ABN 69 113 758 900
ANNUAL FINANCIAL REPORT 2020
CONTENTS
Company information
Directors’ Report
Auditor’s Independence Declaration
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes to and Forming Part of the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder Details
Interest in Mining Tenements
Corporate Governance Statement
3
4
14
15
16
17
18
19
39
40
42
44
44
Athena Resources Limited
Page 2
COMPANY INFORMATION
ABN
Directors
Secretaries
69 113 758 900
D A Webster
E W Edwards
H W Wai
E W Edwards
P J Newcomb
(Non-Executive Chairman)
(Executive Director)
(Executive Director)
Registered Office
21 Millstream Rise
Hillarys, WESTERN AUSTRALIA 6025
Postal Address
Share Registry
Auditor
Bankers
Securities Exchange Listing
Telephone: +61 8 9307 7902
Email:
ahn@athenaresources.com.au
PO Box 1970
West Perth, WESTERN AUSTRALIA 6872
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace
Perth, WESTERN AUSTRALIA 6000
Telephone: +61 8 9323 2000
+61 8 9323 2033
Facsimile:
HLB Mann Judd
Level 4, 130 Stirling Street
Perth, WESTERN AUSTRALIA 6000
Telephone: +61 8 9227 7500
+61 8 9227 7533
Facsimile:
Westpac Banking Corporation
1257 Hay Street
West Perth, WESTERN AUSTRALIA 6005
Athena Resources Limited shares
are listed on the Australian Securities Exchange
(Home Exchange – Perth)
ASX Code: Shares AHN
Website
www.athenaresources.com.au
Athena Resources Limited
Page 3
DIRECTORS REPORT
DIRECTORS REPORT
Your Directors submit their report on the consolidated entity consisting of Athena Resources
Limited (“Athena” or “the Company”) and its controlled entities (“Group”) for the financial year
ended 30 June 2020.
REVIEW OF OPERATIONS
Exploration and Evaluation
During the period under review Athena has undertaken additional test work defining the
magnetic characteristic of the Byro Industrial Magnetite. The results of this confirm the
suitability for retrieval and re-use in multiple industrial processing applications.
Further work has been conducted to confirm suitability for dense media separation for the coal
washing industry. The product is well within international specifications.
The test work to date confirms the Athena product is suited to relatively high value markets as
opposed to steel making, which sets it apart from other typical Mid West deposits.
A small amount of by product may be sent to steel mills for blending with lower grade ore.
Market research on uses for high purity magnetite indicates that there is a significant offtake
opportunity for the Athena product in a number of industries.
During the current season Athena intends to conduct further drilling at Byro to upgrade the
2004 JORC compliant resource both in tonnage and to the revised JORC Code.
Once a 2012 JORC compliant resource is confirmed the Company will be in a position to
publish an indicative valuation of the project.
Athena Resources Limited
Page 4
DIRECTORS REPORT (continued)
Corporate
On 13 August 2019 ASX suspended trading in Athena shares due to insufficient funds to
satisfy the funding requirement under their guidelines. This was based on a Quarterly Cash
Report for June 2019 which showed available cash of less than $10,000 and expected
outgoings in the order of $200,000 in the forthcoming quarter.
At the date of the suspension Athena shares had last traded at 2c per share.
Since suspension and during the year ended 30 June 2020 the Company has raised
$1,024,153 (Note 14) including a conversion of loans and net of issue costs and on 17 August
2020 the company announced the completion of a placement to raise a further $260,000.
These transactions were at 3.5c per share.
Ongoing funding remains a significant issue, however the Company has a commitment from
the same Hong Kong investor for a further $700,000 at 3.5c per share. Covid-19 travel
restrictions have caused unforeseen and unavoidable delays in settling this placement.
Detailed results of activities and discussion thereon are contained in our Quarterly Activities
Reports which are available on our website www.athenaresources.com.au.
DIRECTORS
The names of directors who held office during or since the end of the year and until the date
of this report are as follows. Directors were in office for this entire period:
David Arthur Webster
Edmond William Edwards
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
PARTICULARS OF DIRECTORS AND COMPANY SECRETARIES
David Arthur Webster
Non-Executive Chairman
Experience
Mr Webster’s career in Australian agriculture includes developing an extensive run of farming
properties in Western Australia and restructuring the Australian wool industry. More recently
Mr Webster has been involved in significant Chinese investments in agriculture and associated
infrastructure in Australia. He is currently a director of Australian Wool Innovation Limited
(AWI) where he is also Chairman of the Finance and Audit Committee and he is a director of
the Australian Wool Testing Authority Limited.
Athena Resources Limited
Page 5
DIRECTORS REPORT (continued)
Mr Webster’s considerable commercial expertise together with many years of experience of
working with government at the highest level, both in Australia and overseas, is of substantial
value to Athena Resources.
Interest in Shares
12,364,747 Fully Paid Shares
Special Responsibilities
Mr Webster is Chairman of the Audit Committee.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Webster did not serve as a
director of any other listed companies.
Hau Wan Wai
Executive Director
Experience
Hau Wan Wai (John) graduated from The University of Regina Canada in 1998 with a Bachelor
of Administration, Major in Marketing. John speaks Mandarin, Cantonese and English. He was
born and resides in Hong Kong. John is also the executive director of Brilliant Glory Industrial
Corporation Ltd, the Hong Kong company which is the 100% parent of Brilliant Glory
Investments.
He has twenty years of international trade and relations experience having started his career
as a merchandiser. He specialises in management of overseas customers to locate the
sourcing of materials for mainland China in many different fields, and especially in Mineral
resources.
Interest in Shares
43,000,000 Fully Paid Shares
Special Responsibilities
Mr Wai is responsible for the promotion of the company in China.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Wai did not serve as a
director of any other listed companies.
Athena Resources Limited
Page 6
DIRECTORS REPORT (continued)
Edmond William Edwards
Executive Director and Joint Company Secretary
Qualifications
Mr Edwards is a Chartered Accountant with a Bachelor of Commerce from the University of
Western Australia.
Experience
Mr Edwards has over 40 years of experience in the mining industry in Western Australia. He
has previously been Executive Director or Finance Director of a number of listed mining and
exploration companies having taken many of these companies through the initial public
offering, then exploration, feasibility and finally into production.
Interest in Shares
38,128,831 Fully Paid Shares
Special Responsibilities
Mr Edwards is responsible for the financial management of the company and is also a Joint
Company Secretary.
Directorships held in listed entities
In the 3 years immediately before the end of the financial year Mr Edwards did not serve as a
director of any other listed companies.
Peter John Newcomb
Joint Company Secretary
Qualifications
Mr Newcomb is a Fellow of the Institute of Chartered Accountants in England and Wales and
a member of Chartered Accountants Australia and New Zealand.
Experience
Mr Newcomb has over 40 years professional and commercial experience working in a number
of industries and locations including London, Scotland, Singapore and Perth. The majority of
his experience over the last ten years has been in the Resources industry in Western Australia.
