2 0 2 3
ANNUAL
REPORT
Corporate Information
DIRECTORS
Richard Seville
Non-Executive Chairperson
Debbie Morrow
Chief Executive Officer and Managing Director
Mark Savich
Executive Director
Brad Sampson
Non-Executive Director
Alec Pismiris
Non-Executive Director and Company Secretary
REGISTERED OFFICE AND PRINCIPAL PLACE OF BUSINESS
2C Loch Street
Nedlands, Western Australia, 6009
Telephone: +61 8 9389 5363
ABN: 15 122 162 396
AUDITOR
RSM Australia Partners
Level 32 Exchange Tower, 2 The Esplanade
Perth, Western Australia, 6000
Telephone: +61 8 9261 9100
SHARE REGISTER
Automic Registry Services
Level 5, 191 St Georges Terrace
Perth, Western Australia, 6000
Investor enquiries: 1300 288 664
WEBSITE
www.agrimin.com.au
STOCK EXCHANGE LISTING
Agrimin Limited shares are listed on the Australian Securities Exchange (ASX: AMN)
1
Contents
Chairperson’s Letter
Review of Operations
Environmental, Social and Governance
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes In Equity
Consolidated Statement of Cash Flows
Notes To The Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder’s Information
Schedule of Tenement Interests
03
04
12
16
33
35
36
37
39
40
65
67
71
73
Chairperson’s Letter
Dear Shareholders,
Over the past year, we continued toward our vision, the establishment of the Mackay
Potash Project as the world’s leading seaborne supplier of Sulphate of Potash (SOP)
fertiliser, developed with sustainability principles at its core and empowering local
Indigenous communities throughout the Project’s long life.
Significant progress was made during the year de-risking the project with the completion of an on-lake civil
construction trial and advancement of the Environmental Impact Assessment for the Project. In addition, an extensive
technical review of the process flowsheet and associated test work database, together with the commissioning
challenges of other potash projects in Western Australia, was completed this year which led to the requirement
for additional process test work. This is being undertaken in collaboration with a leading crystallisation vendor to
improve the robustness of the Project’s process design, particularly regarding the harvest salt preparation and
conversion stage of the process flowsheet. This test work continues to be managed and progressed by our in-
house process engineering team.
The Environmental Review Document for the Mackay Potash Project was released by the Western Australian
Environmental Protection Authority for public comment in May 2022 and we are continuing to respond to their
queries. We are proud of the high quality, industry-leading environmental work that has been completed and the
Company is working closely with the EPA to ensure their information requirements are met in the most efficient
way.
We welcomed the announcement earlier this year by the Western Australian Government that the sealing of the
Tanami Road has begun. This is a significant investment in regional infrastructure and will support the development
of Agrimin’s world-class and long-life Mackay Potash Project, as well as create long-lasting job opportunities for
several of Western Australia’s most remote communities.
On behalf of Agrimin and its shareholders, I wish to again thank the traditional owners of the lands on which
we operate. The Kiwirrkurra People, Ngururrpa People and Tjurabalan People continue to provide tremendous
support to Agrimin.
I would also like to thank our shareholders. It takes time to develop a world class project in a new sector and
the start-up challenges which have impacted our peers at the Beyondie and Lake Way Projects have made the
environment very challenging. However, our opportunity has been to learn from those projects’ experiences,
and do the detailed, diligent work in line with the approach we have taken to the Mackay Project through its
development so far, to mitigate those start-up risks. Your ongoing support and patience is appreciated.
I would also like to thank our talented team at Agrimin, led by our departing Chief Executive Officer, Mark Savich. It
will be sad for us all to see Mark leave us as he has led Agrimin for almost 10 years from the first days of the Mackay
property acquisitions, and has been integral to both the development of the Mackay Project and the Company
itself. He leaves a very capable team for our new Managing Director and Chief Executive Officer, Debbie Morrow.
Debbie has enthusiastically grasped the baton from Mark and we look forward to Debbie and the team advancing
the Mackay Potash Project through completion of permitting, financing and to construction. Welcome Debbie.
Richard Seville
Chairperson
September 2023
3
Review of
Operations
AGRIMIN ANNUAL REPORT 2023
4
Review of Operations
Mackay Potash Project (100% Interest)
Agrimin’s vision is to establish the Mackay Potash Project (“the Project”) as the world’s leading seaborne supplier of
Sulphate of Potash (“SOP”) fertiliser, to develop the Project with sustainability principles at its core and to empower
local Indigenous communities throughout the Project’s long life.
The Mackay Potash Project is situated on Lake Mackay in Western Australia, the largest undeveloped potash-bearing
salt lake in the world. Lake Mackay hosts significant volumes of brine (hypersaline groundwater) containing dissolved
potassium and sulphur which can produce high-grade, water-soluble SOP fertiliser.
SOP has a low salt index and is virtually chloride-free, making it ideal for use on high value crops such as fruits,
vegetables, grape vines and tree nuts. Additionally, Agrimin’s SOP is certified as an allowable input for use in organic
production systems.
The Definitive Feasibility Study (“DFS”) for the Mackay Potash Project was completed in July 2020 and demonstrated
the Project’s globally significant scale and that once in operation it could be the world’s lowest cost source of seaborne
SOP. The Project also offers excellent potential to expand over time to meet the expected growth in demand for SOP.
The Project is located 940 kilometres by road south of the Wyndham Port in Western Australia (Figure 1). It comprises
nine granted Exploration Licences covering over 3,000 square kilometres in Western Australia and four Exploration
Licence applications covering over 1,200 square kilometres in the Northern Territory.
The closest community to the Project is Kiwirrkurra which is located approximately 60 kilometres south-west. A
Native Title Agreement with the Kiwirrkurra People was signed in November 2017.
Agrimin’s commitment to the highest standards of Environmental, Social and Governance (“ESG”) is embodied
throughout the Project’s design and delivery to date, including:
•
•
Pro-active engagement with Indigenous people and Traditional Owners, as well as support for important land
management and community programs;
Significant commitment to training and employment opportunities for Indigenous people, particularly in relation
to the road haulage operation;
• High renewable energy penetration to deliver very low scope 1 and 2 emissions and one of the lowest carbon
•
footprints associated with any macro-nutrient fertiliser product; and
Creation of critical new seaborne SOP supply to help developing countries achieve their food security goals,
especially with respect to increasing demand for high value crops such as fruits, vegetables, tree nuts and grape
vines.
5
Figure 1: Map of Agrimin’s Projects
Definitive Feasibility Study
The Company completed the DFS for the Project and released the results to the ASX on 21 July 2020. The DFS was
completed by an integrated owners team supported by best-in-class consultants and contractors providing expertise
across the various study disciplines. The DFS was prepared to an AACE Class 3 standard and has a -15% to +20% level
of accuracy.
The DFS development plan is based on the sustainable extraction of brine from Lake Mackay using a network of
shallow trenches. Brine will be transferred along trenches into a series of solar evaporation ponds located on the
salt lake’s surface. Raw potash salts will crystallise on the floors of the ponds and will be collected by wet harvesters.
Harvested salts will be pumped as a slurry to the processing plant located off the edge of the salt lake.
The processing plant will produce high quality finished SOP fertiliser ready for direct use by customers. The SOP will
be hauled by a fleet of dedicated road trains to a purpose-built storage facility at Wyndham Port. At the port, SOP will
be loaded via an integrated barge loading facility for shipment to customers.
The DFS returned the following key outcomes for the first stage of production, based on a flat SOP price of US$500
per tonne FOB (Wyndham Port):
•
•
•
•
•
•
Post-tax NPV8, real of US$655 million and post-tax IRR of 21%;
Production rate of 450,000 tonnes per annum;
Initial 40 year mine life;
Total cash cost of US$159 per tonne FOB (Wyndham Port);
Capital cost of US$415 million, including contingency; and
Annual EBITDA forecast of US$145 million and EBITDA margin of 66%.
The Company has completed extensive pilot testing since 2017 and has produced SOP samples with high-grade
product specifications of >53% K2O.
During the DFS, a long-term pilot evaporation trial was operated on Lake Mackay from October 2018 to June 2020
which involved a 3,000 square metre pond system run as a constant flow operation with brines being transferred
through the ponds under a daily transfer regime. This industry-leading trial captured more than a full annual cycle of
operating data and successfully validated the DFS pond model and process assumptions. This pilot trial was a major
de-risking milestone for the Project.
The pilot trial included the production and harvesting of more than 50 tonnes of raw potash salt at grades of up
to 12% K2O. The potash salts have undergone pilot processing tests to produce larger quantities of SOP samples
within the Company’s targeted product specifications and have been supplied to potential offtake parties and project
partners.
The Project’s development, as contemplated in the DFS, also encompasses a strategic mine-to-ship logistics chain
ensuring it remains scalable and successful over its multi-decade life. This includes the development of key road and
port infrastructure, along with a joint venture alliance with a proven bulk logistics operator to provide critical product
haulage capability.
The full-scale Project construction is planned to commence upon the completion of permitting and project funding.
Based on the DFS delivery schedule, a program of early works is scheduled to occur in the six months prior to
construction and will focus on site preparation and the procurement of time-critical equipment for construction of
the brine extraction trenches and solar evaporation ponds. First SOP production is expected approximately two and
half years after the commencement of construction. The Project’s strong economic returns as delivered in the DFS,
together with low carbon, organic SOP product qualities, are expected to underpin the next areas of focus which
currently include:
Front End Engineering and Design (“FEED”), execution planning and contracting;
Project funding and strategic partnerships; and
•
•
• Mining tenure and environmental approvals.
6
Review of Operations
Front End Engineering Design
Following completion of the DFS, the Company advanced project funding discussions which resulted in the
appointment of Advisian, a subsidiary of Worley Limited, to complete the Independent Technical Review (“ITR”) which
included a detailed assessment of all facets of the Project as contemplated in the DFS. The review, while critical for
external financiers, was also designed to inform the Company’s ongoing Front End Engineering and Design (“FEED”)
and other de-risking activities.
The Company’s integrated owner’s team, supported by Turner & Townsend JukesTodd as project management
consultant, continues to progress several key FEED work packages. The outcomes of the FEED phase will provide a
greater degree of accuracy for operating and capital costs, as well as minimise the risk of material changes during the
construction phase of the Project.
During the financial year, a civil construction trial was completed to increase the Company’s understanding of on-lake
construction and operation of the Project’s brine extraction trenches and solar evaporation ponds. The trial results
will also be used to build on the Company’s geotechnical data for the lake, confirm key equipment selections and
validate remaining assumptions of the construction methodology.
During the current FEED phase, an extensive technical review of the process flowsheet and associated testwork
database, together with the reported experiences of other potash projects in Western Australia, has led to the
requirement for additional process testwork to be completed. This additional testwork will aim to de-risk the Project’s
start-up stage by demonstrating the targeted potash-bearing salt mineral can be consistently produced from the
expected harvest salt feed during Project’s start-up stage.
The Company has also worked with its proposed power contractor to refine the Project’s site power station design.
This has resulted in a hybrid diesel, solar, wind and battery solution with a modelled renewable energy penetration
of 84%. This power station will support the processing plant, non-process infrastructure, offices and accommodation
camp, as well as salt harvesting and pumping operations within the solar evaporation ponds.
Product Marketing and Project Funding
In May 2021, Agrimin signed a Binding Offtake Agreement with Sinochem Fertilizer Macao Limited for the supply of
150,000 tonnes per annum of SOP produced from the Mackay Potash Project for sale and distribution in China. This
is the largest offtake volume for any Australian SOP project and has a 10-year term with pricing negotiated quarterly
based on a Chinese SOP price index quoted by an international marketing group. Sinochem Fertilizer Macao Limited
is a wholly owned subsidiary of Sinofert Holdings Limited, one of China’s largest crop nutrition companies and plays
a pivotal role with global potash suppliers to ensure the country’s potash supply.
In January 2022, Agrimin signed a Binding Offtake Agreement with Nitron Group, LLC for the supply of 115,000
tonnes per annum of SOP produced from the Mackay Potash Project for sale and distribution in Latin America,
Mexico, the Caribbean and Africa. The agreement has a 7-year term with pricing based on market prices less typical
netback costs. Nitron is a global trader of fertilisers with well-established distribution networks in various markets,
including leading market positions in Latin America and Africa.
In April 2022, Agrimin signed a Binding Offtake Agreement with MacroSource, LLC for the supply of 50,000 tonnes
per annum of SOP produced from the Mackay Potash Project for sale and distribution in the USA. The agreement
has a 7-year term with pricing based on market prices less typical netback costs. MacroSource is a leading wholesaler
of NPK bulk blending grade fertilisers and has one of the largest distribution systems throughout major agricultural
growing areas across the USA, including on railroads, rivers and ports.
Agrimin has committed 70% of its planned SOP production capacity under long-term binding offtakes to support the
Company’s ongoing project funding initiatives.The Company continues to progress discussions with the Northern
Australia Infrastructure Facility (“NAIF”) which has expressed its interest to provide concessional longer term debt
finance for the Project.
7
Project Tenure and Approvals
The Environmental Impact Assessment for the Mackay Potash Project is currently in progress. The Project is being
assessed by the Western Australian Environmental Protection Authority (“EPA”) at a Public Environmental Review level.
The EPA’s assessment is an accredited process under a bilateral agreement with the Commonwealth Government,
and therefore the Project will not require a separate assessment by the Commonwealth Department of Climate
Change, Energy, the Environment and Water.
The EPA’s assessment remains on the critical path to the Project’s development and based on statutory guidelines
the indicative timeline for EPA approval is late 2023. The Company continues to work closely with the EPA to ensure
their information requirements are met in the most efficient way.
In parallel with the assessment, the Company is progressing the Project’s other remaining approvals, licences and
agreements, which include:
• Department of Mines, Industry Regulation and Safety – Miscellaneous Licences, Mining Lease, Mining Proposal
and Mine Closure Plan approvals;
• Department of Water and Environmental Regulation – Works Approval and Licence; and
•
Agreement with Tjurabalan Native Title Lands (Aboriginal Corporation) RNTBC for the grant of Miscellaneous
Licences over the proposed haul road.
Lake Auld Potash Project (100% Interest)
The Lake Auld Potash Project is located approximately 640 kilometres south-east of Port Hedland, Western
Australia. The Lake Auld Potash Project consists of a granted Exploration Licence covering a lakebed area of 108
square kilometres across Lake Auld. Lake Auld’s exceptionally high grades, favourable climatic conditions for solar
evaporation and proximity to a major operating port support the potential for strong economics.
