
1,549,999,998
(i)
Performance rights vest subject to meeting specific performance conditions. 350 million performance rights were
issued comprising three tranches of 117 million each. All tranches of performance rights have market vesting
condition being share prices of $0.0075 (tranche 1); $0.01 (tranche 2); and $0.0125 (tranche 3) or more over a
consecutive 10 day business period. Each right is converted to one ordinary share upon vesting. Performance
rights expired during the year.
(ii)
Performance rights vest subject to meeting specific performance conditions. 1.2 billion performance rights were
issued comprising three tranches of 400 million each. All tranches of performance rights have market vesting
condition being share prices of $0.0015 (tranche 1); $0.002 (tranche 2); and $0.003 (tranche 3) or more over a
consecutive 20 day business period. Each right is converted to one ordinary share upon vesting. 400 million
performance rights vested during the year.
(iii) Performance rights vest subject to meeting specific performance conditions. 900 million performance rights were
issued comprising of two tranches of 400 million each. All tranches of performance rights have non-market vesting
condition being:
•
The Company receiving a defined JORC 2012 compliant Resource in the measured category of not less
than 1,000,000 ounces of gold with a minimum cut off grade of 1g/t at any of the Company’s projects,
as verified by an independent competent person.
•
The Company completing and releasing a JORC 2012 compliant prefeasibility study for the Company’s
Giro Project to the market.
Each right is converted to one ordinary share upon vesting. 450 millions performances rights vested during the
year
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 41
(iv) Performance rights vest subject to meeting specific performance conditions. 1 billion performance rights were
issued comprising three tranches of 333.333 million each. All tranches of performance rights have market vesting
condition being share prices of $0.0015 (tranche 1); $0.002 (tranche 2); and $0.003 (tranche 3) or more over a
consecutive 20 day business period. Each right is converted to one ordinary share upon vesting. During the prior
period the performance rights vested and have been converted to shares.
(e) Terms and conditions of contributed equity
Ordinary Shares:
Ordinary shares have the right to receive dividends as declared and, in the event of winding up of the Company, to
participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on
shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.
15. SHARE BASED PAYMENTS EXPENSE
Employee Option Plan
In August 2007, the Company adopted the Amani Gold Limited Employee Option Plan (“Plan”). The Plan allows
Directors from time to time to invite eligible employees to participate in the Plan and offer options to those eligible
persons. The Plan is designed to provide incentives, assist in the recruitment, reward, retention of employees and
provide opportunities for employees (both present and future) to participate directly in the equity of the Company.
The contractual life of each option granted is three years or as otherwise determined by the Directors. There are no
cash settlement alternatives. During the current and prior year no options were issued to employees of the Company
(refer to Note 14(c)).
Non Plan based payments
The Company also makes share based payments to consultants and / or service providers from time to time, not under
any specific plan. The Amani Gold Limited Employee Option Plan does not allow for issue of options to the directors of
the parent entity. Hence, specific shareholder approval is obtained for any share based payments to directors of the
parent entity. Nil options (2022: nil) were issued during the year under an engagement letter with a corporate advisor
for services related to raising of new capital.
The expense recognised in the statement of profit or loss and other comprehensive income in relation to share-based
payments is disclosed in Note 3.
Expenses arising from share-based payment transactions
Other share based payments, not under any plans, are as follows (with additional information provided in Note 14
above):
2023
2023
2022
2022
Number
$
Number
$
2019 Performance rights to director, Mr Yu (i)
180,000,000
-
180,000,000
95,332
2019 Performance rights to director, Mr Chan (i)
135,000,000
-
135,000,000
71,500
2019 Performance rights to director, Mr Eckhof (i)
240,000,000
-
240,000,000
127,111
2019 Performance rights to director, Mr Thomas (i)
90,000,000
-
90,000,000
47,667
2019 Performance rights to director, Mr Truelove
(i)
15,000,000
-
15,000,000
7,944
2019 Performance rights to other parties (i)
27,000,000
-
27,000,000
14,300
2019 Performance rights to other parties (ii)
30,000,000
-
30,000,000
12,774
2020 Performance rights to director, Mr Yu (iii)
137,500,000
30,556
137,500,000
91,667
2020 Performance rights to director, Mr Chan (iii)
40,000,000
8,889
40,000,000
26,667
2020 Performance rights to director, Mr Eckhof (iii)
137,500,000
30,556
137,500,000
91,667
2020 Performance rights to director, Mr Thomas (iii)
30,000,000
6,666
30,000,000
20,000
2020 Performance rights to other parties (iii)
4,999,998
1,111
4,999,998
3,333
2021 Performance rights to Mr Eckof (iv)
1,000,000,000
-
1,000,000,000
656,704
2022
Performance
rights
to
Directors
and
Consultants (v)
1,200,000,000
513,600
1,200,000,000
1,057,000
2023
Performance
rights
to
Directors
and
Management (vi)
900,000,000
502,500
-
-
Total
4,166,999,998
1,093,878
3,266,999,998
2,323,666
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 42
15. SHARE BASED PAYMENTS EXPENSE – continued
(i)
687 million performance rights were granted during the year ended 30 June 2019 (refer to Note 14(d) for more
information). The fair value of the performance rights estimated at that time was $1,190,800. None of the
performance rights vested during the current year. A balance of $349,554 was recognised as a share based
payment expense in the previous year. These rights have now expired.