Athena Resources Limited
Page 7
DIRECTORS REPORT (continued)
PRINCIPAL ACTIVITIES
The principal activity of the Group during the year was mineral exploration in Australia.
OPERATING AND FINANCIAL REVIEW
Review of Operations
A review of operations of the Group during the financial year is contained in the Review of
Operations section at the start of the Directors’ Report.
2020
$
2019
$
Consolidated loss after income tax for the financial year
334,018
434,995
Financial Position
At 30 June 2020 the Company has cash reserves of $17,992.
Dividends
No dividends were paid during the year and no recommendation is made as to dividends.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors, there were no significant changes in the state of affairs of the
Group that occurred during the financial year under review not otherwise disclosed in this
report or in the consolidated accounts.
MATTERS SUBSEQUENT TO THE END OF FINANCIAL YEAR
Except as stated in Note 28, since the end of the financial year under review and the date of
this report, there has not arisen any matter, transaction or event of a material and unusual
nature likely, in the opinion of the directors of the Company, to significantly affect the
operations of the consolidated entity, in the current or subsequent financial years.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The Company intends to continue its exploration activities with a view to the commencement
of mining operations as soon as possible.
Further information on likely developments in the operations of the Group and the expected
results of operations have not been included in this report because the Directors believe it
would be likely to result in unreasonable prejudice to the Company.
Athena Resources Limited
Page 8
DIRECTORS REPORT (continued)
MEETINGS OF DIRECTORS
The following table sets out the number of meetings of the Company’s Directors held during
the year ended 30 June 2020, and the number of meetings attended by each Director.
These meetings included matters relating to the Remuneration and Nomination Committees
of the Company.
David Arthur Webster
Edmond William Edwards
Hau Wan Wai
Number eligible
to attend
2
2
2
Number
attended
2
2
2
The Company also attended to other Board business via several circular resolutions of the
Board.
AUDIT COMMITTEE
The audit committee was comprised of the non-executive director Mr D Webster.
During the year ended 30 June 2020, Mr D Webster held two meetings of the Audit Committee.
Athena Resources Limited
Page 9
DIRECTORS REPORT (continued)
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each member of the key
management personnel of Athena Resources Limited.
The following persons acted as directors during or since the end of the financial year:
David Arthur Webster
Edmond William Edwards
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
The Company has no other key management personnel.
The information provided in the remuneration report includes remuneration disclosures that
are required under Accounting Standards AASB 124 “Related Party Disclosures”. These
disclosures have been transferred from the financial report and have been audited.
Remuneration policy
The board policy is to remunerate directors at market rates for time, commitment and
responsibilities. The board determines payment to the directors and reviews their
remuneration annually, based on market practice, duties and accountability. Independent
external advice is sought when required. The maximum aggregate amount of directors’ fees
that can be paid is subject to approval by shareholders in general meeting, from time to time.
Fees for non-executive directors are not linked to the performance of the consolidated entity.
However, to align directors’ interests with shareholder interests, the directors are encouraged
to hold securities in the company.
The company’s aim is to remunerate at a level that will attract and retain high-calibre directors
and employees. Company officers and directors are remunerated to a level consistent with
the size of the company.
All remuneration paid to directors and executives is valued at the cost to the company and
expensed.
Performance-based remuneration
The company does not pay any performance-based component of remuneration.
Details of remuneration for year ended 30 June 2020.
Directors’ Remuneration
No salaries, commissions, bonuses or superannuation were paid or payable to directors during
the year. Remuneration was by way of fees (as detailed below) paid monthly in respect of
invoices issued to the Company by the Directors or Companies associated with the Directors
in accordance with agreements between the Company and those entities. No other short-term
or long-term benefits were provided during the current or prior year. Details of the agreements
are set out below.
Athena Resources Limited
Page 10
DIRECTORS REPORT (continued)
Agreements in respect of cash remuneration of Directors
Mr. Edwards is an Executive Director responsible for the financial operations of the Company.
The Company has an agreement with Tied Investments Pty Ltd to provide the management
services of Mr. Edwards to the Company in relation to its corporate activities on normal
commercial terms and conditions. An annual fee of $135,000 excluding GST was paid during
the year. Mr. Edwards is a director of Tied Investments Pty Ltd. The Company may terminate
the contract by giving three months’ notice. Tied Investments Pty Ltd may terminate by giving
three months’ notice.
Mr David Webster is a Non-Executive Director. Fees payable to Mr Webster are detailed
below. No fee was paid to Mr Wai.
The Directors are entitled to reimbursement of out-of-pocket expenses incurred whilst on
Company business.
The total remuneration paid to directors is summarised below:
Year ended 30 June 2020
Director
Associated Company
E W Edwards
D A Webster
H W Wai
Tied Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Year ended 30 June 2019
Director
Associated Company
E W Edwards
D A Webster
H W Wai
Tied Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Fees
$
135,000
36,000
-
171,000
Fees
$
180,000
48,000
-
228,000
Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts Payable (including GST)
Loans
2020
$
849,800
80,000
929,800
Athena Resources Limited
Total
$
135,000
36,000
-
171,000
Total
$
180,000
48,000
-
228,000
2019
$
810,200
111,900
922,100
Page 11
DIRECTORS REPORT (continued)
During the year net repayments of unsecured interest free loans were made to Directors as
follows:
Mr Edwards
Mr Wai
$20,000
$11,900
There were no performance related payments, option or share based payments,
superannuation payments or other benefits made during the year.
Directors’ Shareholdings in the Company
Director
Hau Wan Wai
E W Edwards
D A Webster
Balance
1 July 2019
Issued during
the year
Balance
30 June 2020
43,000,000
38,128,831
12,364,747
93,493,578
-
-
-
-
43,000,000
38,128,831
12,364,747
93,493,578
The shareholding disclosed for Hau Wan Wai is held in Brilliant Glory Industrial Corp Ltd of
which Hau Wan Wai is sole Director.
The Company received no specific feedback on its Remuneration Report at the 2019 Annual
General Meeting.
End of Remuneration Report
SHARE OPTIONS
As at the date of this report, there were no options over unissued ordinary shares in the parent
entity.
ENVIRONMENTAL ISSUES
The Group has conducted exploration activities on mineral tenements. The right to conduct
these activities is granted subject to environmental conditions and requirements. The group
aims to ensure a high standard of environmental care is achieved and, as a minimum, to
comply with relevant environmental regulations. There have been no known breaches of any
of the environmental conditions.
INDEMNIFICATION OF DIRECTORS
During the financial year, the Company has given an indemnity or entered into an agreement
to indemnity as follows:
Athena Resources Limited
Page 12
DIRECTORS REPORT (continued)
The Company has entered into agreements with Mr E Edwards, Mr D Webster and Mr H Wai
to indemnify them against any liability incurred by them as an officer of the Company including
costs and expenses of successfully defended legal proceedings.