The Lake Auld Potash Project is neighboured either side by the Company’s existing Exploration Licence applications
which cover the Canning Palaeovalley, including the remainder of Lake Auld and Percival Lakes. The Company’s
applications cover the most prospective portion of the 450 kilometre long lake system where historic sampling of
brine has returned the highest known in-situ SOP grades from an Australian salt lake.
The Company continues its consultations with Jamukurnu Yapalikurnu Aboriginal Corporation which is the Prescribed
Body Corporate that holds and manages native title for the Martu common law holders of the Martu native title
determinations.
Tali Resources Pty Ltd (40% Interest)
Agrimin holds a 40% interest in Tali Resources Pty Ltd which has Exploration Licences in Western Australia that are
prospective for gold and base metals mineralisation. Tali Resources Pty Ltd has signed a Farm-in and Joint Venture
Agreement with Rio Tinto Exploration Pty Ltd, pursuant to which Rio Tinto Exploration Pty Ltd can earn up to a
75% joint venture interest in the Exploration Licences. RC drilling programs were completed in 2022 and 2023. Tali
Resources Pty Ltd also holds a 15.9% shareholding in WA1 Resources Ltd (ASX:WA1).
Environment
Agrimin is committed to minimising the impact of its activities on the
environment. Since exploration activities commenced at the Mackay
Potash Project in 2015, no reportable environmental incident has
occurred and it is the Company’s focus to maintain this performance.
The Environmental Impact Assessment for the Mackay Potash
Project is currently in progress. This is discussed above under the
project tenure and approvals.
8
Review of Operations
Community
The Mackay Potash Project is located within the Kiwirrkurra native title determination area. The Company values its
relationship with the Kiwirrkurra native title holders and is committed to maintaining an enduring partnership to
ensure the Project’s development can bring many benefits to the local community.
The Company continued its active engagement in local communities and across all levels of Federal, State and
Local Government. The Mackay Potash Project enjoys strong support in local communities, particularly given the
employment opportunities and economic infrastructure that the Project will create. The Project is expected to create
approximately 200 direct full-time jobs and support over 600 jobs through the regional supply chain over its 40 year
life, generating valuable long-term opportunities for Indigenous people living in Central Desert communities, as well
as people living throughout the broader Kimberley region.
Newhaul Bulk Pty Ltd (the strategic haulage joint venture between Agrimin and Newhaul Pty Ltd) continues to
progress plans to establish a Driver Training Academy to maximise the number of local employees and provide
further opportunities for local employment and skills training presented by the Project’s development. The Driver
Training Academy will aim to provide inspiring pathways for young people in Central Desert, East Pilbara and
Kimberley communities who are interested in pursuing a long-term career in logistics.
Safety
The Company is firmly committed to ensuring all work activities are carried out safely with all practical measures
taken to remove risks to the health, safety and welfare of workers, contractors, authorised visitors and anyone else
who may be affected by the Company’s activities. The Company is pleased to report that no recordable injuries have
been reported during the year. The Company’s past safety performance, along with a strong safety culture, bodes
well as activity levels continue to grow.
Sustainability
Agrimin is committed to developing the Mackay Potash Project sustainably and in alignment with the United Nations
Sustainable Development Goals. The Company’s commitment is embodied throughout the recently released DFS
and has been demonstrated through over seven years of positive stakeholder engagement.
The Company believes in caring for the natural environment and aims to produce sustainable fertiliser products that
minimise the environmental impacts of global agriculture. Agrimin is committed to managing its own environmental
responsibilities during the production of its SOP, as well as offering an alternative to existing chemical and chloride-
based potash fertilisers.
Agrimin’s Board is committed to the adoption of corporate governance policies and practices consistent with the
ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations that are appropriate
for a company of Agrimin’s size and nature. Agrimin’s governance documents are reviewed annually and are
available on the Company’s website.
The Company is committed to maximising the employment and business opportunities for Indigenous people.
Corporate
In December 2021, the Company announced that it would receive a grant of $2.0 million under the Australian Federal
Government’s Supply Chain Resilience Initiative (“SCRI”). The SCRI provides grant funding to Australian
businesses in order to address supply chain vulnerabilities for critical products or inputs identified
in the Sovereign Manufacturing Capability Plan. Grant funds to be received under the SCRI
will be used for FEED works for the Mackay Potash Project. In addition to the Project’s
award of Major Project Status by the Australian Government, the grant funding
under the SCRI further underscores the domestic importance of the Project.
The Company received $1.2 million on 13 December 2022 (30 June 2022: $0.4
million) to bring the total to $1.6 million.
9
Annual Mineral Resources and Ore Reserve Statement
Drainable Porosity Mineral Resource Estimate (JORC Code 2012)
Resource
Zone
UZT
UZB
LZ1
LZ2
LZ3
Aquifer
Volume
(Mm3)
10,568
28,636
48,127
248,711
17,003
Measured & Indicated
Measured
Indicated
Total
K (mg/L) SOP (Mt) K (mg/L) SOP (Mt) K (mg/L)
3,473
3.9
-
-
-
-
-
-
-
-
3,719
3,405
3,542
-
-
3.3
6.5
9.7
-
-
3,558
3,405
3,542
-
-
SOP
(Mt)
7.3
6.5
9.7
-
-
Total
353,045
3,473
3.9
3,527
19.5
3,509
23.5
Inferred
Total Mineral Resource
K (mg/L)
SOP (Mt)
K (mg/L)
SOP (Mt)
2,969
3,084
3,428
3,382
1,910
3,232
3.7
3.6
9
75
8.7
100.0
3,360
3,292
3,487
3,382
1,910
3,285
11
10.1
18.7
75
8.7
123.5
Total Porosity Mineral Resource Estimate (JORC Code 2012)
Resource
Zone
UZT
UZB
LZ1
LZ2
LZ3
Aquifer
Volume
(Mm3)
10,568
28,636
48,127
248,711
17,003
Measured & Indicated
Measured
Indicated
Total
K (mg/L) SOP (Mt) K (mg/L) SOP (Mt) K (mg/L)
3,473
16.5
-
-
-
-
-
-
-
-
3,719
3,405
3,542
-
-
8.6
54.6
81.4
-
-
3,558
3,405
3,542
-
-
SOP
(Mt)
25.1
54.6
81.4
-
-
Total
353,046
3,473
16.5
3,501
144.6
3,498
161.1
Inferred
Total Mineral Resource
K (mg/L)
SOP (Mt)
K (mg/L)
SOP (Mt)
2,952
3,084
3,428
3,382
1,910
3,323
10.9
29.8
75.7
787.8
30.4
934.6
3,375
3,292
3,487
3,382
1,910
3,349
36
84.4
157
787.8
30.4
1,095.6
Classification
Proved
Probable
Total
Ore Reserve
Brine Volume
(GL)
K (mg/l)
SOP (Mt)
602
2,592
3,194
2,797
2,819
2,815
3.7
16.3
20
10
Review of Operations
Competent Person Statement
The mineral resources and ore reserves statement in this Annual Report is based on, and fairly represents, information
and supporting information prepared by competent persons.
The mineral resources statement in this Annual Report as a whole has been approved by Mr Derek Loveday, who is a
full-time employee of Stantec Consulting Services Inc. Mr Loveday is a geologist and is an independent consultant to
Agrimin Limited. Mr Loveday is a Member of the Society for Mining, Metallurgy & Exploration, a Professional Engineer
of the Association of Professional Engineers and Geoscientists of Alberta, and a Professional Engineer of the South
African Council for Natural Scientific Professions. Mr Loveday has provided his prior written consent to the form and
context in which the mineral resources statement appears in this Annual Report.
The ore reserves statement in this Annual Report as a whole has been approved by Mr Rick Reinke, who is a full-time
employee of Stantec Consulting Services Inc. Mr Reinke is a hydrogeologist and is an independent consultant to
Agrimin Limited. Mr Reinke is a member, a Professional Geoscientist, and Professional Geophysicist of the Association
of Professional Engineers and Geoscientists of Alberta. Mr Reinke has provided his prior written consent to the form
and context in which the ore reserves statement appears in this Annual Report.
Cautionary Statement
The Definitive Feasibility Study results, production target and forecast financial information referred to in this Annual
Report are supported by the Definitive Feasibility Study mine plan which is based on the extraction of 93% Ore
Reserve and 7% Inferred Mineral Resource. There is a low level of geological confidence associated with the Inferred
Mineral Resource and there is no certainty that further exploration work and economic assessment will result in the
conversion to Ore Reserve or that the production target itself will be realised. The Mineral Resource and Ore Reserve
underpinning the production target in this Annual Report have been prepared by a competent person in accordance
with the requirements of the JORC Code (2012).
Forward Looking Statements
This Annual Report may contain certain forward-looking statements which may not have been based solely on
historical facts, but rather may be based on the Company’s current expectations about future events and results.
Where the Company expresses or implies an expectation or belief as to future events or results, such expectation
or belief is expressed in good faith and believed to have a reasonable basis. However, forward-looking statements
are subject to risks, uncertainties, assumptions and other factors, which could cause actual results to differ
materially from future results expressed, projected or implied by such forward-looking statements. Forward looking
information includes exchange rates; the proposed production plan; projected brine concentrations and recovery
rates; uncertainties and risks regarding the estimated capital and operating costs; uncertainties and risks regarding
the development timeline, including the need to obtain the necessary approvals. For a more detailed discussion of
such risks and other factors, refer to this Annual Report in its entirety, as well as the Company’s other ASX Releases.
Readers of this Annual Report should not place undue reliance on forward-looking information. No representation or
warranty, express or implied, is made by the Company that the matters stated in this Annual Report will be achieved
or prove to be correct. Recipients of this Annual Report must make their own investigations and inquiries regarding
all assumptions, risks, uncertainties and contingencies which may affect the future operations of the Company or
the Company’s securities. The Company does not undertake any obligation to update or revise any forward-looking
statements as a result of new information, estimates or opinions, future events or results, except as may be required
under applicable securities laws.
11
Environmental, Social and Governance
Environmental, Social and Governance
Agrimin is committed to developing the Mackay Potash Project sustainably and in alignment with the United Nations
Sustainable Development Goals, as outlined in Figure 2. The Company’s commitment is embodied throughout its DFS
and has been demonstrated through eight years of positive stakeholder engagement.
Goal
Agrimin’s Alignment
Zero Hunger
We aim to establish a globally important supply of sustainable fertiliser
that can improve global agricultural productivity and assist developing
countries to achieve food security.
Good Health and
Well-being
We strive to provide a safe work place for our employees and the
communities in which we operate. Their health and well-being is our
paramount focus.
Quality Education
We have a planned program of training and education opportunities
within our local communities which are designed to improve accessibility
to the jobs that will be created over the life of our operations.
Gender Equality
We aspire to provide a positive and inclusive team environment. We
recognise the importance of improving gender representation in the
roles we create.
Decent Work and
Economic Growth
We aim to empower local communities by creating jobs and supporting
training programs throughout all phases of our operations to ensure
economic benefits endure locally over the long-term.
Industy, Innovation
and Infrastructure
We will develop important regional infrastructure that will create
economic and social opportunities through better connectivity for
remote communities.
Reduced
Inequalities
We seek to provide jobs and economic opportunities for Indigenous
people living in our country’s most isolated communities. We firmly
believe our operations can be a catalyst for an improved quality of life.
Responsible
Consumption and
Production
We have designed a sustainable and low impact production process to
ensure that our operations minimise the consumption of water, energy
and other materials.
Climate Action
Life on Land
We aim to achieve a high penetration of renewable energy in our
operations and we are proud that our fertiliser will have one of the
lowest carbon footprints associated with any major macronutrient
fertiliser.
We are committed to protecting the environment and minimising
the impact on the biodiversity within the ecosystems we operate.
Globally, we aim for our fertiliser to reduce the environmental impact
of agriculture.
Peace, Justice and
Strong Institutions
We are committed to acting in a transparent, accountable and
responsible manner throughout all of our business dealings. We
operate to high levels of corporate governance and intend to grow
these with our business.
Figure 2. Alignment with the United Nations Sustainable Development Goals
12
Environmental, Social and Governance
Environment
Agrimin believes in caring for the natural environment and aims to
produce sustainable fertiliser products that minimise the environmental
impacts of global agriculture. Agrimin is committed to managing its own
environmental responsibilities during the production of its SOP, as well as
offering an alternative to existing chemical and chloride-based potash fertilisers.
The Mackay Potash Project gives Agrimin an opportunity to integrate environmental and social outcomes from the
very beginning. The Project has a targeted renewable energy penetration of 58% through the utilisation of a hybrid
gas, solar, wind and battery solution. This has contributed to Agrimin’s SOP having one of the lowest carbon footprints
associated with any major macro-nutrient fertiliser.
Agrimin has worked diligently to design a project that minimises the impact on the biodiversity within the ecosystems
it operates. The Company has undertaken an extensive set of environmental surveys and studies with the aim of
developing a comprehensive and holistic understanding of Lake Mackay, the Lake’s local and regional significance
and potential impacts associated with the Project.
The Company has been operating extensive field programs on Lake Mackay since 2015 and is proud to have never
recorded a single significant environmental incident or received an environmental improvement or prohibition
notice.
Significant environmental incidents
Value of fine
DMRS improvement notices - environment
DMRS prohibition notices - environment
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
FY18
FY19
FY20
FY21
FY22
FY23
Figure 3. Environmental performance
Safety
The safety and wellbeing of Agrimin’s people and the communities in which it operates
is a paramount focus. Agrimin believes all incidents are preventable and its aim is that
all people will return home after work in the same or better condition than when they
arrived.
As Agrimin has grown it has retained an embedded and positive safety culture which is reflected in its safety
performance. Agrimin’s culture is set by its progressive and accessible leadership team, along with everyone’s
individual commitment to the values that drive safe behaviour.
During the year, Agrimin had no Lost Time Injuries (“LTIs”) and no significant incidents were reported within the
communities in which it operates.
2
-
-
-
-
-
-
FY17
FY18
FY19
FY20
FY21
FY22
FY23
Figure 4. LTI Performance
13
Social
Agrimin’s vision is to empower local Indigenous
communities through sustainable economic
development and aims to sustainably produce
fertiliser products that help achieve global food
security.