(ii)
30 million performance rights were granted during the year ended 30 June 2019 (refer to Note 14(d) for more
information). The fair value of the performance rights estimated at that time was $66,000. None of the
performance rights vested during the current year. A balance of $12,774 was recognised as a share based
payment expense in the previous year. These rights have now expired.
(iii)
350 million performance rights were granted during the year ended 30 June 2020 (refer to Note 14(d) for more
information). The fair value of the performance rights estimated at that time was $700,000. None of the
performance rights vested during the current year. A balance of $79,778 was recognised as a share based
payment expense during the year.
(iv)
1 billion performance rights were granted during the previous year ended 30 June 2021 (refer to Note 14(d)
for more information). The fair value of the performance rights estimated at that time was $695,333. The
performance rights vested in the prior year. These performances right vested and converted to ordinary shares
in the prior period.
(v)
Performance rights vest subject to meeting specific performance conditions. 1.2 billion performance rights
were issued comprising three tranches of 400 million each. All tranches of performance rights have market
vesting condition being share prices of $0.0015 (tranche 1); $0.002 (tranche 2); and $0.003 (tranche 3) or more
over a consecutive 20 day business period. Each right is converted to one ordinary share upon vesting. A
balance of $513,600 was recognised as a share-based payment expense during the period. This was valued
using the Barrier pricing model. 400 million shares vested and converted to ordinary shares.
(vi)
Performance rights vest subject to meeting specific performance conditions. 900 million performance rights
were issued comprising of two tranches of 450 million each. All tranches of performance rights have non-
market vesting condition being:
•
The Company receiving a defined JORC 2012 compliant Resource in the measured category of not less
than 1,000,000 ounces of gold with a minimum cut off grade of 1g/t at any of the Company’s projects,
as verified by an independent competent person.
•
The Company completing and releasing a JORC 2012 compliant prefeasibility study for the Company’s
Giro Project to the market.
A balance of $502,500 was recognised as a share-based payment expense during the period. Each right is
converted to one ordinary share upon vesting. 450 millions performances rights vested during the year.
The fair value per Performance Right and the following inputs were used in the valuation model:
Performance Rights
Tranche 1
Tranche 2
Grant Date
29/11/2022
29/11/2022
Expiry Date
22/12/2027
22/12/2027
Exercise Price
Nil
Nil
Expected volatility
100%
100%
Risk-free rate
3.14%
3.14%
Life of rights
5 years
5 years
Underlying security price
at issue ($)
0.001
0.001
Fair
Value
per
Performance Right ($)
0.001
0.001
The fair value of the equity-settled share options and performance rights granted is estimated as at the date of grant
using the Black Scholes model or the Barrier pricing model as appropriate, and taking into account the terms and
conditions upon which the options and rights were granted, including by reference to the market value of the shares
trading on the Australian Securities Exchange (ASX) on or around the date of grant.
The total share based payment expense of $1,093,878 (2022: $2,323,666) during the year ended 30 June 2023.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 43
16. RESERVES
The following table shows a breakdown of the statement of financial position line item ‘other reserves’ and the
movements in these reserves during the year. A description of the nature and purpose of each reserve is provided
below the table.