AUDITOR
HLB Mann Judd continues in office in accordance with section 327 of the Corporations Act
2001.
NON-AUDIT SERVICES
No non-audit services were provided by our auditors, HLB Mann Judd, during the year ended
30 June 2020.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration as set out on page 14 has been received for the year
ended 30 June 2020 and forms part of this directors’ report.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of Court to bring proceedings on behalf of the Company or
intervene in any proceedings to which the company is a party for the purpose of taking
responsibility on behalf of the Company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
Signed in accordance with a resolution of the directors.
...............................................................
E W EDWARDS
Executive Director
Dated at Perth this 30th day of September, 2020.
Athena Resources Limited
Page 13
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the consolidated financial report of Athena Resources Limited for
the year ended 30 June 2020, I declare that to the best of my knowledge and belief, there have
been no contraventions of:
a)
the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b)
any applicable code of professional conduct in relation to the audit.
Perth, Western Australia
30 September 2020
N G Neill
Partner
Athena Resources Limited
Page 14
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2020
Expenses
Directors’ remuneration
Salaries and employee costs
Legal and professional
Office and communication
Listing and share registry
Financial expenses
Depreciation
Loss on disposal of fixed assets
Other expenses
Note
Consolidated
2020
$
2019
$
171,000
144,300
69,600
67,523
31,308
12,082
5,667
1,376
57,833
7
228,000
153,300
77,050
70,544
39,756
12,682
5,651
-
38,418
Total Expenses
560,689
625,401
Recoveries to capitalised exploration
8
(200,300)
(170,400)
Expenses net of recoveries
360,389
455,001
Other income
2
(26,371)
(20,006)
LOSS BEFORE INCOME TAX BENEFIT
334,018
434,995
Income tax benefit
4
-
-
NET LOSS FOR THE YEAR
334,018
434,995
Other comprehensive income
-
-
TOTAL COMPREHENSIVE LOSS FOR THE YEAR
334,018
434,995
Basic loss per share (cents per share)
24
0.11
0.18
Athena Resources Limited
Page 15
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2020
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Total Current Assets
NON-CURRENT ASSETS
Note
Consolidated
2020
$
2019
$
5
6
17,992
34,737
5,913
37,040
52,729
42,953
Plant and equipment
Mineral exploration and evaluation
7
8
1,266
8,839,163
8,309
8,409,884
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade creditors and accruals
Deferred creditors
Related party loans
Third party loans
8,840,429
8,418,193
8,893,158
8,461,146
9
10
11
12
314,801
981,800
100,000
-
372,524
962,200
111,900
208,100
Total Current Liabilities
1,396,601
1,654,724
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
1,396,601
1,654,724
7,496,557
6,806,422
14 14,944,446
13
(7,447,889)
7,496,557
13,920,293
(7,113,871)
6,806,422
Athena Resources Limited
Page 16
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2020
Consolidated
Year ended 30 June 2019
Issued
Capital
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2018
Entitlements Issue
Issue Costs
Comprehensive loss for the year
Balance at 30 June 2019
13,400,888
541,901
(22,496)
-
13,920,293
(6,678,876)
-
-
(434,995)
(7,113,871)
Year ended 30 June 2020
Balance at 1 July 2019
Issued during the year
Issue Costs
Comprehensive loss for the year
Balance at 30 June 2020
13,920,293
1,037,900
(13,747)
-
14,944,446
(7,113,871)
-
-
(334,018)
(7,447,889)
6,722,012
541,901
(22,496)
(434,995)
6,806,422
6,806,422
1,037,900
(13,747)
(334,018)
7,496,557
Athena Resources Limited
Page 17
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2020
Note
Consolidated
2020
$
2019
$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers
Interest received
(308,597)
46
(376,230)
6
Net Cash (Outflow) from Operating Activities
15
(308,551)
(376,224)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for mineral exploration and evaluation
(497,270)
(471,698)
Net Cash (Outflow) From Investing Activities
(497,270)
(471,698)
CASH FLOWS FROM FINANCING ACTIVITIES
Share Issues net of costs
Repayments of borrowings from related parties
Proceeds from borrowings from related parties
Proceeds from borrowings from non-related parties
11
11
12
671,000
(65,400)
53,500
158,800
541,901
(48,100)
102,848
218,100
Net Cash Inflow from Financing Activities
817,900
814,749
Net increase/(decrease) in cash held
12,079
(33,173)
Cash and cash equivalents at beginning of the financial
year
5,913
39,086
Cash and cash equivalents at the end of the financial
year
5
17,992
5,913
Athena Resources Limited
Page 18
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Notes to the Accounts
NOTE 1 – STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
Statement of Compliance
These consolidated financial statements are general purpose financial statements
prepared in accordance with the requirements of the Corporations Act 2001 including
Accounting Interpretations and other authoritative pronouncements of the Australian
Accounting Standards Board (‘AASB’) and applicable accounting standards.
The accounting policies and methods of computation adopted are consistent with those
of the previous financial year and corresponding reporting period except for the impact of
the new standards and interpretations effective 1 July 2019 disclosed below. These
accounting policies are consistent with Australian Accounting Standards and with
International Financial Reporting Standards.
The financial statements were authorised for issue on 30 September 2020.
The financial statements comply with Australian Accounting Standards, which include
Australian equivalents
International Financial Reporting Standards (AIFRS).
Compliance with AIFRS ensures that the financial report, comprising the financial
statements and notes thereto, complies with International Reporting Standards (IFRS).
to
Basis of Preparation
This report has been prepared on a historical cost basis. Cost is based on the fair value
of the consideration given in exchange for assets. The company is domiciled in Australia
and all amounts are presented in Australian dollars, unless otherwise noted.
Reporting Basis and Conventions (Going Concern)
The financial report has been prepared on the basis of accounting principles applicable
to a going concern, which assumes the commercial realisation of the future potential of
Athena’s assets and the discharge of its liabilities in the normal course of business.
The Board considers that Athena is a going concern and recognises that additional
funding is required to ensure that it can continue to fund its operations and further develop
its mineral exploration and evaluation assets during the twelve-month period from the date
of approval of this financial report. The Company has access to the following potential
source of funding:
• The placement of securities under the ASX Listing Rule 7.1 or otherwise;
• An excluded offer pursuant to the Corporations Act 2001;
• The sale of assets; or
• The continued deferral of creditors payments
Athena Resources Limited
Page 19
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Notwithstanding the fact that the Group incurred an operating loss of $334,018 for the
year, has a working capital deficit of $1,343,872 at balance date and a net cash outflow
from operating activities of $294,804 for the year and from mineral exploration and
evaluation of $497,270, the Directors are of the opinion that the Company is a going
concern for the following reasons:
Subsequent to year-end, on the 17 August 2020 the Group raised $260,000 of equity
capital via an issue of 7,428,571 ordinary shares at $0.035 cents. In addition, discussions
are underway with major shareholders for a further $900,000. The funds raised will be
used to meet the ongoing working capital requirements of the Group.