Agrimin believes in supporting the communities in which it operates and that it is essential to deliver significant
benefits to members of local and regional communities, in particular the Traditional Owners of the lands it operates.
Further, it will only truly succeed once it is accepted as an integral party of the communities in which it operates.
Agrimin has established a long-standing and respectful relationship with the Traditional Owners who are affected by
the Mackay Potash Project. The Company aims to continue to build upon this mutually beneficial relationship with
the Traditional Owners of the land in which it operates, providing economic and cultural-strengthening opportunities
with effective engagement, consultation and communication.
The Mackay Potash Project will not only create jobs and economic opportunities for the local communities, but
Agrimin will also provide training and education opportunities designed to improve their accessibility. Agrimin is
particularly proud that its haulage joint venture (Newhaul Bulk) is developing a driver training program which will
maximise the opportunity to recruit local and Indigenous employees.
The development of the Mackay Potash Project will present local communities with improved access to infrastructure
including roads, communication networks and access to utilities. Central to the project is a proposed sealed haul
road which will directly benefit local communities and other businesses in the region.
Agrimin’s premium quality SOP products will play a critical role in helping to achieve global food security. SOP will
improve agricultural productivity and increase sustainable food production for farmers, particularly in the developing
countries of South and Southeast Asia to nourish their rapidly growing middle-class populations.
Governance
Agrimin strives to act in a transparent, accountable and responsible manner in all of its
business dealings.
Agrimin’s Board is committed to the adoption of corporate governance policies
and practices consistent with the ASX Corporate Governance Council’s Corporate Governance Principles and
Recommendations that are appropriate for a company of Agrimin’s size and nature. Agrimin’s governance documents
are reviewed annually and include:
Values Statement
Code of Business Conduct
Shareholder Communication Policy
Continuous Disclosure Policy
People and Remuneration Committee Charter
•
•
•
•
•
• Diversity Policy
•
•
• Disclosure Policy
•
• Whistleblower Policy
•
Securities Trading Policy
Environmental and Cultural Heritage Policy
Audit and Risk Management Committee Charter
Anti-Bribery and Corruption Policy
These documents are available on the Agrimin website.
Agrimin recognises that as the Mackay Potash Project moves to the next phase of development, contract and
procurement management will become an increasingly important area of governance.
Agrimin is committed to maximising the employment and business opportunities for Indigenous people, particularly
the Kiwirrkurra People. Proposals from Kiwirrkurra People or entities will be given preferential weighting when
tendering for smaller packages of work.
14
Environmental, Social and Governance
People
Agrimin cares about its people, they are its most important asset and
the Company aspires to provide a positive, safe and inclusive team
environment. Agrimin recognises the importance and improvement to
business performance a diverse workforce can bring.
Agrimin is committed to measuring and developing inclusive diversity within the roles it creates at the Mackay
Potash Project ensuring equal access to opportunities irrespective of gender, age, race, national or ethnic origin,
cultural background, social group, marital status, religion, sexual orientation or physical ability while ensuring equal
remuneration is offered for all employees, reflective of the position, candidate experience and position tenure.
Professional and personal development of its workforce is central to its business objective. Agrimin aims to create a
positive team environment where its employees have the opportunity for lifelong learning and development, where
it can empower its employees and local communities and leave a lasting positive legacy.
15
Directors’
Report
AGRIMIN ANNUAL REPORT 2023
Directors’ Report
Your directors are pleased to provide their report on Agrimin Limited (ASX: AMN) (‘Agrimin’ or the ‘Company’) together
with the consolidated financial statements for the Company and its controlled entities (‘Group’) for the year ended
30 June 2023.
Directors’ And Company Secretary
The names and details of the Company’s directors and company secretary in office during the financial year and until
the date of this report are as follows. The directors and company secretary were in office for the entire period unless
otherwise stated.
Names, Qualifications, Experience and Special Responsibilities
Richard Seville
Non-Executive Chairperson, appointed 5 August 2019.
BSc (Hons) Mining Geology, MEngSc Rock Engineering, MAusIMM, ARSM.
Mr Seville has over 35 years of experience in the resources sector including positions as Managing Director, Operations
Director, Non-Executive Director and Chairperson of a number of ASX, TSX and AIM listed companies. Until 2019, Mr
Seville was Chief Executive Officer and Managing Director of Orocobre Limited (ASX: ORE), a lithium and boron chemicals
producer with operations in Argentina. Mr Seville led Orocobre for 12 years from IPO and during which time, he brought
the flagship Olaroz brine project through exploration, feasibility and financing with project debt and partnering with
Toyota Tsusho Corporation, into production and expansion. Mr Seville holds a BSc in Mining Geology from Imperial
College, London and a Masters in Engineering Science from James Cook University.
Mr Seville’s other current listed company directorships include ASX100 Allkem Ltd (ASX:AKE), formerly Orocobre Ltd, a
significant lithium producer with operations and/or development projects in Argentina, Australia, Japan and Canada.
Within the last 3 years, Mr Seville was formerly a director of ASX Listed OZ Minerals Limited.
Debbie Morrow
Chief Executive Officer and Managing Director, appointed 1 September 2023
BBus, GAICD.
Ms Morrow is a highly accomplished executive with extensive experience leading large-scale projects and a range of
senior corporate and sustainability roles across the energy and mining sectors. Ms Morrow had a 20 plus-year career
with global oil and gas company Woodside Energy Ltd. More recently, she was a C-Level Executive of ASX 100 mining
company OZ Minerals Ltd, responsible for overseeing the development of the company’s growth projects.
Highly regarded as an authentic leader with infectious passion and energy, Ms Morrow has a reputation in strategy
development and has a track record of converting vision into outcomes. Underpinned by commercial acumen, she is
skilled at leading teams and creating strong connections with all internal and external stakeholders.
Mark Savich
Executive Director, appointed 1 December 2012 (Chief Executive Officer until 31 August 2023)
BComm, CFA, GradDipMinExplGeoSc, GAICD.
Mr Savich has 20 years of experience in the resources sector in Western Australia. He began his career as an accountant
in 2003 and was subsequently a resources analyst between 2006 and 2014. Mr Savich became a Non-Executive Director
of Agrimin in 2012 and was appointed as an Executive Director in 2014. He holds a Bachelor of Commerce from the
University of Western Australia, a Graduate Diploma in Mineral Exploration Geoscience from the WA School of Mines, is
a Chartered Financial Analyst (CFA), a graduate member of the Australian Institute of Company Directors and completed
the Chartered Accountants (CA) program.
17
Brad Sampson
Non-Executive Director, appointed 22 April 2016 (Non-Executive Chairperson until 5 August 2019).
B.E. (Hons) Mining, MBA, AMP, MAusIMM.
Mr Sampson is an internationally experienced business leader, director and mining professional with 30 years’ resources
industry experience. In addition to significant project development and operating experience, he is an experienced
director with listed and non-listed companies and has joint venture governance experience across multiple international
jurisdictions. Mr Sampson currently serves as Chief Executive Officer and Director of Kore Potash Plc. He has been the
Managing Director or CEO of multiple listed resources companies and held senior management roles in resources and
engineering companies including Newcrest Mining, Gold Fields Ltd and Thiess.
Mr Sampson’s other current listed company directorships include ASX listed Kore Potash Plc and ASX listed Metallica
Minerals Ltd.
Alec Pismiris
Non-Executive Director and Company Secretary, appointed 3 October 2013.
BComm, MAICD, FGIA, FCG.
Mr Pismiris has over 30 years of experience in the securities, finance and mining industries. Since 1990, Mr Pismiris has
served as a director and company secretary for various ASX listed companies as well as a number of unlisted public
and private companies. Mr Pismiris completed a Bachelor of Commerce degree at the University of Western Australia,
is a member of the Australian Institute of Company Directors and a fellow of The Governance Institute of Australia.
Mr Pismiris has participated numerous times in the processes by which boards have assessed the acquisition and
financing of a diverse range of assets and has participated in and become familiar with the range of evaluation criteria
used and the due diligence processes commonly adopted in the commercial assessment of corporate opportunities.
Mr Pismiris’ other current listed company directorships are ASX listed Sunshine Metals Limited, ASX listed The Market
Herald Limited and ASX listed Bubalus Resources Limited.
Mr Pismiris was formerly a director within the last 3 years of ASX
listed Lanthanein Resources Limited (formerly Frontier
Resources Limited), ASX listed Javelin Minerals
Limited (formerly Victory Mines Limited) and
TSX-V listed Pacton Gold Inc.
Directors’ Report
Interests In The Shares and Options of the Company and Related Bodies Corporate
As at the date of this report the relevant interests of each director in the shares and options of the Group are:
Director
R Seville
D Morrow (1)
M Savich
B Sampson
A Pismiris
Ordinary
555,488
-
11,892,000
1,920,000
5,400,000
Performance Rights
1,200,000
-
2,400,000
600,000
600,000
(1) The Company will issue 6,000,000 performance rights to Ms Morrow as a one-off commencement bonus subject to
shareholder approval. These performance rights will vest upon either the achievement of Relative Total Shareholder
Return against a comparator peer group over a three-year period from the grant date or an ASX announcement by the
Company of the commencement of construction of its Mackay Sulphate of Potash Project within two years from the
grant date.
Directors’ Meetings
An audit committee was originally established in July 2007. However, due to the current composition of the Board of
Directors and scale of activities of the Company, this committee was not utilised during the year ended 30 June 2023.
All matters that would normally have been reviewed by this committee were reviewed by the full Board of Directors.
The number of directors’ meetings and number of meetings attended by each of the directors of the Company during
the financial year were:
Director
R Seville
M Savich
B Sampson
A Pismiris
Board Meetings
Held
Attended
7
7
7
7
7
7
7
7
Principal Activities
The principal activity of the Group during the year was advancing the Mackay Potash Project in Western Australia.
There was no significant change in the nature of the Group’s activities during the financial year ended 30 June 2023.
Review And Results Of Operations
The Company incurred a $47,921 loss after income tax for the period (2022: $1,371,321). The decrease of loss after
tax was primarily the result of the reversal of performance rights expensed since inception following management’s
assessment of meeting the performance condition. During the year, $4,349,026 (2022: $6,417,335) of exploration
expenditure was capitalised to exploration and evaluation assets.
Dividends
No dividends have been paid or recommended for the current year (2022: None).
Events Subsequent To Reporting Date
On 24 August 2023, the Company announced that Mark Savich will step down as the Company’s Chief Executive
Officer and that highly regarded senior resources executive Debbie Morrow has been appointed as the Company’s
Managing Director and Chief Executive Officer.
Ms Morrow commenced employment on 1 September 2023. Mr Savich continues with the Company as an Executive
Director until the end of 2023 to ensure a smooth management transition. Ms Morrow’s appointment comes after a
thorough executive recruitment process.
19
The appointment is on an ongoing basis subject to termination by either party. Ms Morrow receives a base salary
of $400,000 per annum plus compulsory superannuation calculated at the prevailing Superannuation Guarantee
percentage rate (11% of the base salary as at the date hereof). Ms Morrow will be eligible to receive an annual STI up
to 50% of annual remuneration payable 50% share based and 50% cash. Ms Morrow may be eligible to participate in
any share plan or LTI plan operated by the Company.
The Company will issue 6,000,000 performance rights to Ms Morrow as a one-off commencement bonus subject to
shareholder approval. These performance rights will vest upon either the achievement of Relative Total Shareholder
Return against a comparator peer group over a three-year period from the grant date or an ASX announcement by
the Company of the commencement of construction of its Mackay Sulphate of Potash Project within two years from
the grant date.
Either party may terminate the agreement by giving the other party six months’ written notice. The Company may
terminate the agreement without notice if Ms Morrow commits a serious or persistent breach of the agreement, or
otherwise engages in misconduct or negligent performance of duties.
Likely Developments And Expected Results Of Operations
Likely developments in the operations of the Group are set out in the Review of Operations from page 4.
Indemnification of Auditors
To the extent permitted by law, the Company has agreed to indemnify its auditors, RSM Australia Partners, as part of
the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount).
No payment has been made to indemnify RSM Australia Partners during or subsequent the financial year.
Indemnification and Insurance of Directors and Officers
INDEMNIFICATION
The Company has agreed to indemnify the directors of the Company against all liabilities to another person (other
than the Company or a related body corporate) that may arise from their position as directors of the Company,
except where the liability arises out of conduct involving a lack of good faith. The agreement stipulates that the
Company will meet the full amount of any such liabilities, including costs and expenses.
INSURANCE PREMIUMS
The Company has arranged directors’ and officers’ liability insurance, for past, present or future directors, secretaries
and executive officers. The insurance cover relates to:
•
•
costs and expenses incurred by the relevant officers in defending proceedings, whether civil or criminal and
whatever their outcome; and
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.
The Group paid a premium of $45,000 (2022: $40,000) for directors’ and officers’ insurance.
Environmental Regulation And Performance
The Group is subject to environmental regulation in respect to its exploration activities and aims to ensure that the
highest standard of environmental care is achieved, and it complies with all relevant environmental legislation. There
have been no material breaches during the period covered by this report.
Non-Audit Services
During the financial year, RSM Australia Partners have not provided any non-audit services.
20
Directors’ Report
Corporate Governance
This statement outlines the main corporate governance practices adopted by the Board of Agrimin which comply
with the ASX Corporate Governance Council recommendations unless otherwise stated.
The Board and management of Agrimin recognise their duties and obligations to shareholders and other stakeholders
to implement and maintain a proper system of corporate governance. The Company believes that good corporate
governance adds value to stakeholders and enhances investor confidence.
The ASX Listing Rules require listed companies to prepare a statement disclosing the extent to which they have
complied with the recommendations of the ASX Corporate Governance Council (‘Recommendations’) in the reporting
period. The Recommendations are guidelines designed to improve the efficiency, quality and integrity of the Company.
They are not prescriptive and if a company considers a recommendation to be inappropriate having regard to its own
circumstances, it has the flexibility not to follow it. Where a company has not followed all the Recommendations, it
must identify which Recommendations have not been followed and give reasons for not following them.
This Corporate Governance Statement (‘Statement’) sets out a description of the Company’s main corporate practices
and provides details of the Company’s compliance with the Recommendations, or where appropriate, indicates a
departure from the Recommendations with an explanation.
This Statement is current as at 30 June 2023 and has been approved by the Board of Directors of Agrimin. It is
available on the Company’s website at http://www.agrimin.com.au/corporate-governance/.