Consolidated
2023
2022
$
$
Share based payments reserve (Note 16a)
6,826,606
7,606,950
Option premium reserve (Note 16b)
3,084,128
3,084,128
Foreign currency translation reserve (Note 16c)
3,868,677
2,891,813
13,779,411
13,582,891
Non-controlling interest reserve (Note 16d)
(13,549,738)
(12,912,212)
(a) Movement During the Year – Share based payment
Opening balance
7,606,950
7,289,417
Issue of options and performance rights
1,093,878
2,323,666
Fully Vested and exercised performance rights
moved to issued capital
(1,186,000)
(695,333)
Expiry of Performance rights
(688,222)
(1,310,800)
Closing balance
6,826,606
7,606,950
(b) Movement During the Year – Option premium
Opening balance
3,084,128
3,084,128
Issue of options
-
-
Closing balance
3,084,128
3,084,128
(c) Movement During the Year – Foreign Currency
Translation
Opening balance
2,891,813
1,885,409
Foreign currency translation differences
976,864
1,006,404
Closing balance
3,868,677
2,891,813
(d) Movement During the Year – Non-controlling interest
Opening balance
(12,912,212)
(13,265,354)
NCI share of loss for the year
(529,898)
(362,990)
Foreign currency translation differences
(107,628)
716,132
Closing balance
(13,549,738)
(12,912,212)
Nature and purpose of reserves
Share based payment Reserve
The share based payments reserve is used to record the fair value of options and performance rights issued but not
exercised.
Option Premium Reserve
Option premium reserves is used to record the fair value for the issue of options to subscribe for ordinary shares in the
Company.
Foreign Currency Translation Reserve
The foreign currency translation reserve comprises all foreign exchange differences arising from the translation of the
financial statements of foreign operations where their functional currency is different to the presentation currency of
the reporting entity.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 44
17. FINANCIAL RISK MANAGEMENT
Overview
The Group has exposure to the following risks from their use of financial instruments:
- credit risk
- liquidity risk
- market risk
This note presents information about the 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.
The Board monitors and manages the financial 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, and arises principally from the Group’s receivables from customers and investment securities.
(i)
Investments
The Group limits its exposure to credit risk by only investing in liquid securities and only with counterparties that have an
acceptable credit rating.
(ii)
Receivables
As the Group operates in the mineral exploration sector rather than trading, it does not have receivables.
Presently, the Group undertakes exploration and evaluation activities in the DRC. At the reporting date there were no
significant concentrations of credit risk.
Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group does not
have any material risk exposure to any single debtor or group of debtors. A very large proportion of the bank deposits
are held in Australia with leading banks and a minor percentage of the Group’s bank deposits is held in well established
DRC banks.
(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 reserves by continuously monitoring forecast and actual
cash flows.
Due to the nature of the Group’s activities and the present lack of operating revenue, the Group has to raise additional
capital from time to time in order to fund its exploration activities. The decision on how and when the Group will raise
future capital will depend on market conditions existing at that time and the level of forecast activity and expenditure.
Typically the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a period
of at least three to six months, including the servicing of financial obligations; this excludes the potential impact of
extreme circumstances that cannot reasonably be predicted, such as natural disasters.
The following table details the Group’s expected maturity for its non-derivative financial liabilities. These have been
drawn up based on undiscounted contractual maturities of the financial liabilities based on the earliest date on which
the Group can be required to pay.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 45
17. FINANCIAL RISK MANAGEMENT – continued
Less than 6
months
6 – 12
months
Over 1
year
Total
$
$
$
$
Group at 30 June 2023
Financial Liabilities:
Current:
Trade and other
payables
463,545
-
-
463,545
Short-term borrowings
-
-
-
-
Total Financial Liabilities
463,545
-
-
463,545
Less than 6
months
6 – 12
months
Over 1
year
Total
Group at 30 June 2022
Financial Liabilities:
Current:
Trade and other
payables
943,566
-
-
943,566
Short-term borrowings
-
-
-
-
Total Financial Liabilities
943,566
-
-
943,566
(c) Market Risk
Market risk is the risk that changes in market prices, such 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 mitigate market risk exposures such as predicting the amount of foreign currencies on a quarterly basis and
monitoring closely exchange rates fluctuations.
(i)
Foreign exchange risk
The Group is exposed to foreign exchange risk on investments, purchases and borrowings that are denominated in a
currency other than the respective functional currency of Group entities, primarily the Australian dollar (AUD). The
currencies in which these transactions are primarily denominated are AUD and 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.