The Company has carried out a review of cash outflow from operating activities and
closed the office with executives operating from home. In addition the Company has
received a number of approaches to Joint Venture the Byro Central and Byro East (Milly
Milly) base metals projects. This has the potential to receive reimbursement of previous
expenditure and reduce outgoings while the company seeks funding for the Byro Industrial
Minerals project.
Additionally, certain related parties have confirmed that debt totalling $981,800 will be
deferred until such time as the Group has raised sufficient funds to settle all of its existing
debts to non-related parties.
The Directors also anticipate that a further equity raising will be completed in the 2021
financial year.
Accordingly, the directors believe that subject to prevailing equity market conditions,
Athena will obtain sufficient funding to enable it to continue as a going concern and that it
is appropriate to adopt that basis of accounting in the preparation of the financial report.
Should Athena be unable to continue to defer payment of creditors or to obtain sufficient
funding as outlined above, there is a material uncertainty that may cast significant doubt
whether it will be able to continue as a going concern and therefore, whether it will realise
its assets and extinguish its liabilities in the normal course of business and at the amounts
stated in the financial report.
After considering the uncertainties above, the Directors have a reasonable expectation
that the Group will be able to obtain additional funding that will provide the Group with
sufficient resources to continue for the foreseeable future.
The financial statements do not include any adjustments relating to the recoverability and
classification of recorded asset amounts (in particular the capitalised deferred exploration
expenditure of $8,839,163) or to the amounts and classification of liabilities that might be
necessary should it not continue as a going concern.
Athena Resources Limited
Page 20
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Significant accounting judgements and key estimates
The preparation of financial reports requires management to make judgements, estimates
and assumptions that affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expense. Actual results may differ from these
estimates.
In preparing this report, the significant judgements made by management in applying the
Group’s accounting policies and the key sources of estimation uncertainty were the same
as those that applied to the consolidated financial report for the year ended 30 June 2019.
Adoption of New and Revised Standards
In the year ended 30 June 2020, the directors have reviewed all of the new and revised
Standards and Interpretations issued by the AASB that are relevant to the Group’s
operations and effective for annual reporting periods beginning on or after 1 July 2019.
It has been determined by the directors that there is no impact, material or otherwise, of
the new and revised standards and interpretations on the Group’s business and therefore,
no change is necessary to Group accounting policies.
The directors have also reviewed all new Standards and Interpretations that have been
issued but are not yet effective for the year ended 30 June 2020. As a result of this review
the directors have determined that there is no impact, material or otherwise, of the new
and revised Standards and Interpretations on the Group’s business and, therefore, no
change necessary to Group accounting policies.
AASB 16 Leases
AASB 16 Leases supersedes AASB 117 Leases. The Group has adopted AASB 16 from
1 July 2019 which has resulted in changes in the classification, measurement and
recognition of leases. The changes result in almost all leases where the Group is the
lessee being recognised on the Statement of Financial Position and removes the former
distinction between ‘operating’ and ‘finance’ leases. The new standard requires
recognition of a right-of-use asset (the leased item) and a financial liability (to pay rentals).
The exceptions are short-term leases and leases of low value assets.
The Group has adopted AASB 16 using the modified retrospective approach under which
the reclassifications and the adjustments arising from the new leasing rules are
recognised in the opening Statement of Financial Position on 1 July 2019. Under this
approach, there is no initial Impact on accumulated losses, and comparatives have not
been restated.
Impact on adoption of AASB 16.
All Group leases have a term of less than 12 months and the Group has applied the
optional exemption to not capitalise these leases and instead account for the lease
expense on a straight-line basis over the lease term.
Athena Resources Limited
Page 21
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Therefore, the adoption of AASB 16 resulted in the recognition of right-of-use assets of
$nil and lease liabilities of $nil in respect of all operating leases.
The net impact on accumulated losses on 1 July 2019 was $nil.
Segment Reporting
Operating segments are reported in a manner that is consistent with the internal reporting
provided to the chief operating decision maker. The chief operating decision maker has
been identified as the Board of Athena Resources Limited.
Plant and Equipment
Plant and equipment are measured on the cost basis less accumulated depreciation and
accumulated impairment losses.
The carrying amount of plant and equipment is reviewed annually by Directors to ensure
it is not in excess of the recoverable amount from these assets. The recoverable amount
is assessed on the basis of the expected net cash flows which will be received from the
asset’s employment and subsequent disposal. The expected net cash flows have been
discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future consolidated benefits associated
with the item will flow to the Group and the cost of the item can be measured reliably. All
other repairs and maintenance are charged to the statement of comprehensive income
during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets including capitalised lease assets, but
excluding computers, is depreciated on a reducing balance commencing from the time
the asset is held ready for use. Computers are depreciated on a straight-line basis over
their useful lives to the consolidated entity commencing from the time the asset is held
ready for use.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Plant and Equipment
Depreciation Rate
15 – 50%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at
each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if the
asset’s carrying amount is greater than its estimated recoverable amount.
Athena Resources Limited
Page 22
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Gains and losses on disposals are determined by comparing proceeds with the carrying
amount. These gains and losses are included in the statement of comprehensive income.
When revalued assets are sold, amounts included in the revaluation reserve relating to
that asset are transferred to accumulated losses.
Accounting Policies
(a)
Principles of Consolidation
A controlled entity is any entity controlled by Athena Resources Limited. Control exists
where Athena Resources Limited has the capacity to dominate the decision making in
relation to the financial and operating policies of another entity so that the other entity
operates with Athena Resources Limited to achieve the objectives of Athena Resources
Limited. All controlled entities have a 30 June financial year-end.
All intercompany balances and transactions between entities in the consolidated entity,
including any unrealised profit or losses, have been eliminated on consolidation.
Accounting policies of subsidiaries have been changed where necessary to ensure
consistencies with those policies applied by the parent entity.
Where controlled entities have entered or left the Group during the year, their operating
results have been included from the date control was obtained or until the date control
ceased.
(b)
Income Tax
The charge for current income tax expenses is based on the profit for the year adjusted
for any non-assessable or disallowable items. It is calculated using tax rates that have
been enacted or are substantively enacted by the balance date.
Deferred tax is accounted for in respect of temporary differences arising between the tax
bases of assets and liabilities and their carrying amount in the financial statements. No
deferred income tax will be recognised from the initial recognition of an asset or liability,
excluding a business combination, where there is no effect on accounting or taxable profit
or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when
the asset is realised, or liability is settled. Deferred tax is credited in the statement of
comprehensive income except where it relates to items that may be credited directly to
equity, in which case the deferred tax is adjusted directly against equity.
Deferred income tax assets are recognised to the extent that it is probable that future tax
profits will be available against which deductible temporary differences can be utilised.