Auditor’s Independence Declaration
A copy of the Auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set
out on page 33.
21
Directors’ Report
22
Directors’ Report
Remuneration Report (Audited)
1.
Principles of Remuneration
Key management personnel have the authority and responsibility for planning, directing and controlling the activities
of the Group.
The Key Management Personnel of Agrimin Limited and the Group are:
DIRECTORS
R Seville
D Morrow
M Savich
B Sampson
A Pismiris
Non-Executive Chairperson
Chief Executive Officer and Managing Director, appointed on 1 September 2023
Executive Director, appointed on 1 December 2012 (CEO until 31 August 2023)
Non-Executive Director
Non-Executive Director and Company Secretary
NAMED KEY MANAGEMENT PERSONNEL
T Lyons
General Manager (resigned on 28 February 2023)
All the above persons were key management personnel during the financial year to 30 June 2023 unless otherwise
stated. The information provided in this remuneration report has been audited as required by section 308 (3C) of the
Corporations Act 2001.
KEY ELEMENTS OF KEY MANAGEMENT PERSONNEL REMUNERATION STRATEGY
The following principles of remuneration have been agreed by the Board and formed the basis of the principles
of remuneration during the relevant periods of employment and will remain relevant to future employment
arrangements.
Remuneration levels for key management personnel of the Group are competitively set to attract and retain
appropriately qualified and experienced directors and executives and as relevant to the circumstances of the
Company from time to time. The remuneration structures explained below are designed to attract suitably qualified
candidates, reward the achievement of strategic objectives, and achieve the broader outcome of creation of value
for shareholders. The remuneration structures consider the capability and experience of the key management
personnel and the Group’s performance including:
•
•
•
•
•
the successful implementation of exploration and development programs designed to progress into operations;
the Group’s earnings, when and if appropriate;
the growth in share price and delivering enhancement of shareholder value;
the relevant prevailing employment market conditions; and
the amount of incentives within each key management person’s remuneration.
Remuneration packages include a mix of fixed and variable remuneration and short and long-term performance-
based incentives.
1.1
Fixed Remuneration
Fixed remuneration consists of base remuneration (which is calculated on a total cost basis and includes any fringe
benefits tax charges related to employee benefits) as well as employer contributions to superannuation funds, as
required by law. Remuneration levels are reviewed annually by the Chief Executive Officer and the Board through
a process that considers individual performance, employment market conditions and overall performance of the
Group.
23
1.2
Performance Linked Remuneration
Performance linked remuneration includes short-term and long-term incentives and is designed both to reward
key management personnel for meeting or exceeding their financial and personal objectives and to keep the Group
competitive in the marketplace. The Short-Term Incentive (STI) is an at-risk bonus provided in the form of cash
and shares based on agreed key performance indicators (KPIs) for each position. A Long-Term Incentive (LTI) has
been provided as performance rights to ordinary shares of the Company under the rules of the Agrimin Employee
Securities Incentives Plan 2019 (ESIP). The ESIP provides for the issuance of performance securities which can include
a plan share, option, performance right or other convertible security. Upon determination by the Board that the
performance conditions attached to the performance securities have been met, this will result in the issue of one
ordinary share in the Company for each performance security.
If a performance condition of a performance security is not achieved by the milestone date then the performance
security will lapse. A performance security will also lapse if the Board determines the participant ceases to be an
eligible employee for the purposes of the ESIP for any reason (other than as a result of retirement, disability, bona
fide redundancy or death).
1.3
Long-Term Incentives
The LTIs include long-service leave and share based payments (‘performance securities’) which are outlined below.
PERFORMANCE SECURITIES
Performance securities are issued under the ESIP (made in accordance with thresholds set in plans that have
been initially approved by the Board) and it provides for key management personnel to receive varying numbers
of performance rights for no consideration. The actual number of performance securities issued depends on the
seniority and responsibility of the executive concerned. The performance conditions and vesting periods of the
performance securities are set so as to provide a realistic incentive to each executive and to reflect the executive’s
contribution to the Group and enhancement of value for all shareholders.
At the annual general meeting of shareholders held on 27 November 2019, the Company obtained approval for
the adoption of the ESIP in accordance with the requirements of ASX Listing Rule 7.2, Exception 9. The ESIP has not
replaced the Performance Right Plan 2014 (PRP) which was renewed in 2017. Under the PRP 7,000,000 performance
rights were issued to the following directors and other key management personnel:
Director
M Savich
B Sampson
A Pismiris
Other key management personnel
T Lyons
Number issued
4,000,000
500,000
500,000
2,000,000
The performance condition attached to these rights were as follows:
Performance condition
Expiry date
An ASX announcement by the Company of the production of its
first Sulphate of Potash (SOP) from the Mackay SOP Project as
per the final feasibility study.
Ther performance rights are subject to a milestone date being
five years from the date of grant on 15 September 2017.
Six months from the
date of satisfaction of
the Vesting Condition
The grant date fair value of the performance rights above ranged between $0.51 to $0.84 per right.
At the annual general meeting of shareholders held on 26 November 2020, the Company obtained approval to
amend the terms of the 7,000,000 existing performance rights in accordance with the Listing Rules 6.23.3 and 6.23.4.
Pursuant to the Listing Rule 10.14, approval was obtained to issue 1,000,000 performance rights to the Chairperson,
Richard Seville, in accordance with Agrimin’s ESIP Plan (2019).
24
Directors’ Report
1.3
Long-Term Incentives (Continued)
PERFORMANCE SECURITIES (CONTINUED)
The performance condition attached to these rights are as follows:
Milestone
Performance condition
Milestone A
Milestone B
An ASX announcement by the Company of the commencement of construction
at the Mackay Potash Project.
The performance rights are subject to a milestone date of 1 November 2022.
An ASX announcement by the Company of the production of its first Sulphate of
Potash (SOP) from the Mackay Potash Project as per the final feasibility study.
The performance rights are subject to a milestone date of 1 November 2025.
Expiry date
Six months
from the date of
satisfaction of the
Vesting Condition.
Six months
from the date of
satisfaction of the
Vesting Condition.
On 21 July 2020, the Company announced the results of the DFS for the Mackay Potash Project. The DFS showed
the Project to be economically attractive and more than justified the Project advancing the permitting, offtake and
financing stage. However, the timeframe to complete this stage and then construct the Project has resulted in the
expected production date of the existing rights to be modified.
The Company considered the reasons for the delay in production date were more than justified by the rigour and
quality of the DFS and the development of a more realistic understanding of the timeframe necessary to complete
the permitting, offtake and financing stage to construct the project. The Company also considers that it is appropriate
to incentivise the holders of the performance rights to bring the Project toward the commencement and construction
and it is therefore justified, with the approval of Shareholders, to change the conditions of the existing performance
rights.
At Balance date the Company had 4,800,000 performance rights outstanding (2022: 10,200,000) relating to key
management personnel. On 8 December 2022, the Company cancelled 3,900,000 performance rights under Milestone
A being the performance condition not being satisfied. On 1 March 2023, 1,500,000 performance rights related to Mr
Lyons lapsed following his resignation.
Holder
Milestone B
Commencement of Production
Milestone date
1 November 2025
R Seville
A Pismiris
B Sampson
M Savich
Total
1,200,000
600,000
600,000
2,400,000
4,800,000
The grant date fair value of the performance rights above ranged between $0.365 to $0.510 per right. The minimum
and maximum value of the performance rights yet to be granted is $0 and $2,317,000.
In accordance with AASB 2 Share Based Payments, the Company has recognised the fair value of the performance
rights since grant date. If a performance condition of a performance security is not achieved by the milestone
date then the performance security will lapse. A performance security will also lapse if the Board determines the
participant ceases to be an eligible employee for the purposes of the ESIP for any reason (other than as a result of
retirement, disability, bona fide redundancy or death).
The Board considers that the incentive to the directors and other key management personnel represented by the
grant of these performance rights, are a cost effective and efficient reward for the Company to make to appropriately
incentivise the continued performance of the directors and are consistent with the strategic goals and targets of the
Company.
25
1.4 Consequences Of Performance On Shareholder Wealth
The Board considers that the most effective way to increase shareholder wealth is through the successful exploration
and development of the Group’s exploration tenements. The Board considers that the Group’s LTI schemes incentivise
key management personnel to successfully explore the Group’s tenements by providing rewards that are directly
correlated to delivering value to shareholders through share price appreciation.
The factors that are considered relevant to affect total shareholder returns as required to be disclosed by the
Corporations Act 2001 are summarised in the following table. The table excludes return on capital employed as a
relevant measure given the exploration basis of activity and operations of the Company.
Net loss after tax
($000’s)
Dividends paid
Share price at year
end ($’s)
2023
2022
2021
2020
2019
2018
2017
(48)
Nil
(1,371)
(5,022)
(1,799)
(1,795)
(1,193)
Nil
Nil
Nil
Nil
Nil
(903)
Nil
$0.160
$0.400
$0.495
$0.435
$0.505
$0.940
$0.465
Prior year comparatives above have not been adjusted for any impact of adopting AASB 16 Leases in FY20; and AASB
15 Revenue from Contracts with Customers and AASB 9 Financial Instruments in FY19.
The Company also notes that as an exploration and development company, operating revenue and profits are not KPIs
in reviewing key management personnel STIs or LTIs. When establishing guidelines for any STIs, the Company looks
to other measures such as enhancement of share price and capital raising opportunities (as relevant), achievement
of project development milestones, conducting operations in line with Company values and maximising value of the
Group’s potash projects.
Directors’ Report
2.
Remuneration of Key Management Personnel
Details of the nature and amount of each major element of remuneration of each director and key management
person of the Group are as follows:
2023
Directors
R Seville
M Savich
B Sampson
A Pismiris(1)
Total Directors
Key management personnel
T Lyons(3)
Total key management personnel
Total
2022
Directors
R Seville
M Savich
B Sampson
A Pismiris(1)
Total Directors
Key management personnel
T Lyons
Total key management personnel
Total
Short-term employee benefits
Salary & fees
STI
Consulting fees
Total
100,000
258,287
54,299
60,000
472,586
186,332
186,332
658,918
100,000
275,740
54,545
60,000
490,285
224,518
224,518
714,803
-
-
-
-
-
-
-
-
-
-
-
-
-
65,520
65,520
65,520
-
-
-
36,000
36,000
-
-
100,000
258,287
54,299
96,000
508,586
186,332
186,332
36,000
694,918
-
-
-
36,000
36,000
-
-
36,000
100,000
275,740
54,545
96,000
526,285
290,038
290,038
816,323
(1) Mr Pismiris acted as company secretary during the year. Consulting fees represent amounts paid to Mr Pismiris for the
performance of these services.
(2) Share based payment includes the reversal of $1,418,147 previously expensed since grant date for Milestone B as the
probability of achieving the performance condition fell below 50%.
(3) Mr Lyons resigned on 28 February 2023 and his termination payment includes unused long service leave and annual
leave which reflected under his salary & fees.
27
Post-employment
superannuation
benefits
Other
Annual leave
Long service
leave
Total
Share based
payment(2)
10,500
27,500
5,701
-
43,701
20,244
20,244
63,945
10,000
27,500
5,455
-
42,955
23,992
23,992
66,947
-
23,269
-
-
-
36,992
-
-
110,500
346,048
60,000
96,000
(169,953)
(605,834)
(151,458)
(151,458)
23,269
36,992
612,548
(1,078,703)
9,846
9,846
9,283
9,283
225,705
(339,442)
225,705
(339,442)
33,115
46,275
838,253
(1,418,145)
-
23,269
-
-
-
36,992
-
-
23,269
36,992
15,763
15,763
39,032
26,478
26,478
63,470
110,000
363,501
60,000
96,000
629,501
356,271
356,271
985,772
108,787
(611,289)
33,756
33,756
(434,990)
(311,507)
(311,507)
(746,497)
Directors’ Report
2.1
Service Contracts
Remuneration and other terms of employment for key management personnel are formalised in service agreements.
The Company has entered into an employment agreement with Chief Executive Officer and Managing Director, Ms
Debbie Morrow. The material terms of the agreement are set out as follows:
•
•
•
•
•
•
•
Commencement date: 1 September 2023
Term: Ongoing and reviewed annually at the sole discretion of the Board
Fixed remuneration: $400,000 per annum exclusive of superannuation
Annual bonus of up to 50% of remuneration payable as 50% share base and 50% cash
Performance rights: a one-off commencement bonus of 6,000,000 performance rights, subject to shareholder
approval at the Company’s Annual General Meeting
Termination without cause: six-month notice period
Termination for cause: no notice period
The Company has entered into an employment agreement with Chief Executive Officer, Mr Mark Savich. The material
terms of the agreement are set out as follows:
•
•
•
•
•
Commencement date: 1 March 2015
Term: Ongoing and reviewed annually at the sole discretion of the Board
Fixed remuneration: $330,000 per annum inclusive of superannuation
Termination for cause: no notice period
Termination without cause: three-month notice period
Mr Savich’s remuneration is in line with market and is inclusive of the potential STI for the year.
The Company has entered into an employment agreement with General Manager, Mr Thomas Lyons. The material
terms of the agreement are set out as follows:
•
•
•
•
•
•
Commencement date: 24 March 2014 (revised contract 1 July 2018)
Term: Ongoing and reviewed annually at the sole discretion of the Board
Fixed remuneration: $192,000 per annum exclusive of superannuation
Annual bonus of up to 30% of remuneration based upon KPIs set by the Board and reviewed annually
Termination for cause: no notice period
Termination without cause: three-month notice period
Mr Lyons resigned on 28 February 2023.
There are currently no other service contracts with any director and there are no other key management personnel
in the Company.
2.2 Non-Executive Directors’ Remuneration
Total fees for all Non-Executive Directors was originally set by the Board on 22 June 2007 to not exceed $147,000.
The levels of fees set were based on a review involving reference to fees paid to other Non-Executive Directors
of comparable companies at the time. At a general meeting held on 15 September 2017 the Company obtained
shareholder approval to increase the maximum total aggregate amount of fees payable to Non-Executive Directors
from $147,000 per annum to $250,000 per annum. At the annual general meeting held on 27 November 2019 the
Company obtained shareholder approval to increase the maximum total aggregate amount of fees payable to Non-
Executive Directors from $250,000 per annum to $350,000 per annum.