(ii) Exposure to foreign exchange risk
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities at the
reporting date explained in Australian dollars are as follows:
30 June 2023
30 June 2022
Notes
Assets
Liabilities
Assets
Liabilities
$
$
$
$
United States Dollar
7,178,536
600,419
780,346
564,750
7,178,536
600,419
780,346
564,750
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 46
17. FINANCIAL RISK MANAGEMENT – continued
The following significant exchange rates applied during the year:
Average rate
Reporting date spot rate
Notes
2023
2022
2023
2022
$
$
$
$
United States Dollar
0.67
0.73
0.66
0.69
There has been no material exposure to non functional currency amounts during the financial year.
(iii)
Sensitivity analysis
A 10 percent strengthening (based on forward exchange rates) of the Australian dollar against the above currencies
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.
Consolidated
Notes
2023
2022
+10% Strengthening of the Australian Dollar
$
$
(Profit) or loss
(i)
(549,647)
(27,712)
Equity
(ii)
539,612
12,419
-10% Weakening of the Australian Dollar
(Profit) or loss
(i)
671,787
33,865
Equity
(ii)
(661,147)
(16,799)
(i)
this is mainly attributable to the exposure on USD cash
(ii) this is mainly related to the translation of foreign operations at reporting date
(iv)
Interest Risk
The Group’s exposure to the risk of changes in market interest rate relates primarily to the Group’s cash and cash
equivalents. At 30 June 2023 the weighted average interest rate on cash and cash equivalents was $Nil (2022: $Nil).
Sensitivity analysis
An increase of 50 basis points in interest rates would not have had a material impact on the Group’s profit or loss.
(d)
Net fair values
For assets and other liabilities, the net fair value approximates their carrying value. No financial assets and financial
liabilities are readily traded on organised markets in standardised form.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the
statement of financial position and in the notes to and forming part of the financial statements.
(e)
Capital risk management
Management controls the capital of the Group in order to ensure that the Group can fund its operations on an efficient
and timely basis and continue as a going concern. Capital is regarded as total equity, as recognised in the statement
of financial position, plus net debt calculated as total borrowings less cash and cash equivalents. There are no
externally imposed capital requirements.
Management effectively manages the Group’s capital by assessing the Group’s cash projections up to twelve months
in the future and any associated financial risks. Management will adjust the Group’s capital structure in response to
changes in these risks and in the market.
There have been no changes in the strategy adopted by management to control the capital of the Group since the
prior year.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 47
18. CONTINGENCIES
If 3Moz (measured and indicated category) gold resources at a cut-off grade of 2.5g/t Au are estimated at the Giro
Project, Amani will be required to pay US$5,350,000 to the former shareholders of Amani Consulting sarl (“Amani
Consulting”) from whom Amani acquired its 85% interest in the capital of Amani Consulting. At Amani’s election, 50%
of this amount can be settled by an issue of Amani shares at the then market value of Amani shares. In any case, the
liability for this amount of US$5.35M only falls due for payment upon drawdown of development funds. At the date of
this report, the condition has not been met.
Under the terms the Association Agreement between Amani subsidiary Amani Consulting SARL and La Société Minière
De Kilo-Moto SA (SOKIMO) a company wholly owned by the DRC Government (the original holder of the Giro
exploitation permits) dated 3 January 2012 (the Association Agreement), a feasibility study was required to be
completed by 31st December 2018 for the Giro Gold Project. In the absence of a completed study, SOKIMO had the
right to terminate the shareholders’ agreement with Amani Consulting by issuing a termination notice with a six-month
duration.
On 14 October 2019 Amani Gold provided an update in relation to the Gada Gold Project. The update provided
background to the acquisition of the Gada Gold Project and that it had been made aware that BN Mining had
commenced proceedings against SOKIMO for the wrongful termination of an Option Agreement over the Gada Gold
Project. Amani Gold also advised that it understood that BN Mining had, or intended to, commence proceedings
against the Company. Amani Gold has now confirmed that proceedings have also been commenced against the
Company for purportedly causing SOKIMO to terminate the Option Agreement and has sought damages amounting
to USD$100m as a result of the termination of the Option Agreement. The court case with Amani Gold and BN Mining
is continuing. On 29 January 2020 the Kinshasa Court gave a decision stating that SOKIMO had not wrongfully
terminated their Option Agreement with BN Mining. Furthermore, our lawyers reported that BN failed to appear at the
last hearing session on the 25th February 2020. The Company has requested the simple cancellation of the matter. In
April 2021, the commercial court of Kinshasa/Gombé had rendered its final judgment in favour of the Company by
declaring the action of BN Mining not receivable for lack of quality.