The amount of benefits brought to account or which may be realised in the future is based
on the assumption that no adverse change will occur in income taxation legislation and
the anticipation that the Group will derive sufficient future assessable income to enable
the benefit to be realised and comply with the conditions of deductibility imposed by the
law.
Athena Resources Limited
Page 23
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(c)
Plant and Equipment
Each class of plant and equipment is carried at cost less, where applicable, any
accumulated depreciation.
(d) Mineral Exploration and Evaluation Expenditure
Exploration and evaluation expenditure incurred is either written off as incurred or
accumulated in respect of each identifiable area of interest. Tenement acquisition costs
are initially capitalised. Costs are only carried forward to the extent that they are expected
to be recouped through the successful development of the areas, sale of the respective
areas of interest or where activities in the area have not yet reached a stage, which
permits reasonable assessment of the existence of economically recoverable reserves.
Accumulated costs in relation to an abandoned area are written off in full in the year in
which the decision to abandon the areas is made.
When production commences, the accumulated costs for the relevant area of interest are
amortised over the life of the area according to the rate of depletion of the economically
recoverable reserves.
A regular review is undertaken of each area of interest to determine the appropriateness
of continuing to carry forward costs in relation to that area of interest.
Restoration, rehabilitation and environmental costs necessitated by exploration and
evaluation activities are expensed as incurred and treated as exploration and evaluation
expenditure.
(e)
Impairment of Assets
At each reporting date, the Directors review the carrying values of its tangible and
intangible assets to determine whether there is any indication that those assets have been
impaired. If such an indication exists, the recoverable amount of the assets, being the
higher of the asset’s fair value less costs to sell and value in use, is compared to the
asset’s carrying value. Any excess of the asset’s carrying value over its recoverable
amount is expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the
Group estimates the recoverable amount of the cash-generating unit to which the asset
belongs.
(f)
Provisions
Provisions are recognised where there is a legal or constructive obligation, as a result of
past events, for which it is probable that an outflow of economic benefits will result, and
that outflow can be reliably measured.
(g) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks and
other short-term highly liquid investments with original maturities of three months or less.
Athena Resources Limited
Page 24
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(h) Revenue
Interest revenue is recognised on a proportional basis taking into account the interest
rates applicable to the financial assets.
All revenue is stated net of the amount of goods and service tax (GST).
(i)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where
the amount of GST incurred is not recoverable from the Australian Tax Office. In these
circumstances the GST is recognised as part of the cost of acquisition of the asset or as
part of an item of the expenses. Receivables and payables in the statement of financial
position are shown inclusive of GST.
(j)
Issued Capital
Issued and paid up capital is recognised at the fair value of the consideration received by
the company. Any transaction costs arising on the issue of ordinary shares are recognised
directly in equity as a reduction of the share proceeds received.
(k) Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to
conform to changes in presentation for the current financial year.
(l)
Impairment of Exploration Expenditure
The Directors assess impairment at each reporting date by evaluating conditions specific
to the Group that may lead to impairment of exploration expenditure. In making this
assessment, the Directors have considered the existence of any possible indicators of
impairment per AASB 6 “Exploration for and Evaluation of Mineral Resources”.
On the basis of this review, the Directors have not written off any exploration expenditure
during the financial year and are satisfied that no impairment is present at 30 June 2020.
(m) Critical Accounting Estimates and Judgements
The application of accounting policies requires the use of judgements, estimates and
assumptions about carrying values of assets and liabilities that are not readily apparent
from other sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual results may differ
from these estimates.
Athena Resources Limited
Page 25
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 2 – REVENUE
Revenue from non-operating activities
Interest received
Covid-19 Cash Boost
Contribution to overheads from Brilliant Glory
Total revenue
Consolidated
2020
$
2019
$
46
26,325
-
26,371
6
-
20,000
20,006
NOTE 3 – LOSS FROM ORDINARY ACTIVITIES BEFORE TAX EXPENSE
Expenses
Depreciation of non-current assets:
Office furniture and equipment
Motor vehicles
Total depreciation of non-current assets
NOTE 4 – INCOME TAX
642
5,025
5,667
640
5,011
5,651
No income tax is payable by Athena as each entity in the Group incurred a loss for tax
purposes for the year and each has available recoupable income tax losses at balance date.
The aggregate of income tax attributable to the financial year differs from the amount
calculated on the operating loss. The differences are calculated as follows:
Loss for the year
Income tax calculated at 27.5% (2019 30%)
Deferred tax asset not recognised
Income Tax Attributable to Operating Loss
Consolidated
2020
$
2019
$
(334,018)
(434,995)
(91,855)
91,855
-
(130,498)
130,498
-
Athena Resources Limited
Page 26
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Accumulated Tax Losses
Loss for the year
Tax free income – cash boost
Disallowable expenses
Exploration expenditure
Timing differences on depreciation of assets
Section 40-880 deduction
Tax loss for the year
Tax losses brought forward
Current year loss
Tax losses carried forward
334,018
26,325
(11,014)
429,279
190
19,220
798,018
434,995
-
(13,248)
730,485
(28)
26,754
1,179,014
13,252,773
798,018
14,050,791
12,073,759
1,179,014
13,252,773
The potential deferred tax asset has not been brought to account in the financial report at 30
June 2020 as the Directors do not believe it is appropriate to regard the realisation of the asset
as probable. This asset will only be obtained if:
(a) The company and its controlled entities derive future assessable income of an
amount and type sufficient to enable the benefit from the deductions for the tax losses
and the unrecouped exploration expenditure to be realised;
(b) The company and its controlled entities continue to comply with the conditions for
deductibility imposed by tax legislation; and
(c) No changes in tax legislation adversely affect the company and its controlled entities
in realising the benefit from the deductions for the tax losses and unrecouped
exploration expenditure.
Tax loss comparatives have been restated to reconcile to the prior year tax return.
Franking Credits
No franking credits are available at balance date for the subsequent financial year.