29
Directors’ fees are paid monthly. Members of the Board of Directors are entitled to performance related
remuneration, subject to obtaining the appropriate shareholder approvals. The chairperson base fee is $100,000
per annum exclusive of superannuation and base fees for Non-Executive Directors is $60,000 per annum including
superannuation. Directors’ fees cover all main board activities. Additional services provided outside of board duties
attract a separate daily rate agreed by the full Board. There is no board retirement scheme and there is currently no
intention to establish such a scheme.
2.3
Long-Term Incentives
PERFORMANCE SECURITIES
The Group’s policy in relation to the proportion of remuneration that is performance related is discussed under the
section titled ‘Performance Linked Remuneration’.
Details of vesting profiles of the performance rights granted as remuneration to each key management person of the
Group are detailed below.
PERFORMANCE RIGHTS SUMMARY
Details of performance rights held by key management personnel of the Group for Milestone B during the financial
year are as follows:
Held at
beginning
of year
1,200,000
4,800,000
600,000
600,000
2023
Directors
R Seville
M Savich
B Sampson
A Pismiris
Key management
personnel
T Lyons
Total
3,000,000
10,200,000
Granted
Forfeited/
expired
Held at the
end of year
Vested at
end of year
Expiry Date
-
-
-
-
-
-
-
1,200,000
- 6 months from vesting
(2,400,000)
2,400,000
- 6 months from vesting
-
-
600,000
600,000
- 6 months from vesting
- 6 months from vesting
(3,000,000)
-
- 6 months from vesting
(5,400,000)
4,800,000
-
-
The probability of achieving the milestones was assessed by management and it was determined that the probability
of achieving Milestone B was less likely than not and less than 50% and as a result $1,719,359 was reversed (since
grant date). In accordance with AASB 2 Share Based Payments the Company has recognised the fair value of the
performance rights since grant date, being 15 September 2017.
The grant date fair value of the performance rights above ranged between $0.365 to $0.510 per right. The minimum
and maximum value of the performance rights yet to be granted is $0 and $2,317,000.
30
Directors’ Report
2.4 Shareholdings of Key Management Personnel
Shares held, directly, indirectly or beneficially, by key management personnel, including their related parties during
the financial year, were as follows:
2023
Directors
R Seville
M Savich
B Sampson
A Pismiris
Key Management Personnel
T Lyons(1)
Total
Held at beginning
of year
Purchases / other
acquisitions
Other
Held at the
end of year
555,488
11,892,000
1,920,000
5,400,000
2,437,254
22,204,742
-
-
-
-
-
-
-
-
-
-
555,488
11,892,000
1,920,000
5,400,000
(2,437,254)
(2,437,254)
-
19,767,488
(1) Mr Lyons resigned on 28 February 2023 and he is no longer a KMP of the Company following his resignation.
2.5
Transactions and Balances with Key Management Personnel and Their
Related Parties
At the end of the financial year, $8,000 was payable for professional services provided by Mr Pismiris as Non-Executive
Director and Company Secretary (2022: $8,000).
There were no other related party transactions with other key management personnel of the Group for the year
ended 30 June 2023 (2022: Nil).
All transactions were made on normal commercial terms and conditions and at market rates.
-END OF REMUNERATION REPORT-
This report is made with a resolution of the directors:
Mark Savich
Executive Director
Perth
7 September 2023
31
32
Auditor’s Independence Declaration
33
RSM Australia Partners
Level 32, Exchange Tower
2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Agrimin Limited for year ended 30 June 2023, I declare
that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 7 September 2023
TUTU PHONG
Partner
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
34
Consolidated Statement Of Comprehensive Income
Consolidated Statement Of Comprehensive Income
For The Year Ended 30 June
Note
2023
$
2022
$
Other income
Profit on disposal of property, plant and equipment
Share of net profit of equity accounted associate
Share based payment
Finance income
Finance expenses
Administrative expenses
Loss before income tax
Income tax expense
Loss for the year
10
16
3
4
Other comprehensive income
Share of other comprehensive income of equity accounted
associate
10
Total comprehensive income/(loss) for the year
111,579
98,411
128,402
1,719,359
92,247
(14,957)
(2,182,962)
(47,921)
12,165
-
12,875
931,831
7,365
(19,642)
(2,315,915)
(1,371,321)
-
-
(47,921)
(1,371,321)
-
19,636,000
19,588,079
-
-
(1,371,321)
Loss per share
Basic and diluted loss per share
18
(0.02) cents
(0.59) cents
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying
notes.
35
Consolidated Statement of Financial Position
Consolidated Statement of Financial Position
As at 30 June
Note
2023
$
2022
$
Assets
Current assets
Cash and cash equivalents
Other receivables
Deposits
Prepayments
Total current assets
Non-current assets
Exploration and evaluation assets
Property, plant and equipment
Right of use asset
Investment in associate accounted for using equity method
Investment in joint venture
Other assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Provisions
Lease liabilities
Total current liabilities
Non-current liabilities
Provisions
Lease liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
Reserves
Accumulated losses
Total equity
5
6
7
8
9
10
11
12
13
14
13
14
15
16
2,230,879
6,814,774
166,369
158,674
49,140
212,043
158,674
44,728
2,605,062
7,230,219
42,741,413
40,319,514
36,606
317,496
20,165,463
16,724
896,330
64,174,032
121,007
60,362
401,061
-
871,330
41,773,274
66,779,094
49,003,493
688,027
144,819
133,531
966,377
970,435
188,725
1,159,160
1,431,419
244,403
67,031
1,742,853
823,377
-
823,377
2,125,537
2,566,230
64,653,557
46,437,263
73,724,084
20,667,080
(29,737,607)
64,653,557
73,376,510
2,750,439
(29,689,686)
46,437,263
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
36
Consolidated Statement of Changes In Equity
Consolidated Statement of Changes In Equity
For The Year Ended 30 June
Note
Share capital
Share based
payment reserve
Accumulated
losses
Balance at 1 July 2022
Loss for the year
Share of other comprehensive income of
equity accounted associate
10
Total comprehensive income for the year
Transaction with owners in their capacity
as owners:
Issue of ordinary shares
Costs from issue of ordinary shares
Share based payment
Balance at 30 June 2023
Balance at 1 July 2021
Loss for the year
Total comprehensive loss for the year
Transaction with owners in their capacity
as owners:
Issue of ordinary shares
Costs from issue of ordinary shares
Share based payment
Balance at 30 June 2022
15
15
16
15
15
16
$
$
$
73,376,510
2,750,439
(29,689,686)
-
-
-
350,000
(2,426)
-
-
-
-
-
-
(1,719,359)
(47,921)
-
(47,921)
-
-
-
73,724,084
1,031,080
(29,737,607)
63,797,395
3,682,270
(28,318,365)
-
-
10,006,000
(426,885)
-
73,376,510
-
-
-
-
(931,831)
2,750,439
(1,371,321)
(1,371,321)
-
-
-
(29,689,686)
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
37
Other equity
reserves
Total equity
$
$
-
-
46,437,263
(47,921)
19,636,000
19,636,000
19,636,000
19,588,079
-
-
-
19,636,000
-
-
-
-
-
-
-
350,000
(2,426)
(1,719,359)
64,653,557
39,161,300
(1,371,321)
(1,371,321)
10,006,000
(426,885)
(931,831)
46,437,263
38
Consolidated Statement of Cash Flows
Consolidated Statement of Cash Flows
For The Year Ended 30 June
Cash flows from operating activities
Payments to suppliers and employees
Interest received
Other income
Note
2023
$
2022
$
(2,043,018)
(2,264,000)
92,248
11,579
7,365
12,165
Net cash used in operating activities
17
(1,939,191)
(2,244,470)
Cash flows from investing activities
Payments for exploration and evaluation assets
Net payments for deposits
Payments for other assets
Investment in joint venture
Proceeds from disposal/(payments for) of property, plant and
equipment
(4,529,072)
(6,348,378)
-
(25,000)
(16,724)
135,955
(68,515)
(25,000)
-
(6,206)
Proceeds from Supply Chain Resilience Initiative ('SCRI') grant
1,200,000
400,000
Proceeds from R&D tax incentive
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of share capital
Payment of share issue costs
Repayment of lease liability
Interest payment on lease liability
Net cash used in/(from) financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at 1 July
Cash and cash equivalents at 30 June
5
727,127
(2,507,714)
166,455
(5,881,644)
-
10,006,000
(2,426)
(123,232)
(11,332)
(136,990)
(4,583,895)
6,814,774
2,230,879
(426,885)
(108,713)
(6,971)
9,463,431
1,337,317
5,477,457
6,814,774
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
39
Notes to the
Consolidated
Financial
Statements
AGRIMIN ANNUAL REPORT 2023
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
1.
Reporting Entity
Agrimin Limited (the ‘Company’) is a for profit company limited by shares, incorporated and domiciled in Australia
whose shares are publicly traded on the Australian Securities Exchange (‘ASX’). The consolidated financial report
comprises the Company and its wholly owned subsidiaries (referred to as the ‘Group’ and individually as ‘Group
Entities’). Agrimin Limited is primarily involved in the mineral exploration and development of potash projects in
Western Australia. The address of the registered office is 2C Loch Street, Nedlands, Perth, WA, 6009. The consolidated
financial statements were authorised for issue by the Board of Directors on 7 September 2023.
2.
Basis of Preparation
(a)
Basis of Preparation
The consolidated financial statements of the Group are general purpose financial statements for the year ended 30
June 2023 prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the
Australian Accounting Standards Board (AASB) and the Corporations Act 2001.
The consolidated financial statements of Agrimin Limited also comply with International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board (IASB).
The consolidated financial statements have been prepared on historical cost basis and are presented in Australian
dollars which is the functional currency of all entities in the Group.
The accounting policies adopted in the preparation of this consolidated financial report have been consistently
applied to all periods presented, unless otherwise stated.
(b)
Adoption of new and revised accounting standards
In the year ended 30 June 2023, the Company adopted all new and revised Accounting Standards and Interpretations
issued by the AASB that are relevant to its operations and effective from 1 July 2022. It has been determined that
there is no material impact from the adoption of new and revised Accounting Standards and Interpretations.
(c)
Going concern
This consolidated financial report has been prepared on the going concern basis, which assumes continuity of normal
business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.
As disclosed in the financial statements, the Group incurred a loss for the year of $47,921 and had net cash outflows
from operating and investing activities of $1,939,191 and $2,507,714 respectively for the year ended 30 June 2023. As
at the date the Group has net current assets of $1,638,385 including cash and cash equivalents of $2,230,879.
The directors believe that it is reasonably foreseeable that the Group will continue as a going concern and that is
appropriate to adopt the going concern basis in the preparation of the financial report after consideration of the
following factors:
•
•
The Group’s ability to issue additional share under the Corporation Act 2001 to raise further working capital; and
The Group has the ability to divest part or all of its interest in Tali Resources Pty Ltd.
(d)
Principles of consolidation
(i)
Subsidiaries
A subsidiary is an entity controlled by the Group. 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 included in the
consolidated financial statements from the date that control commences until the date that control ceases. They are
deconsolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred
asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the Group.
41
The acquisition method of accounting is used to account for business combinations by the Group.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.
(ii)
Investments in equity accounted investees
An associate is an entity over which the Group has significant influence but not control or joint control. This is
generally the case where the Group has significant voting rights. Investments in associates are accounted for using
the equity method of accounting, after initially being recognised at cost.
Under the equity method of accounting, the investments are initially recognised at fair value and adjusted thereafter
to recognise the Group’s share of the post-acquisition profit or losses and other comprehensive income or losses of
the investee in the consolidated statement of comprehensive income.
The financial statements of the associate are prepared for the same reporting period as the Group. Where necessary,
adjustments are made to bring the accounting policies in line with those of the Group.
After application of the equity method, the Group determines whether it is necessary to recognise an impairment
loss on its investment in its associate. An impairment loss is measured by comparing the recoverable amount of its
investment to the carrying amount. An impairment loss is recognised in the consolidated statement of comprehensive
income and is reversed if there has been a favourable change in the estimates used to determine the recoverable
amount.
(iii)
Investment in joint venture
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to
the net assets of the arrangement. Investments in joint ventures are accounted for using the equity method. Under
the equity method, the share of the profits or losses of the joint venture is recognised in profit or loss and the share
of the movements in equity is recognised in other comprehensive income. Investments in joint ventures are carried
in the statement of financial position at cost plus post-acquisition changes in the consolidated entity’s share of net
assets of the joint venture. Goodwill relating to the joint venture is included in the carrying amount of the investment
and is neither amortised nor individually tested for impairment. Income earned from joint venture entities reduce
the carrying amount of the investment.
(e)
Segment reporting
Operating segments are reported in a manner that is consistent with the internal reporting provided to the chief
operating decision maker, which has been identified by the Group as the Chief Executive Officer and other members
of the Board of Directors. The Group operates only in one reportable segment being predominantly in the area of
mineral exploration and development in Western Australia.
42
Notes to the Consolidated Financial Statements
2.
Basis of Preparation (Continued)
(f)
Estimates and judgements
The preparation of these financial statements 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 involving
higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial
statements are:
(i)
exploration expenditure
Recoverability of capitalised exploration and evaluation expenditure and pre-license
The future recoverability of capitalised exploration expenditure and pre-license exploration expenditure is dependent
on a number of factors, including whether the Group decides to exploit the related lease itself or, if not, whether it
successfully recovers the related exploration and evaluation asset and pre-license exploration expenditure through
sale.
Factors that could impact the future recoverability include the level of reserves and resources, future technological
changes which could impact the cost of mining, future legal changes (including changes to environmental restoration
obligations) and changes to commodity prices.
To the extent that capitalised exploration and evaluation expenditure and pre-license exploration expenditure is
determined not to be recoverable in the future, profits and net assets will be reduced in the period in which this
determination is made.
In addition, exploration and evaluation is capitalised if activities in the area of interest have not yet reached a stage
that permits a reasonable assessment of the existence or otherwise of economically recoverable reserves. To the
extent it is determined in the future that this capitalised expenditure should be written off, profits and net assets will
be reduced in the period in which this determination is made.
(ii)
Provision for rehabilitation
The Group records the present value of estimated costs of legal and constructive obligations to restore operating
locations in the period in which the obligation is incurred. The nature of restoration activities includes dismantling
and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites and
restoration, reclamation and revegetation of affected areas.