In view of the nature of the trigger events relating to the Giro Gold Project and unlikeliness of a successful claim by BN
Mining on Gada Gold Project legal proceedings, these liabilities are contingent in nature and no values were allocated
as liabilities in this financial report (30 June 2022: Nil).
19. COMMITMENTS
(a)
Capital commitments
There were no capital commitments, not provided for in the financial statements as at 30 June 2023.(2022: $Nil)
20. STATEMENTS OF CASH FLOWS
2023
2022
(a) Reconciliation of loss after income tax to net cash outflow from
operating activities
$
$
Profit / (loss) after income tax
(3,415,471)
(4,746,157)
Add back non-cash items:
Depreciation
27,676
29,868
Share based payments expense
1,093,878
2,323,666
Impairment
4,819
3,655
Change in assets and liabilities:
(Increase) / Decrease in receivables
1,127,007
94,949
Increase / (Decrease) in operating payables
(480,021)
(131,650)
Net cash outflow from operating activities
(1,642,112)
(2,425,669)
(b) Non-Cash Financing and Investing Activities
Share based payment expenses of $Nil (2022 - $Nil) were classified as share issue costs and recorded directly in equity.
During the year the company has not repaid any loan outstanding from the prior year (2022: $Nil).
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 48
21. RELATED PARTY TRANSACTIONS
(a) Key Management Personnel
2023
$
2022
$
Short term remuneration
582,354
514,000
Termination Benefit
-
-
Post Employment Superannuation
-
-
Share based payments
887,700
1,668,231
1,470,054
2,182,231
A number of key management persons, or their related parties, hold positions in other entities that result in them having
control or significant influence over the financial or operating policies of those entities. Transactions between related
parties are on normal commercial terms and conditions unless otherwise stated.
(b) Parent entity
Amani Gold Limited is the ultimate parent entity.
22. PARENT ENTITY DISCLOSURES
Financial position
Parent
2023
$
2022
$
Assets
Current assets
6,864,440
3,500,119
Non-current assets (note i)
32,280,982
27,937,787
Total assets
39,145,422
31,437,906
Liabilities
Current liabilities
8,502,527
491,340
Non-current liabilities
-
-
Total liabilities
8,502,527
491,340
Net Assets
30,642,895
30,946,566
Equity
Issued capital
95,096,996
92,994,343
Accumulated losses¹
(75,356,261)
(73,837,909)
Reserves
Share based reserves
6,826,606
7,606,950
Option premium reserve
3,084,128
3,084,128
Foreign current translation reserve
991,426
1,099,054
Total equity
30,642,895
30,946,566
Financial performance
Parent
2023
$
2022
$
Loss for the year
(2,206,575)
(3,491,686)
Total comprehensive Income
(2,206,575)
(3,491,686)
¹ It was noted that accumulated loss movement includes $688,222 transferred from Share based reserves as part
of the performance rights expiring
(i) The recoupment of the parent entity’s investments and loans to its subsidiaries is dependent upon the successful
development and commercial exploitation or sale of the underlying exploration assets.
Amani Gold Limited
Notes to the Consolidated Financial Statements
for the year ended 30 June 2023
Page 49
Contingent liabilities of the parent entity
The parent entity’s contingent liabilities are noted in Note 18.
For details on commitments, see Note 19.
Commitments for the acquisition of property, plant and equipment by the parent entity
The parent entity has not made any commitments for the acquisition of property, plant and equipment.
Interest in Subsidiaries
Place of
Incorporation
Consolidated
Entity Interest
Consolidated
Entity Interest
Class of
Shares
2023
2022
Parent Entity
%
%
Amani Gold Limited
Australia
Subsidiary
Amani Consulting SARL1
DRC
85%
85%
Ord
-
Giro Goldfields SARL
DRC
55.25%
55.25%
Ord
Burey Resources Pty Ltd
Australia
100%
100%
Ord
Amani Minerals (HK) Limited
Hong Kong
100%
100%
Ord
Congold SASU
DRC
100%
100%
Ord
Amago Trading Tanzania Limited
Tanzania
60%
60%
Ord
1.