NOTE 5 – CASH AND CASH EQUIVALENTS
Cash at bank and on hand
Consolidated
2020
$
17,992
17,992
2019
$
5,913
5,913
Athena Resources Limited
Page 27
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 6 – TRADE AND OTHER RECEIVABLES
Current
Debtors
GST Receivable
NOTE 7 – PLANT AND EQUIPMENT
4,872
29,865
34,737
3,814
33,226
37,040
Year ended 30 June 2019
Balance at 1 July 2018
Additions
Disposals
Depreciation Charge
Balance at 30 June 2019
Year ended 30 June 2020
Balance at 1 July 2019
Additions
Disposals
Depreciation Charge
Balance at 30 June 2020
Cost
$
Accumulated
Depreciation
$
Net Book
Value
$
201,554
-
-
-
201,554
201,554
-
(130,198)
-
71,356
(187,594)
-
-
(5,651)
(193,245)
(193,245)
-
128,822
(5,667)
(70,090)
13,960
-
-
(5,651)
8,309
8,309
-
(1,376)
(5,667)
1,266
NOTE 8 – MINERAL EXPLORATION AND EVALUATION
Consolidated
2020
$
2019
$
Balance at 1 July 2019
8,409,884
7,679,399
Expenditure during the year on external costs and services
Native title on grant of mining leases
Overheads recovered through timesheet allocations
Contribution to tenement expenditure by Brilliant Glory
228,979
-
200,300
-
279,072
300,000
170,400
(18,987)
Balance at 30 June 2020
8,839,163
8,409,884
Athena Resources Limited
Page 28
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 9 – TRADE CREDITORS AND ACCRUALS
Current
Trade creditors
Native title on grant of mining leases
Loan from employee
NOTE 10 – DEFERRED CREDITORS
84,801
230,000
-
314,801
62,524
300,000
10,000
372,524
E Edwards
D Webster
R Kandiah
P Newcomb
E Edwards
D Webster
R Kandiah
P Newcomb
1 July 2018
Fees
(inc GST)
Payment
30 June 2019
420,424
227,200
70,400
170,757
888,781
198,000
52,800
-
52,800
303,600
123,424
-
35,200
71,557
230,181
495,000
280,000
35,200
152,000
962,200
1 July 2019
Fees
(inc GST)
Payment
30 June 2020
495,000
280,000
35,200
152,000
962,200
148,500
39,600
-
44,000
232,100
(148,500)
-
-
(64,000)
(212,500)
495,000
319,600
35,200
132,000
981,800
Directors and Officers have agreed to defer payment of fee arrears until such time as the
company is in a position to settle without prejudicing third party creditors.
NOTE 11 – RELATED PARTY LOANS
During the year, Directors and the Company Secretary extended unsecured interest free loans
to the Company, for the purpose of supporting short-term cash flow as follows:
Officer
E Edwards
D Webster
H Wai
P Newcomb
1 July 2019
$
Advances
Repayments
30 June 2020
$
$
$
40,000
40,000
31,900
-
111,900
23,500
-
-
30,000
53,500
(43,500)
-
(11,900)
(10,000)
(65,400)
20,000
40,000
20,000
20,000
100,000
Page 29
Athena Resources Limited
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 12 – THIRD PARTY LOANS
1 July 2019
$
Advances
$
Share Issue
30 June 2020
$
$
Goldway Mega Trade
Limited
208,100
208,100
158,800
158,800
(366,900)
(366,900)
-
-
Third party loans are interest free. The loan from Goldway Mega Trade Limited was converted
to shares in the placement announced on 27 September 2019.
NOTE 13 – RESERVES AND ACCUMULATED LOSSES
Balance at beginning of the year
Net Loss for the year
Balance at end of the year
NOTE 14 – ISSUED CAPITAL
Consolidated
2020
$
(7,113,871)
(334,018)
(7,447,889)
2019
$
(6,678,876)
(434,995)
(7,113,871)
Ordinary Fully Paid Shares
$
$
As at 1 July 2019
Issued during the year for cash
Issued during the year loan conversions
Share issue costs
As at 30 June 2020
As at 1 July 2019
Issued during the year
As at 30 June 2020
13,920,293
671,000
366,900
(13,747)
14,944,446
13,400,888
541,901
-
(22,496)
13,920,293
Shares
Shares
270,950,922
29,654,286
300,605,208
216,760,789
54,190,133
270,950,922
Athena Resources Limited
Page 30
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 15 – NOTES TO THE STATEMENT OF CASH FLOWS
Reconciliation of (loss) after income tax to net operating cash flows
Consolidated
2020
$
2019
$
(Loss) from ordinary activities
(334,018)
(434,995)
Depreciation
Loss on disposal of fixed assets
Share issue costs
Contribution to overheads
Movement in assets and liabilities
Receivables – overhead related
Payables – overhead related
Payables - deferred
Net cash provided by operating activities
5,667
1,376
(13,747)
-
5,651
-
(22,496)
(20,000)
2,302
10,269
19,600
(308,551)
25,026
(2,829)
73,419
(376,224)
NOTE 16 – FINANCIAL INSTRUMENTS
The Directors have assessed that the carrying value of financial assets and financial liabilities
approximate their fair value at balance date.
NOTE 17 – COMMITMENTS FOR EXPENDITURE
Mineral Tenement Leases
In order to maintain current rights of tenure to mining tenements, the Group will be required to
outlay amounts of $3,951,995 (2019: $5,144,185) in respect of minimum tenement
expenditure requirements and lease rentals. The obligations are not provided for in the
financial report and are payable as follows:
Not later than one year
Later than 1 year but not later than 2 years
Later than 2 years but not later than 5 years
Consolidated
2020
$
790,399
790,399
2,371,197
3,951,995
2019
$
1,028,837
1,028,837
3,086,511
5,144,185
Athena Resources Limited
Page 31
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
The Company has a number of avenues available to continue the funding of its current
exploration program and as and when decisions are made, the Company will disclose this
information to shareholders.
NOTE 18 – CONTINGENT LIABILITIES
Athena Resources Limited and its controlled entities have no known material contingent
liabilities as at 30 June 2020.
NOTE 19 – INVESTMENT IN CONTROLLED ENTITIES
Class of
Shares
Book Value of Athena’s
Investments
Complex Exploration Pty Ltd
Capricorn Resources Pty Ltd
Byro Exploration Pty Ltd
Ordinary
Ordinary
Ordinary
100%
100%
100%
2020
$
100
200
1,390,000
1,390,300
2019
$
100
200
1,390,000
1,390,300
The above controlled entities are incorporated in Australia.
The book value of Athena Resources Limited’s investment in the ordinary shares of controlled
entities is at cost, which does not exceed the underlying net assets of each entity.
Byro Exploration Pty Ltd is a wholly owned subsidiary of Complex Exploration Pty Ltd.
NOTE 20 – SEGMENT INFORMATION
During the year the Group operated principally in one business segment being mineral
exploration within Australia.
NOTE 21 – KEY MANAGEMENT PERSONNEL
(a)
Directors
The names and positions of Directors in office at any time during the financial year are:
David Arthur Webster
Edmond William Edwards
Hau Wan Wai
Non-Executive Chairman
Executive Director
Executive Director
(b)
Remuneration Polices
Remuneration policies are disclosed in the Remuneration Report which is contained in the
Directors’ Report.
Athena Resources Limited
Page 32
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
(c)
The total remuneration paid to Directors is summarised below:
Year ended 30 June
Short-term employee benefits
Post-employment benefits
Other-long term benefits
Other – based payments
Consolidated
2020
$
2019
$
171,000
-
-
-
171,000
228,000
-
-
-
228,000
d)
Aggregate amounts payable to Directors and their personally related entities.