In determining an appropriate level of provision, consideration is given to the expected future costs to be incurred
and timing of these expected future costs. The ultimate cost of decommissioning and restoration is uncertain and
costs can vary in response to many factors including changes to the relevant legal requirements, the emergence of
new restoration techniques or experience at other similar mine-sites. The expected timing of expenditure can also
change, for example in response to changes in reserves or to production rates. Changes to any of the estimates are
applied prospectively by recognising an adjustment to the rehabilitation liability.
(iii) Share based payments
The Group measures the cost of equity settled transactions with employees by reference to the fair value of the
equity instrument at the date at which they are granted. The fair value was determined to be the market value of the
Group’s shares at grant date. The accounting estimates and assumptions relating to the equity-settled share based
payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting
period but may impact profit or loss and equity.
(g)
Determination of fair values
A number of the Group’s accounting policies and disclosures require the determination of fair value for both financial
and non-financial assets and liabilities. When measuring fair value of an asset or liability, the Group uses market
observable data as far as possible.
The fair value of an asset or liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their best economic interest. A fair value
measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits
by using the asset in the highest and best use or by selling it to another market participant that would use the asset
in its highest and best use.
43
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques as follows:
•
•
•
Level 1 – quoted (unadjusted) market price in active markets for identical assets or liabilities;
Level 2 – valuation techniques for which the lowest level input that is significant to the fair value measurement is
directly or indirectly observable; and
Level 3 – valuation techniques for which the lowest level input that is significant to the fair value measurement
is unobservable.
If the inputs used to measure the fair value of an asset or liability might be categorised in different levels of the fair
value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value
hierarchy as the lowest level input that is significant to the entire measurement.
(h)
Finance income
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit or
loss, using the effective interest method which is the rate that exactly discounts estimated future cash receipts over
the expected life of the financial asset to the gross carrying amount of the financial asset.
(i)
Finance costs
Finance costs comprise of interest expense on lease liabilities and the unwinding of the discount on provisions.
(j)
Income Tax
Income tax expense comprises current and deferred tax. Current and deferred taxes are recognised in profit or loss
except to the extent that they relate to a business combination, or items recognised directly in equity, or in other
comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years.
(i)
Deferred Tax
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities
for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the
following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments
in subsidiaries to the extent that it is probable that they will not reverse in the foreseeable future. In addition,
deferred tax is not recognised for taxable temporary differences arising on the recognition of goodwill. Deferred tax
is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based
on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities
are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income
taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle
current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences to the
extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax
assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related
tax benefit will be realised.
The Company and its wholly-owned Australian resident entities are part of a tax-consolidated group. All members
of the tax-consolidated group are taxed as a single entity. The head company within the tax-consolidated group is
Agrimin Limited.
44
Notes to the Consolidated Financial Statements
2.
Basis of Preparation (Continued)
(k)
Impairment of non-financial assets
Non-financial assets are reviewed for impairment at each reporting date to determine if events or changes in
circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for
the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the
higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment,
assets are consolidated at the lowest levels for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets (cash-generating units). Non-financial assets that have been
impaired are reviewed for possible reversal of the impairment at each reporting date.
(l)
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in
the consolidated entity’s normal operating cycle; it is held primarily for the purpose of trading; it is expected to be
realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are
classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity’s normal operating
cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period;
or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting
period. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
(m)
Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term
highly liquid investments with original maturities of three months or less.
(n)
Deposits
The deposits comprised of prepaid tenement rents and prepaid miscellaneous licence rents.
The annual rents paid to the Western Australian Department of Mines Industry Regulations and Safety (DMIRS) in
advance when application for tenements and miscellaneous licences was made during the year. These amounts are
held in trust by the DMIRS pending the grant of the tenements and miscellaneous licences and are refundable if for
any reason the tenements do not get granted.
The deposits are classified as current assets.
(o)
Exploration and evaluation assets
Exploration and evaluation costs are capitalised as exploration and evaluation assets on an area of interest basis.
Such costs comprise net direct costs, research and development expenditure and an appropriate portion of related
overhead expenditure, but do not include general overheads or administrative expenditure not having a specific
connection with a particular area of interest. Costs incurred before the Group has obtained the legal right to explore
an area of interest are recognised in profit or loss.
An exploration and evaluation asset is only recognised if the right to the area of interest is current and either:
•
•
the expenditure is expected to be recouped through successful development and exploitation of an area of
interest, or by its sale; or
activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable
assessment of the existence or otherwise of economically recoverable reserves, and active and significant
operations in or in relation to the area of interest are continuing.
Accumulated costs in respect of areas of interest are recognised in profit or loss when the above criteria do not apply
or when the directors assess that the carrying value may exceed the recoverable amount.
45
Once a development decision has been taken, all past and future exploration and evaluation expenditure in respect
of the area of interest is aggregated within costs of development. The aggregated cost is first tested for impairment
and then reclassified from exploration and evaluation assets to mining property and development assets within
property, plant and equipment. The costs of a productive area are amortised over the life of the area of interest to
which such costs relate on the production output basis.
Exploration and evaluation assets are assessed for impairment if sufficient data exists to determine technical
feasibility and commercial viability, and facts and circumstances suggest that the carrying amount of the asset
exceeds the recoverable amount. Such indicators of impairment include the following:
•
•
•
•
the right to explore has expired during the period or will expire in the near future and is not expected to be
renewed;
substantive expenditure on further exploration for and evaluation of mineral resources in the specific area is
neither budgeted nor planned;
exploration and evaluation in the specific area has not led to the discovery of commercially viable quantities of
mineral resources and the entity has decided to discontinue such activities in the specific area; or
sufficient data exists to indicate that the carrying amount of the asset is unlikely to be recovered in full from
successful development or by sale even if development in the specific area is likely to proceed.
For the purpose of impairment testing, exploration and evaluation assets are allocated to cash-generating units
consistent with exploration activity. The cash generating units are not larger than the areas of interest.
(p)
Property, plant and equipment
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
The gain or loss on disposal of an item of property, plant and equipment is determined by comparing the proceeds
from disposal with the carrying amount of property, plant and equipment and is recognised net within other income/
other expenses in profit or loss.
(i)
Depreciation and amortisation
Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other amount substituted
for cost, less its residual value.
Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each part of an
item of property, plant and equipment since this most closely reflects the expected pattern of consumption of the
future economic benefits embodied in the asset. Leased assets are depreciated over the shorter of the lease term
and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term.
Major depreciation and amortisation periods are:
Plant and equipment
Motor vehicles
Software
Office furniture and equipment
2023
5 years
4 years
2 years
3 - 5 years
Depreciation and amortisation methods, useful lives and residual values are reviewed at each reporting date and
adjusted if appropriate.
46
Notes to the Consolidated Financial Statements
2.
Basis of Preparation (Continued)
(q)
Right of use asset
The Group recognises right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset
is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment
losses, and adjusted for any remeasurement of lease liabilities. The cost of right of use assets includes the amount
of lease liabilities recognised, initial direct costs incurred and lease payments made at or before the commencement
date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased
asset at the end of the lease term, the recognised assets are depreciated on a straight-line basis over the shorter of
its estimated useful life and lease term. Right of use assets are assessed for impairment.
(r)
Other assets
Pre-license exploration expenditure relates to the purchase of exploration data where the related exploration license
is yet to be granted, is brought to account as an asset at its cost of acquisition if it gives rise to proprietary information
that the Group can control.
(s)
Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial
year and which are unpaid. They are recognised initially at fair value net of directly attributable transaction costs. Due
to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured
and are usually paid within 30 days of recognition.
(t)
Employee benefits
Employee benefits are expensed in the profit or loss and provisions are made for benefits accumulated as a result
of employees rendering services up to the reporting date. These benefits include wages and salaries, annual leave,
long service leave and related on costs such as superannuation, worker’s compensation and payroll tax. The Group’s
superannuation is a defined contribution plan under which fixed contributions are made to a superannuation fund
with no further legal or constructive obligation to pay.
A liability is recognised for the amount expected to be paid under short-term cash bonus plans if the Group has a
present legal or constructive obligation to pay this amount as a result of past service provided by the employee and
the obligation can be estimated reliably.
Liabilities expected to be settled within twelve months of the reporting date are measured at the amounts expected
to be paid when the liabilities are settled.
Other long term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date
are measured at the present value, and 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 corporate bonds with terms to maturity and currency that
match, as closely as possible, the estimated future cash flows.
(u)
Equity settled transactions
The Group provides benefits to employees (including Directors) and other non-employees of the Group in the form
of share-based payment transactions, whereby employees and consultants 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 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:
•
•
the extent to which the vesting period has expired; and
the number of awards that, in the opinion of the Directors will ultimately vest. This opinion is formed based on
the best available information at balance 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.
47
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional
upon a market condition. 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.
(v)
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of
lease payments to be made over the lease term except for short-term leases and leases of low-value assets. The
lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate and amounts expected to be paid under residual value
guarantees. The variable lease payments that do not depend on an index or a rate are recognised as expense in the
period on which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease
commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement
date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments
made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the
lease term or a change in the in-substance fixed lease payments.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases that have a lease term of
12 months or less from the commencement date and do not contain a purchase option. It also applies the lease of
low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease
payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over
the lease term.
(w)
Rehabilitation provision
The Group records the present value of estimated costs of legal and constructive obligations to restore operating
locations in the period in which the obligation is incurred as a result of past events. The nature of restoration
activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure
of plant and waste sites and restoration, reclamation and revegetation of affected areas. When the liability is initially
recognised, the present value of the estimated cost is capitalised by increasing the carrying amount of the related
mining assets. Over time, the discounted liability is increased for the change in present value based on the discount
rates that reflect current market assessments and the risks specific to the liability. The periodic unwinding of the
discount is recognised in the statement of comprehensive income as a finance cost. Additional disturbances or
changes in rehabilitation costs are recognised as additions or charges to the corresponding asset and rehabilitation
liability when they occur.
(x)
Issued capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options
are shown in equity as a reduction of the share proceeds received.
(y)
Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by
dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of
ordinary shares outstanding during the year, adjusted for own shares held. Diluted EPS is determined by adjusting
the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares
outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares, which comprise
share options and performance rights granted to employees and agents of the Group.
48
Notes to the Consolidated Financial Statements
2.
Basis of Preparation (Continued)
(z)
Tax incentives and government grant
The Group undertakes expenditure on activities that are categorised as eligible expenditure under the Research
& Development Tax Incentive which is dependent upon certain criteria and may be subject to a tax offset. Such
government grants are recognised where there is reasonable assurance that the grant will be received and all
attached conditions will be complied with. Where a grant is received or receivable in relation to research and
development costs which have been capitalised, the tax offset shall be deducted from the carrying value of the asset.
The Group has received a grant under the Australian Federal Government’s Supply Chain Resilience Initiative (“SCRI”).
The SCRI provides grant funding to Australian businesses in order to address supply chain vulnerabilities for critical
products or inputs identified in the Sovereign Manufacturing Capability Plan. The grant is to subsidise the Front End
Engineering Design (FEED) works for the Mackay Potash Project. Where a grant is received or receivable in relation
to FEED costs which have been capitalised, the grant amount shall be deducted from the carrying value of the asset.
(aa)
Goods and services tax
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the
amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised
as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or
payable to, the Australian Taxation Office (ATO) is included as a current asset or liability in the statement of financial
position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising
from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating
cash flows.
(bb)
Financial assets
Financial assets are classified in four categories:
•
•
•
•
Financial assets at amortised cost;
Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments);
Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon
derecognition (equity instruments); and
Financial assets at fair value through profit and loss.
(i) Financial assets at amortised cost
This category is the most relevant to the Group. The Group measures financial assets at amortised cost if both the
following conditions are met:
•
•
The financial asset is held within a business model with the objective to hold financial assets in order to collect
contractual cash flows; and
The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest rate (EIR) method and are
subject to impairment. Interest received is recognised as part of finance income in comprehensive income. Gains and
losses are recognised in profit or loss when the asset is derecognised, modified or impaired.
(ii) Financial assets at fair value through profit or loss
Financial assets that do not meet the criteria for amortised cost are measured at fair value through profit and loss.
(iii) Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the consolidated
entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such upon initial
recognition.
49
(iv) Impairment of financial assets
Financial assets carried at amortised cost requires an expected credit loss model to be applied. The expected credit
loss model requires the Group to account for expected credit losses and changes in those expected credit losses
at each reporting date to reflect changes in credit risk since initial recognition of the financial asset. Due to the
short-term nature of the receivables, the Group measures the loss allowance based on lifetime expected credit loss
(ECL). ECL’s are based on the difference between contractual cashflows due in accordance with the contract and all
the Group expects to receive. The shortfall is then discounted at an approximation to the asset’s original effective
interest rate.
3.
Administrative Expenses
Fees, salaries and benefits
External professional fees
Depreciation of right of use assets
Insurance expense
ASX fees
Office outgoings
Subscriptions and licencing expenses
Travel and accommodation expense
Other administrative expenses
4.
Income Tax
Reconciliation between tax expense and pre-tax accounting
profit/(loss)
Profit/(loss) for the year
Income tax using the Company's domestic tax rate 25% (2022:
25%)
Changes in unrecognised temporary difference
Income tax expense
Unrecognised deferred tax asset
Deferred tax asset calculated at 25% (2022: 25%) have not been
recognised in respect to the following items:
Deductible temporary differences
Tax losses carried forward
Tax losses and temporary differences brought to account to
reduce the provision for deferred tax liabilities
2023
$
2022
$
1,504,000
226,975
111,571
93,995
58,976
47,389
40,984
4,580
94,492
2,182,962
1,496,773
252,932
103,477
82,328
60,894
41,822
48,555
50,711
178,423
2,315,915
2023
$
2022
$
(47,921)
(1,371,321)
(11,980)
(11,980)
-
(342,830)
(342,830)
-
485,570
632,253
11,314,469
10,282,458
(6,591,745)
(9,660,478)
5,208,294
1,254,233
The deductible temporary differences and tax losses do not expire under current tax legislation. Deferred tax asset
has not been recognised in respect of these items because it is not probable that future taxable profits will be
available against which the Group can utilise the benefits.
50
Notes to the Consolidated Financial Statements
4.
Income Tax (Continued)
Provision for deferred tax liability
Deferred tax liability comprises the estimated expense at the
applicable rate of 25% (2022: 25%) on the following items:
Exploration and evaluation assets
Other assets
Prepayments and accrued income
Deferred tax asset attributable to tax losses and temporary
differences brought to account to reduce the provision for de-
ferred income tax
5.