Amani Consulting SARL is the parent entity of Giro Goldfields SARL with a 65% interest.
23.
EVENTS OCCURRING AFTER THE REPORTING DATE
Subsequent to year end, the Company held it general meeting on 17 August 2023 to approve the following
resolutions:
• Diposal of Main Undertaking
• Disposal of substantial asset to Mabanga Shining SARL
• Ratification of prior issue placement shares and options
• Issue of 300M performance rights to the named participating Directors who are Conrad Karageorge, Peter
Huljich and Campbell Smyth
All resolutions above were approved.
On 28 of August 2023 Ms Anna Nahajski-Staples was appointed as Non-Executive Director.
On 28 of September 2023 Burt Li resigned as Non-Executive Director.
Other than the above, since the end of the financial year and to the date of this report no matter or circumstance
has arisen which has significantly affected, or may significantly affect, the operations of the consolidated entity, the
results of those operations or the state of affairs of the consolidated entity in subsequent financial years other than
the matters referred to below.
Amani Gold Limited
Directors’ Declaration
for the year ended 30 June 2023
Page 50
In the opinion of the Directors:
a)
The financial statements and the notes and the additional disclosures included in the directors’ report
designated as audited of the consolidated entity are in accordance with the Corporations Act 2001, including:
(i)
Giving a true and fair view of the consolidated entity’s financial position as at 30 June 2023 and of its
performance for the year ended on that date; and
(ii)
Complying with Accounting Standards (including Australian Accounting Standards) and Corporations
Regulations 2001 and other mandatory professional reporting requirements; and
b)
There are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
c)
The financial statements and notes thereto include an explicit and unreserved statement of compliance with
International Financial Reporting Standards issued by the International Accounting Standards Board.
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 year ended 30 June 2023.
Signed in accordance with a resolution of the Directors made pursuant to s 295(5) of the Corporations Act 2001.
On behalf of the Board
Peter Huljich
Non-Executive Chairman
Dated 29th day of September 2023
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 51
INDEPENDENT AUDITOR’S REPORT (4 pages)
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 52
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 53
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 54
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 55
The shareholder information set out below was applicable as at 28 September 2023.
Corporate Governance Statement
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Amani
Gold Limited support and adhere to the principles of corporate governance. Please refer to the Company’s website
for details of the Corporate Governance Statement effective for the year ended 30 June 2023:
https://www.amanigold.com/corporate/corporate-governance/
Substantial shareholders (Fully Paid Ordinary Shares)
An extract of the Company’s register of substantial shareholders is set out below (28 September 2023).
Shareholders
Number of Shares
CITICORP NOMINEES PTY LIMITED
5,165,313,074
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
2,330,519,649
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
2,254,058,001
MCNEIL NOMINEES PTY LIMITED
2,044,862,789
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
1,675,854,261
Distribution of equity security holders (Fully Paid Ordinary Shares)
SPREADS OF HOLDINGS
NUMBER OF HOLDERS
NUMBER OF UNITS
% OF TOTAL
ISSUED CAPITAL
1 - 1,000
77
11,735
0.00%
1,001 - 5,000
86
271,029
0.00%
5,001 - 10,000
134
1,122,244
0.00%
10,001 - 100,000
676
30,414,089
0.12%
100,001 - 999,999,999,999
2,895
25,111,622,028
99.87%
TOTAL
3,868
25,143,441,125
100%
The number of shareholdings comprising less than a marketable parcel was 3,868
Twenty Largest Shareholder
Rank
Name
Units
% of Units
1
CITICORP NOMINEES PTY LIMITED
5,165,313,074
20.54
2
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED -
A/C 2
2,330,519,649
9.27
3
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
2,254,058,001
8.96
4
MCNEIL NOMINEES PTY LIMITED
2,044,862,789
8.13
5
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
1,675,854,261
6.67
6
EQUITY PLAN SERVICES PTY LTD
850,000,000
3.38
7
SHINING MINING COMPANY LIMITED
833,880,368
3.32
8
MR JEAN MARC ALLEGRET
769,900,000
3.06
9
LUCK WINNER INVESTMENT LIMITED
600,000,000
2.39
10
MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
461,052,124
1.83
11
ZENIX NOMINEES PTY LTD
374,717,093
1.49
12
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
294,691,068
1.17
13
MS CHUNYAN NIU
293,091,403
1.17
14
HON HAK KA
250,000,000
0.99
15
AMAX PACIFIC PTY LIMITED
198,000,000
0.79
16
BNP PARIBAS NOMS PTY LTD
186,276,123
0.74
17
MS CHUNYAN NIU
186,099,160
0.74
18
BNP PARIBAS NOMINEES PTY LTD
149,911,368
0.6
19
MR KIN WING CHAN + MRS WAI SHAN YAP
120,207,527
0.48
20
MR MARK ANDREW CARROLL
120,000,000
0.48
Totals: Top 20 holders of ANL ORDINARY FULLY PAID
19,158,434,008
76.2
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 56
Total Remaining Holders Balance
5,985,007,117
23.8
Total Holders Balance
25,143,441,125
100
Voting Rights
The voting rights attaching to ordinary shares are governed by the Constitution. On a show of hands every person
present who is a member or representative of a member shall have one vote and on a poll, every member present in
person or by proxy or by attorney or duly authorised representative shall have one vote for each share held. None of
the options has any voting rights.