Current
Accounts payable
Loans
NOTE 22 – RELATED PARTY INFORMATION
Transactions within the Group
Non-current receivables – Controlled Entities
Less : Provision for non recovery
Consolidated
2020
$
849,800
80,000
929,800
2019
$
810,200
111,900
922,100
Parent Entity
2020
$
2019
$
10,394,650
(1,554,985)
8,839,665
9,665,371
(1,554,985)
8,110,386
During the year net repayments of unsecured interest free loans were made to Directors as
follows:
Mr Edwards
Mr Wai
$20,000
$11,900
The maximum amount outstanding during the year to 30 June 2020 was $111,900.
Athena Resources Limited
Page 33
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 23 – REMUNERATION OF AUDITORS
Amount received, or due and receivable, by the auditors for:
Auditing and reviewing of the consolidated financial statements
of Athena Resources Limited
Other services
Consolidated
2020
$
2019
$
22,300
-
22,300
23,400
-
23,400
Audit fees are included in Legal and Professional in the Statement of Comprehensive Income.
NOTE 24 – PROFIT/(LOSS) PER SHARE
Consolidated
2020
$
2019
$
(Loss) used in the calculation of loss per share
(334,018)
(434,995)
Weighted average number of ordinary shares outstanding
during the year
291,987,188
244,375,487
Basic (loss) per share (cents per share)
(0.11)
(0.18)
NOTE 25 – FINANCIAL RISK MANAGEMENT
Financial Risk Management Policies
The Group’s financial instruments consist mainly of deposits with banks, accounts receivable
and accounts payable.
The Board’s overall risk management strategy seeks to assist the group in meeting its financial
targets, whilst minimising potential adverse effects on financial performance. The Group has
developed a framework for a risk management policy and internal compliance and control
systems that covers the organisational, financial and operational aspects of the Group’s
affairs. The Chairman is responsible for ensuring the maintenance of, and compliance with,
appropriate systems.
Financial Risk Exposures and Management
The main risks the Group is exposed to through its financial instruments are interest rate risk
and liquidity risk.
Athena Resources Limited
Page 34
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Interest Rate Risk
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value
will fluctuate as a result of change in the market, interest rate and the effective weighted
average interest rate on these financial assets, is as follows:
Financial Assets
- Cash at bank
- Trade debtors
Total Financial Assets
Financial Liabilities
- Trade Creditors
- Accruals
- Deferred Creditors
- Related Party Loans
- Third Party Loans
Total Financial Liabilities
Non-Interest Bearing
Floating Interest Rate
2020
$
-
34,737
34,737
2019
$
-
37,040
37,040
84,801
-
981,800
100,000
-
1,166,601
72,524
-
962,200
111,900
208,100
1,354,724
2020
$
17,192
-
17,192
230,000
-
-
-
-
230,000
2019
$
5,913
-
5,913
-
300,000
-
-
-
300,000
Weighted Average Effective Interest Rate is 1.0% (2019: 1.0%)
Interest on Native Title liability of $300,000 excluding GST is contracted as the ANZ Indicator
Interest Rate rate which is currently 1.2%. The Company agreed with the Native Title Party
that $100,000 be paid in October 2020, and the balance of $200,000 will bear interest at the
above rate with effect from 1 July 2019.
Liquidity Risk
The Group manages liquidity risk by monitoring forecast cash flows.
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security,
at balance date, is the carrying amount net of any allowance for doubtful debts, as disclosed
in the statement of financial position and notes forming part of the financial statements.
In the case of cash deposited, credit risk is minimised by depositing with recognised financial
intermediaries such as banks, subject to Australian Prudential Regulation Authority
supervision.
The Group does not have any material risk exposure to any single debtor or group of debtors
under financial instruments entered into by it.
Athena Resources Limited
Page 35
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
Capital Management Risk
Management controls the capital of the Group in order to maximise the return to shareholders
and ensure that the Group can fund its operations and continue as a going concern.
Management effectively manages the consolidated entity’s capital by assessing the Group’s
financial risks and adjusting its capital structure in response to changes in these risks and in
the market. These responses include the management of expenditure and debt levels and
share and option issues. There have been no changes in the strategy adopted by
management to control capital of the Group since the prior year.
Financial Instruments
Net Fair Values
For financial assets and liabilities, the net fair value approximates their carrying value. The
Group has no financial assets or liabilities that are readily traded on organised markets at
balance date and has no financial assets where the carrying amount exceeds net fair values
at balance date.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities
are disclosed in the statement of financial position and in the notes to and forming part of the
financial statements.
Interest Rate Sensitivity Analysis
The Group has not performed a sensitivity analysis relating to its exposure to interest rate risk.
Athena Resources Limited
Page 36
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 26 – PARENT ENTITY DISCLOSURES
Financial Position
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Total Current Assets
NON-CURRENT ASSETS
Plant and equipment
Investment in subsidiaries
Loans to subsidiaries
Total Non-Current assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Total Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Accumulated losses
TOTAL EQUITY
Financial Performance
(Loss) for the year
Other comprehensive income
Total comprehensive (loss)
Accumulated losses prior year
2020
$
17,192
34,737
51,929
2019
$
5,113
37,040
42,153
1,266
300
8,839,665
8,841,231
8,309
300
8,110,386
8,118,995
8,893,160
8,161,148
1,396,603
1,396,603
1,354,726
1,354,726
1,396,603
1,354,726
7,496,557
6,806,422
14,944,446
(7,447,889)
13,920,293
(7,113,871)
7,496,557
6,806,422
(334,018)
(334,018)
(7,113,871)
(7,447,889)
(434,995)
-
(434,995)
(6,678,876)
(7,113,871)
The parent entity has not entered into any guarantees in relation to debts of its subsidiaries,
has no contingent liabilities, and has no commitments for acquisition of property, plant and
equipment.
The ultimate recovery of the loans to the subsidiaries is dependent on the successful
development and/or commercial exploitation or sale of the subsidiaries’ exploration assets.
Athena Resources Limited
Page 37
NOTES TO AND FORMING PART OF THE
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
NOTE 27 – ASX LISTING
On 13 August 2019 the ASX announced that the securities of Athena Resources Limited
(‘AHN’) will be suspended from quotation immediately under Listing Rule 17.3, pending a
satisfactory response to ASX queries and further, as ASX has determined that AHN’s financial
condition is not adequate to warrant the continued quotation of its securities and therefore it
is in breach of Listing Rule 12.2. The suspension will continue until AHN is able to demonstrate
compliance with Listing Rule 12.2 and respond satisfactorily to ASX’s queries.
Since suspension and during the year ended 30 June 2020 the Company has raised
$1,024,153.
On 17 August 2020 the Company announced the completion of a placement of 7,428,571
shares at an issue price of $0.035 each to raise $260,000.
At the date of this report the securities are still suspended from quotation.