Cash and Cash Equivalents
Cash and bank balances
Short-term deposits
2023
$
2022
$
1,363,913
5,215,547
12,285
9,446,815
204,000
9,663
(6,591,745)
(9,660,478)
-
-
2023
$
2022
$
2,171,879
59,000
2,230,879
6,755,774
59,000
6,814,774
Cash at bank earns interest at variable rates based on daily bank deposit rates.
Short-term deposits are made for varying periods of between one day to three months, refer to note 21.
6.
Other Receivables
Net GST receivable
Other receivables
Security deposit
2023
$
2022
$
25,658
110,000
30,711
166,369
152,501
36,595
22,947
212,043
7.
Exploration and Evaluation Assets
The carrying amount of the exploration and evaluation assets at 30 June 2023 relates to the exploration capitalised
on the Mackay Potash Project and the Lake Auld Potash Project.
Opening balance
Additions
Refundable research and development grant received
Supply Chain Resilience Initiative ('SCRI') grant received
2023
$
2022
$
40,319,514
4,349,026
(727,127)
(1,200,000)
42,741,413
34,468,634
6,417,335
(166,455)
(400,000)
40,319,514
At 30 June 2023, the Group assessed the carrying amount of the assets for impairment. No impairment triggers were
present (2022: Nil).
51
8.
Property, Plant and Equipment
Plant and equipment
At cost
Accumulated depreciation
Movement in carrying amounts
Opening balance
Additions
Disposals
Depreciation
Closing balance
9.
Right of Use Asset
Office lease
At cost
Accumulated depreciation
Movement in carrying amount
Opening balance
Increase to right of use asset
Depreciation
2023
$
2022
$
213,736
(177,130)
36,606
121,007
-
(136,976)
52,575
36,606
350,712
(229,705)
121,007
203,526
6,205
-
(88,724)
121,007
2023
$
2022
$
738,400
(420,904)
317,496
60,362
368,705
(111,571)
317,496
369,695
(309,333)
60,362
163,839
-
(103,477)
60,362
At 30 June 2023, the Group assessed the carrying amount of the right of use asset for impairment. No impairment
triggers were present (2022: Nil).
A new office lease has been signed and commenced on 1 February 2023. The Company has recognised a new right of
use asset which will subsequently be amortised over the life of the lease. The right of use asset is equal to the lease
liability.
52
Notes to the Consolidated Financial Statements
10.
Investment in Associate Accounted for Using Equity Method
Interests in associates are accounted for using the equity method of accounting. Information relating to associates
that are material to the Group are set out below:
Name
Principal Activities
Country of
Incorporation
Tali Resources Pty Ltd
Mineral Exploration
Australia
Investment in associate
Carrying value of interest in associates
Opening balance
Share of profit before income tax
Share of other comprehensive income(1)
Closing carrying amount
Summarised statement of financial position
Cash and cash equivalents
Other current assets
Non-current assets(1)
Total assets
Current liabilities
Total liabilities
Net assets
Summarised statement of profit or loss and other com-
prehensive income
Other income
Expenses
Profit after income tax
Equity Holding
2023
%
40%
2023
$
20,165,463
20,165,463
401,061
128,402
19,636,000
20,165,463
2022
%
40%
2022
$
401,061
401,061
388,186
12,875
-
401,061
Tali Resources Pty Ltd
2023
$
2022
$
786,064
1,145,082
50,037,152
51,968,298
1,382,036
1,382,036
1,159,781
367,829
720,424
2,248,034
1,072,778
1,072,778
50,586,262
1,175,256
433,051
(112,045)
321,006
66,535
(34,349)
32,186
(1) Tali Resources Pty Ltd holds 15.9% shareholding in WA1 Resources Ltd (ASX:WA1). In accordance with AASB 9 Financial
Instruments, Tali has revalued its shares in WA1 at fair value and recognised the unrealised gain through other
comprehensive income.
The Group’s share of profit and other comprehensive income during the financial year is $19,764,402 (2022: $12,875).
At 30 June 2023 the Group assessed the carrying amount of the investment for impairment. No impairment triggers
were present. (2022: Nil).
53
11.
Other Assets
Pre-license expenditure
Lot 701 option payment
Pre-license expenditure
Opening balance
Lot 701 option payment
Opening balance
Additions
2023
$
2022
$
796,330
100,000
896,330
796,330
796,330
75,000
25,000
100,000
796,330
75,000
871,330
796,330
796,330
50,000
25,000
75,000
The Lake Auld project comprises the broader package of Exploration Licences under application by the Group in the
Lake Auld and Percival Lakes area. Expenditure will be transferred to exploration and evaluation expenditure upon
granting of exploration licenses by the Department of Mines, Industry Regulation and Safety.
At 30 June 2023, the Group assessed the carrying amount of its pre-licence expenditure and option payment for
impairment. No impairment triggers were present (2022: Nil).
12.
Trade and Other Payables
Accrued expenses
Trade payables
Other payables
2023
$
2022
$
352,862
285,676
49,489
688,027
779,207
595,491
56,721
1,431,419
54
Notes to the Consolidated Financial Statements
13.
Provisions
Current
Employee benefits
Non-current
Provision for rehabilitation
Employee benefits
Movement in provision for rehabilitation
Opening balance
Adjustment made during the year
Unwind of discount
2023
$
2022
$
144,819
144,819
882,817
87,618
970,435
739,409
139,783
3,625
882,817
244,403
244,403
739,409
83,968
823,377
786,708
(59,970)
12,671
739,409
Employee benefits relate to the balance of annual leave and long service leave accrued by the Group’s employees.
Recognition and measurement criteria have been disclosed in note 2.
During the period, the Group assessed its legal and constructive obligation relating to the rehabilitation provision
to restore the operating location to its original condition. The estimated costs of rehabilitation have increased by
$143,408 to $882,817 (2022: $739,409).
14.
Lease Liabilities
Office lease
Current
Non-current
Movement for the year
Opening balance
Additions
Lease payments
Interest expense
Amounts recognised in the Consolidated Statement of Comprehensive Income:
Depreciation of right of use assets
Interest expense on lease liability
Expenses on short-term leases
2023
$
2022
$
133,531
188,725
322,256
67,031
368,705
(124,813)
11,333
322,256
67,031
-
67,031
175,912
-
(115,852)
6,971
67,031
2023
$
2022
$
111,571
11,333
1,393
124,297
103,477
6,971
1,675
112,123
The cash outflow for leases during the period amounts to $125,047 (2022: $117,526).
A new office lease has been signed and commenced on 1 February 2023. The Company has recognised a new lease
liability and the subsequent lease payments will be recognised over the life of the lease.
55
15.
Share Capital
Share capital
Fully paid ordinary shares
2023
Number
$
Balance at 1 July 2022
Issue of fully paid ordinary shares at $0.35 under
share-based payment(1)
Less share issue costs
Balance at 30 June 2023
287,352,486
73,376,510
1,000,000
-
350,000
(2,426)
288,352,486
73,724,084
(1) A Haul Road Native Title agreement with Parna Ngururrpa (Aboriginal Corporation) (PNAC) was signed on 7 October
2022 with 1,000,000 ordinary shares being issued to PNAC. In accordance with AASB 2 Share-based Payment, the
share value of $0.35 at measurement date, 7 October 2022 (the date of the agreement) was used to determine the
share based payment of $350,000. The shares were issued to Parna Ngururrpa (Aboriginal Corporation) (PNAC) on 20
December 2022.
Share capital
Fully paid ordinary shares
Balance at 1 July 2021
Issue of fully paid ordinary shares at $0.35
Issue of fully paid ordinary shares at $0.35 under share
purchase plan
Issue of fully paid bonus ordinary shares
Less share issue costs
Balance at 30 June 2022
All issued shares are fully paid.
2022
Number
$
211,088,965
14,285,715
14,302,619
47,675,187
63,797,395
5,000,000
5,006,000
-
-
(426,885)
287,352,486
73,376,510
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one
vote per share at meetings of the Company. All shares rank equally with regards to the Company’s residual assets.
56
Notes to the Consolidated Financial Statements
16.
Reserves
Reserves
Other equity reserves
Share based payment reserve
Opening balance
Share based payment
Share based payment reserve
Performance related remuneration
Note
10
2023
$
2022
$
1,031,080
19,636,000
20,667,080
2,750,439
(1,719,359)
1,031,080
2,750,439
-
2,750,439
3,682,270
(931,831)
2,750,439
Details of performance rights held by the Group during the financial year are as follows:
Financial year
Held at beginning
of year
Forfeited/
expired(1)
Vested and
exercised
Held at the
end of year
Vested at
end of year
2023
13,980,000
(7,410,000)
-
6,570,000
-
(1) 5,790,000 performance rights under Milestone A lapsed as the performance condition was not met by the Company and
1,620,000 performance rights under Milestone B have been forfeited following resignations.
Details of performance rights held by the Group during the previous financial year are as follows:
Financial year
Held at beginning
of year
Granted as
compensation on
24 March 2022(1)
Vested and
exercised
Held at the
end of year
Vested at
end of year
2022
11,650,000
2,330,000
-
13,980,000
-
(1) In 2022, 2,330,000 additional rights were granted due to the bonus issue.
6,570,000 rights held at 30 June 2023 relate to Milestone B which has the following terms:
Performance condition
Number of rights
granted
Expiry date
Milestone B – Commencement of production of the Mackay Potash Project
6,570,000
1 November 2025
The Group will re-assess the probability of achieving the performance condition at each reporting date. If the
probability falls below 50% the Group will determine whether the previous expense recognised shall be reversed.
Performance securities are granted under a service condition whereby the grantee must be employed by the Group
at the time the performance securities vest. If an employee leaves prior to the vesting date, the share-based payment
previously recognised will be reversed on the date employment is terminated.
In the current finanvcial year, the probability of achieving the milestones was assessed by management and it was
determined that the probability of achieving Milestone B was less likely than not and less than 50% and as a result
$1,719,359 was reversed (since grant date). The reversal of Milestone B is to reflect the fair value in the account and
it does not constitute cancellation of the rights.
In 2022, the probability of achieving the milestones was assessed by management and it was determined that the
probability of achieving Milestone A was less likely than not and less than 50% and as a result $1,808,112 was reversed
(since grant date). There was no change to the probability of Milestone B and $537,077 was expensed in 2022. The
reversal of Milestone A is to reflect the fair value in the account and it does not constitute cancellation of the rights.
57
17.
Statement of Cash Flows
(a) Reconciliation of cash flows from operating activities
Loss for the year
Non-cash items:
Finance expenses
Depreciation of right of use assets
Share of profit of equity accounted investee
Share based payment
Employee entitlement
Exploration expense
Profit on disposal of fixed assets
Change in operating assets and liabilities
Increase in other receivables
Increase in prepayments
Increase /(decrease) in trade and other payables
Decrease in provisions
2023
$
2022
$
(47,921)
(1,371,321)
14,957
111,571
(128,402)
(1,719,359)
3,651
-
(98,411)
(106,828)
(4,412)
54,823
(18,860)
19,642
103,477
(12,875)
(931,831)
14,586
24,049
-
(50,805)
(12,517)
(21,808)
(5,067)
(1,939,191)
(2,244,470)
(b) Non-cash financing and investing activities
During the financial year, a Haul Road Native Title agreement with Parna Ngururrpa (Aboriginal Corporation) (PNAC)
was signed on 7 October 2022 with 1,000,000 ordinary shares being issued to PNAC. In accordance with AASB 2
Share-based Payment, the share value of $0.35 at measurement date, 7 October 2022 (the date of the agreement)
was used to determine the share based payment of $350,000. The shares were issued to Parna Ngururrpa (Aboriginal
Corporation) (PNAC) on 20 December 2022.
There were no non-cash investing or financing activities for the year ended 30 June 2022.
18.
Loss Per Share
(a) Reconciliation of loss
2023
$
2022
$
Loss attributable to the owners of the Company used to calculate basic and
diluted loss per share
(47,921)
(1,371,321)
(b)
Weighted average number of ordinary shares used as the denominator
Weighted average number of ordinary shares used as the denominator in
calculating basic and diluted loss per share
2023
$
2022
$
287,878,513
234,188,850
There were no unlisted options outstanding at balance date (2022: Nil). There were 6,570,000 performance rights
(2022: 13,980,000) as at balance date. These have been excluded from the weighted average number of ordinary
shares calculation as their effect would have been anti-dilutive. As a result, the diluted loss per share is equal to the
basic loss per share.
58
Notes to the Consolidated Financial Statements
19.
Commitments
(a)
Exploration commitments
As a condition of retaining right to explore its mining tenements, the Group is required to pay an annual rental and
incur a minimum level of expenditure for each tenement.
Outstanding exploration commitments are as follows:
Exploration commitment
Less than one year
Between one and five years
2023
$
2022
$
943,681
3,295,978
4,239,659
972,603
4,009,493
4,982,096
The Group has no expenditure commitments on mining tenements which have not been granted (2022: Nil).
20. Contingencies
The Group had no contingent assets or liabilities at reporting date (2022: Nil).
21.
Financial Risk Management
The Group’s activities expose it to market, liquidity and credit risks arising from its financial instruments.
The Group’s management of financial risk is aimed at ensuring net cash flows are sufficient to meet all its financial
commitments and maintain the capacity to fund its exploration and evaluation activities, which primarily relate to
the Mackay Potash Project. The Board of Directors has overall responsibility for the establishment and oversight of
the risk management framework. Management monitors and manages the financial risks relating to the operations
of the Group through regular reviews of risk.
Market (including interest rate risk), liquidity and credit risks arise in the normal course of business. These risks are
managed under Board approved treasury processes and transactions.
The principal financial instruments as at reporting date include cash, other receivables (excludes net GST receivables
and fuel tax credits), deposits, payables and lease liabilities.
This note presents information about exposures to the above risks, the objectives, policies and processes for
measuring and managing risk, and the management of capital.