Twenty Largest ANLOA ($0.0015 15 JAN 2024) Holders
Rank
Name
Units
% of Units
1
MCNEIL NOMINEES PTY LIMITED
1,300,000,000
13.71
2
ORCA CAPITAL GMBH
791,353,586
8.35
3
MS CHUNYAN NIU
546,171,001
5.76
4
NOTRE DAME INVESTMENT LIMITED
510,000,000
5.38
5
ZENIX NOMINEES PTY LTD
500,000,000
5.27
6
MS JINGYU CHEN
348,157,895
3.67
7
AMAX PACIFIC PTY LIMITED
254,000,000
2.68
8
WHEAD PTY LTD
200,000,000
2.11
9
BUDWORTH CAPITAL PTY LTD
200,000,000
2.11
10
REDLAND PLAINS PTY LTD
163,000,000
1.72
11
MRS JINGYU CHEN
150,000,000
1.58
12
FIRST INVESTMENT PARTNERS PTY LTD
115,384,614
1.22
13
BEIRNE TRADING PTY LTD
100,000,000
1.05
14
SYNDICATE MINERALS PTY LTD
100,000,000
1.05
15
AYERS CAPITAL PTY LTD
100,000,000
1.05
16
SHAH NOMINEES PTY LTD
100,000,000
1.05
17
WHEAD PTY LTD
98,820,713
1.04
18
MR DAVID IAN RAYMOND HALL + MRS DENISE
ALLISON HALL
95,000,000
1
19
DIXTRU PTY LIMITED
95,000,000
1
20
CERTANE CT PTY LTD
90,000,000
0.95
Totals: Top 20 holders of ANLOA OP15012024/$0.0015
5,856,887,809
61.78
Total Remaining Holders Balance
3,623,294,828
38.22
Total Holders Balance
9,480,182,637
100
Distribution of ANLOA ($0.0015 15 JAN 2023) Holders
SPREADS OF HOLDINGS
NUMBER OF
HOLDERS
NUMBER OF UNITS
% OF TOTAL ISSUED
CAPITAL
1 - 1,000
1
345
0.00%
1,001 - 5,000
0
0
0.00%
5,001 - 10,000
0
0
0.00%
10,001 - 100,000
1
90,000
0.00%
100,001 - 999,999,999,999
239
9,480,092,292
100.00%
TOTAL
241
9,480,182,637
100%
Unquoted equity securities
Performance Rights
2,150,000,000
Company Secretary
The company Secretary is James Bahen
Amani Gold Limited
Annual Report 2023
Additional Shareholder Information
Page 57
Registered Address
The registered address is Suite 1, 295 Rokeby Road, Subiaco WA 6008
On-market buy-back
There is no current on-market buy-back.
Mineral Interests
DRC - Democratic Republic of Congo
Notes:
1.
Refer to Directors Report for information on the sale of Giro Gold Project.
Location
Concession name
and type
Registered Holder
Amani’s current
equity interest
Maximum
equity interest
capable of being
earned
Notes
DRC
Giro Exploration
Permits
PEs 5046 & 5049
Giro Goldfields SARL
55.25%
55.25%
1