NOTE 28 – EVENTS SUBSEQUENT TO BALANCE DATE
On 17 August 2020 the company announced the completion of a placement of 7,428,571
shares at 3.5 cents to raise a further $260,000.
Athena Resources Limited
Page 38
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2020
1.
In the opinion of the directors of Athena Resources Limited (the ‘Company’):
a) the accompanying financial statements and notes are in accordance with the
Corporations Act 2001 including:
(i)
(ii)
giving a true and fair view of the Group’s financial position as at 30 June 2020
and of its performance for the year then ended; and
complying with Australian Accounting Standards, the Corporations Regulations
2001, professional reporting requirements and other mandatory requirements.
b) subject to the matters described in Note 1, there are reasonable grounds to believe
that the Company will be able to pay its debts as and when they become due and payable.
c) the financial statements and notes thereto are in accordance with International
Financial Reporting Standards issued by the International Accounting Standards Board.
2. This declaration has been made after receiving the declarations required to be made to
the directors in accordance with Section 295A of the Corporations Act 2001 for the
financial year ended 30 June 2020.
_______________________________
E W Edwards
Executive Director
Dated at Perth this 30th September 2020
Athena Resources Limited
Page 39
INDEPENDENT AUDITOR’S REPORT
To the members of Athena Resources Limited
Report on the Audit of the Financial Report
Disclaimer of Opinion
We were engaged to audit the financial report of Athena Resources Limited (“the Company”) and
its controlled entities (“the Group”), which comprises the consolidated statement of financial
position as at 30 June 2020, 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.
We do not express an opinion on the accompanying financial report of the Group. Because of the
significance of the matters described in the Basis for Disclaimer of Opinion section of our report,
we have not been able to obtain sufficient appropriate audit evidence to provide a basis to form an
opinion on this financial report.
Basis for Disclaimer of Opinion
As at 30 June 2020, the Group had cash and cash equivalents of $17,992 and an excess of current
liabilities over current assets of $1,343,872. For the year ended 30 June 2020, the Group recorded
a loss of $334,018 and a net cash outflow from operating and investing activities of $805,821.
As part of our audit procedures, we have been unable to obtain sufficient appropriate audit evidence
in relation to the Group’s ability to continue as a going concern with respect to the following matters
as outlined in Note 1:
-
-
the ability to continue to defer payment of creditors on a basis which will enable the Group to
continue as a going concern for the relevant period; and
the ability of the Group to raise future funding which is sufficient to enable it to continue as a
going concern for the relevant period.
The going concern assertion is material and pervasive to the financial report as a whole.
Based upon the above matters, we have been unable to obtain sufficient appropriate audit evidence
as to whether the Group is able to continue as a going concern and whether it will be able to realise
its assets and extinguish its liabilities in the normal course of business and at the amounts stated
in the financial 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 Corporations 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.
Athena Resources Limited
Page 40
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 responsibility is to conduct an audit of the Group’s financial report in accordance with Australian
Auditing Standards and to issue an auditor’s report. However, because of the matters described in
the Basis for Disclaimer of Opinion section of our report, we were not able to obtain sufficient
appropriate audit evidence to provide a basis for an audit opinion on the financial report.
We are independent of the Group in accordance with 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 ethical responsibilities in accordance with the Code.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included within the directors’ report for the year ended
30 June 2020.
In our opinion, the Remuneration Report of Athena Resources Limited for the year ended 30 June
2020 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
HLB Mann Judd
Chartered Accountants
Perth, Western Australia
30 September 2020
N G Neill
Partner
Athena Resources Limited
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SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2020
ANALYSIS OF SHAREHOLDING – 16 SEPTEMBER 2020
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – or more
Total on issue
SHARES
25
48
68
262
151
554
308,033,779
Number of Shareholders holding less than marketable parcel cannot be calculated as the
shares are suspended.
Voting Rights
Article 16 of the Constitution specifies that on a show of hands every member present in
person, by attorney or by proxy shall have:
(a) for every fully paid share held by him one vote
(b) for every share which is not fully paid a fraction of the vote equal to the amount
paid up on the share over the nominal value of the shares.
Substantial Shareholders
The following substantial shareholders have notified the Company in accordance with
Corporations Act 2001.
Brilliant Glory Industrial Corp Ltd
Edmond William Edwards
Goldway Mega Trade Limited
Peter John Newcomb
43,000,000
38,128,831
37,082,857
17,100,000
13.96%
12.38%
12.04%
5.55%
Directors’ Shareholding
Interest of each director in the share capital of the Company is detailed in the Remuneration
Report.
Athena Resources Limited
Page 42
SHAREHOLDER DETAILS
FOR THE YEAR ENDED 30 JUNE 2020
TOP TWENTY SHAREHOLDERS 16 SEPTEMBER 2020
Shareholder
Shares
%
Rank
Brilliant Glory Industrial Corp Ltd
Tied Nominees Pty Ltd
Goldway Mega Trade Limited
Stonydeep Investments Pty Ltd
Cobpen Co Investments Pty Ltd
Mr James Gregory Puklowski
Vitor Pty Ltd
Ishine International Resources Limited
Citicorp Nominees Pty Limited
Gardner Mining Pty Ltd
Kelanco Pty Ltd
Mr Mark Snabel-Matthews
Kokatu Pty Ltd
Mr Andrew Peter Thomson
Julia Edwards Superannuation Pty Ltd
Caroline Patricia Edwards
Mr Terence Weston
Mr Andrew John Puklowski
Mr L P Kelly & Ms H Salomons (Kelly Super)
Mr Ronald Wang Chi Tai
Total
43,000,000
38,073,831
37,082,857
17,100,000
10,096,626
9,253,895
8,333,333
8,300,000
7,160,769
6,675,000
6,108,750
5,950,830
5,020,000
4,432,500
4,020,000
3,954,218
3,671,000
3,631,767
3,243,611
3,064,765
228,173,752
13.96
12.36
12.04
5.55
3.28
3.00
2.71
2.69
2.32
2.17
1.98
1.93
1.63
1.44
1.31
1.28
1.19
1.18
1.05
0.99
74.07
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Athena Resources Limited
Page 43
INTEREST IN MINING TENEMENTS
FOR THE YEAR ENDED 30 JUNE 2020
INTEREST IN MINING TENEMENTS
Byro
E09/1507
E09/1552
E09/1637
E09/1781
E09/1938
M09/166
M09/168
E – Exploration License
M – Mining Lease
CORPORATE GOVERNANCE STATEMENT
The Board of Directors of Athena Resources Limited is responsible for the corporate
governance of the Company. The Board guides and monitors the business and affairs of
Athena Resources Limited on behalf of the shareholders by whom they are elected and to
whom they are accountable. The statement reports on Athena Resources Limited’s key
governance principles and practices.
Details of the Corporate Governance Statement can be found on the Athena Resources
Limited’s website at:
http://www.athenaresources.com.au/corporate/corporate-governance/
Athena Resources Limited
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