(a)
Market risk – Interest rate risk
The Group is exposed to movements in market interest rates on cash. The Group’s policy is to monitor the interest
rate yield curve out to six months to ensure a balance is maintained between liquidity of cash assets and the interest
rate return. The entire cash balance for the Group of $2,230,879 (2022: $6,814,774) is subject to interest rate risk. The
interest rate profile of the Group’s interest-bearing financial instruments at the reporting date was:
Fixed rate instrument
Term deposits (cash and cash equivalents)
Variable rate instrument
Cash and cash equivalents
59
2023
$
2022
$
59,000
59,000
59,000
59,000
2,171,879
2,171,879
6,755,774
6,755,774
Sensitivity analysis
At 30 June 2023, if the interest rates had changed by +/- 80 basis points from the weighted average rate for the period
with all other variables held constant, post tax loss for the Group would have been $17,375 higher/lower (2022:
$54,046) as a result of the lower/higher interest income from cash and cash equivalents. The sensitivity analysis
performed was based on rates available to the Group which management have assessed as being reasonable.
.
(b)
Liquidity risk
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows and ensuring sufficient
cash is available to meet the current and future commitments of the Group. Due to the nature of the Group’s activities,
being mineral exploration and evaluation, the Group does not have ready access to credit facilities, with the primary
source of funding being equity raisings.
The Board of Directors constantly monitors the state of equity markets in conjunction with the Group’s current and
future funding requirements, with a view to initiating appropriate capital raisings as required.
The financial liabilities of the Group are confined to trade and other payables and lease liabilities. Trade and other
payables are non-interest bearing and are due within 12 months of the reporting date. Lease liabilities are interest
bearing and are payable within 1 to 2 years.
(c)
Credit risk
Exposure to credit risk
The carrying amount of financial assets represent the maximum credit exposure. The maximum exposure to credit
risk at the reporting date was:
Cash and cash equivalents
Other receivables(1)
Deposits
2023
$
2022
$
2,230,879
140,711
158,674
2,530,264
6,814,774
59,542
158,674
7,032,990
(1) Excludes net GST receivable and fuel tax credits
The Group’s significant concentration of credit risk is cash, which is held with major Australian Banks with Aa3 credit
rating and accordingly the credit risk exposure is minimal. Deposits are held by DMIRS a reputable government
institution.
(d)
Fair values
The current term deposits, receivables and payables carrying values approximate their fair values due to the short
term-maturities of these instruments.
(e)
Capital management
The Board’s policy is to preserve a strong capital base and maintain investor and equity market confidence in order
to sustain the Group’s exploration and evaluation activities and supporting functions.
The capital structure of the Group consists of equity attributable to equity holders of the parent, comprising issued
capital, reserves and retained earnings.
There were no changes in the Group’s approach to capital management during the year.
60
Notes to the Consolidated Financial Statements
22. Related Party Transactions
Key management personnel compensation
Short-term benefits
Post-employment superannuation benefit
Other long-term benefits
Share based payment
2023
$
2022
$
694,919
63,945
79,391
(1,418,147)
(579,892)
777,548
66,947
102,502
(746,497)
200,500
(a) Transactions with directors, director related entities and other related parties
At the end of the financial year, $8,000 was payable for professional services provided by Mr Pismiris as Non-Executive
Director and Company Secretary (2022: $8,000).
All transactions were made on normal commercial terms and conditions and at market rates.
23.
Subsidiaries
Interest in subsidiaries
The consolidated financial statements incorporate the assets and liabilities and results of the following subsidiary in
accordance with accounting policy:
Name
Principal Activities
Country of
Incorporation
Agrimin Potash Pty Ltd
Mineral Exploration
Newhaul Bulk Pty Ltd
Haulage Operation
Agrimin Holdings Pty Ltd(1)
Holding Company of Agrimin
Potash Pty Ltd
Northern Infrastructure Pty Ltd(1) Haul Road Approvals and
Operations
Agrimin Exploration Pty Ltd(1)
Proposed holding company
for the Lake Auld assets
Australia
Australia
Australia
Australia
Australia
Equity Holding
2023
%
2022
%
100%
50%
100%
100%
100%
100%
50%
100%
100%
100%
(1) Those entities were dormant in the current and prior year.
The proportion of ownership interest is equal to the proportion of voting power held.
61
24. Parent Entity Information
The following information relates to the parent entity, Agrimin Limited. The information presented here has been
prepared using accounting policies consistent with those presented in note 2.
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Share capital
Reserves
Accumulated losses
Total equity
Loss for the year
Share of other comprehensive income of equity accounted associates
Total comprehensive income for the year
2023
$
2022
$
2,441,513
7,066,774
20,500,682
22,942,195
683,766
276,342
960,108
462,423
7,529,196
1,348,835
83,968
1,432,803
72,679,994
72,682,420
19,987,080
2,070,439
(70,684,987)
(68,656,466)
21,982,087
6,096,393
(2,028,521)
19,636,000
17,607,479
6,978,452
-
6,978,452
The carrying amount of all financial instruments is approximate to their fair values at 30 June 2023 and 2022.
Guarantees entered by the parent entity in relation to the debts of its subsidiaries
No guarantees entered in the current financial year (2022: Nil).
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2023 (2022: Nil).
Capital commitments
The parent entity had no capital commitments for property, plant and equipment at 30 June 2023 (2022: Nil).
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the consolidated entity.
25. Remuneration of Auditors
During the year, the following fees were paid or were payable to the auditor of the Company, its related practices
and non-related audit firms:
Audit services - RSM Australia Partners:
Audit or review of financial statements
Other services:
Fees for other services
2023
$
2022
$
44,250
44,250
-
-
40,000
40,000
10,430
10,430
62
Notes to the Consolidated Financial Statements
26. Events After the Reporting Period
On 24 August 2023, the Company announced that Mark Savich will step down as the Company’s Chief Executive
Officer and that highly regarded senior resources executive Debbie Morrow has been appointed as the Company’s
Managing Director and Chief Executive Officer.
Ms Morrow commenced employment on 1 September 2023. Mr Savich continues with the Company as an Executive
Director until the end of 2023 to ensure a smooth management transition. Ms Morrow’s appointment comes after a
thorough executive recruitment process.
The appointment is on an ongoing basis subject to termination by either party. Ms Morrow receives a base salary
of $400,000 per annum plus compulsory superannuation calculated at the prevailing Superannuation Guarantee
percentage rate (11% of the base salary as at the date hereof). Ms Morrow will be eligible to receive an annual STI up
to 50% of annual remuneration payable 50% share based and 50% cash. Ms Morrow may be eligible to participate in
any share plan or LTI plan operated by the Company.
The Company will issue 6,000,000 performance rights to Ms Morrow as a one-off commencement bonus subject to
shareholder approval. These performance rights will vest upon either the achievement of Relative Total Shareholder
Return against a comparator peer group over a three-year period from the grant date or an ASX announcement by
the Company of the commencement of construction of its Mackay Sulphate of Potash Project within two years from
the grant date.
Either party may terminate the agreement by giving the other party six months’ written notice. The Company may
terminate the agreement without notice if Ms Morrow commits a serious or persistent breach of the agreement, or
otherwise engages in misconduct or negligent performance of duties.
Apart from the above, no other matter or circumstance has arisen since 30 June 2023 that has significantly affected,
or may significantly affect the consolidated entity’s operations, the results of those operations, or the consolidated
entity’s state of affairs in future financial years.
64
Directors’ Declaration
Directors’ Declaration
In the opinion of the directors of Agrimin Limited (‘the Company’):
1.
the financial statements and notes set out on pages 35 to 64 are in accordance with the Corporations Act 2001,
including:
(a) complying with Accounting Standards and the Corporations Regulations 2001 and other mandatory
professional reporting requirements; and
(b) giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance for the
financial year ended on that date; and
2.
the financial statements and notes also comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board disclosed in note 2.
3.
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become
due and payable.
The directors have been given the declarations by the Chief Executive Officer and Chief Commercial Officer required
by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of the directors.
Mark Savich
Executive Director
Perth
7 September 2023
65
66
Independent Auditor’s Report
RSM Australia Partners
Level 32, Exchange Tower
2 The Esplanade Perth WA 6000
GPO Box R1253 Perth WA 6844
T +61 (0) 8 9261 9100
F +61 (0) 8 9261 9111
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
AGRIMIN LIMITED
Opinion
We have audited the financial report of Agrimin Limited (the Company) and its subsidiary (the Group), which
comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of
comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash
flows for the year then ended, and notes to the financial statements, including a summary of significant accounting
policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Group's financial position as at 30 June 2023 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial
report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Pty Ltd is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent
accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
67
RSM Australia Pty Ltd ACN 009 321 377 atf Birdanco Practice Trust ABN 65 319 382 479 trading as RSM
Liability limited by a scheme approved under Professional Standards Legislation
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key Audit Matter
How our audit addressed this matter
Exploration and Evaluation Assets
Refer to Note 7 in the financial statements
The Group has capitalised exploration and
evaluation assets with a carrying value of
$42,741,413 as at 30 June 2023.
The Group is required to assess at each reporting
date if there are impairment indicators which may
suggest the carrying value is in excess of its
recoverable value.
We considered this to be a key audit matter due to
the significant management judgments involved in
assessing the carrying value of the asset including:
the basis on which
• Determination of whether the expenditure can
be associated with finding specific mineral
resources, and
that
expenditure is allocated to an area of interest;
• Determination of whether exploration activities
have progressed to the stage at which the
existence of an economically recoverable
mineral reserve may be assessed; and
• Assessing whether
of
impairment are present, and if so, judgments
applied
to determine and quantify any
impairment loss.
indicators
any
Our audit procedures included:
• Obtaining management’s reconciliation of capitalised
exploration and evaluation expenditure by area of
interest and agreeing it to the general ledger;
• Considered whether the Group’s right to tenure of
each area of interest were current;
• Agreeing a sample of additions
to supporting
documentation and ensuring the amounts capitalised
during the year are in compliance with the Australian
Accounting Standards and relate to the area of
interest;
• Assessing
management’s
assessment of whether indicators of impairment
existed as at 30 June 2023;
evaluating
and
• Enquiring with management and reviewing budgets
and other supporting documentation as evidence that
active and significant operations in, or relation to, the
area of interest will be continued in the future;
determination
• Assessing management’s
that
exploration and evaluation activities have not yet
reached a stage where the existence or otherwise of
be
recoverable
economically
reasonably determined; and
reserves may
• Assessed the adequacy of the disclosures in the
financial statements.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2023 but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
68
Independent Auditor’s Report
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporation Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This
description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2023.
In our opinion, the Remuneration Report of Agrimin Limited, for the year ended 30 June 2023, complies with
section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 7 September 2023
TUTU PHONG
Partner
69
70
Shareholders’ Information
Shareholders’ Information
ASX Additional Information
a)
Distribution of Member Holdings
The distribution schedule of the number of holders in each class of equity security as at 22 August 2023:
Number of shares
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Holders
Securities
%
151
588
299
733
268
55,286
1,551,000
2,295,070
24,111,405
260,339,725
2,039
288,352,486
0.02%
0.54%
0.80%
8.36%
90.29%
100.00%
There are 151 shareholders holding less than a marketable parcel of shares.
b)
Twenty Largest Shareholders
Party
BCI MINERALS LIMITED
PERTH INVESTMENT CORPORATION LTD
HILLBOI NOMINEES PTY LTD
WALLOON SECURITIES PTY LTD
GUGALANNA HOLDINGS PTY LTD
SPAR NOMINEES PTY LTD
GOLDFIRE ENTERPRISES PTY LTD
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
DEERING NOMINEES PTY LTD
EUGOB NOMINEES PTY LTD
KADOO PTY LIMITED
ZERO NOMINEES PTY LTD
MR TIMOTHY GUY LYONS
MR TIMOTHY GUY LYONS & MRS HEATHER MARY LYONS
ACP INVESTMENTS PTY LTD
EXXTEN PTY LTD
BINVID PTY LTD
GAB SUPERANNUATION FUND PTY LTD
GOLDTRAIN HOLDINGS PTY LTD
MRS HEATHER MARY LYONS
Shares on issue as at 22 August 2023 is: 288,352,486.
Listed Ordinary Shares
No. of Ordinary
Shares
Percentage of issued
capital
37,377,388
11,519,256
10,529,456
10,000,000
9,480,000
7,134,856
6,594,069
6,150,773
6,068,570
4,658,189
4,575,964
4,415,560
4,306,190
4,114,285
4,080,000
3,711,463
3,200,000
2,974,742
2,972,570
2,858,666
12.96%
3.99%
3.65%
3.47%
3.29%
2.47%
2.29%
2.13%
2.10%
1.62%
1.59%
1.53%
1.49%
1.43%
1.41%
1.29%
1.11%
1.03%
1.03%
0.99%
146,721,997
50.88%
71
c)
Substantial Shareholders
The names of substantial shareholders who have notified the Company in accordance with section 671B of the
Corporations Act 2001 are:
Party
BCI MINERALS LIMITED
HILLBOI NOMINEES PTY LTD & ASSOCIATED ENTITIES
Number of ordinary
shares held
Percentage of
issued capital
37,377,388
33,327,853
12.96%
11.56%
d)
Voting Rights
All shares carry one vote per share without restriction.
72
Schedule of Tenement Interests
Schedule of Tenement Interests
As at 30 June
Tenement Ref.
Project
Holder
State
Status
Interest
Exploration Licences
E80/4887
E80/4888
E80/4889
E80/4890
E80/4893
E80/4995
E80/5055
E80/5124
E80/5172
EL24861
EL30651
EL31780
EL31781
E45/4925
E45/5417
E45/5419
E45/5420
E45/5579
Other Licences
L80/0087
L80/0088
L80/0098
L80/0099
L80/0100
L80/0101
L80/0102
L80/0103
L80/0104
L80/0105
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Limited
Mackay Potash
Agrimin Limited
Mackay Potash
Agrimin Limited
Mackay Potash
Agrimin Limited
Lake Auld Potash
Agrimin Potash Pty Ltd
Lake Auld Potash
Agrimin Potash Pty Ltd
Lake Auld Potash
Agrimin Potash Pty Ltd
Lake Auld Potash
Agrimin Potash Pty Ltd
Lake Auld Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Northern Infrastructure Pty Ltd
Mackay Potash
Agrimin Potash Pty Ltd
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
N.T.
N.T.
N.T.
N.T.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
W.A.
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Granted
Application
Application
Application
Application
Granted
Application
Application
Application
Application
Granted
Granted
Application
Application
Granted
Application
Application
Application
Application
Application
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
73
74
Agrimin Limited
ABN: 15 122 162 396
2C Loch Street
Nedlands, Western Australia, 6009
Telephone: +61 8 9389 5363
www.agrimin.com.au